AMERITAS LIFE INSURANCE CORP SEPARATE ACCOUNT LLVL
485APOS, 1999-02-26
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<PAGE>   1
 
   
   AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 26, 1999
    
                                                       REGISTRATION NO. 33-86500
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
 
                           -------------------------
 
   
                         POST-EFFECTIVE AMENDMENT NO. 5
    
                                       TO
 
                                    FORM S-6
                           -------------------------
 
                           FOR REGISTRATION UNDER THE
                           SECURITIES ACT OF 1933 OF
         SECURITIES OF UNIT INVESTMENT TRUSTS REGISTERED ON FORM N-8B-2
 
                         AMERITAS LIFE INSURANCE CORP.
                             SEPARATE ACCOUNT LLVL
                           (EXACT NAME OF REGISTRANT)
 
                             ---------------------
 
                         AMERITAS LIFE INSURANCE CORP.
                                  (DEPOSITOR)
                                5900 "O" STREET
                            LINCOLN, NEBRASKA 68510
 
                             ---------------------
 
   
                               DONALD R. STADING
    
   
        SENIOR VICE PRESIDENT, SECRETARY, AND CORPORATE GENERAL COUNSEL
    
                         AMERITAS LIFE INSURANCE CORP.
                                5900 "O" STREET
                            LINCOLN, NEBRASKA 68510
 
TITLE OF SECURITIES BEING REGISTERED: SECURITIES OF UNIT INVESTMENT TRUST
 
     Approximate Date of Proposed Public Offering: As soon as practicable after
effective date.
 
It is proposed that this filing will become effective:
     [ ]  immediate upon filing pursuant to paragraph b
   
     [X]  on May 1, 1999 pursuant to paragraph a of Rule 485
    
     [ ]  on                pursuant to paragraph b of Rule 485
 
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<PAGE>   2
 
              RECONCILIATION AND TIE BETWEEN ITEMS IN FORM N-8B-2
                               AND THE PROSPECTUS
 
   
<TABLE>
<CAPTION>
ITEM NO. OF
FORM N-8B-2                      CAPTION IN PROSPECTUS
- -----------                      ---------------------
<C>           <S>
  1           Cover Page
  2           Cover Page
  3           Not Applicable
  4           Ameritas Life Insurance Corp.; Distribution of the Policies
  5           The Separate Account
  6           The Separate Account
  7           Not Required
  8           Not Required
  9           Legal Proceedings
  10          Summary; Addition, Deletion or Substitution of Investments;
              Policy Benefits; Policy Rights; Payment and Allocation of
              Premiums; General Provisions; Additional Insurance Benefits
              (Riders); Voting Rights
  11          Summary; The Funds
  12          Summary; The Funds
  13          Summary; The Funds; Charges and Deductions
  14          Summary; Payment and Allocation of Premiums
  15          Summary; Payment and Allocation of Premiums
  16          Summary; The Funds
  17          Summary; Policy Rights
  18          The Funds; Vanguard Variable Insurance Fund; Neuberger &
              Berman Advisers Management Trust; Berger Institutional
              Products Trust; Rydex Variable Trust; Fixed Account
  19          General Provisions; Voting Rights
  20          Not Applicable
  21          Summary; Policy Rights; General Provisions
  22          Not Applicable
  23          Safekeeping of the Separate Account's Assets
  24          General Provisions
  25          Ameritas Life Insurance Corp.
  26          Not Applicable
  27          Ameritas Life Insurance Corp.
  28          Executive Officers and Directors of Ameritas; Ameritas Life
              Insurance Corp.
  29          Ameritas Life Insurance Corp.
  30          Not Applicable
  31          Not Applicable
  32          Not Applicable
  33          Not Applicable
  34          Not Applicable
  35          Not Applicable
  36          Not Required
  37          Not Applicable
  38          Distribution of the Policies
  39          Distribution of the Policies
  40          Distribution of the Policies
  41          Distribution of the Policies
  42          Not Applicable
  43          Not Applicable
  44          Accumulation Value; Payment and Allocation of Premiums
  45          Not Applicable
  46          The Funds; Accumulation Value; Surrender Charge
  47          Not Applicable
</TABLE>
    
<PAGE>   3
 
   
<TABLE>
<CAPTION>
ITEM NO. OF
FORM N-8B-2                      CAPTION IN PROSPECTUS
- -----------                      ---------------------
<C>           <S>
  48          State Regulation of Ameritas
  49          Not Applicable
  50          The Separate Account
  51          Cover Page; Summary; Policy Benefits; Payment and Allocation
              of Premiums; Charges and Deductions
  52          Addition, Deletion or Substitution of Investments
  53          Summary; Federal Tax Matters
  54          Not Applicable
  55          Not Applicable
  56          Not Required
  57          Not Required
  58          Not Required
  59          Financial Statements
</TABLE>
    
<PAGE>   4
 
PROSPECTUS
 
                                                                          [LOGO]
 
FLEXIBLE PREMIUM                                                 5900 "O" Street
 
VARIABLE UNIVERSAL LIFE                         P.O. Box 81889/Lincoln, NE 68501
 
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This prospectus describes a flexible premium variable universal life insurance
policy ("Policy") offered by Ameritas Life Insurance Corp. ("Ameritas"). Like
traditional life insurance policies, the Policy provides Death Benefits to
Beneficiaries and gives you, the Policy Owner, the opportunity to increase the
Policy's Accumulation Value. Unlike traditional policies, this Policy lets you
vary the frequency and amount of premium payments, rather than follow a fixed
premium payment schedule. It also lets you change the level of Death Benefits
payable as often as once each year. This flexibility lets you provide for your
changing insurance needs under a single insurance policy.
    
 
   
The Policy is different from traditional life insurance policies in another
important way: you select how Policy premiums will be invested. Although each
Policy Owner is guaranteed a minimum Death Benefit, the Accumulation Value of
the Policy, as well as the actual Death Benefit, will vary with the performance
of investments you select.
    
 
   
The investment options available through the Policy include investment
portfolios from Vanguard Variable Insurance Fund ("Vanguard"), Neuberger &
Berman Advisers Management Trust ("Neuberger & Berman AMT"), and Berger
Institutional Products Trust ("Berger IPT") and Rydex Variable Trust ("Rydex")
(collectively the "Funds"). Each of these portfolios has its own investment
objective and policies. These are described in the prospectuses for each
investment portfolio which must accompany this prospectus. You may also choose
to allocate premium payments to the Fixed Account managed by Ameritas.
    
 
   
A Policy will be issued after Ameritas accepts a prospective Policy Owner's
application. Generally, an application must specify a Death Benefit no less than
$100,000, although lower amounts may be requested. The Policy is generally
available to cover individuals who are age 80 or less at their nearest birthday.
However, Ameritas may insure individuals above the age of 80, at its sole
discretion. A Policy, once purchased, may generally be canceled within 10 days
after you receive it.
    
 
   
This prospectus is designed to assist you in understanding the opportunity and
risks associated with the purchase of a Policy. Prospective Policy Owners are
urged to read the prospectus carefully and retain it for future reference.
    
 
   
This prospectus includes a summary of the most important features of the Policy,
information about Ameritas, a list of the investment portfolios to which you may
allocate payments, as well as a detailed description of the Policy. The appendix
to the prospectus includes tables designed to illustrate how Accumulation Values
and Death Benefits may change with the investment experience of the Investment
Options.
    
 
   
This prospectus must be accompanied by a prospectus for each of the investment
portfolios available through the Policy.
    
 
   
Although the Policy is designed to provide life insurance, it is considered to
be a security. It is not a deposit with, an obligation of, or guaranteed or
endorsed by any banking institution through which it may be purchased, nor is it
insured by the Federal Deposit Insurance Corporation, the Federal Reserve Board,
or any other agency. The purchase of a Policy involves investment risk,
including the possible loss of principal. The Policy Owner bears the entire
investment risk for monies placed in Separate Account LLVL under this Policy.
For this reason, the Policy may not be suitable for all individuals. It may not
be advantageous to purchase a Policy as a replacement for another type of life
insurance or as a way to obtain additional insurance protection if the purchaser
already owns another variable universal life insurance policy.
    
 
   
The Securities and Exchange Commission ("SEC") maintains a web site
(http://www.sec.gov) that contains other information regarding registrants that
file electronically with the Securities and Exchange Commission.
    
 
   
NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES
REGULATORY AUTHORITY HAS APPROVED THESE SECURITIES, OR DETERMINED THAT THIS
PROSPECTUS IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
    
 
   
                                  May 1, 1999
    
                                                                       LLVL    1
 
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<PAGE>   5
 
   
TABLE OF CONTENTS
    
 
   
<TABLE>
<CAPTION>
                                                              PAGE
                                                              ----
<S>                                                           <C>
DEFINITIONS.................................................    3
SUMMARY.....................................................    5
YEAR 2000...................................................   10
AMERITAS, THE SEPARATE ACCOUNT AND THE FUNDS................   10
  Ameritas Life Insurance Corp..............................   10
  Ameritas Life Insurance Corp. Separate Account LLVL.......   11
  The Funds.................................................   11
  Investment Objectives and Policies Of The Funds'
    Portfolios..............................................   13
  Addition, Deletion or Substitution of Investments.........   14
  Fixed Account.............................................   15
POLICY BENEFITS.............................................   15
  Purposes of the Policy....................................   15
  Death Benefit Proceeds....................................   16
  Death Benefit Options.....................................   16
  Methods of Affecting Insurance Protection.................   18
  Duration of the Policy....................................   18
  Accumulation Value........................................   18
  Benefits at Maturity......................................   19
  Payment of Policy Benefits................................   19
POLICY RIGHTS...............................................   20
  Loan Benefits.............................................   20
  Surrenders................................................   21
  Partial Withdrawals.......................................   21
  Transfers.................................................   21
  Systematic Programs.......................................   22
  Refund Privilege..........................................   23
  Exchange Privilege........................................   23
  PAYMENT AND ALLOCATION OF PREMIUMS........................   23
    Issuance of a Policy....................................   23
    Premiums................................................   24
    Allocation of Premiums and Accumulation Value...........   25
    Policy Lapse and Reinstatement..........................   25
  CHARGES AND DEDUCTIONS....................................   26
    Deductions From Premium Payment.........................   26
    Charges Deducted from Accumulation Value................   26
    Surrender Charge........................................   27
    Transfer Charge.........................................   27
    Partial Withdrawal Charge...............................   27
    Daily Charges Against the Separate Account..............   27
    Fund Management Fees....................................   28
GENERAL PROVISIONS..........................................   30
ADDITIONAL INSURANCE BENEFITS (RIDERS)......................   31
DISTRIBUTION OF THE POLICIES................................   32
FEDERAL TAX MATTERS.........................................   33
SAFEKEEPING OF THE SEPARATE ACCOUNT'S ASSETS................   35
THIRD PARTY SERVICES........................................   35
VOTING RIGHTS...............................................   36
STATE REGULATION OF AMERITAS................................   36
EXECUTIVE OFFICERS AND DIRECTORS OF AMERITAS................   36
LEGAL MATTERS...............................................   40
LEGAL PROCEEDINGS...........................................   40
EXPERTS.....................................................   40
ADDITIONAL INFORMATION......................................   41
FINANCIAL STATEMENTS........................................   41
AMERITAS LIFE INSURANCE CORP. SEPARATE ACCOUNT LLVL.........   49
AMERITAS LIFE INSURANCE CORP................................   62
APPENDICES..................................................   81
</TABLE>
    
 
   
   The Policy, certain Funds, and/or certain riders are not available in all
                                    States.
    
 
   
THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH
SUCH OFFERING MAY NOT BE LAWFULLY MADE. NO DEALER, SALESPERSON, OR OTHER PERSON
IS AUTHORIZED TO GIVE ANY INFORMATION OR MAKE ANY REPRESENTATIONS IN CONNECTION
WITH THIS OFFERING OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS, AND, IF GIVEN
OR MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON.
    
 
 2   LLVL
 
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<PAGE>   6
 
   
DEFINITIONS
    
   
    
 
   
ACCUMULATION VALUE -- The total amount that a Policy provides for investment at
any time. It is equal to the total of the Accumulation Value held in Separate
Account LLVL, the Fixed Account, and any Accumulation Value held in the General
Account which secures policy loans.
    
 
   
AMERITAS ("We, Us, Our") -- Ameritas Life Insurance Corp., a stock life
insurance company.
    
 
ATTAINED AGE -- The Issue Age of the Insured plus the number of complete Policy
Years that the policy has been in force.
 
   
BENEFICIARY -- The person or persons designated in the application, unless later
changed, to receive the Death Benefit.
    
 
DEATH BENEFITS -- The amount of insurance coverage provided under the Policy.
 
   
DEATH BENEFIT PROCEEDS -- The proceeds payable to the beneficiary upon receipt
by Ameritas of Satisfactory Proof of Death of the Insured while the Policy is in
force. It is equal to: (l) the Death Benefit; plus (2) additional life insurance
proceeds provided by any riders; minus (3) any outstanding policy debt; minus
(4) any overdue monthly deduction, including the deduction for the month of
death.
    
 
   
FIXED ACCOUNT -- An account that is a part of Ameritas' General Account to which
all or a portion of net premiums and transfers may be allocated for accumulation
at fixed rates of interest.
    
 
   
GENERAL ACCOUNT -- The General Account of Ameritas includes all of Ameritas
assets except those assets segregated into separate accounts.
    
 
GUARANTEED DEATH BENEFIT PREMIUM -- A specified optional premium amount for the
first three policy years which, if paid in advance on a monthly or yearly
cumulative basis, after adjustment for policy loans or Partial Withdrawals, will
keep the Policy in force during the first three policy years, so long as other
policy provisions are met, even if the Net Cash Surrender Value is insufficient
to cover monthly deductions. This benefit is provided without an additional
policy charge.
 
INSURED -- The person whose life is insured under the Policy.
 
   
INVESTMENT OPTIONS -- Refers to the Subaccounts and/or the Fixed Account offered
under this Policy.
    
 
ISSUE AGE -- The age of the Insured at the Insured's birthday nearest the Policy
Date.
 
ISSUE DATE -- The date that all financial, contractual and administrative
requirements have been met and processed for the Policy.
 
   
MATURITY DATE -- The date Ameritas pays any net cash surrender value, if the
Insured is still living.
    
 
   
MONTHLY ACTIVITY DATE -- The same date in each succeeding month as the Policy
Date except should such monthly activity date fall on a date other than a
Valuation Date, the monthly activity date will be the next Valuation Date.
    
 
NET AMOUNT AT RISK -- The amount by which the death benefit that would be
payable on a Monthly Activity Date exceeds the Accumulation Value on that date.
 
   
NET CASH SURRENDER VALUE -- The Accumulation Value on the date of surrender less
any Outstanding Policy Debt.
    
 
   
NET PREMIUM -- Premium paid less the premium charges.
    
 
OUTSTANDING POLICY DEBT -- The sum of all unpaid policy loans and accrued
interest on policy loans.
 
   
PARTIAL WITHDRAWAL -- A Policy Owner's means of accessing a portion of the
Accumulation Value without terminating coverage under the Policy. A Partial
Withdrawal has limitations, is irrevocable, and has several policy cost and
coverage implications.
    
 
   
PLANNED PERIODIC PREMIUMS -- A selected schedule of equal premiums payable at
fixed intervals. The Policy Owner is not required to follow this schedule, nor
does following this schedule ensure that the Policy will remain in force unless
the payments meet the requirements of the Guaranteed Death Benefit Premium.
    
                                                                       LLVL    3
 
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<PAGE>   7
 
   
POLICY -- The Flexible Premium Variable Universal Life Insurance Policy offered
by Ameritas and described in this Prospectus.
    
 
   
POLICY OWNER ("you, your") -- The owner of the Policy, as designated in the
application or as subsequently changed. If a Policy has been absolutely
assigned, the assignee is the Policy Owner. A collateral assignee is not the
Policy Owner.
    
 
POLICY ANNIVERSARY DATE -- The same day as the Policy Date for each year the
Policy remains in force.
 
   
POLICY DATE -- As set forth in the Policy, the effective date for all coverage
provided in the application. The Policy Date is used to determine Policy
Anniversary Dates, Policy Years and Monthly Activity Dates. Policy anniversaries
are measured from the Policy Date. The Policy Date and the Issue Date will be
the same unless: 1) an earlier Policy Date is specifically requested, or 2) the
Issue Date is later because additional premiums or application amendments are
required at time of delivery.
    
 
POLICY YEAR -- The period from one Policy Anniversary Date until the next Policy
Anniversary Date.
 
SATISFACTORY PROOF OF DEATH -- Means all of the following must be submitted:
 
(1)  A certified copy of the death certificate;
 
(2)  A Claimant Statement;
 
(3)  The Policy; and
 
   
(4)  Any other information that Ameritas may reasonably require to establish the
     validity of the claim.
    
 
   
SEPARATE ACCOUNT LLVL -- Ameritas Life Insurance Corp. Separate Account LLVL, a
separate investment account established by Ameritas to receive and invest the
net premiums paid under the Policy and allocated by the Policy Owner to Separate
Account LLVL.
    
 
   
SPECIFIED AMOUNT -- The minimum death benefit under the Policy, as selected by
the Policy Owner, which must be $100,000 or more at the Issue Date.
    
 
   
SUBACCOUNT -- A subdivision of Separate Account LLVL. Each Subaccount invests
exclusively in the shares of a specified portfolio of the Funds.
    
 
   
SURRENDER -- Occurs when the Policy is terminated before the maturity date
during the Insured's life for its Net Cash Surrender Value. Coverage under the
Policy will terminate as of the date of a surrender.
    
 
VALUATION DATE -- Any day on which the New York Stock Exchange is open for
trading.
 
VALUATION PERIOD -- The period between two successive Valuation Dates,
commencing at the close of the New York Stock Exchange ("NYSE") on one Valuation
Date and ending at the close of the NYSE on the next succeeding Valuation Date.
 
 4   LLVL
 
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<PAGE>   8
 
   
                                    SUMMARY
    
   
    
 
   
The following summary of prospectus information and diagram of the Policy should
be read in conjunction with the detailed information appearing elsewhere in this
prospectus. Unless otherwise indicated, the description of the Policy contained
in this prospectus assumes that the Policy is in force, current charges were
used, and there is no Outstanding Policy Debt.
    
 
                               DIAGRAM OF POLICY
 
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                                PREMIUM PAYMENTS
 
                       You can vary amount and frequency.
- --------------------------------------------------------------------------------
 
- --------------------------------------------------------------------------------
 
                            DEDUCTIONS FROM PREMIUMS
 
                 Premium taxes and the expense of deferring the
               tax deduction of policy acquisition costs -- 3.5%
                   This charge is guaranteed not to exceed 5%
       There is no premium load to cover sales and distribution expenses.
- --------------------------------------------------------------------------------
 
- --------------------------------------------------------------------------------
 
                                  NET PREMIUM
 
   
 You direct the net premium to be invested in the Fixed Account or in Separate
 Account LLVL which offers fifteen different Subaccounts. The fifteen
 Subaccounts invest in the corresponding portfolios of Vanguard, Neuberger &
 Berman AMT, Berger IPT or Rydex
    
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
                             DEDUCTIONS FROM ASSETS
 
 Monthly charge for cost of insurance and cost of any riders.
 
 Monthly charge for administrative expenses ($9.00 per month the first policy
 year and the 12-month period following an increase in specified amount, $4.50
 per month currently thereafter). This charge is guaranteed not to exceed $9.00
 per month.
 
 Daily charge, at an annual rate of 0.75%, from the Subaccounts for mortality
 and expense risks. This charge is guaranteed not to exceed .90%. This charge
 is not deducted from Fixed Account assets.
- --------------------------------------------------------------------------------
 
                                 LIVING BENEFITS
 
 Partial Withdrawals may be made (subject to certain restrictions). The death
 benefit will be reduced by the amount of the Partial Withdrawal. Up to fifteen
 free transfers may be made each year between the investment portfolios.
 
 Accelerated payment of up to 50% of the lowest scheduled death benefit is
 available under certain conditions for Insureds suffering from terminal
 illness.
 
 The policy may be surrendered at any time for its Net Cash Surrender Value. The
 policy has no surrender charge. However, there is a charge for Partial
 Withdrawals.
 
                               RETIREMENT BENEFITS
 
   
 Loans may be taken at a net zero interest rate after ten years or when the
 Insured reaches 55 (whichever occurs later). Should the policy lapse while
 loans are outstanding the portion of the loan attributable to earnings will
 become taxable distributions. (See page 18).
    
 
 Payments can be taken under one or more of five different payment options.
 
                                 DEATH BENEFITS
 
 Income tax free to beneficiary. Available as lump sum or under the five
 payment methods available as retirement benefits.
 
   
This summary is intended to highlight the most important features of the Policy
that you, as a prospective Policy Owner, should consider. You will find more
detailed information in the main portion of the prospectus. As you review this
summary, note the capitalized terms. Each is defined in the Definitions section
of this prospectus. This summary and all other parts of this prospectus are
qualified in their entirety by the terms of the Policy, which is available upon
request from Ameritas.
    
 
                                                                       LLVL    5
 
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<PAGE>   9
 
   
WHO ISSUES THE POLICY?
    
 
   
Ameritas issues the Policy. The Policy is available for individuals and for
corporations and other institutions who wish to provide coverage and benefits
for key employees. A separate account of Ameritas, Separate Account LLVL has
been established to hold the assets supporting the Policy. Separate Account LLVL
has 15 Subaccounts which correspond to, and are invested in, the portfolios of
the Funds discussed herein. (See the section on Ameritas, the Separate Account
and The Funds.). The financial statements for Ameritas can be found beginning on
page 51.
    
 
   
WHY SHOULD I CONSIDER PURCHASING THE POLICY?
    
 
   
The primary purpose of the Policy is to provide life insurance protection on the
Insured named in the Policy. This means that, so long as the Policy is in force,
it will provide for:
    
 
   
M life insurance coverage on the Insured up to age 100
    
 
   
M an Accumulation Value
    
 
   
M Surrender rights (including Partial Withdrawals and Surrender);
    
 
   
M Policy loan privileges
    
 
   
M a variety of optional benefits and riders that you may add to the Policy for
  an additional charge or without charge if certain minimum premiums are paid
    
 
   
M the payment of benefits to the Policy Owner, if living, on the Maturity Date
    
 
   
This Policy lets you choose, within limitations: (1) the amount and frequency of
premium payments; (2) how your Accumulation Values are invested; and (3) from
two death benefit options.
    
 
   
The Policy also includes an investment component. This means that, so long as
the Policy is in force, you will be responsible for selecting the manner in
which Net Premium will be invested. Thus, the value of a Policy will reflect
your investment choices over the life of the Policy.
    
 
   
WHAT PREMIUM MUST BE PAID TO KEEP A POLICY IN FORCE?
    
 
   
This Policy differs from a conventional life insurance policy in two important
ways. First, the failure to pay a Planned Periodic Premium will not in itself
cause the Policy to lapse. Second, a Policy can lapse even if Planned Periodic
Premiums have been paid unless the Guaranteed Death Benefit Premium requirements
have been met. (See the section on Payment and Allocation of Premiums.)
    
 
   
You must pay at least 25% of the total first year monthly deductions including
charges for riders, and any substandard risk adjustments in order to put the
Policy in force. This minimum initial premium is less than the Guaranteed Death
Benefit Premium. After the minimum initial premium is paid, you may pay
additional unscheduled premiums in any amount and at any frequency, subject only
to the maximum and minimum limitations set by Ameritas and the federal tax law
limits on total premiums paid. You may also choose a Planned Periodic Premium
which may include the minimum cumulative premiums necessary to keep in force the
Guaranteed Death Benefit Provision.
    
 
   
A Policy will lapse when its Net Cash Surrender Value is not sufficient to pay
the monthly deduction for insurance and administrative charges, unless the
Guaranteed Death Benefit Provision is in effect. A 61 day period from the date
written notice of lapse is mailed to the Policy Owner's last known address will
be allowed for the Policy Owner to make sufficient payment to keep the Policy in
force (grace period).
    
 
   
HOW ARE PREMIUMS PAID, PROCESSED AND CREDITED TO ME?
    
 
   
Your Policy will be issued after a completed application is accepted, and the
initial premium payment is received, by Ameritas at its Home Office. Ameritas'
Home Office is located at 5900 "O" Street, Lincoln, NE 68501. Your initial
premium will be allocated to the Money Market Subaccount for 13 days following
the Issue Date, and then will be allocated to the Subaccounts and/or the Fixed
Account, according to selections you made in your application. You have the
right to examine your Policy and return it for a refund for a limited time, even
after the Issue Date. (See the section on Refund Privilege.)
    
 6   LLVL
 
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<PAGE>   10
 
   
You may make subsequent premium payments according to your Planned Periodic
Premium schedule; although you are not required to do so. Ameritas will send
premium payment notices to you according to any schedule you select. When
Ameritas receives your premium payment at its Home Office, the premium charge
for taxes will be deducted and the Net Premium will be allocated to the
Subaccounts and/or the Fixed Account according to your selections. (See the
sections on Allocation of Net Premiums and Deductions from Premium Payment.)
    
 
   
As already noted, the Policy provides you considerable flexibility in
determining the frequency and amount of premium payments. This flexibility is
not, however, unlimited. You should keep certain factors in mind in determining
the payment schedule that is best suited to your needs. These include maximum
premium limits established under the federal tax laws and the impact that
reduced premium payments may have on the Net Cash Surrender Value of your
Policy. (See the sections on Premium Limitations and Planned Periodic Premiums.)
    
 
   
HOW DOES THE INVESTMENT COMPONENT OF MY POLICY WORK?
    
 
   
Ameritas has established Separate Account LLVL, which is separate from all other
assets of Ameritas, as a vehicle to receive and invest premiums received from
Policy Owners. Separate Account LLVL is divided into separate Subaccounts. Each
Subaccount invests exclusively in shares of one of the investment portfolios
available through the Policy. You may allocate Net Premiums to one or more
Subaccounts, or to Ameritas' Fixed Account in your initial application. These
allocations may be changed by notifying Ameritas' Home Office. We will only
allow allocations to Rydex according to administrative rules We have set. The
aggregate value of your interests in the Subaccounts and the Fixed Account will
represent the Accumulation Value of your Policy (See the section on Accumulation
Value.)
    
 
   
You may make transfers among the Investment Options. All transfers are subject
to the limits We set. We will only allow transfers with regard to Rydex
according to administrative rules We have set. The Policy's Accumulation Value
in Separate Account LLVL will reflect the amount and frequency of premium
payments, the investment experience of the chosen Subaccounts and the Fixed
Account, policy loans, any Partial Withdrawals, and any charges imposed in
connection with the Policy. The entire investment risk of Separate Account LLVL
is borne by the Policy Owner. Ameritas does not guarantee a minimum Accumulation
Value in Separate Account LLVL. (See the section on Accumulation Value.)
Ameritas does guarantee the Fixed Account.
    
 
   
WHAT INVESTMENT OPTIONS ARE AVAILABLE THROUGH THE POLICY?
    
 
   
The Investment Options available through the Policy include 21 investment
portfolios, each of which is a separate series of a mutual fund from Vanguard,
Neuberger & Berman AMT, Berger IPT and Rydex. These portfolios are:
    
 
   
<TABLE>
<S>                              <C>                              <C>
MVANGUARD:                       MNEUBERGER & BERMAN AMT:         MRYDEX:
   Money Market                     Limited Maturity Bond            Nova Fund
   High-Grade Bond                  Growth                           Ursa Fund
   High Yield Bond                  Partners                         OTC Fund
   Balanced                         Balanced                         Precious Metals Fund
   Equity Income                 MBERGER IPT:                        U.S. Government Bond Fund
   Equity Index                     100 Fund                         Juno Fund
   Growth                           Small Company Growth Fund
   Small Company Growth
   International
</TABLE>
    
 
   
Details about the investment objectives and policies of each of the available
investment portfolios, including management fees and expenses, appear in the
section on The Funds. There is no assurance that these objectives will be met.
Participation in Rydex is subject to administrative rules We have set. The
Policy Owner bears the entire investment risk for amounts allocated to the
Subaccounts. In addition to the listed portfolios, you may also elect to
allocate Net Premiums to Ameritas' Fixed Account. (See the section on Fixed
Account.)
    
                                                                       LLVL    7
 
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<PAGE>   11
 
   
HOW DOES THE LIFE INSURANCE COMPONENT OF A POLICY WORK?
    
 
   
A Policy provides for the payment of a minimum Death Benefit upon the death of
the Insured. The amount of the minimum Death Benefit -- sometimes referred to as
the Specified Amount of your Policy -- is chosen by you at the time your Policy
is established. However, Death Benefit Proceeds -- the actual amount that will
be paid after Ameritas receives Satisfactory Proof of Death of the
Insured -- will vary over the life of your Policy, depending on which of the two
available coverage options you select.
    
 
   
If you choose Option A, Death Benefit Proceeds payable under your Policy will be
the Specified Amount of your Policy or the applicable percentage of its
Accumulation Value, whichever is greater. If you choose Option B, Death Benefit
Proceeds payable under your Policy will be the Specified Amount of your Policy
PLUS the Accumulation Value of your Policy, or if it is higher, the applicable
percentage of the Accumulation Value on the date of death. In either case, the
applicable percentage is established based on the age of the Insured at the date
of death (See the section on Death Benefit Options.)
    
 
   
If the Extended Maturity Rider is in effect, the Death Benefit will be the
Accumulation Value.
    
 
   
ARE THERE ANY RISKS INVOLVED IN OWNING A POLICY?
    
 
   
Yes. Over the life of your Policy, the Subaccounts to which you allocate your
premiums will fluctuate with changes in the stock market and overall economic
factors. These fluctuations will be reflected in the Accumulation Value of your
Policy and may result in loss of principal. For this reason, the purchase of a
Policy may not be suitable for all individuals. It may not be advantageous to
purchase a Policy to replace or augment your existing insurance arrangements.
Appendix A includes tables illustrating the impact that hypothetical market
returns would have on Accumulation Values under a Policy.
    
 
IS THE ACCUMULATION VALUE OF MY POLICY AVAILABLE BEFORE THE MATURITY DATE
WITHOUT SURRENDER?
 
Yes. You may access the value of your Policy in one of two ways. First, you may
obtain a loan, secured by the Policy, after the first Policy anniversary. The
maximum amount you may borrow is 100% of the Net Cash Surrender Value after
adjustment for loan interest and guaranteed monthly deductions for the remainder
of the Policy Year. The maximum interest rate on any such loan is 6% annually;
the current rate is 5.5% annually. After the later of the Insured's age 55 or
the tenth policy anniversary, you may borrow each year against a limited amount
of the Accumulation Value at a reduced rate. Any loan transaction will
permanently affect the values of the Policy. Further, a 10% penalty tax may
apply. (See the section on Federal Tax Matters.) If the Outstanding Policy Debt
exceeds the Policy's Accumulation Value and any accrued expenses, you must pay
the excess, or the Policy may terminate without value. If the Policy lapses
while policy loans are outstanding, the portion of the loans attributable to
earnings will become taxable. (See the section on Loan Benefits.)
 
   
You may also access the value of your Policy by making a partial withdrawal. A
partial withdrawal may not exceed the Net Cash Surrender Value, and the Net Cash
Surrender Value after a partial withdrawal must be the greater of $1,000 or an
amount sufficient to keep the Policy in force for the remainder of the Policy
Year. Partial withdrawals will reduce both the Accumulation Value and the Death
Benefit payable under the Policy. Ameritas may deduct a charge from each partial
withdrawal (See the section on Partial Withdrawals.)
    
 
   
You may, of course, surrender the Policy at any time and receive its Net Cash
Surrender Value. However, Surrender terminates your life insurance protection.
    
 
   
WHAT ARE THE CHARGES ASSOCIATED WITH OWNERSHIP OF A POLICY?
    
 
SALES CHARGE. There is no premium load to cover sales and distribution expenses.
 
   
PREMIUM CHARGES. Generally, a charge of no greater than 5% (currently 3.5%) of
each premium will be deducted to compensate Ameritas for premium tax charges
(currently 2.5%) and the expenses of deferring the tax deduction of policy
acquisition costs (currently 1.0%) before placing any amount in a Subaccount or
the Fixed Account. Ameritas does not expect to derive a profit from the premium
charges. (See the section on Deductions From Premium Payment.)
    
 
 8   LLVL
 
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<PAGE>   12
 
MONTHLY CHARGES AGAINST THE ACCUMULATION VALUE.
 
   
a) A monthly maintenance charge of up to $9.00 (currently Ameritas is charging
$9.00 per month during the first Policy Year and during any 12-month period
after an increase in specified amount, and $4.50 per month thereafter)to
compensate Ameritas for the continuing administrative costs of the Policy; plus
    
 
   
b) A monthly charge for the cost of insurance including the cost for any riders.
(See the section on Charges Deducted from Accumulation Value.)
    
 
   
DAILY CHARGES AGAINST THE SEPARATE ACCOUNT. A daily charge will be imposed at an
annual rate not to exceed .90% (currently .75%) of the average daily net assets
of each Subaccount, but not the Fixed Account. This charge compensates Ameritas
for mortality and expense risks assumed in connection with the Policy. (See the
section on Daily Charges Against the Separate Account.).
    
 
   
No additional charges are currently made against Separate Account LLVL for
federal, state or local taxes. If there is a material change from the expected
treatment of Ameritas under federal, state or local tax laws, Ameritas may
determine to make deductions from Separate Account LLVL to pay those taxes. (See
the section on Taxes.)
    
 
   
Policy Owners who choose to allocate Net Premiums to one or more of the
Subaccounts will also bear a pro rata share of the management fees and expenses
paid by each of the investment portfolios in which the various Subaccounts
invest. No such management fees are assessed against Net Premiums allocated to
the Fixed Account. (See the section on Fund Management Fees.)
    
 
SURRENDER CHARGE. This policy has no surrender charge. However, there is a
charge for Partial Withdrawals. (See below).
 
   
TRANSFER CHARGE. The first 15 transfers of Accumulation Value per policy year
are free of charge. Then a $10 administrative charge may be assessed for each
additional transfer. The transfer charge will be deducted from the amount
transferred. (See the section on Transfer Charge.)
    
 
   
PARTIAL WITHDRAWAL CHARGE. Ameritas may deduct a charge, not to exceed the
lesser of $50 or 2% of the amount withdrawn for each Partial Withdrawal.
(Currently, the charge is the lesser of $25 or 2%.) The charge will be deducted
from the amount paid as a result of the Partial Withdrawal and will compensate
Ameritas for the administrative costs of Partial Withdrawals. A Partial
Withdrawal charge is not assessed when a Policy is surrendered. (See the section
on Partial Withdrawal Charge.)
    
 
   
CAN I ADJUST DEATH BENEFITS?
    
 
   
Yes. After the first Policy anniversary you may adjust the Death Benefit by
changing the Death Benefit option. You may also adjust the Death Benefit by
decreasing the Specified Amount of the Policy after the first Policy Year. A
change in the Specified Amount and a change in the Death Benefit option may only
be made once per year, and are subject to certain limits. No change will be
allowed if the resulting Specified Amount is less than the minimum allowed. The
Specified Amount remaining in force after any requested decrease may not be less
than $100,000 in the first three Policy Years and $75,000 thereafter. A change
in the Death Benefit option from Option A to Option B will require satisfactory
evidence of insurability. Finally, if, following the decrease in Specified
Amount, the Policy would not comply with the premium limitations required by
federal tax law, We may limit the decrease or return Accumulation Value in order
to meet the requirements of the federal tax law. (See the section on Death
Benefit Options.)
    
 
   
WHAT IS THE TAX TREATMENT OF THE POLICY?
    
 
   
Like death benefits payable under conventional life insurance policies, life
insurance proceeds payable under the Policy are excludable from the taxable
income of the Beneficiary. Should the Policy be deemed a modified endowment
contract (see the section on Federal Tax Matters-Tax Status of the Policy),
Partial Withdrawals or Surrenders, assignments, policy pledges, and loans under
the Policy will be taxable to the Policy Owner to the extent of any gain under
the Policy. Generally, a 10% penalty tax also applies to the taxable portion of
any distribution prior to the Owner reaching age 59 1/2. (For further detail
regarding taxation, see the section on Federal Tax Matters.)
    
 
                                                                       LLVL    9
 
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<PAGE>   13
 
   
MAY I RETURN THE POLICY FOR A REFUND OR EXCHANGE IT FOR ANOTHER POLICY?
    
 
   
REFUND PRIVILEGE. You have a period of time (a "free look period") to examine a
Policy and return it for a refund. You may cancel the Policy within 45 days
after Part I of the application is signed, within 10 days after you receive the
Policy, or 10 days after Ameritas delivers a notice concerning cancellation,
whichever is later. The amount of the refund is the greater of the premium paid
or the premium paid adjusted by investment gains and losses. (See the section on
Refund Privilege.)
    
 
   
EXCHANGE PRIVILEGE. During the first 24 months after the Policy Date of the
Policy, subject to certain restrictions, you may exchange the Policy for a
flexible premium adjustable life insurance policy issued and made available for
exchange by Ameritas. The policy provisions and applicable charges for the new
policy will be based on the same policy date and issue age as under the Policy.
(See the section on Exchange Privilege.)
    
 
   
WHEN DOES MY POLICY TERMINATE?
    
 
   
You may terminate your Policy by Surrendering the Policy during the lifetime of
the Insured for its Net Cash Surrender Value. (See the section on Surrenders.)
As noted above, your Policy will terminate if you fail to maintain sufficient
Net Cash Surrender Value to cover Policy charges. (See the section on Duration
of the Policy.)
    
 
   
Finally, your Policy will terminate on its Maturity Date if the named Insured is
living on that date, unless you have elected the extended maturity rider. The
Maturity Date is the policy anniversary nearest to the Insured's 100th birthday.
On the Maturity Date, Ameritas will pay you an amount equal to the Accumulation
Value of your Policy, less any Outstanding Policy Debt. (See the section on
Benefits at Maturity.)
    
 
   
YEAR 2000
    
 
   
Like other insurance companies and their separate accounts, Ameritas and
Separate Account LLVL could be adversely affected if the computer systems they
rely upon do not properly process date-related information and data involving
the years 2000 and after. This issue arose because both mainframe and PC-based
computer hardware and software have traditionally used two digits to identify
the year. For example, the year 1998 is input, stored and calculated as "98."
Similarly, the year 2000 would be input, stored and calculated as "00." If
computers assume this means 1900, it could cause errors in calculations,
comparisons, and other computing functions.
    
 
   
Like all insurance companies, Ameritas makes extensive use of dates and date
calculations. We began a corporate-wide Year 2000 (Y2K) project in mid-1996. Our
goal is to ensure that Our computer systems continue to operate smoothly with no
service disruptions before, during or after the year 2000.
    
 
   
As of December 31, 1998, all of Our computer application and operating systems
had been updated for the year 2000. Continuous testing and monitoring throughout
1999 will help Ameritas continue to meet Our contractual and service obligations
to Our customers. In addition to Our internal efforts, Ameritas is working
closely with vendors and other business partners to confirm that they too are
addressing Y2K issues on a timely basis. We believe that We are Y2K -compliant;
however, in the event We or Our service providers, vendors, financial
institutions or others with which We conduct business, fail to be Y2K -
compliant, there would be a materially adverse effect on Us.
    
 
   
AMERITAS, THE SEPARATE ACCOUNT AND THE FUNDS
    
 
AMERITAS LIFE INSURANCE CORP.
 
   
Ameritas Life Insurance Corp. ("Ameritas") is a stock life insurance company
domiciled in Nebraska since 1887. Ameritas and its subsidiaries are currently
licensed to sell life insurance and annuities in 50 states, and the District of
Columbia. The Home Office of Ameritas is at 5900 "O" Street, Lincoln, Nebraska
68501.
    
 
   
Ameritas and subsidiaries had total assets at December 31, 1998 of over $4.1
billion. Ameritas enjoys a long standing A+ (Superior) rating for financial
strength and operating performance from A.M. Best, an independent firm that
analyzes insurance carriers. This is the second highest of Best's 15 categories.
Ameritas has been rated A- (Excellent) by Weiss Research, Inc., for fiscal
strength. This is the third highest of Weiss'
    
 
 10   LLVL
 
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<PAGE>   14
 
   
16 categories. Ameritas also has an AA (Very Strong) rating from Standard &
Poor's for insurer financial strength. This is the third highest of Standard &
Poor's 21 ratings.
    
 
   
Effective January 1, 1998, Ameritas converted from a mutual insurance company
structure to a mutual insurance holding company structure pursuant to the
Nebraska Mutual Insurance Holding Company Act. The conversion was approved by
the Nebraska State Department of Insurance and the policy owners of the mutual
company. As a result of the conversion, Ameritas is wholly owned by Ameritas
Holding Company, which is wholly owned by Ameritas Mutual Insurance Holding
Company. There are no other owners of 5% or more of the outstanding voting
securities of Ameritas.
    
 
   
Ameritas Investment Corp. ("AIC"), the principal underwriter of the policies,
may publish in advertisements and reports to Policy Owners, the ratings and
other information assigned to Ameritas by one or more independent rating
services. The purpose of the ratings is to reflect the financial strength and/or
claims-paying ability of Ameritas. The ratings do not relate to the performance
of Separate Account LLVL. Published material may also include charts and other
information concerning dollar cost averaging, portfolio rebalancing, earnings
sweep, tax-deference, diversification, asset allocation, long term market
trends, index performance, and other investment programs and methods.
    
 
AMERITAS LIFE INSURANCE CORP. SEPARATE ACCOUNT LLVL
 
   
Ameritas Life Insurance Corp. Separate Account LLVL ("Separate Account LLVL")
was established under Nebraska law on August 24, 1994. The assets of Separate
Account LLVL are held by Ameritas and are segregated from all of Ameritas' other
assets. These assets are not chargeable with liabilities arising out of any
other business which Ameritas may conduct, including any income, gains, or
losses of Ameritas. Although the assets maintained in Separate Account LLVL will
not be charged with any liabilities arising out of Ameritas' other business, all
obligations arising under the Policies are liabilities of Ameritas who will
maintain assets in Separate Account LLVL of a total market value at least equal
to the reserve and other contract liabilities of Separate Account LLVL.
Nevertheless, to the extent assets in Separate Account LLVL exceed Ameritas'
liabilities in Separate Account LLVL, the assets are available to cover the
liabilities of Ameritas' General Account. Ameritas may, from time to time,
withdraw assets available to cover the General Account obligations. Separate
Account LLVL is registered with the Securities and Exchange Commission ("SEC")
under the Investment Company Act of 1940 ("1940 Act") as a unit investment
trust, which is a type of investment company. This does not involve any SEC
supervision of the management or investment policies or practices of Separate
Account LLVL. For state law purposes, Separate Account LLVL is treated as a
Division of Ameritas.
    
 
THE FUNDS
 
   
There are currently 21 Subaccounts within Separate Account LLVL available to
Policy Owner for new allocations. Each Subaccount of Separate Account LLVL will
invest only in the shares of a corresponding portfolio of Vanguard, Neuberger &
Berman AMT, or Berger IPT (collectively the "Funds"). Each fund is registered
with the SEC under the 1940 Act as an open-end diversified management investment
company.
    
 
The assets of each portfolio of the Funds are held separate from the assets of
the other portfolios. Thus, each portfolio operates as a separate investment
portfolio, and the income or losses of one portfolio generally have no effect on
the investment performance of any other portfolio.
 
   
Rydex involves strategic or tactical asset allocation, and may involve
aggressive investing strategies. For that reason, We have established
administrative rules under which We will allow allocations and/or transfers to
be made to Rydex. (See Rydex Administrative Rules, below.)
    
 
   
The investment objectives and policies of each portfolio are summarized below.
There is no assurance that any of the portfolios will achieve their stated
objectives. More detailed information, including a description of investment
objectives, policies, restrictions, expenses and risks, is in the prospectuses
for each of the Funds, which must accompany or precede this Prospectus. These
Prospectuses should be read carefully together with this Prospectus and
retained. All underlying fund information, including Fund prospectuses, has been
provided to Ameritas by the underlying Funds. Ameritas has not independently
verified this information.
    
 
                                                                      LLVL    11
 
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<PAGE>   15
 
   
The investments in the Funds may be managed by Fund managers which manage one or
more other mutual funds that have similar names, investment objectives, and
investment styles as the Funds. You should be aware that the Funds are likely to
differ from the other mutual funds in size, cash flow pattern, and tax matters.
Thus, the holdings and performance of the Funds can be expected to vary from
those of the other mutual Funds.
    
 
   
Each Policy Owner should periodically consider the allocation among the
Subaccounts in light of current market conditions and the investment risks
attendant to investing in the Funds' various portfolios.
    
 
   
Separate Account LLVL will purchase and redeem shares from the Portfolios at the
net asset value. Shares will be redeemed to the extent necessary for Ameritas to
collect charges, pay the surrender values, Partial Withdrawals, and make policy
loans or to transfer assets from one Subaccount to another, or to the Fixed
Account, as requested by Policy Owners. Any dividend or capital gain
distribution received is automatically reinvested in the corresponding
Subaccount.
    
 
   
Since Vanguard, Neuberger & Berman AMT and Berger IPT are each designed to
provide investment vehicles for variable annuity or variable life insurance
contracts of various insurance companies and will be sold to separate accounts
of other insurance companies as investment vehicles for various types of
variable life insurance policies or variable annuity contracts, there is a
possibility that a material conflict may arise between the interests of Separate
Account LLVL and one or more of the separate accounts of another participating
insurance company. In the event of a material conflict, the affected insurance
companies agree to take any necessary steps, including removing its separate
accounts from the Funds, to resolve the matter. The risks of such mixed and
shared funding are described further in the prospectuses of the Funds.
    
 
   
RYDEX ADMINISTRATIVE RULES
    
 
   
You may access the Rydex Subaccounts through your Policy only if you are
currently a Rydex investor, or, in the alternative, you are not a current Rydex
investor but you meet all of the following criteria:
    
 
   
1.  You have designated to Us in writing that you have an agreement retaining a
    financial advisor to provide strategic or tactical asset allocation services
    relating to your Policy;
    
 
   
2.  You agree that you are solely responsible for selecting, supervising, and
    paying any compensation for services to your financial advisor. We do not
    have any responsibility for your financial advisor or the recommendations or
    advice provided;
    
 
   
3.  You have executed a power of attorney authorizing your financial advisor to
    give allocation and transfer directions to Us and/or Our designee;
    
 
   
4.  Unless you have specified otherwise in the power of attorney you provided
    Us, you may make withdrawals from or surrender your Policy at any time, and
    may give Us your directions to allocate and/or transfer among all Investment
    Options other than Rydex. Only your financial advisor may give Us directions
    to allocate to or transfer Accumulation Value to or from Rydex Subaccounts;
    
 
   
5.  You agree to provide Us with:
    
 
   
     A.  Written notification of any change in financial advisor; and
    
 
   
     B.  A power of attorney authorizing your new financial advisor to give
         allocation and transfer directions to Us;
    
 
   
6.  If We receive notification that your financial advisor is either no longer
    authorized by you or no longer able to give allocation and transfer
    directions to Us, We will send you a ten (10) day advance notification that
    all Accumulation Value allocated to Rydex under your Policy ("Rydex
    Accumulation Value") will be transferred to the Money Market Subaccount of
    Vanguard. You must send Us, before the ten (10) day period passes, written
    notification of the name of your new financial advisor, and a power of
    attorney from you authorizing the new financial advisor to give Us
    instructions relating to Rydex allocations. In the alternative, you may send
    Us written notification, on a form supplied by Us, of your election to
    remain allocated to Rydex without the services of a financial advisor. If
    you do not send Us the notification and power of attorney, if applicable, We
    will transfer the Rydex Accumulation Value on the 10th day. Until
    
 
 12   LLVL
 
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<PAGE>   16
 
   
    you provide Us with the notification and power of attorney, your investment
    options will not include Rydex;
    
 
   
7.  You agree that the transaction cutoff time for receipt by Us of purchase
    payments for allocation and transfer and/or withdrawal instructions relating
    to Rydex is 1:30 p.m. Central time; and
    
 
   
8.  If you are currently a Rydex investor, and wish to access Rydex on that
    basis, you agree to provide Us with proof of that status.
    
 
INVESTMENT OBJECTIVES AND POLICIES OF THE FUNDS' PORTFOLIOS
 
VANGUARD
 
MONEY MARKET PORTFOLIO seeks to provide a current income and a stable net asset
value of $1.00 per share. The Portfolio invests primarily in high-quality money
market instruments issued by financial institutions, nonfinancial corporations,
and the U.S. Government, state and municipal governments and their agencies or
instrumentalities, as well as repurchase agreements collateralized by such
securities.
 
   
HIGH-GRADE BOND PORTFOLIO seeks to provide a high level of income by attempting
to parallel the investment results (income plus capital change) of a broad
market index of publicly-traded investment graded fixed-income securities. The
Portfolio invests in a diversified sample of fixed income and mortgage-backed
securities included in the Lehman Brothers Aggregate Bond Index.
    
 
HIGH YIELD BOND PORTFOLIO seeks to provide a high level of current income by
investing in a diversified portfolio of lower quality, high-yielding corporate
debt securities (commonly referred to as "junk bonds").
 
   
BALANCED PORTFOLIO seeks to converse capital, while providing moderate income
and moderate long-term growth of capital and income. The Portfolios invests in a
diversified portfolio of common stocks and bonds.
    
 
   
EQUITY INCOME PORTFOLIO seeks to provide a relatively high level of current
income and the potential for long-term growth of capital and income by investing
principally in dividend-paying stocks.
    
 
   
EQUITY INDEX PORTFOLIO seeks to provide long-term growth of capital and income
by attempting to parallel the investment results of the Standard & Poor's 500
Composite Stock Price Index (the "S & P 500"). The Portfolio invests primarily
in common stocks included in the S & P 500.
    
 
   
GROWTH PORTFOLIO seeks to provide long-term growth of capital by investing
primarily in large capitalization stocks of seasoned U.S. companies with
above-average prospects for growth.
    
 
   
SMALL COMPANY GROWTH PORTFOLIO seeks to provide long-term growth of capital by
investing primarily in equity securities of small companies deemed to have
favorable prospects for growth.
    
 
   
INTERNATIONAL PORTFOLIO seeks to provide long-term growth of capital by
investing primarily in equity securities of seasoned companies located outside
the United States.
    
 
NEUBERGER & BERMAN AMT
 
   
LIMITED MATURITY BOND PORTFOLIO seeks the highest current income consistent with
low risk to principal and liquidity; and secondarily, total return. This fund
invests mainly in investment grade bonds and other debt securities from U.S.
Government and corporate issuers.
    
 
   
GROWTH PORTFOLIO seeks growth of capital. Principal series investments are
common stocks.
    
 
   
PARTNERS PORTFOLIO seeks capital growth. Principal series investments are common
stocks of mid- to large-cap companies.
    
 
   
BALANCED PORTFOLIO seeks long-term capital growth and reasonable current income
without undue risk to principal. Principal series investments are common stocks
and investment grade bonds and other debt securities from U.S. Government and
corporate issuers.
    
 
                                                                      LLVL    13
 
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<PAGE>   17
 
BERGER IPT
 
BERGER IPT-100 FUND seeks long-term capital appreciation. Current income is not
an investment objective. The Fund places primary emphasis on established
companies which it believes to have favorable growth prospects, regardless of
the company's size. Common stock usually constitutes all or most of the Fund's
investment portfolio, but the Fund remains free to invest in securities other
than common stocks.
 
   
BERGER IPT-SMALL COMPANY GROWTH FUND seeks capital appreciation. It invests
principally in a diversified group of equity securities of small growth
companies whose market capitalization at the time of initial purchase, is less
than the 12-month average of the maximum market capitalization for companies
included in the Russel 2000 Index. This average is updated monthly.
    
 
   
RYDEX
    
 
   
NOVA FUND -- seeks to provide investment returns that are 150% of the S&P 500
Index. The Fund invests a significant extent in futures contracts and options
on: securities, futures contracts, and stock indexes. The Fund holds U.S.
Government securities to collateralize these futures and options contracts.
    
 
   
URSA FUND -- seeks to provide investment results that will inversely correlate
to the performance of the S&P 500 Index. The Fund invests a significant extent
in futures contracts and options on: securities, futures contracts, and stock
indexes. The Fund hold U.S. Government securities to collateralize these futures
and options contracts.
    
 
   
OTC FUND -- seeks to provide investment results that correspond to a benchmark
for over-the-counter securities. The Fund's current benchmark is the NASDAQ 100
Index. The Fund invest principally in securities of companies included in the
NASDAQ 100 index.
    
 
   
PRECIOUS METALS FUND -- seeks to provide investment results that correspond to a
benchmark for precious metals securities. The Fund's current benchmark is the
XAU Index. The Fund invests principally in securities of companies included in
the XAU Index.
    
 
   
U.S. GOVERNMENT BOND FUND -- seeks to provide investment results that correspond
to a benchmark for U.S. Government securities. The Fund's current benchmark is
120% of the price movement of the Long Treasury Bond. The Fund invests
principally in U.S. Government securities, futures contracts, and options. Some
of the Fund's U.S. Government securities will be used to collateralize these
futures and options contracts.
    
 
   
JUNO FUND -- seeks to provide total returns that will inversely correlate to the
price movement of a benchmark for U.S. Treasury debt instruments. The Fund's
current benchmark is the inverse of the price movement of Long Treasury Bond.
The Fund enters into short sales and engages in futures and options
transactions. The Fund hold U.S. Government securities to collateralize these
futures and options contracts.
    
 
   
ADDITION, DELETION OR SUBSTITUTION OF INVESTMENTS
    
 
   
Ameritas reserves the right, subject to applicable law, to add, delete, combine,
or substitute investments in Separate Account LLVL if, in our judgment,
marketing needs, tax considerations, or investment conditions warrant. This may
happen due to a change in law or a change in a Fund's objectives or
restrictions, or for some other reason. Ameritas may operate Separate Account
LLVL as a management company under the 1940 Act, it may be deregistered under
that Act if registration is no longer required, or it may be combined with other
Ameritas separate accounts. Ameritas may also transfer the assets of Separate
Account LLVL to another separate account. If necessary, we will notify the SEC
and/or state insurance authorities and will obtain any required approvals before
making these changes.
    
 
   
If any changes are made, Ameritas may, by appropriate endorsement, change the
Policy to reflect the changes. In addition, Ameritas may, when permitted by law,
restrict or eliminate any voting rights of Policy Owners or other persons who
have voting rights as to Separate Account LLVL. Ameritas will determine the
basis for making any new Subaccounts available to existing Policy Owners.
    
 
   
You will be notified of any material change in the investment policy of any Fund
in which you have an interest.
    
 
 14   LLVL
 
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<PAGE>   18
 
FIXED ACCOUNT
 
   
You may elect to allocate all or a portion of your Net Premium to the Fixed
Account, and you may also transfer monies between Separate Account LLVL and the
Fixed Account. (See the section on Transfers.)).
    
 
   
Payments allocated to the Fixed Account and transferred from Separate Account
LLVL to the Fixed Account are placed in Ameritas' General Account. The General
Account includes all of Ameritas' assets, except those assets segregated in the
separate accounts. Ameritas has the sole discretion to invest the assets of the
General Account, subject to applicable law. Ameritas bears an investment risk
for all amounts allocated or transferred to the Fixed Account and interest
credited thereto, less any deduction for charges and expenses. The Policy Owner
bears the investment risk that the declared rate described below, may fall to a
lower rate after the expiration of a declared rate period. Because of exemptive
and exclusionary provisions, interests in the General Account have not been
registered under the Securities Act of 1933 nor is the General Account
registered as an investment company under the Investment Company Act of 1940.
Accordingly neither the General Account nor any interest in it is generally
subject to the provisions of the 1933 or 1940 Act.
    
 
   
We understand that the staff of the SEC has not reviewed the disclosures in this
prospectus relating to the Fixed Account portion of the Policy; however,
disclosures regarding the Fixed Account portion of the Policy may be subject to
generally applicable provisions of the federal securities laws regarding the
accuracy and completeness of statements made in prospectuses.
    
 
   
Ameritas guarantees that it will credit interest at a declared rate of at least
3.5%. Amounts allocated to the Fixed Account receive an interest rate declared
effective for the month of issue. The declared interest rate is guaranteed for
the remainder of the Policy Year. During s later Policy Years, all amounts in
the Fixed Account will earn the interest rate that was declared in the month of
the last Policy anniversary. Declared interest rates may increase or decrease
from previous periods.
    
 
   
POLICY BENEFITS
    
 
   
The rights and benefits under the Policy are summarized in this prospectus;
however prospectus disclosure regarding the Policy is qualified in its entirety
by the Policy itself, a copy of which is available upon request from Ameritas.
    
 
PURPOSES OF THE POLICY
 
   
The Policy is designed to provide you with both lifetime insurance protection to
the policy anniversary nearest the Insured's 100th birthday and flexibility in
connection with the amount and frequency of premium payments and with the level
of life insurance proceeds payable under the Policy.
    
 
   
You are not required to pay scheduled premiums to keep a Policy in force, but
may, subject to certain limitations, vary the frequency and amount of premium
payments. Moreover, the Policy allows you to adjust the level of death benefits
payable under the Policy without having to purchase a new Policy. You can
accomplish this by increasing (with evidence of insurability) or decreasing the
Specified Amount. An increase in the Specified Amount will increase the optional
Guaranteed Death Benefit Premium required. Thus, as insurance needs or financial
conditions change, you have the flexibility to adjust life insurance benefits
and vary premium payments.
    
 
   
The Death Benefit may, and the Accumulation Value will, vary with the investment
experience of the chosen Subaccounts of Separate Account LLVL. Thus you benefit
from any appreciation in value of the underlying assets, but bear the investment
risk of any depreciation in value. As a result, whether or not a Policy
continues in force may depend in part upon the investment experience of the
chosen Subaccounts. The failure to pay a planned periodic premium will not
necessarily cause the Policy to lapse, but the Policy could lapse even if
planned periodic premiums have been paid, depending upon the investment
experience of Separate Account LLVL. Ameritas agrees to keep the Policy in force
during the first three years and provide a Guaranteed Death Benefit during that
period so long as the cumulative monthly Guaranteed Death Benefit Premium is
paid even though the Guaranteed Death Benefit Premium allowed by contract may
not, after the payment of monthly insurance and administrative charges, generate
positive Net Cash Surrender Values.
    
 
                                                                      LLVL    15
 
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<PAGE>   19
 
DEATH BENEFIT PROCEEDS
 
   
As long as the Policy remains in force, Ameritas will, upon satisfactory proof
of the Insured's death, pay the Death Benefit Proceeds of a Policy in accordance
with the death benefit option in effect at the time of the Insured's death. The
amount of the death benefits payable will be determined at the end of the
Valuation Period during which the Insured's death occurred. The Death Benefit
Proceeds may be paid in a lump sum or under one or more of the payment options
set forth in the Policy. (See the section on Payment Options.)
    
 
   
Death Benefit Proceeds will be paid to the surviving Beneficiary or
Beneficiaries you specified in the application or as subsequently changed. If
you do not choose a Beneficiary, the proceeds will be paid to you, as the Policy
Owner, or to your estate.
    
 
DEATH BENEFIT OPTIONS
 
   
The Policy provides two Death Benefit options, unless the Extended Maturity
Rider is in effect. If the Extended Maturity Rider is in effect the Death
Benefit will be the Accumulation Value. Extension of the Maturity Date may
result in adverse tax consequences. (See the section on Additional Insurance
Benefits (Riders) -- Extended Maturity Rider.)The Policy Owner selects one of
the options in the application. The Death Benefit under either option will never
be less than the current Specified Amount of the Policy as long as the Policy
remains in force (see the section on Policy Lapse and Reinstatement.) The
minimum initial Specified Amount is generally $100,000. Lower Specified Amounts
may be requested. The following graphs illustrate the differences in the two
Death Benefit options.
    
 
OPTION A.
 
(OMITTED GRAPH ILLUSTRATES PAYOUT UNDER DEATH BENEFIT OPTION A, SPECIFICALLY BY
   SHOWING THE RELATIONSHIPS OVER TIME, BETWEEN THE SPECIFIED AMOUNT AND THE
                              ACCUMULATION VALUE.)
 
Death Benefit Option A. Pays a Face Amount of Death Benefit equal to the
Specified Amount or the Accumulation Value multiplied by the Death Benefit Ratio
(as illustrated at Point A) whichever is greater.
 
   
Under Option A, the Death Benefit is the current Specified Amount of the Policy
or, if greater, the applicable percentage of Accumulation Value on the date of
death. The applicable percentage is 250% for Insureds with an attained age 40 or
younger on the policy anniversary prior to the date of death. For Insureds with
an Attained Age over 40 on that policy anniversary, the percentage declines. For
example, the percentage at Attained Age 40 is 250%, at Attained Age 50 is 185%,
at Attained Age 60 is 130%, at Attained Age 70 is 115%, at Attained Age 80 is
105%, and at Attained Age 95 is 100%. Accordingly, under Option A the Death
Benefit will remain level at the Specified Amount unless the applicable
percentage of Accumulation Value exceeds the current Specified Amount, in which
case the amount of the Death Benefit will vary as the Accumulation Value varies.
Policy Owners who prefer to have favorable investment performance, if any,
reflected in higher Accumulation Value, rather than increased insurance
coverage, generally should select Option A.
    
 
 16   LLVL
 
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<PAGE>   20
 
OPTION B.
 
(OMITTED GRAPH ILLUSTRATES PAYOUT UNDER DEATH BENEFIT OPTION B, SPECIFICALLY BY
   SHOWING THE RELATIONSHIPS OVER TIME, BETWEEN THE SPECIFIED AMOUNT AND THE
                              ACCUMULATION VALUE.)
 
Death Benefit Option B. Pays a Face Amount of Death Benefit equal to the
Specified Amount plus the Policy's Accumulation Value or the Accumulation Value
multiplied by the Death Benefit Ratio, whichever is greater.
 
   
Under Option B, the death benefit is equal to the current Specified Amount plus
the Accumulation Value of the Policy or, if greater, the applicable percentage
of the Accumulation Value on the date of death. The applicable percentage is the
same as under Option A: 250% for Insureds with an Attained Age 40 or younger on
the policy anniversary prior to the date of death, and for Insureds with an
Attained Age over 40 on that policy anniversary the percentage declines.
Accordingly, under Option B the amount of the Death Benefit will always vary as
the Accumulation Value varies (but will never be less than the Specified
Amount). Policy Owners who prefer to have favorable investment performance, if
any, reflected in increased insurance coverage, rather than higher Accumulation
Values, generally should select Option B.
    
 
   
CHANGE IN DEATH BENEFIT OPTION. The Death Benefit option may be changed once per
year after the first Policy Year by sending Ameritas a written request. The
effective date of such a change will be the monthly activity date on or
following the date the change is approved by Ameritas. A change may have federal
tax consequences.
    
 
   
If the Death Benefit option is changed from Option A to Option B, the Death
Benefit after the change will equal the Specified Amount before the change plus
the Accumulation Value on the effective date of the change. Ameritas will
require evidence of insurability before the change is made. If the death benefit
option is changed from Option B to Option A, the Specified Amount under Option A
after the change will equal the Death Benefit under Option B on the effective
date of change.
    
 
   
No charges will be imposed upon a change in Death Benefit option, nor will such
a change in and of itself result in an immediate change in the amount of a
Policy's Accumulation Value. However, a change in the Death Benefit option may
affect the monthly cost of insurance charge since this charge varies with the
Net Amount at Risk, which is the amount by which the Death Benefit that would be
payable on a monthly activity date exceeds the Accumulation Value on that date.
Changing from Option B to Option A will generally decrease, in the future, the
Net Amount at Risk, and therefore the cost of insurance charges. Changing from
Option A to Option B will increase the Net Amount at Risk. Such a change will
result in an immediate increase in the cost of insurance charges because of the
increased coverage. (See the sections on Charges and Deductions, and Federal Tax
Matters.)
    
 
   
CHANGE IN SPECIFIED AMOUNT. Subject to certain limitations, after the first
Policy Year, you may increase or decrease the Specified Amount of a Policy. A
change in Specified Amount may affect the cost of insurance rate and the Net
Amount at Risk, both of which may affect your cost of insurance charge and have
federal tax consequences. (See the sections on Charges and Deductions, and
Federal Tax Matters.)
    
 
   
Any increase or decrease in the Specified Amount will become effective on the
Monthly Activity Date on or next following the date a written request is
approved by Ameritas. The Specified Amount of a Policy may be changed only once
per year and Ameritas may limit the size of a change in a Policy Year. The
Specified Amount remaining in force after any requested decrease may not be less
than $100,000 in the first three Policy Years and $75,000 thereafter. In
addition, if following the decrease in Specified Amount, the Policy would not
comply with the maximum premium limitations required by federal tax law (See the
section on Premiums), the decrease may be limited or Accumulation Value may be
returned to the Policy Owner at the Policy Owner's election, to the extent
necessary to meet these requirements.
    
                                                                      LLVL    17
 
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<PAGE>   21
 
   
Increases in the Specified Amount will be allowed after the first Policy Year.
For an increase in the Specified Amount, a written supplemental application must
be submitted. Ameritas may also require additional evidence of insurability.
Although an increase need not necessarily be accompanied by an additional
premium, in certain cases an additional premium will be required to effect the
requested increase. (See the section on Premiums Upon Increases in Specified
Amount.) The minimum amount of any increase is $25,000, and an increase cannot
be made if the Insured's Attained Age is over 80. An increase in the Specified
Amount will result in certain increased charges, which will be deducted from the
Accumulation Value of the Policy on each Monthly Activity Date. An increase in
the Specified Amount during the time the Guaranteed Death Benefit provision is
in effect will increase the premium requirements for that provision. (See the
section on Charges and Deductions.)
    
 
METHODS OF AFFECTING INSURANCE PROTECTION
 
   
You may increase or decrease the pure insurance protection (Net Amount at Risk)
provided by a Policy -- the difference between the Death Benefit and the
Accumulation Value -- in several ways as insurance needs change. These ways
include increasing or decreasing the Specified Amount of insurance, changing the
level of premium payments, and making a Partial Withdrawal of the Policy's
Accumulation Value. Certain of these changes may have federal tax consequences.
The consequences of each of these methods will depend upon the individual
circumstances.
    
 
DURATION OF THE POLICY
 
   
The duration of the Policy generally depends upon the Accumulation Value. The
Policy will remain in force so long as the Net Cash Surrender Value is
sufficient to pay the monthly deduction. (See the section on Charges Deducted
from Accumulation Value.) Where, however, the Net Cash Surrender Value is
insufficient to pay the monthly deduction and the grace period expires without
an adequate payment by the Policy Owner, the Policy will lapse and terminate
without value. (See the section on Policy Lapse and Reinstatement.) Ameritas
agrees to keep the policy in force during the first three years and provide a
Guaranteed Death Benefit so long as the cumulative Guaranteed Death Benefit
premium is paid. (See the section on Additional Insurance Benefits.)
    
 
ACCUMULATION VALUE
 
   
The Policy's Accumulation Value in Separate Account LLVL or the Fixed Account
will reflect the investment performance of the chosen Subaccounts of Separate
Account LLVL or the Fixed Account, the net premiums paid, any Partial
Withdrawals, and the charges assessed in connection with the Policy. You may at
any time surrender the Policy and receive the Policy's Net Cash Surrender Value.
(See the section on Surrenders.) There is no guaranteed minimum Accumulation
Value.
    
 
   
DETERMINATION OF ACCUMULATION VALUE. Accumulation Value is determined on each
Valuation Date. On the policy Issue Date, the Accumulation Value in a Subaccount
will equal the portion of any Net Premium allocated to the Subaccount, reduced
by the portion of the first monthly deductions allocated to that Subaccount.
(See the section on Allocation of Premiums and Accumulation Value.) Thereafter,
on each Valuation Date, the Accumulation Value of a Policy will equal:
    
 
   
(1)  The aggregate of the values attributable to the Policy in each of the
     Subaccounts on the Valuation Date, determined for each Subaccount by
     multiplying the Subaccount's unit value by the number of Subaccount units
     allocated to the Policy; plus
    
 
   
(2)  The value of the Fixed Account; plus
    
 
   
(3)  Any Accumulation Value impaired by policy debt held in the General Account;
     plus
    
 
   
(4)  Any net premiums received on that Valuation Date; less
    
 
   
(5)  Any Partial Withdrawal, and its charge, made on that Valuation Date; less
    
 
   
(6)  Any monthly deduction to be made on that Valuation Date; less
    
 
   
(7)  Any federal or state income taxes charged against the Accumulation Value.
    
 18   LLVL
 
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<PAGE>   22
 
   
In computing the Policy's Accumulation Value, the number of Subaccount units
allocated to the Policy is determined after any transfers among Subaccounts, or
the Fixed Account, (and deduction of transfer charges) but before any other
Policy transactions, such as receipt of Net Premiums and Partial Withdrawals, on
the Valuation Date. Because the Accumulation Value is dependent upon a number of
variables, a Policy's Accumulation Value cannot be predetermined.
    
 
   
THE UNIT VALUE. The unit value of each Subaccount reflects the investment
performance of that Subaccount. The unit value of each Subaccount is calculated
by (1) multiplying the net asset value per share of each Fund portfolio on the
Valuation Date times the number of shares held by that Subaccount, before the
purchase or redemption of any shares on that Valuation Date; minus (2) a charge
not exceeding an annual rate of .90% for mortality and expense risk; and (3)
dividing the result by the total number of units held in the Subaccount on the
Valuation Date, before the purchase or redemption of any units on that Valuation
Date. (See the section on Daily Charges Against the Separate Account.)).
    
 
   
VALUATION DATE AND VALUATION PERIOD. A Valuation Date is each day on which the
New York Stock Exchange ("NYSE") is open for trading. The net asset value for
each Fund portfolio is determined as of the close of regular trading on the
NYSE. The net investment return for each Subaccount and all transactions and
calculations with respect to the Policies as of any Valuation Date are
determined as of that time. The transaction cut-off time for receipt by Us of
Premium Payments and all transactions with respect to Rydex is 1:30 p.m. Central
time. A Valuation Period is the period between two successive Valuation Dates,
commencing at the close of the NYSE on each Valuation Date and ending at the
close of the NYSE on the next succeeding Valuation Date.
    
 
BENEFITS AT MATURITY
 
   
If the Insured is living, We will pay the Net Cash Surrender Value of the Policy
on the Maturity Date to the Policy Owner. The Policy will mature on the policy
anniversary nearest the Insured's 100th birthday, if living, unless the maturity
has been extended by election of the Extended Maturity Rider. The Policy may be
subject to certain adverse tax consequences when continued beyond the original
scheduled Maturity Date. (See the section on Additional Insurance Benefits
(Riders) -- Extended Maturity Rider.)
    
 
PAYMENT OF POLICY BENEFITS
 
   
We will usually pay Death Benefit Proceeds under the Policy within seven days
after We receive Satisfactory Proof of Death. Accumulation Value benefits will
ordinarily be paid within seven days of receipt of a written request. Payments
may be postponed in certain circumstances. (See the section on Postponement of
Payments.) You may decide the form in which the benefits will be paid. During
the Insured's lifetime, you may arrange for the Death Benefit Proceeds to be
paid in a lump sum or under one or more of the optional methods of payment
described below. Changes must be in writing and will revoke all prior elections.
These choices are also available if the Policy is surrendered or matures. If no
election is made, We will pay the benefits in a lump sum. When death benefits
are payable in a lump sum and no election for an optional method of payment is
in force at the death of the Insured, the Beneficiary may select one or more of
the optional methods of payment. Further, if the Policy is assigned, any amounts
due to the assignee will be paid first in one sum. The balance, if any, may be
applied under any payment option. Once payments have begun, the payment option
may not be changed.
    
 
   
PAYMENT OPTIONS. The minimum amount of each payment is $100. If a payment would
be less than $100 We have the right to make payments less often so that the
amount of each payment is at least $100. Once a payment option is in effect, the
proceeds will be transferred to Ameritas' General Account. We may make other
payment options available in the future. For additional information concerning
these options, see the Policy itself. The following payment options are
currently available:
    
 
   
OPTION AI--INTEREST PAYMENT OPTION. We will hold any amount applied under this
option. Interest on the unpaid balance will be paid or credited each month at a
rate determined by Us.
    
 
   
OPTION AII--FIXED AMOUNT PAYABLE OPTION. Each payment will be for an agreed
fixed amount. Payments continue until the amount We hold runs out.
    
 
                                                                      LLVL    19
 
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<PAGE>   23
 
OPTION B--FIXED PERIOD PAYMENT OPTION. Equal payments will be made for any
period selected up to 20 years.
 
OPTION C--LIFETIME PAYMENT OPTION. Equal monthly payments are based on the life
of a named person. Payments will continue for the lifetime of that person.
Variations provide for guaranteed payments for a period of time.
 
OPTION D--JOINT LIFETIME PAYMENT OPTION. Equal monthly payments are based on the
lives of two named persons. While both are living, one payment will be made each
month. When one dies, the same payment will continue for the lifetime of the
other.
 
   
As an alternative to the above payment options, the proceeds may be paid in any
other manner approved by Us.
    
 
   
POLICY RIGHTS
    
 
LOAN BENEFITS
 
   
LOAN PRIVILEGES. After the first policy anniversary, you may borrow up to 100%
of the Net Cash Surrender Value after adjustment for loan interest and
guaranteed monthly deductions for the remainder of the Policy Year. The loans
will be made at regular and, as described below, reduced loan interest rates.
Loans usually are funded within seven days after receipt of a written request.
The loan may be repaid at any time while the Insured is living, prior to the
Maturity Date. Loans may have a tax consequence. (See the section on Federal Tax
Matters.)
    
 
   
LOAN INTEREST. Ameritas charges interest to Policy Owners at regular and reduced
rates. Regular loans will accrue interest on a daily basis at a rate of up to 6%
per year. Ameritas is currently charging 5.5% on regular loans. If unpaid when
due, interest will be added to the amount of the loan and bear interest at the
same rate. After the later of Insured's age 55 or the tenth policy anniversary,
the Policy Owner may borrow each year a limited amount of the Accumulation Value
at a reduced interest rate. For those loans, interest will accrue on a daily
basis at a rate of up to 4% per year. Ameritas is currently charging 3.5%
interest on reduced rate loans. The amount available at the reduced rate is 10%
of the Accumulation Value as of the later of Insured's age 55 or the 10th policy
anniversary (the start date) times the number of years since the start date,
increased by the accrued interest charges on the reduced loan amount.
    
 
   
EFFECT OF POLICY LOANS. When a loan is made, Accumulation Value equal to the
amount of the loan will be transferred from the Investment Options to the
General Account as security for the loan. The Policy Owner earns 3.5% interest
on the Accumulation Values securing the loans. The Accumulation Value
transferred will be allocated from the Investment Options according to the
instructions you give when you request the loan. The minimum amount which can
remain in a Subaccount or the Fixed Account as a result of a loan is $100. If no
instructions are given the amounts will be withdrawn in proportion to the
various Accumulation Values in the Investment Options. In any Policy Year that
loan interest is not paid when due, Ameritas will add the interest due to the
principal amount of the Policy loan on the next Policy anniversary. This loan
interest due will be transferred from the Investment Options as set out above.
No charge will be made for these transfers. A policy loan will permanently
affect the Accumulation Value of a Policy, and may permanently affect the amount
of the Death Benefit Proceeds, even if the loan is repaid.
    
 
   
Interest earned on amounts held in the General Account will be allocated to the
Investment Options on each policy anniversary in the same proportion that Net
Premiums are being allocated to those Investment Options at the time. Upon
repayment of indebtedness, the portion of the repayment allocated in accordance
with the repayment of indebtedness provision (see below) will be transferred to
increase the Accumulation Value in that Investment Option.
    
 
   
OUTSTANDING POLICY DEBT. The Outstanding Policy Debt equals the total of all
policy loans and accrued interest on policy loans. If the Outstanding Policy
Debt exceeds the Accumulation Value, and any accrued expenses, the Policy Owner
must pay the excess. Ameritas will send a notice of the amount which must be
paid. If the Policy Owner does not make the required payment within the 61 days
after Ameritas sends the notice, the Policy will terminate without value
("lapse"). Should the policy lapse while policy loans are outstanding the
portion of the loans attributable to earnings will become taxable. You may lower
the risk of a
    
 20   LLVL
 
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<PAGE>   24
 
   
policy lapsing while loans are outstanding as a result of a reduction in the
market value of investments in the various Subaccounts by investing in a
diversified group of lower risk investment portfolios and/or transferring the
funds to the Fixed Account and receiving a guaranteed rate of return. Should a
substantial reduction be experienced, you may need to lower anticipated Partial
Withdrawals and loans, repay loans, make additional premium payments, or take
other action to avoid policy lapse. A lapsed Policy may later be reinstated.
(See the section on Policy Lapse and Reinstatement.)
    
 
   
REPAYMENT OF INDEBTEDNESS. Unscheduled premiums paid while a policy loan is
outstanding are treated as repayment of indebtedness only if the Policy Owner so
requests. As indebtedness is repaid, the Accumulation Value in the General
Account securing the indebtedness repaid will be allocated among the Subaccounts
and the Fixed Account in the same proportion that Net Premiums are being
allocated at the time of repayment.
    
 
SURRENDERS
 
   
At any time during the lifetime of the Insured and prior to the Maturity Date,
the Policy Owner may Surrender the Policy by sending a written request to
Ameritas. The amount available for Surrender is the Net Cash Surrender Value at
the end of the Valuation Period during which the Surrender request is received
at Ameritas's Home Office. Surrenders will generally be paid within seven days
of receipt of the written request. (See the section on Postponement of
Payments.) Surrenders may have tax consequences. (See the section on Tax
Treatment of Policy Proceeds.)
    
 
   
If the Policy is being Surrendered, the Policy itself must be returned to
Ameritas along with the request. Ameritas will pay the Net Cash Surrender Value.
Coverage under the Policy will terminate as of the date of a Surrender. A Policy
Owner may elect to have the amount paid in a lump sum or under a payment option.
(See the section on Payment Options.)
    
 
PARTIAL WITHDRAWALS
 
   
Partial withdrawals are irrevocable. The amount of a Partial Withdrawal may not
exceed the Net Cash Surrender Value on the date the request is received and may
not be less than $500. The Net Cash Surrender Value after a Partial Withdrawal
must be the greater of $1,000 or an amount sufficient to maintain the Policy in
force for the remainder of the Policy Year.
    
 
   
The amount paid will be deducted from the Subaccounts or the Fixed Account
according to your instructions when you request the Partial Withdrawal. However,
the minimum amount that can remain in a Subaccount as a result of the allocation
is $100. If no instructions are given, the amounts will be withdrawn in
proportion to the various Accumulation Values in the Investment Options.
    
 
   
The Death Benefit will be reduced by the amount of any Partial Withdrawal and
may affect the way in which the cost of insurance charge is calculated and the
Net Amount at Risk under the Policy. (See the sections on Monthly
Deduction - Cost of Insurance and Death Benefit Options - Methods of Affecting
Insurance Protection.) If Death Benefit Option B is in effect, the Specified
Amount will not change, but the Accumulation Value will be reduced.
    
 
   
The Specified Amount remaining in force after a Partial Withdrawal may not be
less than $100,000 during the first three Policy Years and $75,000 thereafter.
Any request for a Partial Withdrawal that would reduce the Specified Amount
below this amount will not be implemented.
    
 
   
A fee which does not exceed the lesser of $50 or 2% of the amount withdrawn is
deducted from each Partial Withdrawal amount paid. Currently, the charge is the
lesser of $25 or 2% of the amount withdrawn. (See the section on Partial
Withdrawal Charge.)
    
 
TRANSFERS
 
   
Accumulation Value may be transferred among the Subaccounts of Separate Account
LLVL and to the Fixed Account as often as desired. However, you may only make
transfers out of the Fixed Account during the 30-day period following each
Policy Anniversary Date. The transfers may be ordered in person, by mail or by
telephone. The total amount transferred each time must be at least $250, or the
balance of the Subaccount, if less. The minimum amount that may remain in a
Subaccount or the Fixed Account after a transfer is $100.
    
                                                                      LLVL    21
 
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<PAGE>   25
 
   
The first 15 transfers per policy year will be permitted free of charge. After
that, a transfer charge of $10 may be imposed each additional time amounts are
transferred. This charge will be deducted pro rata from each Subaccount (and, if
applicable, the Fixed Account) in which the Policy Owner is invested. (See the
section on Transfer Charge.) Transfers may be subject to additional restrictions
at the fund level. Transfers resulting from policy loans or exercise of the
exchange privilege will not be subject to a transfer charge and will not be
counted towards the 15 free transfers per Policy Year. Ameritas may at any time
revoke or modify the transfer privilege, including the minimum amount
transferable.
    
 
   
We will only allow transfers with regard to Rydex according to administrative
rules We have set.
    
 
   
Transfers out of the Fixed Account are limited to the greater of (1) 25% of the
Fixed Account attributable to the Policy; (2) the largest transfer made by the
Policy Owner out of the Fixed Account during the last 13 months; or (3) $1,000.
This provision is not available while dollar cost averaging from the Fixed
Account.
    
 
   
The privilege to initiate transactions by telephone will be made available to
Policy Owners automatically. Ameritas will employ reasonable procedures to
confirm that instructions communicated by telephone are genuine, and if it does
not, Ameritas may be liable for any losses due to unauthorized or fraudulent
instructions. The procedures Ameritas follows for transactions initiated by
telephone include, but are not limited to, requiring the Policy Owner to provide
the Policy number at the time of giving transfer instructions; Ameritas' tape
recording of all telephone transfer instructions; and the provision, by
Ameritas, of written confirmation of telephone transactions.
    
 
   
The Policy's transfer privilege is not intended to afford Policy Owners a way to
speculate on short-term movements in the market. Accordingly, in order to
prevent excessive use of the transfer privilege that may potentially disrupt the
management of Separate Account LLVL and increase transaction costs, Separate
Account LLVL has established a policy of limiting excessive transfer activity.
    
 
   
You may make two substantive transfers from each Portfolio (at least 30 days
apart) during any calendar year. A substantive transfer is a transfer from a
Subaccount which exceeds the lesser of: i) 51% of the Accumulation Value or ii)
$100,000. This restriction does not limit non-substantive transfers and does not
apply to transfers from the Money Market portfolio, or the Rydex Portfolios.
    
 
SYSTEMATIC PROGRAMS
 
   
Ameritas may offer systematic programs as discussed below. These programs will
be subject to administrative guidelines Ameritas may establish from time to
time. Transfers of Accumulation Value made pursuant to these programs will be
counted in determining whether the transfer fee applies. Lower minimum amounts
may be allowed to transfer as part of a systematic program. No other separate
fee is assessed when you choose one of these programs. All other normal transfer
restrictions, as described above, apply.
    
 
   
PORTFOLIO REBALANCING. Under the Portfolio Rebalancing program, you can instruct
Ameritas to allocate Accumulation Value among the Subaccounts of Separate
Account LLVL on a systematic basis, in accordance with your allocation
instructions. The Fixed Account can not be used in this program.
    
 
   
DOLLAR COST AVERAGING. Under the Dollar Cost Averaging program, you can instruct
Ameritas to automatically transfer, on a systematic basis, a predetermined
amount or specified percentage from the Fixed Account or the Money Market
Subaccount to any other Subaccount(s). Dollar cost averaging is permitted from
the Fixed Account, if no more than 1/36th of the value of the Fixed Account at
the time dollar cost averaging is established is transferred each month.
    
 
EARNING SWEEP. Permits systematic redistribution of earnings among Subaccounts.
 
   
You can request participation in the available programs when purchasing the
Policy or at a later date. You can change the allocation percentage or
discontinue any program by sending written notice or calling the Home Office.
Other scheduled programs may be made available. Ameritas reserves the right to
modify, suspend or terminate such programs at any time. Participation in any
systematic program will automatically terminate upon death of the Insured. Use
of systematic programs may not be advantageous, and does not guarantee success.
    
 
 22   LLVL
 
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<PAGE>   26
 
REFUND PRIVILEGE
 
   
You may cancel the Policy within 10 days after you receive it, within 10 days
after Ameritas delivers a notice of your right of cancellation, or within 45
days of completing Part I of the application, whichever is later. If a Policy is
canceled within this time period the refund will be the greater of the premium
paid or the premium paid adjusted by investment gains or losses.
    
 
   
To cancel the Policy, the Policy Owner must mail or deliver the policy and the
notice of cancellation to the selling agent, or to Ameritas at the Home Office.
A refund of premiums paid by check may be delayed until the check has cleared
the Policy Owner's bank. (See the section on Postponement of Payments.)
    
 
EXCHANGE PRIVILEGE
 
   
During the first 24 policy months after the Policy Date of the Policy, the
Policy Owner may exchange the Policy for a flexible premium adjustable life
insurance policy approved for exchange and issued by Ameritas. No new evidence
of insurability will be required.
    
 
   
The Policy Date, Issue Age and risk classification for the Insured will be the
same under the new Policy as under the old. In addition, the policy provisions
and applicable charges for the new policy and its riders will be based on the
same Policy Date and Issue Age as under the Policy. Accumulation Values for the
exchange and payments will be established after making adjustments for
investment gains or losses and after recognizing variance, if any, between
payment or charges, dividends or Accumulation Values under the flexible contract
and under the new policy. The Policy Owner may elect either the same Specified
Amount or the same net amount at risk for the new policy as under the old.
    
 
   
To make the change, the Policy, a completed application for exchange and any
required payment must be received by Ameritas. The exchange will be effective on
the Valuation Date when all financial and contractual arrangements for the new
policy have been completed.
    
 
   
PAYMENT AND ALLOCATION OF PREMIUMS
    
 
ISSUANCE OF A POLICY
 
The policy is available for individuals and for corporations and other
institutions who wish to provide coverage and benefits for key employees.
 
   
Individuals wishing to purchase a Policy must complete an application and submit
it to Ameritas. A Policy will generally be issued only to individuals 80 years
of age or less on their nearest birthday who supply satisfactory evidence of
insurability to Ameritas. Ameritas may, at its sole discretion, issue a Policy
to an individual above the age of 80. Acceptance is subject to Ameritas'
underwriting rules, and ALIC reserves the right to reject an application for any
reason.
    
 
   
The Policy Date is the effective date of coverage for all coverage applied for
in the original application. The Policy Date is used to determine Policy
Anniversary Dates, Policy Years and Policy months. The Policy Date and the Issue
Date will be the same unless: 1) an earlier Policy Date is specifically
requested, or 2) the Issue Date is later because additional premiums or
application amendments were needed. When there are additional requirements
before issue (see below) the Policy Date will be the date it is sent for
delivery and the Issue Date will be the date the requirements are met.
    
 
   
The Issue Date is the date that all financial, contractual and administrative
requirements have been met and processed for the Policy. When all required
premiums and application amendments have been received by Ameritas in its Home
Office, the Issue Date will be the date the Policy is mailed to the Policy Owner
or sent to the agent for delivery to the Policy Owner. When application
amendments or additional premiums need to be obtained upon delivery of the
Policy, the Issue Date will be when the policy receipt and federal funds are
received; and the application amendments are received and reviewed in Ameritas'
Home Office (federal funds are monies of member banks within the Federal Reserve
System which are held on deposit at a Federal Reserve Bank). The initial premium
payment will be allocated to the Money Market Portfolio of the Vanguard Variable
Insurance Fund as of the issue date, for 13 days. Then, the Accumulation Value
will be allocated to the Subaccounts or the Fixed Account as selected by the
Policy Owner.
    
 
                                                                      LLVL    23
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   27
 
Subject to approval, a Policy may be backdated, but the Policy Date may not be
more than six months prior to the date of the application. Backdating can be
advantageous if the Insured's lower Issue Age results in lower cost of insurance
rates. If a Policy is backdated, the minimum initial premium required will
include sufficient premium to cover the backdating period. Monthly deductions
will be made for the period the Policy Date is backdated.
 
   
Interim conditional insurance coverage may be issued prior to the Policy Date,
provided that certain conditions are met. Upon the completion of an application
and the payment of the required amount at the time of the application, the
amount of the interim coverage is limited to the smaller of: (1) the amount of
insurance applied for, (2) $100,000, or (3) $25,000 if the proposed Insured is
under age 10 or over age 60 at nearest birthday.
    
 
PREMIUMS
 
   
No insurance will take effect before an amount equal to or greater than the
minimum initial premium is received by Ameritas in federal funds. The minimum
initial premium is 25% of the total first year charges and deductions including
charges for riders and any substandard risk adjustments. The minimum initial
premium is less than the Guaranteed Death Benefit Premium. Subsequent premiums
are payable at Ameritas' Home Office.
    
 
   
Subject to certain limitations, a Policy Owner has flexibility in determining
the frequency and amount of premiums. However, unless the Policy Owner has paid
sufficient premiums to pay the cost of insurance, the monthly maintenance and
mortality and expense risk charges, the Policy may have a zero Net Cash
Surrender Value and lapse. Ameritas agrees to keep the Policy in force during
the first three years and provide a Guaranteed Death Benefit so long as the
cumulative monthly Guaranteed Death Benefit Premium is paid even though, in
certain instances, these premiums may not, after the payment of monthly
insurance and administrative charges, generate positive Net Cash Surrender
Values. (See the section on Additional Insurance Benefits (Riders).)
    
 
   
PLANNED PERIODIC PREMIUMS. At the time the Policy is issued each Policy Owner
may determine a Planned Periodic Premium schedule that provides for the payment
of level premiums at selected intervals. The Planned Periodic Premium schedule
may include the Guaranteed Death Benefit Premium. The Policy Owner is not
required to pay premiums in accordance with this schedule. The Policy Owner has
considerable flexibility to alter the amount and frequency of premiums paid.
Ameritas does reserve the right to limit the number and amount of additional or
unscheduled premium payments.
    
 
   
Policy Owners can also change the frequency and amount of Planned Periodic
Premiums by sending a written request to the Home Office, although Ameritas
reserves the right to limit any increase. Premium payment notices will be sent
annually, semi-annually or quarterly, depending upon the frequency of the
Planned Periodic Premiums. Payment of the Planned Periodic Premiums does not
guarantee that the Policy remains in force unless the Guaranteed Death Benefit
provision is in effect. Instead, the duration of the Policy depends upon the
Policy's Net Cash Surrender Value. (See the section on Duration of the Policy.)
Unless the Guaranteed Death Benefit provision is in effect, even if Planned
Periodic Premiums are paid by the Policy Owner, the Policy will lapse any time
the Net Cash Surrender Value is insufficient to pay certain monthly charges, and
a grace period expires without a sufficient payment. (See the section on Policy
Lapse and Reinstatement.)
    
 
PREMIUM LIMITATIONS. In no event may the total of all premiums paid, both
planned and unscheduled, exceed the current maximum premium limitations
established by federal tax laws.
 
   
If at any time a premium is paid which would result in total premiums exceeding
the current maximum premium limitation, Ameritas will only accept that portion
of the premium which will make total premiums equal the maximum. Any part of the
premium in excess of that amount will be returned or applied as otherwise agreed
and no further premiums will be accepted until allowed by the current maximum
premium limitations prescribed by law. Ameritas may require additional evidence
of insurability if any premium payment would result in an increase in the
Policy's net amount at risk on the date the premium is received.
    
 
PREMIUMS UPON INCREASES IN SPECIFIED AMOUNT. Depending upon the Accumulation
Value of the Policy at the time of an increase in the Specified Amount of the
Policy and the amount of the increase requested by
 24   LLVL
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   28
 
   
Policy Owner, an additional premium payment may be required. Ameritas will
notify the Policy Owner of any premium required to fund the increase. This
required premium must be made as a single payment. The Accumulation Value of the
Policy will immediately be increased by the amount of the payment, less the
applicable premium charge.
    
 
ALLOCATION OF PREMIUMS AND ACCUMULATION VALUE
 
   
ALLOCATION OF NET PREMIUMS. In the application for a Policy, the Policy Owner
allocates net premiums to one or more Subaccounts of Separate Account LLVL or to
the Fixed Account. Allocations must be whole number percentages and must total
100%. The allocation for future net premiums may be changed without charge by
providing proper notification to the Home Office. If there is any Outstanding
Policy Debt at the time of a payment, Ameritas will treat the payment as a
premium payment unless otherwise instructed in proper written notice.
    
 
   
The initial premium payment will be allocated to the Money Market portfolio of
the Vanguard Variable Insurance Fund as of the Issue Date, for 13 days. Then,
the Accumulation Value will be allocated to the Subaccounts or the Fixed Account
as selected by the Policy Owner. Premium payments received by Ameritas prior to
the Issue Date are held in the General Account until the Issue Date and are
credited with interest at a rate determined by Ameritas for the period from the
date the payment has been converted into federal funds that are available to
Ameritas. In no event will interest be credited prior to the Policy Date.
    
 
   
ACCUMULATION VALUE. The value of the Subaccounts of Separate Account LLVL will
vary with the investment performance of these Subaccounts and the Policy Owner
bears the entire investment risk. This will affect the Policy's Accumulation
Value, and may affect the Death Benefit as well. Policy Owners should
periodically review their allocations of premiums and values in light of market
conditions and overall financial planning requirements.
    
 
POLICY LAPSE AND REINSTATEMENT
 
   
LAPSE. Unlike conventional life insurance policies, the failure to make a
Planned Periodic Premium payment will not itself cause the Policy to lapse.
Lapse will occur when the Net Cash Surrender Value is insufficient to cover the
monthly deduction and a grace period expires without a sufficient payment unless
the Guaranteed Death Benefit provision is in effect. The grace period is 61 days
from the date Ameritas mails a notice that the grace period has begun. Ameritas
will notify the Policy Owner at the beginning of the grace period by mail
addressed to the last known address on file with Ameritas. The notice will
specify the premium required to keep the Policy in force. Failure to pay the
required amount within the grace period will result in lapse of the Policy. If
the Insured dies during the grace period, any overdue monthly deductions and
outstanding policy debt will be deducted from the proceeds.
    
 
   
If the Net Cash Surrender Value is insufficient to cover the monthly deduction,
the Policy Owner must pay a premium during the grace period sufficient to cover
the monthly deductions and premium charges for the three policy months after
commencement of the grace period to avoid lapse. (See the section on Charges and
Deductions.)
    
 
   
Reinstatement. A lapsed Policy may be reinstated any time within three years
(five years in Missouri) from the beginning of the grace period, but before the
Maturity Date. We will reinstate your Policy based on the Insured's underwriting
classification at the time of the reinstatement.
    
 
Reinstatement is subject to the following:
 
   
(1)  Evidence of insurability of the Insured satisfactory to Ameritas (including
     evidence of insurability of any person covered by a rider to reinstate the
     rider);
    
 
   
(2)  Any policy debt will be reinstated with interest due and accrued;
    
 
   
(3)  The Policy cannot be reinstated if it has been surrendered for its full Net
     Cash Surrender Value;
    
 
   
(4)  The payment of a premium sufficient to pay monthly and other policy
     deductions for the three months following reinstatement and to pay premium
     charges on the premiums paid; and
    
 
                                                                      LLVL    25
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   29
 
   
(5)  If the reinstatement occurs during the first three Policy Years, you may
     pay premiums in the amount necessary to meet the cumulative monthly
     requirements of the Guaranteed Death Benefit Premium as of the date of
     reinstatement.
    
 
   
The amount of Accumulation Value on the date of reinstatement will be equal to
the amount of the Net Cash Surrender Value on the date of lapse, increased by
the premium paid at reinstatement, less the premium charges and the amounts
stated above. If any policy debt was reinstated, that debt will be held in
Ameritas' General Account. Accumulation Value calculations will then proceed as
described under the section on Accumulation Value.
    
 
   
The effective date of reinstatement will be the first Monthly Activity Date on
or next following the date of approval by Ameritas of the application for
reinstatement.
    
 
   
CHARGES AND DEDUCTIONS
    
 
   
Charges will be deducted in connection with the Policy to compensate Ameritas
for: (1) providing the insurance benefits set forth in the Policy and any
optional insurance benefits added by rider; (2) administering the Policy; (3)
assuming certain risks in connection with the Policy; and (4) incurring expenses
in distributing the Policy. The nature and amount of these charges are described
more fully below.
    
 
DEDUCTIONS FROM PREMIUM PAYMENT
 
SALES CHARGE. There is no premium load to cover sales and distribution expenses.
 
   
PREMIUM CHARGES. A deduction of up to 5% (currently 3.5%) of the premium will be
made from each premium payment to pay state premium taxes (currently 2.5%) and
the expense of deferring the tax deduction of policy acquisition costs
(currently 1.0%). The deduction represents an amount Ameritas considers
necessary to pay all premium taxes imposed by the states and their subdivisions
and to defray the cost of capitalizing certain policy acquisition expenses as
required by Internal Revenue Code Section 848. Ameritas does not expect to
derive a profit from the premium charges.
    
 
   
As to state premium taxes, these vary from state to state and currently range
from .75 percent to 3.5 percent. Therefore, the deduction Ameritas makes from
each premium payment may be higher or lower than the actual premium tax imposed
by a particular jurisdiction. The rate of tax imposed is subject to change by
governmental entity.
    
 
CHARGES DEDUCTED FROM ACCUMULATION VALUE
 
   
MONTHLY DEDUCTION. Charges will be deducted as of the Policy Date and on each
Monthly Activity Date thereafter from the Accumulation Value of the Policy to
compensate Ameritas for administrative expenses and insurance provided. These
charges will be allocated from the Investment Options on a pro rata basis. Each
of these charges is described in more detail below.
    
 
   
MAINTENANCE CHARGE. To compensate Ameritas for the ordinary administrative
expenses expected to be incurred in connection with a Policy, the monthly
deduction includes a $9.00 per policy charge (currently $9.00 the first policy
year and the first 12 months following an increase in Specified Amount and $4.50
during all other months). This maintenance charge is levied throughout the life
of the Policy and is guaranteed not to increase above $9.00 per month. Ameritas
does not expect to make any profit from the monthly maintenance charge.
    
 
   
COST OF INSURANCE. Because the cost of insurance depends upon several variables,
the cost for each policy month can vary from month to month. Ameritas will
determine the monthly cost of insurance charges by multiplying the applicable
cost of insurance rate by the Net Amount at Risk for each policy month. The Net
Amount at Risk on any Monthly Activity Date is the amount by which the Death
Benefit which would have been payable on that Monthly Activity Date exceeds the
Accumulation Value on that date.
    
 
   
The annual cost of insurance rate is based on the Insured's sex, Attained Age,
policy duration, Specified Amount, and risk class. The rate will vary if the
Insured is a smoker, non-smoker, a preferred non-smoker or is considered a
substandard risk and rated with a tabular extra rating. For the initial
Specified Amount, the cost of insurance rate will not exceed those shown in the
Table of Policy Charges shown in the schedule pages of
    
 26   LLVL
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   30
 
   
the Policy. These guaranteed rates are based on the Insured's age nearest
birthday and are equal to the 1980 Commissioners Standard Ordinary Smoker and
Non-Smoker, Male and Female Mortality Tables. The current rates range between
40% and 100% of the rates based on the 1980 Commissioners Standard Ordinary
Tables, based on Ameritas' own mortality experience. Policies issued on a unisex
basis are based upon the 1980 Commissioners Standard Ordinary Table B assuming
80% male and 20% female lives. The cost of insurance rates, and payment options
for policies issued in Montana and certain other states, or issued in connection
with certain employer sponsored arrangements are on a sex-neutral (unisex)
basis. The unisex rates will be higher than those applicable to females and
lower than those applicable to males. Any change in the cost of insurance rates
will apply to all persons of the same age, sex, Specified Amount and risk class
and whose policies have been in effect for the same length of time.
    
 
If the underwriting class for any increase in the Specified Amount or for any
increase in Death Benefit resulting from a change in Death Benefit option from A
to B is not the same as the underwriting class at issue, the cost of insurance
rate for the increase will reflect the underwriting class which would apply for
such increase. Decreases will also be reflected in the cost of insurance rate as
discussed earlier.
 
   
The actual charges made during the Policy Year will be shown in the annual
report delivered to Policy Owners.
    
 
   
The rate class of an Insured will affect the cost of insurance rate. Ameritas
currently places Insureds into both standard rate classes and substandard
classes that involve a higher mortality risk. In an otherwise identical policy,
an Insured in the standard rate class will have a lower cost of insurance rate
than an Insured in a rate class with higher mortality risks. If a Policy is
rated at issue with a tabular extra rating, the guaranteed rate is a multiple of
the guaranteed rate for a standard issue. This multiple factor is shown in the
Schedule of Benefits in the Policy, and may be from 1.37 to 4 times the
guaranteed rate for a standard issue.
    
 
Insureds may also be assigned a flat extra rating to reflect certain additional
risks. The cost of insurance rate will be increased by the flat extra rating.
 
SURRENDER CHARGE
 
   
The Policy has no surrender charge and may be surrendered at any time during the
Insured's lifetime for the policy's Net Cash Surrender Value. There is a charge,
however, for Partial Withdrawals. (See the section on Partial Withdrawal
Charge.)
    
 
TRANSFER CHARGE
 
   
A charge of $10.00 (guaranteed not to increase) for each transfer among the
Investment Options in excess of 15 per Policy Year may be imposed to compensate
Ameritas for the costs of processing the transfer. Since the charge reimburses
Ameritas for the cost of processing the transfer only, Ameritas does not expect
to make any profit from the transfer charge. This charge will be deducted pro
rata from each Investment option in which the Policy Owner is invested. The
transfer charge will not be imposed on transfers that occur as a result of
policy loans or the exercise of exchange rights.
    
 
PARTIAL WITHDRAWAL CHARGE
 
   
A charge will be imposed for each Partial Withdrawal. This charge will
compensate Ameritas for the administrative costs of processing the requested
payment and in making necessary calculations for any reductions in Specified
Amount which may be required because of the Partial Withdrawal. This charge is
currently the lesser of $25 or 2% of the amount withdrawn (guaranteed not to be
greater than the lesser of $50 or 2% of the amount withdrawn). A Partial
Withdrawal charge is not assessed when a Policy is Surrendered.
    
 
DAILY CHARGES AGAINST THE SEPARATE ACCOUNT
 
   
A daily charge will be deducted from the value of the net assets of Separate
Account LLVL to compensate Ameritas for mortality and expense risks assumed in
connection with the Policy. This daily charge from Separate Account LLVL is
currently at the rate of 0.002049% (equivalent to an annual rate of 0.75%) and
will not exceed 0.002459% (equivalent to an annual rate of .90%) of the average
daily net assets of Separate Account LLVL. The daily charge will be deducted
from the net asset value of Separate Account LLVL, and
    
                                                                      LLVL    27
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   31
 
   
therefore the Subaccounts, on each Valuation Date. Where the previous day or
days was not a Valuation Date, the deduction on the Valuation Date will be the
applicable daily rate multiplied by the number of days since the last Valuation
Date. No mortality and expense charges will be deducted from the amounts in the
Fixed Account.
    
 
   
Ameritas believes that this level of charge is within the range of industry
practice for comparable flexible premium variable universal life policies.
    
 
   
The mortality risk assumed by Ameritas is that Insureds may live for a shorter
time than assumed, and that an aggregate amount of death benefits paid will be
greater than initially estimated. The expense risk assumed is that expenses
incurred in issuing and administering the policies will exceed the
administrative charges provided in the policies.
    
 
   
FUND MANAGEMENT FEES
    
 
   
Fee information relating to the underlying funds was provided to Ameritas by the
underlying funds. Ameritas has not independently verified the information
received from the underlying funds.
    
 
   
Vanguard's Fixed Income Group provides advisory services to the Money Market and
High-Grade Bond portfolios. Vanguard's Core Management Group provides advisory
services to the Equity Index portfolio. Newell Associates, Lincoln Capital
Management, and Granahan Investment Management, Inc., serve as independent
investment advisors to the Equity Income, Growth, and Small Company Growth
portfolios, respectively. Wellington Management Company serves as investment
advisor to the Balanced and High Yield Bond portfolios. The International
portfolio employs Schroder Capital Management International, Inc. as the
adviser. Each portfolio reimburses Vanguard for the costs of providing corporate
management, administrative, distribution and shareholder accounting services.
    
 
   
Neuberger & Berman Advisers Management Trust (the "Trust") is divided into
portfolios ("Portfolios"), each of which invests all of its net investable
assets in a corresponding series ("Series") of Advisers Managers Trust. The
figures reported under "Investment Management and Administration Fees" include
the aggregate of the administration fees paid by the Portfolio and the
management fees paid by its corresponding Series. Similarly, "Other Expenses"
includes all other expenses of the Portfolio and its corresponding Series.
    
 
   
Neuberger & Berman Management, Inc. ("NBMI") provides investment management
services to each Series that include, among other things, making and
implementing investment decisions and providing facilities and personnel
necessary to operate the Series. NBMI provides administrative services to each
Portfolio that include furnishing similar facilities and personnel to the
Portfolio. With the Portfolio's consent, NBMI is authorized to subcontract some
of its responsibilities under its administration agreement with the Portfolio to
third parties.
    
 
   
Each Portfolio bears all expenses of its operations other than those borne by
NBMI as administrator of the Portfolio and as distributor of its shares. Each
Series bears all expenses of its operations other than those borne by NBMI as
investment manager of the Series. These expenses include, but are not limited
to, for the Portfolios and the Series, legal and accounting fees and
compensation for trustees who are not affiliated with NBMI; for the Portfolios,
transfer agent fees and the cost of printing and sending reports and proxy
materials to shareholders; and for the Series, custodial fees for securities.
Any expenses which are not directly attributable to a specific Series are
allocated on the basis of the net assets of the respective Series.
    
 
   
NBMI has voluntarily undertaken to limit the listed Portfolio's expenses by
reimbursing each Portfolio for its operating expenses and its pro rata share of
its corresponding Series' operating expenses, excluding the compensation of
NBMI, taxes, interest, extraordinary expenses, brokerage commissions and
transaction costs, that exceed, in the aggregate, 1% per annum of the
Portfolio's average daily net asset value. This undertaking is subject to
termination on 60 days' prior written notice to the Portfolio.
    
 
   
The effect of any expense limitation by NBMI is to reduce operating expenses of
a portfolio and its corresponding Series and thereby increase total return.
    
 
   
Berger Associates provides investment advisory services to the Berger IPT Funds
available in Separate Account LLVL. Berger Associates has agreed to waive its
advisory fee and reimburse the Funds for additional expenses to the extent that
normal operating expenses in any fiscal year, including the management fee but
    
 28   LLVL
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   32
 
   
excluding brokerage commissions, interest, taxes and extraordinary expenses, of
Berger IPT-100 Fund exceed 1.00%, and the normal operating expenses in any
fiscal year of the Berger IPT-Small Company Growth Fund exceed 1.15%, of the
respective Fund's average daily net assets.
    
 
   
EXPENSES
    
 
   
<TABLE>
<CAPTION>
                                                                                                     TOTAL
                                                  INVESTMENT                                      (REFLECTING
                                                  ADVISORY &                                    REIMBURSEMENTS,
                PORTFOLIO                         MANAGEMENT         OTHER EXPENSES    TOTAL        IF ANY)
                ---------                         ----------         --------------    -----    ---------------
<S>                                           <C>                    <C>               <C>      <C>
VANGUARD(1)
Money Market                                         .16%                 .04%         .20%          .20%
High-Grade Bond                                      .23%                 .05%         .28%          .28%
High Yield Bond                                      .28%                 .03%         .31%          .31%
Balanced                                             .28%                 .03%         .31%          .31%
Equity Income                                        .33%                 .03%         .36%          .36%
Equity Index                                         .17%                 .03%         .20%          .20%
Growth                                               .36%                 .03%         .39%          .39%
Small Company Growth                                 .38%                 .04%         .42%          .42%
International                                        .39%                 .09%         .48%          .48%
</TABLE>
    
 
   
NEUBERGER & BERMAN(2)
    
 
   
<TABLE>
<CAPTION>
                                                                                                    TOTAL
                                                 INVESTMENT                                      (REFLECTING
                                                 ADVISORY &                                    REIMBURSEMENTS,
PORTFOLIO                                        MANAGEMENT         OTHER EXPENSES    TOTAL        IF ANY)
- ---------                                        ----------         --------------    -----    ---------------
<S>                                          <C>                    <C>               <C>      <C>
Limited Maturity                                    .65%                 .11%          .76%          .76%
Balanced                                            .85%                 .18%         1.03%         1.03%
Partners                                            .78%                 .06%          .84%          .84%
Growth                                              .83%                 .09%          .92%          .92%
</TABLE>
    
 
   
<TABLE>
<CAPTION>
                                                                                                     TOTAL
                                                                                                  (REFLECTING
                                              INVESTMENT ADVISORY                               REIMBURSEMENTS,
PORTFOLIO                                        & MANAGEMENT        OTHER EXPENSES    TOTAL        IF ANY)
- ---------                                     -------------------    --------------    -----    ---------------
<S>                                           <C>                    <C>               <C>      <C>
BERGER IPT(3)
100 Fund                                             .75%                2.13%         2.88%         1.00%
Small Company Growth                                 .90%                1.29%         2.19%         1.15%
</TABLE>
    
 
   
<TABLE>
<CAPTION>
                                                                                                     TOTAL
                                                                                                  (REFLECTING
                                              INVESTMENT ADVISORY                               REIMBURSEMENTS,
PORTFOLIO                                        & MANAGEMENT        OTHER EXPENSES    TOTAL        IF ANY)
- ---------                                     -------------------    --------------    -----    ---------------
<S>                                           <C>                    <C>               <C>      <C>
RYDEX(4)
Nova Fund                                                                                           2.20%
Ursa Fund                                                                                           2.30%
OTC Fund                                                                                            2.20%
Precious Metals Fund                                                                                2.20%
U.S. Government Bond Fund                                                                           1.80%
Juno Fund                                                                                           2.30%
</TABLE>
    
 
- ---------------
(1)  9/30/98 fiscal year end.
 
(2)  12/31/98 fiscal year end.
 
(3)  12/31/98 fiscal year end. Expenses reflect fee waiver and expense
     reimbursement.
 
(4)  12/31/98 fiscal year end.
 
None of the Fund management fees will be assessed against amounts in the Fixed
Account.
 
                                                                      LLVL    29
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   33
 
   
TAXES. Currently, no additional charges are made against Separate Account LLVL
for federal, state or local income taxes. Ameritas may, however, make such a
charge in the future if income or gains within Separate Account LLVL will incur
any federal, or any significant state or local income tax liability, or if the
federal, state or local tax treatment of Ameritas changes. Charges for such
taxes, if any, would be deducted from Separate Account LLVL and/or the Fixed
Account. (See the section on Federal Tax Matters.)
    
 
   
GENERAL PROVISIONS
    
 
   
THE CONTRACT. The Policy, the application, any supplemental applications, and
any riders, amendments or endorsements make up the entire contract. Only the
President, Vice President, Secretary or Assistant Secretary can modify the
Policy. Any changes must be made in writing, and approved by Ameritas. No agent
has the authority to alter or modify any of the terms, conditions or agreements
of the Policy or to waive any of its provisions. The rights and benefits under
the Policy are summarized in this prospectus. The Policy controls the rights and
benefits. A copy of the Policy is available upon request from Ameritas.
    
 
   
CONTROL OF POLICY. The Policy Owner is as shown in the application or subsequent
written endorsement. Subject to the rights of any irrevocable Beneficiary and
any assignee of record, all rights, options, and privileges belong to the Policy
Owner, if living; otherwise to any successor-owner or owners, if living;
otherwise to the estate of the last Policy Owner to die.
    
 
   
BENEFICIARY. The Policy Owner may name both primary and contingent Beneficiaries
in the application. Payments will be shared equally among Beneficiaries of the
same class unless otherwise stated. If a Beneficiary dies before the Insured,
payments will be made to any surviving Beneficiaries of the same class;
otherwise to any Beneficiary(ies) of the next class; otherwise to the Policy
Owner; otherwise to the estate of the Policy Owner.
    
 
   
CHANGE OF BENEFICIARY. The Policy Owner may change the Beneficiary by written
request at any time during the Insured's lifetime unless otherwise provided in
the previous designation of Beneficiary. The change will take effect as of the
date the change is recorded at the Home Office. Ameritas will not be liable for
any payment made or action taken before the change is recorded.
    
 
   
CHANGE OF OWNER OR ASSIGNMENT. In order to change the Policy Owner of the Policy
or assign Policy rights, an assignment of the Policy must be made in writing and
filed with Ameritas at its Home Office. The change will take effect as of the
date the change is recorded at the Home Office, and Ameritas will not be liable
for any payment made or action taken before the change is recorded. Payment of
proceeds is subject to the rights of any assignee of record. A collateral
assignment is not a change of ownership.
    
 
   
PAYMENT OF PROCEEDS. The proceeds are subject first to any indebtedness to
Ameritas and then to the interest of any assignee of record. The balance of any
Death Benefit Proceeds shall be paid in one sum to the designated Beneficiary
unless an optional method of payment is selected. If no Beneficiary survives the
Insured, the proceeds shall be paid in one sum to the Policy Owner, if living;
otherwise to any successor-owner, if living; otherwise to the Policy Owner's
estate. Any proceeds payable on the Maturity Date or upon Surrender shall be
paid in one sum unless an optional method of payment is elected.
    
 
   
INCONTESTABILITY. Ameritas can not contest the Policy or reinstated Policy while
the Insured is alive after it has been in force for two years from the Policy
Date (or reinstatement effective date). After the Policy Date, Ameritas cannot
contest an increase in the Specified Amount or addition of a rider while the
Insured is alive, after such increase or addition has been in force for two
years from its effective date. However, this two year provision shall not apply
to riders that provide disability or accidental death benefits.
    
 
MISSTATEMENT OF AGE OR SEX. If the age or sex of the Insured or any person
insured by rider has been misstated, the amount of the death benefit will be
adjusted. The Death Benefit will be adjusted to the amount that would be
purchased by the most recent cost of insurance deductions using the correct cost
of insurance rate.
 
   
SUICIDE. The Policy does not cover suicide within two years of the Policy Date
unless otherwise provided by a state's insurance law. If the Insured, while sane
or insane, commits suicide within two years after the Policy Date, Ameritas will
pay only the premiums received less any Partial Withdrawals, the cost for riders
and any Outstanding Policy Debt. If the Insured, while sane or insane, commits
suicide within two years after the
    
 30   LLVL
 
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<PAGE>   34
 
   
effective date of any increase in the Specified Amount, Ameritas' liability with
respect to such increase will only be its total cost of insurance applied to the
increase. The laws of Missouri provide that death by suicide at any time is
covered by the Policy, and further that suicide by an insane person may be
considered an accidental death.
    
 
   
POSTPONEMENT OF PAYMENTS. Payment of any amount upon Surrender, Partial
Withdrawals, policy loans, benefits payable at death or maturity, and transfers
may be postponed whenever: (1) the New York Stock Exchange is closed other than
customary weekend and holiday closings, or trading on the New York Stock
Exchange is restricted as determined by the SEC; (2) the SEC by order permits
postponement for the protection of Policy Owners; (3) an emergency exists, as
determined by the SEC, as a result of which disposal of securities is not
reasonably practicable or it is not reasonably practicable to determine the
value of Separate Account LLVL's net assets; or (4) Surrender, loans or Partial
Withdrawals from the Fixed Account may be deferred for up to 6 months from the
date of written request. Payments under the Policy of any amounts derived from
premiums paid by check may be delayed until such time as the check has cleared
the Policy Owner's bank.
    
 
   
REPORTS AND RECORDS. Ameritas will maintain all records relating to Separate
Account LLVL and will mail to the Policy Owner, at the last known address of
record, within 30 days after each Policy Anniversary, an annual report which
shows the current Accumulation Value, Net Cash Surrender Value, Death Benefit,
premiums paid, Outstanding Policy Debt and other information. Quarterly
statements are also mailed detailing Policy activity during the calendar
quarter. Instead of receiving an immediate confirmation of transactions made
pursuant to some types of periodic payment plan (such as a dollar cost averaging
program, or payment made by automatic bank draft or salary reduction
arrangement), the Policy Owner may receive confirmation of such transactions in
their quarterly statements. The Policy Owner should review the information in
these statements carefully. All errors or corrections must be reported to
Ameritas immediately to assure proper crediting to the Policy. Ameritas will
assume all transactions are accurately reported on quarterly statements unless
Ameritas is otherwise notified within 30 days after receipt of the statement.
The Policy Owner will also be sent a periodic report for the Funds and a list of
the portfolio securities held in each portfolio of the Funds.
    
 
   
ADDITIONAL INSURANCE BENEFITS (RIDERS)
    
 
   
Subject to certain requirements, one or more of the following additional
insurance benefits may be added to a Policy by rider. All riders are not
available in all states. The cost, if any, of additional insurance benefits will
be deducted as part of the monthly deduction. (See the section on Charges
Deducted From Accumulation Value-Monthly Deduction.)
    
 
   
ACCELERATED BENEFIT RIDER FOR TERMINAL ILLNESS (LIVING BENEFIT RIDER). Upon
satisfactory proof of terminal illness after the two-year contestable period (no
waiting period in certain states) Ameritas will accelerate the payment of up to
50% of the lowest scheduled Death Benefit as provided by eligible coverages,
less an amount up to two guideline level premiums.
    
 
   
Future premium allocations after the payment of the benefit must be allocated to
the Fixed Account. Payment will not be made for amounts less than $4,000 or more
than $250,000 on all policies issued by Ameritas or its affiliates. Ameritas may
charge the lesser of 2% of the benefit or $50 as a Partial Withdrawal charge to
cover the costs of administration.
    
 
   
Satisfactory proof of terminal illness must include a written statement from a
licensed physician who is not related to the Insured or the Policy Owner stating
that the Insured has a non-correctable medical condition that, with a reasonable
degree of medical certainty, will result in the death of the Insured in less
than 12 months (6 months in certain states) from the physician's statement.
Further, the condition must first be diagnosed while the Policy was in force.
    
 
The accelerated benefit first will be used to repay any outstanding policy loans
and unpaid loan interest, and will also affect future loans, Partial
Withdrawals, and Surrender. The accelerated benefit will be treated as a lien
against the policy Death Benefit and will thus reduce the proceeds payable on
the death of the Insured. There is no extra premium for this rider.
 
CHILDREN'S PROTECTION RIDER. Provides for term insurance on the Insured's
children, as defined in the rider. Under the terms of the rider, the Death
Benefit will be payable to the named beneficiary upon the death of any
                                                                      LLVL    31
 
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<PAGE>   35
 
insured child. Upon receipt of proof of the Insured's death before the rider
terminates, the rider will be considered paid up for the term of the rider.
 
   
GUARANTEED INSURABILITY RIDER. Provides that the Policy Owner can purchase
additional insurance for the Insured by increasing the Specified Amount of the
Policy at certain future dates without evidence of insurability.
    
 
WAIVER OF MONTHLY DEDUCTIONS ON DISABILITY. Provides, while the Insured is
disabled, for the waiver of monthly deduction for expense charges and the cost
of insurance charges including table ratings and flat extras for the policy and
all riders.
 
PAYOR WAIVER OF MONTHLY DEDUCTIONS ON DISABILITY. Provides, while the covered
person is disabled, for the waiver of monthly deductions for expense charges and
the cost of insurance charges including table ratings and flat extras for the
policy and all riders. This rider is available for Insureds ages 0 to 14.
 
COST RECOVERY RIDER. This rider allows a one time special Partial Withdrawal
without reducing the Specified Amount. There is no charge for this rider.
 
   
EXTENDED MATURITY RIDER. This rider may be elected by submitting a written
request to Ameritas during the 90 days prior to Maturity Date. If elected, as
long as the Surrender Value is greater than zero, the Policy will remain in
force for purposes of providing a benefit at the time of the Insured's death.
Once this rider becomes effective, no further premium payments will be accepted,
and no monthly charges will be made for cost of insurance, riders or flat extra
rating. All other policy provisions not specifically noted herein will remain in
effect while the Policy continues in force. Interest on Policy loans will
continue to accrue and become part of the Outstanding Policy Debt. This rider
does not extend the Maturity Date for purposes of determining benefits under any
other riders. Death Benefit Proceeds are payable to the Beneficiary.
    
 
There is no extra premium for this rider. This rider is not available in all
states.
 
   
The Internal Revenue Service has not issued a ruling regarding the tax
consequences of this rider. The Policy may be subject to certain adverse tax
consequences when continued beyond the Maturity Date. Due to the lack of
specific guidance by the Internal Revenue Service on this issue, the result is
not certain. If the Policy is not treated as a life insurance contract for
federal income tax purposes after the original schedule Maturity Date, among
other things, the Death Benefit may be taxable to the recipient. The Policy
Owner should consult a qualified tax advisor regarding the possible adverse tax
consequences resulting from extension of the original scheduled Maturity Date.
    
 
   
DISTRIBUTION OF THE POLICIES
    
 
   
Ameritas Investment Corp. (AIC), a wholly owned subsidiary of AMAL Corporation,
will act as the principal underwriter of the Policies, pursuant to an
Underwriting Agreement between itself and Ameritas. AIC was organized under the
laws of the State of Nebraska on December 29, 1983 and is a registered broker-
dealer pursuant to the Securities Exchange Act of 1934 and a member of the
National Association of Securities Dealers. In 1998, AIC received gross variable
universal life compensation of $298,182, and retained $37,512 in underwriting
fees, and $10 in brokerage commissions on Ameritas' variable universal life
policies.
    
 
   
AIC offers its clients a wide variety of financial products and services and has
the ability to execute stock and bond transactions on a number of national
exchanges. AIC also serves as principal underwriter for Ameritas' variable
annuities, and for Ameritas Variable Life Insurance Company's variable life and
variable annuities. It also has executed selling agreement with a variety of
mutual funds, unit investment trusts and direct participation programs.
    
 
   
There is no premium load to cover sales and distribution expenses. To the extent
that sales and distribution expenses are paid, if at all, Ameritas will pay them
from its other assets or surplus in its General Account, which include amounts
derived from mortality and expense risk charges and other charges made under the
Policy.
    
 
   
Policies can be purchased directly from Ameritas through its direct consumer
services, with salaried employees who are Registered Representatives of AIC and
who will not receive compensation related to the purchase.
    
 32   LLVL
 
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<PAGE>   36
 
Policies can be purchased from field representatives who are Registered
Representatives of AIC, or from Registered Representatives of other registered
broker-dealers authorized to sell the policies subject to applicable law. In
these situations, AIC or the other broker-dealer may receive compensation in an
amount no greater than 9% of the target first year premium paid plus the first
year cost of any riders, and 2% of excess first year premium. In years
thereafter, AIC or the other broker-dealer may receive asset based compensation
at an annualized rate of .1% per policy year of the Net Cash Surrender Value.
AIC or the other broker-dealer may pass a portion of this compensation on to the
Registered Representative or the manager of the Registered Representative.
 
Upon any subsequent increase in Specified Amount or any subsequent increase in
riders, marketing allowances will also be paid based on the amount of the
increase in Specified Amount or increase in rider.
 
   
FEDERAL TAX MATTERS
    
 
   
The following discussion provides a general description of the federal income
tax considerations associated with the Policy, and does not purport to be
complete or cover all situations. This discussion is not intended as tax advice.
No attempt has been made to consider in detail any applicable state or other tax
(except premium taxes, see the section on Deductions From Premium Payment) laws.
This discussion is based upon Ameritas' understanding of the relevant laws at
the time of filing. Counsel and other competent advisors should be consulted for
more complete information before a Policy is purchased. Ameritas makes no
representation as to the likelihood of the continuation of present federal
income tax laws nor of the interpretations by the Internal Revenue Service.
Federal tax laws are subject to change and thus tax consequences to the Insured,
Policy Owner or Beneficiary may be altered.
    
 
   
(1) TAXATION OF AMERITAS. Ameritas is taxed as a life insurance company under
    Part I of Subchapter L of the Internal Revenue Code of 1986 (the "Code"). At
    this time, since Separate Account LLVL is not an entity separate from
    Ameritas, and its operations form a part of Ameritas, it will not be taxed
    separately as a "regulated investment company" under Subchapter M of the
    Code. Net investment income and realized net capital gains on the assets of
    Separate Account LLVL are reinvested and automatically retained as a part of
    the reserves of the Policy and are taken into account in determining the
    Death Benefit and Accumulation Value of the Policy. Ameritas believes that
    Separate Account LLVL net investment income and realized net capital gains
    will not be taxable to the extent that such income and gains are retained as
    reserves under Policy.
    
 
   
    Ameritas does not currently expect to incur any additional federal income
    tax liability attributable to Separate Account LLVL with respect to the sale
    of the Policies. Accordingly, no charge is being made currently to Separate
    Account LLVL for federal income taxes. If, however,Ameritas determines that
    it may incur such taxes attributable to Separate Account LLVL, it may assess
    a charge for such taxes against Separate Account LLVL.
    
 
   
    Ameritas may also incur state and local taxes (in addition to premium taxes
    for which a deduction from premiums is currently made). At present, they are
    not charges against Separate Account LLVL. If there is a material change in
    state or local tax laws, charges for such taxes attributable to Separate
    Account LLVL, if any, may be assessed against Separate Account LLVL.
    
 
   
(2) TAX STATUS OF THE POLICY. The Code (section 7702) includes a definition of a
    life insurance contract for federal tax purposes, which places limitations
    on the amount of premiums that may be paid for the Policy and the
    relationship of the Accumulation Value to the Death Benefit. Ameritas
    believes that the Policy meets the statutory definition of a life insurance
    contract. If the Death Benefit of a Policy is changed, the applicable
    definitional limitations may change. In the case of a decrease in the death
    benefit, a partial Surrender, a change in Death Benefit option, or any other
    such change that reduces future benefits under the Policy during the first
    15 years after a Policy is issued and that results in a cash distribution to
    the Policy Owners in order for the Policy to continue complying with the
    section 7702 definitional limitations on premiums and Accumulation Values,
    such distributions will be taxable as ordinary income to the Policy Owner
    (to the extent of any gain in the Policy) as prescribed in section 7702.
    
 
    The Code (section 7702A) also defines a "modified endowment contract" for
    federal tax purposes. If a life insurance policy is classified as a modified
    endowment contract, distributions from it (including
                                                                      LLVL    33
 
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<PAGE>   37
 
    loans) are taxed as ordinary income to the extent of any gain. This Policy
    will become a "modified endowment contract" if the premiums paid into the
    Policy fail to meet a 7-pay premium test as outlined in Section 7702A of the
    Code.
 
   
    Certain benefits the Insured may elect under this Policy may be material
    changes affecting the 7-pay premium test. These include,but are not limited
    to, changes in Death Benefits and changes in the Specified Amount. Should
    the Policy become a "modified endowment contract", partial withdrawal, full
    Surrenders, assignments, pledges, and loans (including loans to pay loan
    interest) under the Policy will be taxable to the extent of any gain under
    the Policy. A 10% penalty tax also applies to the taxable portion of any
    distribution prior to the taxpayer's age 59 1/2 . The 10% penalty tax does
    not apply if the distribution is made because the taxpayer is disabled as
    defined under the Code or if the distribution is paid out in the form of a
    life annuity on the life of the taxpayer or the joint lives of the taxpayer
    and beneficiary. One may avoid a Policy becoming a modified endowment
    contract by, among other things, not making excessive payments or reducing
    benefits. Should one deposit excessive premiums during a policy year, that
    portion that is returned by the insurance company within 60 days after the
    policy anniversary will reduce the premiums paid to avoid the policy
    becoming a modified endowment contract. All modified endowment policies
    issued by Ameritas to the same Policy Owner in any 12 month period are
    treated as one modified endowment contract for purposes of determining
    taxable gain under Section 72(e) of the Code. Any life insurance policy
    received in exchange for a modified endowment contract will also be treated
    as a modified endowment contract. A Policy Owner should contact a competent
    tax professional before paying additional premiums or making other changes
    to the Policy to determine whether such payments or changes would cause the
    Policy to become a modified endowment contract.
    
 
   
    The Code (Section 817(h)) also authorizes the Secretary of the Treasury (the
    "Treasury") to set standards by regulation or otherwise for the investments
    of Separate Account LLVL to be "adequately diversified" in order for the
    Policy to be treated as a life insurance contract for federal tax purposes.
    Separate Account LLVL, through the Funds, intends to comply with the
    diversification requirements prescribed by the Treasury in temporary
    regulations published in the Federal Register on March 2, 1989, which affect
    how the Fund's assets may be invested.
    
 
   
    Ameritas does not have control over the Funds or their investments. However,
    Ameritas believes that the Funds will be operated in compliance with the
    diversification requirements of the Internal Revenue Code. Thus, Ameritas
    believes that the Policy will be treated as a life insurance contract for
    federal tax purposes.
    
 
   
    In connection with the issuance of temporary regulations relating to the
    diversification requirements, the Treasury announced that such regulations
    do not provide guidance concerning the extent to which policy owners may
    direct their investments to particular divisions of a separate account.
    Regulations in this regard may be issued in the future. It is not clear what
    these regulations will provide nor whether they will be prospective only. It
    is possible that when regulations are issued, the Policy may need to be
    modified to comply with such regulations. For these reasons, Ameritas
    reserves the right to modify the Policy as necessary to prevent the Policy
    Owner from being considered the owner of the assets of Separate Account LLVL
    or otherwise to qualify the Policy for favorable tax treatment.
    
 
    The following discussion assumes that the Policy will qualify as a life
    insurance contract for federal tax purposes.
 
   
(3) TAX TREATMENT OF POLICY PROCEEDS. Ameritas believes that the Policy will be
    treated in a manner consistent with a fixed benefit life insurance policy
    for federal income tax purposes. Thus, Ameritas believes that the Death
    Benefit payable prior to the original maturity date will be generally
    excludable from the gross income of the Beneficiary under Section 101(a)(1)
    of the Code and the Policy Owner will not be deemed to be in constructive
    receipt of the Accumulation Value under the Policy until its actual
    Surrender. However, in the event of certain cash distributions under the
    Policy resulting from any change which reduces future benefits under the
    Policy, the distribution will be taxed in whole or in part as ordinary
    income (to the extent of gain in the Policy). See the discussion on Tax
    Status of the Policy.
    
 
   
    Ameritas also believes that loans received under a Policy will be treated as
    debt of the Policy Owner and that no part of any loan under a Policy will
    constitute income to the Policy Owner so long as the Policy
    
 34   LLVL
 
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<PAGE>   38
 
   
remains in force, unless the Policy becomes a modified endowment contract.
Should the Policy lapse while Policy loans are outstanding, the portion of the
loans attributable to earnings will become taxable. Generally, interest paid on
     any loan under a Policy owned by an individual will not be tax-deductible.
    
 
   
Except for Policies with respect to a limited number of key persons of an
employer (both as defined in the Internal Revenue Code), and subject to
     applicable interest rate caps, the Health Insurance Portability and
     Accountability Act of 1996 (the "Health Insurance Act") generally repeals
     the deduction for interest paid or accrued after October 13, 1995 on loans
     from corporate owned life insurance Policies on the lives of individuals
     who are or were officers, employees or persons financially interested in
     the taxpayer's trade or business. Certain transitional rules for then
     existing debt are included in the Health Insurance Act. The transitional
     rules include a phase-out of the deduction for debt incurred (1) before
     January 1, 1996, (or) (2) before January 1, 1997, for policies entered into
     in 1994 or 1995. The phase-out of the interest expense deduction occurs
     over a transition period between October 13, 1995 and January 1, 1999.
     There is also a special rule for pre-June 21, 1986 Policies. The Taxpayer
     Relief Act of 1997 ("TRA '97"), further expanded the interest deduction
     disallowance for businesses by providing, with respect to policies issued
     after June 8, 1997, that no deduction is allowed for interest paid or
     accrued on any debt with respect to life insurance covering the life of any
     individual (except as noted above under pre-'97 law with respect to key
     persons and pre-June 21, 1986 policies). TRA '97 also provides that no
     deduction is permissible for premiums paid on a life insurance policy if
     the taxpayer is directly or indirectly a beneficiary under the policy. Also
     under TRA '97 and subject to certain exceptions, for policies issued after
     June 8, 1997, no deduction is allowed for that portion of a taxpayer's
     interest expense that's allocable to unborrowed policy cash values. This
     disallowance generally does not apply to policies owned by natural persons.
     Policy Owners should consult a competent tax advisor concerning the tax
     implications of these changes for their Policies. The right to exchange the
     Policy for a flexible premium adjustable life insurance policy (see the
     section on Exchange Privilege), the right to change Policy Owners (see the
     section on General Provisions), and the provision for Partial Withdrawals
     (see the section on Surrenders) may have tax consequences depending on the
     circumstances of such exchange, change, or Partial Withdrawal. Upon
     Surrender or when maturity benefits are paid, if the amount received plus
     any Outstanding Policy Debt exceeds the total premiums paid, (the "basis"),
     that are not treated as previously withdrawn by the Policy Owner, the
     excess generally will be taxed as ordinary income.
    
 
   
Federal estate and state and local estate, inheritance, and other tax
consequences of ownership or receipt of Policy proceeds depend on applicable law
     and the circumstances of each Policy Owner or Beneficiary. In addition, if
     the Policy is used in connection with tax-qualified retirement plans,
     certain limitations prescribed by the Internal Revenue Service on, and
     rules with respect to the taxation of, life insurance protection provided
     through such plans may apply. The advice of competent tax counsel should be
     sought in connection with the use of life insurance in a qualified plan.
    
 
   
SAFEKEEPING OF THE SEPARATE ACCOUNT'S ASSETS
    
 
   
Ameritas holds the assets of Separate Account LLVL. The assets are kept
physically segregated and held separate and apart from the General Account
assets, except for the Fixed Account. Ameritas maintains records of all
purchases and redemptions of Fund shares by each of the Subaccounts.
    
 
   
THIRD PARTY SERVICES
    
 
   
Ameritas is aware that certain third parties are offering investment advisory
services in connection with the Policies. Ameritas does not engage any such
third parties to offer such services of any type as part of the Policy. Firms or
persons offering such services do so independently from any agency relationship
they may have with Ameritas for the sale of Policies. Ameritas takes no
responsibility for the investment allocations and transfers transacted on a
Policy Owner's behalf by such third parties or any investment allocation
recommendations made by such parties. Policy Owners should be aware that fees
paid for such services are separate and in addition to fees paid under the
Policies.
    
 
                                                                      LLVL    35
 
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<PAGE>   39
 
   
                                 VOTING RIGHTS
    
 
   
Ameritas is the legal holder of the shares held in the Subaccounts of Separate
Account LLVL and as such has the right to vote the shares; to elect Directors of
the Funds, to vote on matters that are required by the 1940 Act and upon any
other matter that may be voted upon at a shareholder meetings of the Funds. To
the extent required by law, Ameritas will vote all shares of the Funds held in
Separate Account LLVL at regular and special shareholder meetings of the Funds
in accordance with instructions received from Policy Owners based on the number
of shares held as of the record date declared by the Fund's Board of Directors.
    
 
   
The number of Fund shares in a Subaccount for which instructions may be given by
a Policy Owner is determined by dividing the Policy's Accumulation Value held in
that Subaccount by the net asset value of one share in the corresponding
portfolio of the Fund. Fractional shares will be counted.
    
 
   
The number of votes will be determined as of the record date established by the
Portfolio. Voting instructions will be solicited by written communication prior
to the shareholder meeting in accordance with procedures established by the
Funds.
    
 
   
Fund shares held in each Subaccount for which no timely instructions from Policy
Owners are received and Fund shares held in each Subaccount which do not support
Policy Owner interests will be voted by Ameritas in the same proportion as those
shares in that Subaccount for which timely instructions are received. Voting
instructions to abstain on any item to be voted will be applied on a pro rata
basis to reduce the votes eligible to be cast. Should applicable federal
securities laws or regulations permit, Ameritas may elect to vote shares of the
Fund in its own right.
    
 
   
DISREGARD OF VOTING INSTRUCTION. Ameritas may, if required by state insurance
officials, disregard voting instructions if those instructions would require
shares to be voted to cause a change in the subclassification or investment
objectives or policies of one or more of the Funds' Portfolios, or to approve or
disapprove an investment adviser or principal underwriter for the Funds. In
addition, Ameritas itself may disregard voting instructions that would require
changes in the investment objectives or policies of any portfolio or in an
investment adviser or principal underwriter for the Funds, if Ameritas
reasonably disapproves those changes in accordance with applicable federal
regulations. If Ameritas does disregard voting instructions, it will advise
Policy Owners of that action and its reasons for the action in the next annual
report or proxy statement to Policy Owners.
    
 
   
STATE REGULATION OF AMERITAS
    
 
   
Ameritas, a stock life insurance company organized under the laws of Nebraska,
is subject to regulation by the Nebraska Department of Insurance. On or before
March 1 of each year an NAIC convention blank covering the operations and
reporting on the financial condition of Ameritas and Separate Account LLVL as of
December 31 of the preceding year must be filed with the Nebraska Department of
Insurance. Periodically, the Nebraska Department of Insurance examines the
liabilities and reserves of Ameritas and Separate Account LLVL.
    
 
   
In addition, Ameritas is subject to the insurance laws and regulations of other
states within which it is licensed or may become licensed to operate. The
policies offered by the Prospectus are available in the various states as
approved. Generally, the Insurance Department of any other state applies the
laws of the state of domicile in determining permissible investments.
    
 
   
EXECUTIVE OFFICERS AND DIRECTORS OF AMERITAS
    
 
   
This list shows name and position(s) with Ameritas followed by the principal
occupations for the last five years. Where an individual has held more than one
position with an organization during the last 5-year period, the last position
held has been given.
    
 
   
LAWRENCE J. ARTH, DIRECTOR, CHAIRMAN OF THE BOARD, AND CHIEF EXECUTIVE OFFICER*
Director, Chairman of the Board, Chief Executive Officer: Ameritas Variable Life
Insurance Company; also serves as officer and/or director of other subsidiaries
and/or affiliates of Ameritas Life Insurance Corp.
    
 
 36   LLVL
 
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<PAGE>   40
 
KENNETH C. LOUIS, DIRECTOR, PRESIDENT AND CHIEF OPERATING OFFICER*
   
Director, Executive Vice President: Ameritas Variable Life Insurance Company;
also serves as officer and/or director of other subsidiaries and/or affiliates
of Ameritas Life Insurance Corp.
    
 
   
NORMAN M. KRIVOSHA, EXECUTIVE VICE PRESIDENT-LEGAL AND GOVERNMENT AFFAIRS*
    
   
Secretary and General Counsel: Ameritas Variable Life Insurance Company; also
serves as officer and/or director of other subsidiaries and/or affiliates of
Ameritas Life Insurance Corp.
    
 
JON C. HEADRICK, EXECUTIVE VICE PRESIDENT-INVESTMENTS AND TREASURER*
   
Treasurer: Ameritas Variable Life Insurance Company; also serves as officer
and/or director of other subsidiaries and/or affiliates of Ameritas Life
Insurance Corp.
    
 
JAMES P. ABEL, DIRECTOR**
   
President: NEBCO, Inc.
    
 
DUANE W. ACKLIE, DIRECTOR**
   
Chairman: Crete Carrier Corporation; Director: AMAL Corporation
    
 
   
HALUK ARITURK, EXECUTIVE VICE PRESIDENT-AMERITAS ACACIA SHARED SERVICES CENTER*
    
   
Senior Vice President, Operations and Chief Actuary: Acacia Life Insurance
Company; also serves as officer and/or director of subsidiaries and/or
affiliates of Acacia Life Insurance Company.
    
 
   
ROBERT C. BARTH, VICE PRESIDENT AND ASSISTANT CONTROLLER*
    
 
   
EDWARD M. BELLER, VICE PRESIDENT-INDIVIDUAL ADMINISTRATION AND CHIEF
UNDERWRITER*
    
   
Vice President and Chief Underwriter: Acacia Life Insurance Company; Vice
President and Chief Underwriter: HGI, Inc.
    
 
   
ELDON BOHMONT, VICE PRESIDENT-INDIVIDUAL CLIENT SERVICES*
    
 
   
ROXANN BRENNFOERDER, VICE PRESIDENT GROUP ADMINISTRATION, UNDERWRITING AND
COMPLIANCE *
    
 
WAYNE E. BREWSTER, VICE PRESIDENT-VARIABLE SALES*
   
Senior Vice President-Variable Sales: Ameritas Variable Life Insurance Company.
    
 
   
JAN M. CONNOLLY, SENIOR VICE PRESIDENT-OPERATIONS, PLANNING AND QUALITY*
    
 
WILLIAM W. COOK, JR., DIRECTOR**
   
Chairman, Chief Executive Officer: The Beatrice National Bank and Trust Co.
    
 
GERALD B. DIMON, VICE PRESIDENT-HUMAN RESOURCES*
 
BERT A. GETZ, DIRECTOR**
   
Chairman and President: Globe Corporation; Director: Security Pacific Bank
Arizona, Security Pacific Bancorp Southwest, Bancwest Mortgage Corp., Security
Pacific Corporation, Security Pacific National Bank, Ellsworth Financial Corp.,
Iliff, Thorn & Co., CalMat Co., Dean Foods Company, Continental Bank,
Continental Bank Corp.; Advisory Director: Myers Craig Vallone Co.; Trustee:
Mayo Foundation
    
 
   
WILLIAM R. GIOVANNI, SENIOR VICE PRESIDENT, PRESIDENT AND CHIEF EXECUTIVE
OFFICER-AIC*
    
Also serves as officer and director of an affiliate of Ameritas Life Insurance
Corp.; President: FirsTier Securities
 
   
LORI S. GOHDE, VICE PRESIDENT-GROUP BUSINESS DEVELOPMENT AND PLANNING*
    
Vice President-Group: Woodmen Accident & Life Co.
 
   
B. DOUGLAS GRITTON, VICE PRESIDENT-INDIVIDUAL AGENCY DISTRIBUTION*
    
   
Territorial Trainer: Metropolitan Life Insurance Company.
    
 
                                                                      LLVL    37
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   41
 
   
ARNOLD D. HENKEL, VICE PRESIDENT-PENSIONS*
    
   
Capital Analysis/Henkel & Anderson Financial; Senior Vice President: Ministers
Life.
    
 
THOMAS D. HIGLEY, VICE PRESIDENT-INDIVIDUAL FINANCIAL OPERATIONS AND ACTUARY*
Also serves as an officer of a subsidiary of Ameritas Life Insurance Corp.
 
LESLIE D. INMAN, VICE PRESIDENT-GROUP MARKETING AND PLANNING*
National Sales Director, VP and National Marketing Manager: American Bankers
Insurance
 
MIKE JASKOLKA, VICE PRESIDENT-INFORMATION SERVICES*
 
MARTY L. JOHNSON, SECOND VICE PRESIDENT-INDIVIDUAL UNDERWRITING*
 
KENNETH R. JONES, VICE PRESIDENT-CORPORATE COMPLIANCE AND ASSISTANT SECRETARY*
Vice President-Corporate Compliance and Assistant Secretary: Ameritas Variable
Life Insurance Company, also serves as officer of other subsidiaries and/or
affiliates of Ameritas Life Insurance Corp.
 
JAMES R. KNAPP, DIRECTOR**
   
Chairman: The Brookhollow Group; General Partner: Windsor Associates
    
 
ROBERT F. KROHN, DIRECTOR**
   
Chairman and Chief Executive Officer: PSI Group, Inc.; President: Krohn
Corporation; Chairman of the Board: Commercial Federal Corporation
    
 
   
ROBERT G. LANGE, VICE PRESIDENT AND GENERAL COUNSEL-INSURANCE AND ASSISTANT
SECRETARY*
    
   
Director: Nebraska Department of Insurance
    
 
WILLIAM W. LESTER, VICE PRESIDENT-SECURITIES*
Also serves as an officer of a subsidiary of Ameritas Life Insurance Corp.
 
WILFRED J. MADDUX, DIRECTOR**
President, Manager: Maddux Cattle Company
 
JOANN M. MARTIN, SENIOR VICE PRESIDENT-CONTROLLER AND CHIEF FINANCIAL OFFICER*
Controller: Ameritas Variable Life Insurance Company; also serves as an officer
and/or director of other subsidiaries and/or affiliates of Ameritas Life
Insurance Corp.
 
   
DAVID C. MOORE, PRESIDENT-GROUP DIVISION*
    
Also serves as officer and/or director of other subsidiaries and/or affiliates
of Ameritas Life Insurance Corp.
 
   
WILLIAM W. NELSON, VICE PRESIDENT-GROUP CLAIMS AND CONSULTANT REVIEW*
    
   
Also serves as an officer of other subsidiaries of Ameritas Life Insurance Corp.
    
 
DALE K. NIEBUHR, SECOND VICE PRESIDENT-AUDIT SERVICES*
   
DONALD W. PARKER, SECOND VICE PRESIDENT- ACCOUNTING AND ASSISTANT CONTROLLER*
    
 
GARY R. RAYMOND, VICE PRESIDENT-GROUP ACTUARY*
 
   
TODD W. REIMERS, VICE PRESIDENT-GROUP FIELD SALES*
    
   
Vice President-Sales: Woodmen Accident and Life Company.
    
 
 38   LLVL
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   42
 
   
BARRY C. RITTER, SENIOR VICE PRESIDENT-INFORMATION SERVICES*
    
 
   
MARY H. RUTFORD, SECOND VICE PRESIDENT-ACCOUNTING*
    
 
PAUL C. SCHORR, III, DIRECTOR**
President and CEO: ComCor Holding, Inc.; Chairman: Ebco/Commonwealth, Inc.;
President, Chief Executive Officer: Fishbach Corp., Commonwealth Companies, Inc.
 
WILLIAM C. SMITH, DIRECTOR**
Director: AMAL Corporation; President: William C. Smith & Co.; President,
Chairman, Chief Executive Officer: FirsTier Bank, N.A.; President, Chief
Operating Officer, Chairman, Chief Executive Officer: FirsTier Financial, Inc.
 
   
DONALD R. STADING, SENIOR VICE PRESIDENT SECRETARY AND CORPORATE GENERAL
COUNSEL*
    
   
Also serves as officer and/or director of other subsidiaries and/or affiliates
of Ameritas Life Insurance Corp.
    
 
NEAL E. TYNER, DIRECTOR, CHAIRMAN EMERITUS**
NET Consultants, Formerly Chairman of the Board and CEO of Ameritas Life
Insurance Corp.
 
   
KENNETH L. VANCLEAVE, VICE PRESIDENT-GROUP MANAGED CARE AND PARTNERING*
    
Also serves as officer and director of an affiliate of Ameritas Life Insurance
Corp.
 
   
RICHARD W. VAUTRAVERS, SENIOR VICE PRESIDENT AND CORPORATE ACTUARY*
    
 
WINSTON J. WADE, DIRECTOR**
Vice President-Network Infrastructure: U.S. West Communications; Vice
President-Technical Services: U.S. West Communication, Inc.
 
JON B. WEINBERG, VICE PRESIDENT-MORTGAGE LOANS AND REAL ESTATE*
Also serves as an officer of a subsidiary of Ameritas Life Insurance Corp.
 
STEVEN L. WELTON, VICE PRESIDENT-INDIVIDUAL MARKETING*
Assistant Vice President-Marketing Services: Northwestern National Life
Insurance Co.
 
   
RUSSELL J. WILTGEN, VICE PRESIDENT-INDIVIDUAL PRODUCT MANAGEMENT*
    
   
Senior Vice President-Product Management: Ameritas Variable Life Insurance
Company; Vice President and Chief Product Actuary-Risk Life: Mutual of Omaha
Companies.
    
 
   
 * Principal business address: Ameritas Life Insurance Corp, 5900 "O" Street,
   P.O. Box 81889, Lincoln, Nebraska 68501.
    
 
** Principal address for: James P. Abel, NEBCO, Inc., P.O. Box 80268, Lincoln,
   Nebraska 68501; Duane W. Acklie, Crete Carrier Corporation, P.O. Box 81228,
   Lincoln, Nebraska 68501; William W. Cook, Jr., The Beatrice National Bank and
   Trust Company, P.O. Box 100, Beatrice, Nebraska 68310; Bert A. Getz, Globe
   Corporation, Scottsdale Spectrum, 6730 N. Scottsdale Road, Suite 250,
   Scottsdale, Arizona 85253; James R. Knapp, Brookhollow Group, One Brookhollow
   Drive, Santa Ana, California 92705; Robert F. Krohn; PSI Group, Inc., 10011 J
   Street, Omaha, Nebraska 68127; Wilfred Maddux, Maddux Cattle Company, P.O.
   Box 217, Wauneta, Nebraska 69045; Paul C. Schorr, III, ComCor Holding, Inc.,
   6940 "O" Street, Suite 336, P.O. Box 57310, Lincoln, Nebraska 68505; William
   C. Smith, William C. Smith & Co., Cornhusker Plaza, Suite 401, 301 So. 13th
   Street, Lincoln, Nebraska 68508; Neal E. Tyner, NET Consultants, 6940 O
   Street, Suite 324, Lincoln, Nebraska 68510; Winston J. Wade, c/o PMI-USW
   843-1, P.O. Box 311, Mendham, New Jersey 07945-0311.
 
                                                                      LLVL    39
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   43
 
   
LEGAL MATTERS
    
 
   
All matters of Nebraska law pertaining to the Policy, including the validity of
the Policy and Ameritas' right to issue the Policy under Nebraska Insurance Law,
have been passed upon by Donald R. Stading, Senior Vice President, Secretary and
Corporate General Counsel.
    
 
   
LEGAL PROCEEDINGS
    
 
   
There are no legal proceedings to which Separate Account LLVL is a party or to
which the assets of Separate Account LLVL are subject. Ameritas is not involved
in any litigation that is of material importance in relation to its ability to
meet its obligations under the Policies, or that relates to Separate Account
LLVL. AIC is not involved in any litigation that is of material importance in
relation to its ability to perform under its underwriting agreement.
    
 
   
EXPERTS
    
   
    
 
   
Actuarial matters included in this Prospectus have been examined by Thomas P.
McArdle, Assistant Vice President and Associate Actuary of Ameritas Life
Insurance Corp., as stated in the opinion filed as an exhibit to the
registration statement.
    
 
 40   LLVL
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   44
 
   
ADDITIONAL INFORMATION
    
 
   
A registration statement has been filed with the Securities and Exchange
Commission, under the Securities Act of 1933, as amended, with respect to the
Policy offered hereby. This Prospectus does not contain all the information set
forth in the registration statement and the amendments and exhibits to the
registration statement, to all of which reference is made for further
information concerning Separate Account LLVL, Ameritas and the Policy offered
hereby. Statements contained in this Prospectus as to the contents of the Policy
and other legal instruments are summaries. For a complete statement of the terms
thereof reference is made to such instruments as filed.
    
 
   
FINANCIAL STATEMENTS
    
 
   
The financial statements of Ameritas which are included in this Prospectus
should be considered only as bearing on the ability of Ameritas to meet its
obligations under the Policies. They should not be considered as bearing on the
investment performance of the assets held in Separate Account LLVL.
    
 
                                                                      LLVL    41
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   45
 
                         AMERITAS LIFE INSURANCE CORP.
 
                             SEPARATE ACCOUNT LLVL
                            STATEMENT OF NET ASSETS
                               DECEMBER 31, 1998
 
<TABLE>
<S>                                                             <C>
ASSETS
INVESTMENTS AT NET ASSET VALUE:
  VANGUARD VARIABLE INSURANCE FUND:
     Money Market Portfolio -- 9,783,726.040 shares at
      $1.0000 per share (cost $9,783,726)...................    $ 9,783,726
     Equity Index Portfolio -- 252,539.764 shares at
      $32.1543 per share (cost $5,992,382)..................      8,120,239
     Equity Income Portfolio -- 141,075.624 shares at
      $21.4453 per share (cost $2,515,438)..................      3,025,409
     Growth Portfolio -- 238,478.783 shares at $28.4238 per
      share (cost $5,178,240)...............................      6,778,473
     Balanced Portfolio -- 210,958.652 shares at $17.0921
      per share (cost $3,546,562)...........................      3,605,726
     High-Grade Bond Portfolio -- 80,311.175 shares at
      $10.9106 per share (cost $850,239)....................        876,243
     International Portfolio -- 233,573.775 shares at
      $15.0527 per share (cost $3,171,841)..................      3,515,916
     High Yield Bond Portfolio -- 54,187.996 shares at
      $10.1059 per share (cost $564,451)....................        547,619
     Small Company Growth Portfolio -- 123,053.709 shares at
      $11.7475 per share (cost $1,306,799)..................      1,445,574
  NEUBERGER & BERMAN ADVISERS MANAGEMENT TRUST:
     Balanced Portfolio -- 14,641.746 shares at $16.34 per
      share (cost $228,306).................................        239,246
     Growth Portfolio -- 36,319.622 shares at $26.29 per
      share (cost $899,192).................................        954,843
     Partners Portfolio -- 158,238.030 shares at $18.93 per
      share (cost $2,823,739)...............................      2,995,446
     Limited Maturity Bond Portfolio -- 3,985.613 shares at
      $13.82 per share (cost $54,502).......................         55,081
  BERGER INSTITUTIONAL PRODUCTS TRUST:
     100 Fund Portfolio -- 13,476.264 shares at $12.89 per
      share (cost $166,028).................................        173,709
     Small Company Growth Portfolio -- 32,764.181 shares at
      $12.28 per share (cost $377,871)......................        402,344
                                                                -----------
NET ASSETS REPRESENTING EQUITY OF POLICYOWNERS..............    $42,519,594
                                                                ===========
</TABLE>
 
The accompanying notes are an integral part of these financial statements.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   46
 
                         AMERITAS LIFE INSURANCE CORP.
 
                             SEPARATE ACCOUNT LLVL
                            STATEMENTS OF OPERATIONS
              FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
 
   
<TABLE>
<CAPTION>
                                                                          VANGUARD VARIABLE INSURANCE FUND
                                                                    ---------------------------------------------
                                                                    MONEY MARKET    EQUITY INDEX    EQUITY INCOME
                                                        TOTAL       PORTFOLIO(1)    PORTFOLIO(2)    PORTFOLIO(3)
                                                      ----------    ------------    ------------    -------------
<S>                                                   <C>           <C>             <C>             <C>
                       1998
INVESTMENT INCOME:
  Dividend distributions received.................    $  887,746      $446,322       $   88,442       $ 62,950
  Mortality and expense risk charge...............       242,752        62,330           44,946         16,755
                                                      ----------      --------       ----------       --------
NET INVESTMENT INCOME(LOSS).......................       644,994       383,992           43,496         46,195
                                                      ----------      --------       ----------       --------
REALIZED AND UNREALIZED GAIN(LOSS) ON INVESTMENTS:
  Net realized gain(loss) on investments..........     1,061,059            --           31,074         14,132
  Net change in unrealized
    appreciation(depreciation)....................     3,364,606            --        1,422,460        306,650
                                                      ----------      --------       ----------       --------
NET GAIN(LOSS) ON INVESTMENTS.....................     4,425,665            --        1,453,534        320,782
                                                      ----------      --------       ----------       --------
NET INCREASE(DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS.................................    $5,070,659      $383,992       $1,497,030       $366,977
                                                      ==========      ========       ==========       ========
                       1997
INVESTMENT INCOME:
  Dividend distributions received.................    $  462,801      $245,562       $   47,557       $ 24,444
  Mortality and expense risk charge...............       110,634        33,383           20,371          5,918
                                                      ----------      --------       ----------       --------
NET INVESTMENT INCOME(LOSS).......................       352,167       212,179           27,186         18,526
                                                      ----------      --------       ----------       --------
REALIZED AND UNREALIZED GAIN(LOSS) ON INVESTMENTS:
  Net realized gain(loss) on investments..........       303,704            --           33,570         22,916
  Net change in unrealized
    appreciation(depreciation)....................     1,466,662            --          633,010        181,981
                                                      ----------      --------       ----------       --------
NET GAIN(LOSS) ON INVESTMENTS.....................     1,770,366            --          666,580        204,897
                                                      ----------      --------       ----------       --------
NET INCREASE(DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS.................................    $2,122,533      $212,179       $  693,766       $223,423
                                                      ==========      ========       ==========       ========
                       1996
INVESTMENT INCOME:
  Dividend distributions received.................    $   34,810      $ 32,053       $       --       $     --
  Mortality and expense risk charge...............        14,813         4,536            2,639            867
                                                      ----------      --------       ----------       --------
NET INVESTMENT INCOME(LOSS).......................        19,997        27,517           (2,639)          (867)
                                                      ----------      --------       ----------       --------
REALIZED AND UNREALIZED GAIN(LOSS) ON INVESTMENTS:
  Net realized gain(loss) on investments..........        73,977            --           12,616          6,453
  Net change in unrealized
    appreciation(depreciation)....................       229,011            --           72,387         21,339
                                                      ----------      --------       ----------       --------
NET GAIN(LOSS) ON INVESTMENTS.....................       302,989            --           85,003         27,792
                                                      ----------      --------       ----------       --------
NET INCREASE(DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS.................................    $  322,985      $ 27,517       $   82,364       $ 26,925
                                                      ==========      ========       ==========       ========
</TABLE>
    
 
- ---------------
 
(1) Commenced business 01/09/96
(2) Commenced business 01/31/96
(3) Commenced business 02/06/96
(4) Commenced business 01/22/96
(5) Commenced business 02/12/96
(6) Commenced business 02/12/96
(7) Commenced business 01/22/96
(8) Commenced business 03/10/97
 
(9) Commenced business 01/29/97
 
The accompanying notes are an integral part of these financial statements.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   47
 
<TABLE>
<CAPTION>
                                        VANGUARD VARIABLE INSURANCE FUND
     ------------------------------------------------------------------------------------------------------
        GROWTH        BALANCED     HIGH-GRADE BOND    INTERNATIONAL   HIGH YIELD BOND      SMALL COMPANY
     PORTFOLIO(4)   PORTFOLIO(5)     PORTFOLIO(6)     PORTFOLIO(7)     PORTFOLIO(8)     GROWTH PORTFOLIO(9)
     ------------   ------------   ----------------   -------------   ---------------   -------------------
<S>  <C>            <C>            <C>                <C>             <C>               <C>
      $   32,780      $116,090         $40,993          $ 43,651          $33,203            $  6,273
          34,924        20,046           5,086            20,770            2,934               5,841
      ----------      --------         -------          --------          -------            --------
          (2,144)       96,044          35,907            22,881           30,269                 432
      ----------      --------         -------          --------          -------            --------
         313,459       239,670           2,291                --              803               1,045
       1,308,658       (22,651)         12,857           419,205          (19,842)            126,551
      ----------      --------         -------          --------          -------            --------
       1,622,117       217,019          15,148           419,205          (19,039)            127,596
      ----------      --------         -------          --------          -------            --------
      $1,619,973      $313,063         $51,055          $442,086          $11,230            $128,028
      ==========      ========         =======          ========          =======            ========
      $   24,821      $ 62,554         $17,945          $ 24,884          $ 7,800            $  1,148
          13,622         8,857           2,094            10,213              670               1,158
      ----------      --------         -------          --------          -------            --------
          11,199        53,697          15,851            14,671            7,130                 (10)
      ----------      --------         -------          --------          -------            --------
          70,741        86,534              --            19,354              254                  --
         269,256        73,173          12,105           (87,836)           3,011              12,224
      ----------      --------         -------          --------          -------            --------
         339,997       159,707          12,105           (68,482)           3,265              12,224
      ----------      --------         -------          --------          -------            --------
      $  351,196      $213,404         $27,956          $(53,811)         $10,395            $ 12,214
      ==========      ========         =======          ========          =======            ========
      $       --      $     --         $ 2,757          $     --          $    --            $     --
           1,524           964             316             1,479               --                  --
      ----------      --------         -------          --------          -------            --------
          (1,524)         (964)          2,441            (1,479)              --                  --
      ----------      --------         -------          --------          -------            --------
          22,375        17,899              --            14,166               --                  --
          22,319         8,642           1,042            12,704               --                  --
      ----------      --------         -------          --------          -------            --------
          44,694        26,541           1,042            26,870               --                  --
      ----------      --------         -------          --------          -------            --------
      $   43,170      $ 25,577         $ 3,483          $ 25,391          $    --            $     --
      ==========      ========         =======          ========          =======            ========
</TABLE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   48
 
                         AMERITAS LIFE INSURANCE CORP.
 
                             SEPARATE ACCOUNT LLVL
                            STATEMENTS OF OPERATIONS
              FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
 
   
<TABLE>
<CAPTION>
                                                            NEUBERGER & BERMAN ADVISERS MANAGEMENT TRUST
                                                    ------------------------------------------------------------
                                                                                                      LIMITED
                                                                                                      MATURITY
                                                      BALANCED         GROWTH         PARTNERS          BOND
                                                    PORTFOLIO(1)    PORTFOLIO(2)    PORTFOLIO(3)    PORTFOLIO(4)
                       1998                         ------------    ------------    ------------    ------------
<S>                                                 <C>             <C>             <C>             <C>
INVESTMENT INCOME:
  Dividend distributions received.................    $ 4,578         $     --       $   8,593         $3,417
  Mortality and expense risk charge...............      1,618            5,470          18,794            440
                                                      -------         --------       ---------         ------
NET INVESTMENT INCOME (LOSS)......................      2,960           (5,470)        (10,201)         2,977
                                                      -------         --------       ---------         ------
REALIZED AND UNREALIZED GAIN (LOSS) ON
  INVESTMENTS:
  Net realized gain (loss) on investments.........     32,161          155,681         270,666             --
  Net change in unrealized appreciation
     (depreciation)...............................     (8,769)         (47,951)       (161,651)          (991)
                                                      -------         --------       ---------         ------
NET GAIN (LOSS) ON INVESTMENTS....................     23,392          107,730         109,015           (991)
                                                      -------         --------       ---------         ------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS.................................    $26,352         $102,260       $  98,814         $1,986
                                                      =======         ========       =========         ======
                       1997
INVESTMENT INCOME:
  Dividend distributions received.................    $ 2,227         $     --       $   1,903         $1,514
  Mortality and expense risk charge...............      1,062            3,818           8,694            289
                                                      -------         --------       ---------         ------
NET INVESTMENT INCOME (LOSS)......................      1,165           (3,818)         (6,791)         1,225
                                                      -------         --------       ---------         ------
REALIZED AND UNREALIZED GAIN (LOSS) ON
  INVESTMENTS:
  Net realized gain (loss) on investments.........      5,717           34,617          29,308             --
  Net change in unrealized appreciation
     (depreciation)...............................     16,398           83,104         267,038          1,122
                                                      -------         --------       ---------         ------
NET GAIN (LOSS) ON INVESTMENTS....................     22,115          117,721         296,346          1,122
                                                      -------         --------       ---------         ------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS.................................    $23,280         $113,903       $ 289,555         $2,347
                                                      =======         ========       =========         ======
                       1996
INVESTMENT INCOME:
  Dividend distributions received.................    $    --         $     --       $      --         $   --
  Mortality and expense risk charge...............        294              814           1,338             42
                                                      -------         --------       ---------         ------
NET INVESTMENT INCOME (LOSS)......................       (294)            (814)         (1,338)           (42)
                                                      -------         --------       ---------         ------
REALIZED AND UNREALIZED GAIN (LOSS) ON
  INVESTMENTS:
  Net realized gain (loss) on investments.........         92              253             115              8
  Net change in unrealized appreciation
     (depreciation)...............................      3,312           20,498          66,320            448
                                                      -------         --------       ---------         ------
NET GAIN (LOSS) ON INVESTMENTS....................      3,404           20,751          66,435            456
                                                      -------         --------       ---------         ------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS.................................    $ 3,110         $ 19,937       $  65,097         $  414
                                                      =======         ========       =========         ======
</TABLE>
    
 
- ---------------
(1) Commenced business 01/31/96
(2) Commenced business 01/22/96
(3) Commenced business 02/06/96
(4) Commenced business 01/31/96
(5) Commenced business 06/11/97
(6) Commenced business 05/21/97
 
The accompanying notes are an integral part of these financial statements.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   49
 
<TABLE>
<CAPTION>
           BERGER INSTITUTIONAL
              PRODUCTS TRUST
       ----------------------------
                          SMALL
                         COMPANY
         100 FUND         GROWTH
       PORTFOLIO(5)    PORTFOLIO(6)
       ------------    ------------
<S>    <C>             <C>
         $   294         $   160
             745           2,053
         -------         -------
            (451)         (1,893)
         -------         -------
              77              --
           9,498          20,582
         -------         -------
           9,575          20,582
         -------         -------
         $ 9,124         $18,689
         =======         =======
         $   442         $    --
              54             431
         -------         -------
             388            (431)
         -------         -------
             693              --
          (1,816)          3,892
         -------         -------
          (1,123)          3,892
         -------         -------
         $  (735)        $ 3,461
         =======         =======
         $    --         $    --
              --              --
         -------         -------
              --              --
         -------         -------
              --              --
              --              --
         -------         -------
              --              --
         -------         -------
         $    --         $    --
         =======         =======
</TABLE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   50
 
                         AMERITAS LIFE INSURANCE CORP.
 
                             SEPARATE ACCOUNT LLVL
                      STATEMENTS OF CHANGES IN NET ASSETS
              FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
 
   
<TABLE>
<CAPTION>
                                                                          VANGUARD VARIABLE INSURANCE FUND
                                                                    ---------------------------------------------
                                                                    MONEY MARKET    EQUITY INDEX    EQUITY INCOME
                                                        TOTAL       PORTFOLIO(1)    PORTFOLIO(2)    PORTFOLIO(3)
                                                     -----------    ------------    ------------    -------------
<S>                                                  <C>            <C>             <C>             <C>
1998
INCREASE(DECREASE) IN NET ASSETS FROM OPERATIONS:
  Net investment income (loss).....................  $   644,994     $  383,992      $   43,496      $   46,195
  Net realized gain (loss) on investments..........    1,061,059             --          31,074          14,132
  Net change in unrealized appreciation
    (depreciation).................................    3,364,606             --       1,422,460         306,650
                                                     -----------     ----------      ----------      ----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS..................................    5,070,659        383,992       1,497,030         366,977
NET INCREASE (DECREASE) FROM POLICYOWNER
  TRANSACTIONS.....................................   13,120,915      2,181,465       2,541,249       1,133,653
                                                     -----------     ----------      ----------      ----------
TOTAL INCREASE (DECREASE) IN NET ASSETS............   18,191,574      2,565,457       4,038,279       1,500,630
                                                     -----------     ----------      ----------      ----------
NET ASSETS AT JANUARY 1, 1998......................   24,328,020      7,218,269       4,081,960       1,524,779
                                                     -----------     ----------      ----------      ----------
NET ASSETS AT DECEMBER 31, 1998....................  $42,519,594     $9,783,726      $8,120,239      $3,025,409
                                                     ===========     ==========      ==========      ==========
1997
INCREASE(DECREASE) IN NET ASSETS FROM OPERATIONS:
  Net investment income (loss).....................  $   352,167     $  212,179      $   27,186      $   18,526
  Net realized gain (loss) on investments..........      303,704             --          33,570          22,916
  Net change in unrealized appreciation
    (depreciation).................................    1,466,662             --         633,010         181,981
                                                     -----------     ----------      ----------      ----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS..................................    2,122,533        212,179         693,766         223,423
NET INCREASE (DECREASE) FROM POLICYOWNER
  TRANSACTIONS.....................................   16,472,031      5,731,104       2,039,686         984,196
                                                     -----------     ----------      ----------      ----------
TOTAL INCREASE (DECREASE) IN NET ASSETS............   18,594,564      5,943,283       2,733,452       1,207,619
                                                     -----------     ----------      ----------      ----------
NET ASSETS AT JANUARY 1, 1997......................    5,733,456      1,274,986       1,348,508         317,160
                                                     -----------     ----------      ----------      ----------
NET ASSETS AT DECEMBER 31, 1997....................  $24,328,020     $7,218,269      $4,081,960      $1,524,779
                                                     ===========     ==========      ==========      ==========
1996
INCREASE(DECREASE) IN NET ASSETS FROM OPERATIONS:
  Net investment income (loss).....................  $    19,997     $   27,517      $   (2,639)     $     (867)
  Net realized gain (loss) on investments..........       73,977             --          12,616           6,453
  Net change in unrealized appreciation
    (depreciation).................................      229,011             --          72,387          21,339
                                                     -----------     ----------      ----------      ----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS..................................      322,985         27,517          82,364          26,925
NET INCREASE (DECREASE) FROM POLICYOWNER
  TRANSACTIONS.....................................    5,410,471      1,247,469       1,266,144         290,235
                                                     -----------     ----------      ----------      ----------
TOTAL INCREASE (DECREASE) IN NET ASSETS............    5,733,456      1,274,986       1,348,508         317,160
                                                     -----------     ----------      ----------      ----------
NET ASSETS AT JANUARY 1, 1996......................           --             --              --              --
                                                     -----------     ----------      ----------      ----------
NET ASSETS AT DECEMBER 31, 1996....................  $ 5,733,456     $1,274,986      $1,348,508      $  317,160
                                                     ===========     ==========      ==========      ==========
</TABLE>
    
 
- ---------------
 
(1) Commenced business 01/09/96
(2) Commenced business 01/31/96
(3) Commenced business 02/06/96
(4) Commenced business 01/22/96
(5) Commenced business 02/12/96
(6) Commenced business 02/12/96
(7) Commenced business 01/22/96
(8) Commenced business 03/10/97
(9) Commenced business 01/29/97
 
The accompanying notes are an integral part of these financial statements.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   51
 
<TABLE>
<CAPTION>
                              VANGUARD VARIABLE INSURANCE FUND
- ---------------------------------------------------------------------------------------------
                                   HIGH-GRADE                     HIGH YIELD    SMALL COMPANY
       GROWTH        BALANCED         BOND       INTERNATIONAL       BOND          GROWTH
    PORTFOLIO(4)   PORTFOLIO(5)   PORTFOLIO(6)   PORTFOLIO(7)    PORTFOLIO(8)   PORTFOLIO(9)
    ------------   ------------   ------------   -------------   ------------   -------------
<S> <C>            <C>            <C>            <C>             <C>            <C>
     $   (2,144)    $   96,044      $ 35,907      $   22,881       $ 30,269      $      432
        313,459        239,670         2,291              --            803           1,045
      1,308,658        (22,651)       12,857         419,205        (19,842)        126,551
     ----------     ----------      --------      ----------       --------      ----------
      1,619,973        313,063        51,055         442,086         11,230         128,028
      1,946,946      1,254,873       331,358       1,023,332        305,742         940,675
     ----------     ----------      --------      ----------       --------      ----------
      3,566,919      1,567,936       382,413       1,465,418        316,972       1,068,703
     ----------     ----------      --------      ----------       --------      ----------
      3,211,554      2,037,790       493,830       2,050,498        230,647         376,871
     ----------     ----------      --------      ----------       --------      ----------
     $6,778,473     $3,605,726      $876,243      $3,515,916       $547,619      $1,445,574
     ==========     ==========      ========      ==========       ========      ==========
     $   11,199     $   53,697      $ 15,851      $   14,671       $  7,130      $      (10)
         70,741         86,534            --          19,354            254              --
        269,256         73,173        12,105         (87,836)         3,011          12,224
     ----------     ----------      --------      ----------       --------      ----------
        351,196        213,404        27,956         (53,811)        10,395          12,214
      2,154,152      1,428,768       357,373       1,524,915        220,252         364,657
     ----------     ----------      --------      ----------       --------      ----------
      2,505,348      1,642,172       385,329       1,471,104        230,647         376,871
     ----------     ----------      --------      ----------       --------      ----------
        706,206        395,618       108,501         579,394             --              --
     ----------     ----------      --------      ----------       --------      ----------
     $3,211,554     $2,037,790      $493,830      $2,050,498       $230,647      $  376,871
     ==========     ==========      ========      ==========       ========      ==========
     $   (1,524)    $     (964)     $  2,441      $   (1,479)      $     --      $       --
         22,375         17,899            --          14,166             --              --
         22,319          8,642         1,042          12,704             --              --
     ----------     ----------      --------      ----------       --------      ----------
         43,170         25,577         3,483          25,391             --              --
        663,036        370,041       105,018         554,003             --              --
     ----------     ----------      --------      ----------       --------      ----------
        706,206        395,618       108,501         579,394             --              --
     ----------     ----------      --------      ----------       --------      ----------
             --             --            --              --             --              --
     ----------     ----------      --------      ----------       --------      ----------
     $  706,206     $  395,618      $108,501      $  579,394       $     --      $       --
     ==========     ==========      ========      ==========       ========      ==========
</TABLE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   52
 
                         AMERITAS LIFE INSURANCE CORP.
 
                             SEPARATE ACCOUNT LLVL
                      STATEMENTS OF CHANGES IN NET ASSETS
              FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
 
<TABLE>
<CAPTION>
                                                           NEUBERGER & BERMAN ADVISERS MANAGEMENT TRUST
                                                     ---------------------------------------------------------
                                                                                                    LIMITED
                                                                                                    MATURITY
                                                       BALANCED        GROWTH        PARTNERS         BOND
                                                     PORTFOLIO(1)   PORTFOLIO(2)   PORTFOLIO(3)   PORTFOLIO(4)
                                                     ------------   ------------   ------------   ------------
<S>                                                  <C>            <C>            <C>            <C>
1998
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
  Net investment income (loss).....................    $  2,960       $ (5,470)     $  (10,201)     $ 2,977
  Net realized gain (loss) on investments..........      32,161        155,681         270,666           --
  Net change in unrealized appreciation
    (depreciation).................................      (8,769)       (47,951)       (161,651)        (991)
                                                       --------       --------      ----------      -------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS..................................      26,352        102,260          98,814        1,986
NET INCREASE (DECREASE) FROM POLICYOWNER
  TRANSACTIONS.....................................      26,914        185,812         935,607       (7,496)
                                                       --------       --------      ----------      -------
TOTAL INCREASE (DECREASE) IN NET ASSETS............      53,266        288,072       1,034,421       (5,510)
                                                       --------       --------      ----------      -------
NET ASSETS AT JANUARY 1, 1998......................     185,980        666,771       1,961,025       60,591
                                                       --------       --------      ----------      -------
NET ASSETS AT DECEMBER 31, 1998....................    $239,246       $954,843      $2,995,446      $55,081
                                                       ========       ========      ==========      =======
1997
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
  Net investment income (loss).....................    $  1,165       $ (3,818)     $   (6,791)     $ 1,225
  Net realized gain (loss) on investments..........       5,717         34,617          29,308           --
  Net change in unrealized appreciation
    (depreciation).................................      16,398         83,104         267,038        1,122
                                                       --------       --------      ----------      -------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS..................................      23,280        113,903         289,555        2,347
NET INCREASE (DECREASE) FROM POLICYOWNER
  TRANSACTIONS.....................................      74,276        228,396       1,107,185       32,342
                                                       --------       --------      ----------      -------
TOTAL INCREASE (DECREASE) IN NET ASSETS............      97,556        342,299       1,396,740       34,689
                                                       --------       --------      ----------      -------
NET ASSETS AT JANUARY 1, 1997......................      88,424        324,472         564,285       25,902
                                                       --------       --------      ----------      -------
NET ASSETS AT DECEMBER 31, 1997....................    $185,980       $666,771      $1,961,025      $60,591
                                                       ========       ========      ==========      =======
1996
INCREASE(DECREASE) IN NET ASSETS FROM OPERATIONS:
  Net investment income (loss).....................    $   (294)      $   (814)     $   (1,338)     $   (42)
  Net realized gain (loss) on investments..........          92            253             115            8
  Net change in unrealized appreciation
    (depreciation).................................       3,312         20,498          66,320          448
                                                       --------       --------      ----------      -------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS..................................       3,110         19,937          65,097          414
NET INCREASE (DECREASE) FROM POLICYOWNER
  TRANSACTIONS.....................................      85,314        304,535         499,188       25,488
                                                       --------       --------      ----------      -------
TOTAL INCREASE (DECREASE) IN NET ASSETS............      88,424        324,472         564,285       25,902
                                                       --------       --------      ----------      -------
NET ASSETS AT JANUARY 1, 1996......................          --             --              --           --
                                                       --------       --------      ----------      -------
NET ASSETS AT DECEMBER 31, 1996....................    $ 88,424       $324,472      $  564,285      $25,902
                                                       ========       ========      ==========      =======
</TABLE>
 
- ---------------
(1) Commenced business 01/31/96
(2) Commenced business 01/22/96
(3) Commenced business 02/06/96
(4) Commenced business 01/31/96
(5) Commenced business 06/11/97
(6) Commenced business 05/21/97
 
The accompanying notes are an integral part of these financial statements.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   53
 
<TABLE>
<CAPTION>
        BERGER INSTITUTIONAL
           PRODUCTS TRUST
     ---------------------------
                       SMALL
                      COMPANY
       100 FUND        GROWTH
     PORTFOLIO(5)   PORTFOLIO(6)
     ------------   ------------
<S>  <C>            <C>
       $   (451)      $ (1,893)
             77             --
          9,498         20,582
       --------       --------
          9,124         18,689
        144,794        175,991
       --------       --------
        153,918        194,680
       --------       --------
         19,791        207,664
       --------       --------
       $173,709       $402,344
       ========       ========
       $    388       $   (431)
            693             --
         (1,816)         3,892
       --------       --------
               )
           (735          3,461
         20,526        204,203
       --------       --------
         19,791        207,664
       --------       --------
             --             --
       --------       --------
       $ 19,791       $207,664
       ========       ========
       $     --       $     --
             --             --
             --             --
       --------       --------
             --             --
             --             --
       --------       --------
             --             --
       --------       --------
             --             --
       --------       --------
             --             --
       ========       ========
</TABLE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   54
 
                         AMERITAS LIFE INSURANCE CORP.
 
                             SEPARATE ACCOUNT LLVL
                         NOTES TO FINANCIAL STATEMENTS
 
1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
Ameritas Life Insurance Corp. Separate Account LLVL (the Account) was
established under Nebraska law on August 24, 1994. The assets of the Account are
held by Ameritas Life Insurance Corp. (ALIC) and are aggregated from all of
ALIC's other assets.
 
The Account is registered under the Investment Company Act of 1940, as amended,
as a unit investment trust. At December 31, 1998, there are fifteen subaccounts
within the Account. Nine of the subaccounts invest only in a corresponding
Portfolio of the Vanguard Variable Insurance Fund which is a diversified
open-end management investment company managed by The Vanguard Group. Four of
the subaccounts invest only in a corresponding Portfolio of the Neuberger &
Berman Advisers Management Trust which is a diversified open-end management
investment company managed by Neuberger & Berman Management Incorporated. Two of
the subaccounts invest only in a corresponding Portfolio of the Berger
Institutional Products Trust which is a diversified open-end management
investment company managed by Berger Associates. Each Portfolio pays the manager
a monthly fee for managing its investments and business affairs. The assets of
the Account are carried at the net asset value of the underlying Portfolios of
the funds, and the value of the policyowners' units corresponds to the Account's
investment in the underlying subaccounts.
 
USE OF ESTIMATES
 
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
 
VALUATION OF INVESTMENTS
 
The assets of the account are carried at the net asset value of the underlying
Portfolios of the Funds. The value of the policyowners' units corresponds to the
Account's investment in the underlying subaccounts. The availability of
investment portfolio and subaccount options may vary between products. Share
transactions and security transactions are accounted for on a trade date basis.
 
FEDERAL AND STATE TAXES
 
The operations of the Account are included in the federal income tax return of
ALIC, which is taxed as a life insurance company under the Internal Revenue
Code. ALIC has the right to charge the Account any federal income taxes, or
provision for federal income taxes, attributable to the operations of the
Account or to the policies funded in the Account. Currently, ALIC does not make
a charge for income or other taxes. Charges for state and local taxes, if any,
attributable to the Account may also be made.
 
2. POLICYOWNER CHARGES
 
ALIC charges the account for mortality and expense risks assumed. A daily charge
is made on the average daily value of the net assets representing equity of
policyowners held in each subaccount per each product's current policy
provisions. Additional charges are made at intervals and in amounts per each
product's current policy provisions. These charges are prorated against the
balance in each investment option of the policyowner, including the Fixed
Account option which is not reflected in this separate account.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   55
 
                         AMERITAS LIFE INSURANCE CORP.
 
                             SEPARATE ACCOUNT LLVL
                  NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)
 
3. SHARES OWNED
 
The Account invests in shares of mutual funds. Share activity and total shares
owned are as follows:
 
<TABLE>
<CAPTION>
                                                      VANGUARD VARIABLE INSURANCE FUND
                               -------------------------------------------------------------------------------
                                MONEY MARKET     EQUITY INDEX    EQUITY INCOME       GROWTH         BALANCED
                                PORTFOLIO(1)     PORTFOLIO(2)    PORTFOLIO(3)     PORTFOLIO(4)    PORTFOLIO(5)
                               --------------    ------------    -------------    ------------    ------------
<S>                            <C>               <C>             <C>              <C>             <C>
Shares owned at January 1,
  1998.....................     7,218,268.940    160,571.157       81,200.304     148,714.710     119,858.700
Shares acquired............    15,650,323.440    241,112.370      152,559.334     212,357.265     153,032.898
Shares disposed............    13,084,866.340    149,143.763       92,684.014     122,593.192      61,932.946
                               --------------    -----------      -----------     -----------     -----------
Shares owned at December
  31, 1998.................     9,783,726.040    252,539.764      141,075.624     238,478.783     210,958.652
                               ==============    ===========      ===========     ===========     ===========
 
Shares owned at January 1,
  1997.....................     1,274,985.810     68,977.369       21,723.303      39,921.198      26,356.946
Shares acquired............    33,061,438.440    132,217.038       71,066.379     135,646.593     103,263.991
Shares disposed............    27,118,155.310     40,623.250       11,589.378      26,853.081       9,762.237
                               --------------    -----------      -----------     -----------     -----------
Shares owned at December
  31, 1997.................     7,218,268.940    160,571.157       81,200.304     148,714.710     119,858.700
                               ==============    ===========      ===========     ===========     ===========
 
Shares owned at January 1,
  1996.....................                --             --               --              --              --
Shares acquired............     6,549,300.150     81,127.644       25,593.798      43,455.725      27,155.684
Shares disposed............     5,274,314.340     12,150.275        3,870.495       3,534.527         798.738
                               --------------    -----------      -----------     -----------     -----------
Shares owned at December
  31, 1996.................     1,274,985.810     68,977.369       21,723.303      39,921.198      26,356.946
                               ==============    ===========      ===========     ===========     ===========
</TABLE>
 
- ---------------
 (1) Commenced business 01/09/96
 (2) Commenced business 01/31/96
 (3) Commenced business 02/06/96
 (4) Commenced business 01/22/96
 (5) Commenced business 02/12/96
 (6) Commenced business 02/12/96
 (7) Commenced business 01/22/96
 (8) Commenced business 03/10/97
 (9) Commenced business 01/29/97
(10) Commenced business 01/31/96
(11) Commenced business 01/22/96
(12) Commenced business 02/06/96
(13) Commenced business 01/31/96
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   56
 
<TABLE>
<CAPTION>
                 VANGUARD VARIABLE INSURANCE FUND                        NEUBERGER & BERMAN ADVISERS MANAGEMENT TRUST
    ----------------------------------------------------------   -------------------------------------------------------------
                                                     SMALL                                                          LIMITED
     HIGH-GRADE                     HIGH-YIELD      COMPANY                                                        MATURITY
        BOND       INTERNATIONAL       BOND          GROWTH        BALANCED         GROWTH         PARTNERS          BOND
    PORTFOLIO(6)   PORTFOLIO(7)    PORTFOLIO(8)   PORTFOLIO(9)   PORTFOLIO(10)   PORTFOLIO(11)   PORTFOLIO(12)   PORTFOLIO(13)
    ------------   -------------   ------------   ------------   -------------   -------------   -------------   -------------
<S> <C>            <C>             <C>            <C>            <C>             <C>             <C>             <C>
     46,139.367     159,524.666     21,777.881     34,377.906     10,448.294      21,832.699       95,195.374      4,291.165
     75,804.160     193,442.989     92,142.577    131,425.948     38,561.561      44,261.721      162,050.110     16,961.787
     41,632.352     119,393.880     59,732.462     42,750.145     34,368.109      29,774.798       99,007.454     17,267.339
     ----------     -----------     ----------    -----------     ----------      ----------      -----------     ----------
     80,311.175     233,573.775     54,187.996    123,053.709     14,641.746      36,319.622      158,238.030      3,985.613
     ==========     ===========     ==========    ===========     ==========      ==========      ===========     ==========
 
     10,402.808      45,478.330             --             --      5,554.279      12,586.203       34,240.606      1,843.518
     48,976.148     175,097.691     57,152.830     58,091.174      7,945.804      20,902.519       87,117.912      7,782.264
     13,239.589      61,051.355     35,374.949     23,713.268      3,051.789      11,656.023       26,163.144      5,334.617
     ----------     -----------     ----------    -----------     ----------      ----------      -----------     ----------
     46,139.367     159,524.666     21,777.881     34,377.906     10,448.294      21,832.699       95,195.374      4,291.165
     ==========     ===========     ==========    ===========     ==========      ==========      ===========     ==========
 
             --              --             --             --             --              --               --             --
     16,079.128      54,688.548             --             --      5,783.296      13,583.830       40,372.867      2,210.932
      5,676.320       9,210.218             --             --        229.017         997.627        6,132.261        367.414
     ----------     -----------     ----------    -----------     ----------      ----------      -----------     ----------
     10,402.808      45,478.330             --             --      5,554.279      12,586.203       34,240.606      1,843.518
     ==========     ===========     ==========    ===========     ==========      ==========      ===========     ==========
</TABLE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   57
 
   
                         AMERITAS LIFE INSURANCE CORP.
    
 
   
                             SEPARATE ACCOUNT LLVL
    
   
                         NOTES TO FINANCIAL STATEMENTS
    
 
   
3. SHARES OWNED -- (CONTINUED)
    
 
The Account invests in shares of mutual funds. Share activity and total shares
owned are as follows:
 
<TABLE>
<CAPTION>
                                                                BERGER INSTITUTIONAL PRODUCTS TRUST
                                                                -----------------------------------
                                                                  100 FUND         SMALL COMPANY
                                                                PORTFOLIO(1)    GROWTH PORTFOLIO(2)
                                                                ------------    -------------------
<S>                                                             <C>             <C>
Shares owned at January 1, 1998.............................      1,781.412         17,219.256
Shares acquired.............................................     31,043.806         57,521.740
Shares disposed.............................................     19,348.954         41,976.815
                                                                 ----------         ----------
Shares owned at December 31, 1998...........................     13,476.264         32,764.181
                                                                 ==========         ==========
 
Shares owned at January 1, 1997.............................             --                 --
Shares acquired.............................................      2,859.270         38,912.582
Shares disposed.............................................      1,077.858         21,693.326
                                                                 ----------         ----------
Shares owned at December 31, 1997...........................      1,781.412         17,219.256
                                                                 ==========         ==========
 
Shares owned at January 1, 1996.............................             --                 --
Shares acquired.............................................             --                 --
Shares disposed.............................................             --                 --
                                                                 ----------         ----------
Shares owned at December 31, 1996                                        --                 --
                                                                 ==========         ==========
</TABLE>
 
- ---------------
(1) Commenced business 06/11/97
(2) Commenced business 05/21/97
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   58
 
                         AMERITAS LIFE INSURANCE CORP.
 
                          CONSOLIDATED BALANCE SHEETS
                     (IN THOUSANDS, EXCEPT PER SHARE DATA)
 
<TABLE>
<CAPTION>
                                                                      DECEMBER 31
                                                                ------------------------
                                                                   1998          1997
                                                                ----------    ----------
<S>                                                             <C>           <C>
                           ASSETS
Investments:
  Fixed maturity securities held to maturity (fair value
     $620,543 -- 1998, $792,856 -- 1997)....................    $  586,419    $  754,581
  Fixed maturity securities available for sale (amortized
     cost $466,025 -- 1998, $462,831 -- 1997)...............       484,491       479,990
  Equity securities (cost $59,411 -- 1998,
     $59,383 -- 1997).......................................       121,905       108,744
  Mortgage loans on real estate.............................       222,151       228,709
  Loans on insurance policies...............................        29,047        70,638
  Real estate, less accumulated depreciation
     ($17,431 -- 1998, $18,324 -- 1997).....................        33,420        43,085
  Other investments.........................................        45,104        33,971
  Short-term investments....................................         1,341           655
                                                                ----------    ----------
     Total Investments......................................     1,523,878     1,720,373
Cash and cash equivalents...................................        79,019        83,139
Accrued investment income...................................        20,104        25,186
Deferred policy acquisition costs...........................       171,201       164,564
Property and equipment, less accumulated depreciation
  ($31,985 -- 1998, $29,199 -- 1997)........................        20,946        20,191
Other assets................................................        21,903        16,668
Closed block assets.........................................       309,326            --
Separate accounts...........................................     1,954,931     1,437,165
                                                                ----------    ----------
       Total................................................    $4,101,308    $3,467,286
                                                                ==========    ==========
            LIABILITIES AND STOCKHOLDER'S EQUITY
Policy and contract reserves................................    $  100,190    $  364,168
Policy and contract claims..................................        29,823        27,467
Accumulated contract values.................................     1,019,849     1,039,938
Unearned policy charges.....................................        12,160        13,177
Unearned reinsurance ceded allowance........................         1,480         1,763
Federal income taxes:
  Current...................................................         6,710           339
  Deferred..................................................        50,795        46,236
Dividends payable...........................................            --        10,134
Other liabilities...........................................        45,509        41,467
Closed block liabilities....................................       334,622            --
Separate accounts...........................................     1,954,931     1,436,677
                                                                ----------    ----------
     Total Liabilities......................................     3,556,069     2,981,366
                                                                ----------    ----------
Commitments and contingencies
Minority interest in subsidiary.............................        27,523        24,483
Common stock, par value $0.10 per share; 25,000,000 shares
  authorized, issued and outstanding........................         2,500            --
Additional paid-in capital..................................         5,000            --
Retained earnings...........................................       459,065       419,797
Accumulated other comprehensive income......................        51,151        41,640
                                                                ----------    ----------
     Total Stockholder's Equity.............................       517,716       461,437
                                                                ----------    ----------
       Total................................................    $4,101,308    $3,467,286
                                                                ==========    ==========
</TABLE>
 
The accompanying notes to consolidated financial statements are an integral part
of these statements.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   59
 
                         AMERITAS LIFE INSURANCE CORP.
 
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                                 (IN THOUSANDS)
 
   
<TABLE>
<CAPTION>
                                                                    YEARS ENDED DECEMBER 31
                                                                --------------------------------
                                                                  1998        1997        1996
                                                                --------    --------    --------
<S>                                                             <C>         <C>         <C>
INCOME:
Insurance revenues:
  Premiums:
     Life insurance.........................................    $ 21,159    $ 26,794    $ 26,855
     Accident and health insurance..........................     256,742     181,952     163,557
  Contract charges..........................................      68,145      57,199      49,667
  Reinsurance, net..........................................      19,930      (1,037)     (6,205)
  Reinsurance ceded allowance...............................       3,667       2,475       1,746
Investment revenues:
  Investment income, net....................................     130,102     137,744     126,862
  Realized gains, net.......................................      14,288      10,295      13,103
Other.......................................................      23,011      14,987       8,961
Loss in closed block........................................        (105)         --          --
                                                                --------    --------    --------
                                                                 536,939     430,409     384,546
                                                                --------    --------    --------
BENEFITS AND EXPENSES:
Policy benefits:
  Death benefits............................................      19,879      20,710      18,402
  Surrender benefits........................................       6,730      10,084      10,708
  Accident and health benefits..............................     200,405     130,908     112,005
  Interest credited.........................................      68,698      66,788      65,494
  Decrease in policy and contract reserves..................      (2,570)     (3,307)     (5,060)
  Other.....................................................      21,920      23,747      23,216
Sales and operating expenses................................     126,199      90,737      77,086
Amortization of deferred policy acquisition costs...........      18,584      16,441      16,790
                                                                --------    --------    --------
                                                                 459,845     356,108     318,641
                                                                --------    --------    --------
Income before federal income taxes and minority interest in
  earnings of subsidiary....................................      77,094      74,301      65,905
Income taxes -- current.....................................      27,229      26,401      29,081
Income taxes -- deferred....................................         157          39      (1,560)
                                                                --------    --------    --------
  Total federal income taxes................................      27,386      26,440      27,521
                                                                --------    --------    --------
Income before minority interest in earnings of subsidiary...      49,708      47,861      38,384
Minority interest in earnings of subsidiary.................      (2,940)     (1,987)     (1,259)
                                                                --------    --------    --------
Net income..................................................    $ 46,768    $ 45,874    $ 37,125
                                                                ========    ========    ========
</TABLE>
    
 
The accompanying notes to consolidated financial statements are an integral part
of these statements.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   60
 
                         AMERITAS LIFE INSURANCE CORP.
 
                CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
                                 (IN THOUSANDS)
 
<TABLE>
<CAPTION>
                                                                   YEARS ENDED DECEMBER 31
                                                                -----------------------------
                                                                 1998       1997       1996
                                                                -------    -------    -------
<S>                                                             <C>        <C>        <C>
Net income..................................................    $46,768    $45,874    $37,125
Other comprehensive income (loss), net of tax:
  Unrealized gains on securities:
     Unrealized holding gains (losses) arising during the
       period
       (net of deferred tax of $6,913 -- 1998,
       $11,628 -- 1997,
       and $814 -- 1996)....................................     12,646     21,290      1,512
     Reclassification adjustment for gains included in net
       income
       (net of deferred tax of $1,635 -- 1998,
       $2,548 -- 1997,
       and $4,285 -- 1996)..................................     (3,036)    (4,733)    (7,958)
     Minority interest......................................        (99)      (158)        27
                                                                -------    -------    -------
  Other comprehensive income (loss).........................      9,511     16,399     (6,419)
                                                                -------    -------    -------
Comprehensive income........................................    $56,281    $62,273    $30,706
                                                                =======    =======    =======
</TABLE>
 
The accompanying notes to consolidated financial statements are an integral part
of these statements.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   61
 
                         AMERITAS LIFE INSURANCE CORP.
                CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY
                         (IN THOUSANDS, EXCEPT SHARES)
 
<TABLE>
<CAPTION>
                                                                                        ACCUMULATED
                                         COMMON STOCK        ADDITIONAL                    OTHER            TOTAL
                                      -------------------    PAID - IN     RETAINED    COMPREHENSIVE    STOCKHOLDER'S
                                       SHARES      AMOUNT     CAPITAL      EARNINGS       INCOME           EQUITY
                                      ---------    ------    ----------    --------    -------------    -------------
<S>                                   <C>          <C>       <C>           <C>         <C>              <C>
BALANCE, January 1, 1996..........           --    $  --       $   --      $336,798       $31,660         $368,458
Net unrealized investment losses,
  net.............................           --       --           --            --        (6,446)          (6,446)
Minority interest in net
  unrealized investment losses,
  net.............................           --       --           --            --            27               27
Net income........................           --       --           --        37,125            --           37,125
                                      ---------    ------      ------      --------       -------         --------
BALANCE, December 31, 1996........           --       --           --       373,923        25,241          399,164
Net unrealized investment gains,
  net.............................           --       --           --            --        16,557           16,557
Minority interest in net
  unrealized investment gains,
  net.............................           --       --           --            --          (158)            (158)
Net income........................           --       --           --        45,874            --           45,874
                                      ---------    ------      ------      --------       -------         --------
BALANCE, December 31, 1997........           --       --           --       419,797        41,640          461,437
Issuance of common stock..........    25,000,000   2,500        5,000        (7,500)           --               --
Net unrealized investment gains,
  net.............................           --       --           --            --         9,610            9,610
Minority interest in net
  unrealized investment gains,
  net.............................           --       --           --            --           (99)             (99)
Net income........................           --       --           --        46,768            --           46,768
                                      ---------    ------      ------      --------       -------         --------
BALANCE, December 31, 1998........    25,000,000   $2,500      $5,000      $459,065       $51,151         $517,716
                                      =========    ======      ======      ========       =======         ========
</TABLE>
 
The accompanying notes to consolidated financial statements are an integral part
of these statements.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   62
 
                         AMERITAS LIFE INSURANCE CORP.
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (IN THOUSANDS)
 
<TABLE>
<CAPTION>
                                                                    YEARS ENDED DECEMBER 31
                                                                --------------------------------
                                                                  1998        1997        1996
                                                                --------    --------    --------
<S>                                                             <C>         <C>         <C>
OPERATING ACTIVITIES
Net income..................................................    $ 46,768    $ 45,874    $ 37,125
Adjustments to reconcile net income to net cash from
  operating activities:
  Depreciation and amortization.............................       5,717       5,275       4,231
  Amortization of deferred policy acquisition costs.........      19,090      16,441      16,790
  Policy acquisition costs deferred.........................     (40,349)    (36,117)    (30,611)
  Interest credited to contract values......................      69,487      66,788      65,494
  Amortization of discounts or premiums.....................      (4,611)     (1,747)     (1,513)
  Net realized gains on investment transactions.............     (14,288)    (10,295)    (13,103)
  Deferred income taxes.....................................         157          39      (1,560)
  Minority interest in earnings of subsidiary...............       2,940       1,987       1,259
  Change in assets and liabilities:
     Accrued investment income..............................        (455)        (10)     (1,071)
     Other assets...........................................      (6,544)     (3,239)     (1,372)
     Policy and contract reserves...........................      (2,798)     (3,446)      2,266
     Policy and contract claims.............................       3,992       6,047       2,538
     Unearned policy charges................................      (1,017)       (315)     (2,141)
     Unearned reinsurance ceded allowance...................        (283)        511         373
     Federal income taxes payable -- current................       5,422      (7,977)      1,300
     Dividends payable......................................         479        (183)       (111)
     Other liabilities......................................       6,039       6,509       5,445
     Cash from closed block.................................      (2,526)         --          --
                                                                --------    --------    --------
Net cash from operating activities..........................      87,220      86,142      85,339
                                                                --------    --------    --------
INVESTING ACTIVITIES
Purchase of investments:
  Fixed maturity securities held to maturity................     (62,244)    (39,522)   (122,182)
  Fixed maturity securities available for sale..............    (137,319)   (115,864)    (40,572)
  Equity securities.........................................     (21,944)    (29,432)    (19,925)
  Mortgage loans on real estate.............................     (68,518)    (56,251)    (57,248)
  Real estate...............................................        (998)     (1,676)       (642)
  Short-term investments....................................      (1,632)     (2,124)     (5,844)
  Other investments.........................................     (16,343)     (6,026)    (23,073)
Proceeds from sale of investments:
  Fixed maturity securities available for sale                    14,447      16,419       4,774
  Equity securities -- unaffiliated.........................      24,681      19,914      18,676
  Equity securities -- affiliated...........................          --          --         190
  Real estate...............................................      14,117       1,723         951
  Other investments.........................................       4,166         649       7,949
</TABLE>
 
The accompanying notes to consolidated financial statements are an integral part
of these statements.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   63
 
                         AMERITAS LIFE INSURANCE CORP.
 
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (IN THOUSANDS)
 
<TABLE>
<CAPTION>
                                                                    YEARS ENDED DECEMBER 31
                                                                --------------------------------
                                                                  1998        1997        1996
                                                                --------    --------    --------
<S>                                                             <C>         <C>         <C>
INVESTING ACTIVITIES (CONTINUED)
Proceeds from maturities or repayment of investments:
  Fixed maturity securities held to maturity................    $ 84,662    $ 68,069    $ 71,317
  Fixed maturity securities available for sale..............      68,338      45,942      36,519
  Mortgage loans on real estate.............................      37,810      49,750      34,594
  Real estate...............................................          --          --          --
  Other investments.........................................       5,325       6,278      15,106
  Short-term investments....................................         958       3,050      16,571
Purchase of property and equipment..........................      (4,002)     (5,413)     (3,711)
Proceeds from sale of property and equipment................          43          45          78
Net change in loans on insurance policies...................      (3,377)     (2,622)      1,252
Closed block investing activities...........................         178          --          --
                                                                --------    --------    --------
Net cash from investing activities..........................     (61,652)    (47,091)    (65,220)
                                                                --------    --------    --------
FINANCING ACTIVITIES
Contribution for minority interest in subsidiary............          --       1,530      22,445
Net change in accumulated contract values...................     (30,380)    (34,584)    (47,186)
Closed block financing activities...........................         692          --          --
                                                                --------    --------    --------
Net cash from financing activities..........................     (29,688)    (33,054)    (24,741)
                                                                --------    --------    --------
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS............      (4,120)      5,997      (4,622)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD............      83,139      77,142      81,764
                                                                --------    --------    --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD..................    $ 79,019    $ 83,139    $ 77,142
                                                                ========    ========    ========
Supplemental cash flow information:
  Cash paid for income taxes................................    $ 21,936    $ 34,397    $ 27,748
Non-cash financing activities:
  Issuance of common stock..................................    $  7,500    $     --    $     --
  Assets transferred to closed block........................     307,754          --          --
  Liabilities transferred to closed block...................     332,223          --          --
</TABLE>
 
The accompanying notes to consolidated financial statements are an integral part
of these statements.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   64
 
                         AMERITAS LIFE INSURANCE CORP.
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
              FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
                                 (IN THOUSANDS)
 
1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
ORGANIZATION AND NATURE OF OPERATIONS
 
On September 13, 1997, the Board of Directors of Ameritas Life Insurance Corp.
(Ameritas) adopted the Plan which authorized the reorganization (Reorganization)
of Ameritas into a mutual insurance holding company structure. The Nebraska
Department of Insurance held a public hearing on the Reorganization on October
14, 1997 and approved the Plan on October 24, 1997. The policyowners' of
Ameritas approved the Plan on December 8, 1997 and the Reorganization became
effective on January 1, 1998 (effective date).
 
Pursuant to the Reorganization, Ameritas (i) formed Ameritas Mutual Insurance
Holding Company (AMHC) as a mutual insurance holding company under the insurance
laws of the State of Nebraska, (ii) formed Ameritas Holding Company (AHC) as an
intermediate stock holding company under the general laws of the State of
Nebraska, and (iii) amended and restated its Charter and Articles of
Incorporation to authorize the issuance of capital stock and the continuance of
its existence as a stock life insurance company under the same name. As of the
effective date of the Reorganization, the membership interests and the
contractual rights of the policyowners of Ameritas were separated -- the
membership interests automatically became, by operation of law, membership
interests in AMHC and the contractual rights remained in Ameritas. Each person
who becomes the owner of a designated policy issued by Ameritas after the
effective date of the Reorganization will become a member of AMHC and have a
membership interest in AMHC so long as such policy remains in force. The
membership interests in AMHC follow, and are not severable, from the policy from
which the membership interest in AMHC is derived.
 
On the effective date, Ameritas issued 25 million of its authorized shares of
capital stock to AMHC. AMHC then contributed all of these to AHC in exchange for
20 million shares of its common stock. As a result, AHC directly owns Ameritas,
and AMHC indirectly owns Ameritas, through AHC. The reorganization was accounted
for at historical cost in a manner similar to a pooling of interests.
Accordingly, the accompanying financial statements and disclosures reflect the
operations of Ameritas for all periods presented.
 
Ameritas' insurance operations consist of life and health insurance and annuity
and pension contracts. Ameritas and its subsidiaries operates in all 50 states
and the District of Columbia. Wholly owned insurance subsidiaries include First
Ameritas Life Insurance Corp. Of New York and Pathmark Assurance Company.
Ameritas is also a 66% owner of AMAL Corporation (incorporated March 8, 1996),
which owns 100% of Ameritas Variable Life Insurance Company and Ameritas
Investment Corp. (a broker/dealer). In addition to the subsidiaries noted above,
Ameritas conducts other diversified financial-service-related operations through
the following wholly owned subsidiaries: Veritas Corp (a marketing organization
for low-load insurance products); Ameritas Investment Advisors, Inc. (an advisor
providing investment management services); and Ameritas Managed Dental Plan,
Inc. (A prepaid dental organization).
 
CLOSED BLOCK
 
Effective October 1, 1998 (the Effective Date) Ameritas formed a closed block
(the Closed Block) of policies, under an arrangement approved by the Insurance
Department of the State of Nebraska, to provide for dividends on policies that
were in force on the Effective Date and which were within the classes of
individual policies for which Ameritas had a dividend scale in effect on the
Effective Date. The Closed Block was designed to give reasonable assurance to
owners of affected policies that the assets will be available to support such
policies including maintaining dividend scales in effect at the Effective Date,
if the experience underlying such scales continues. The assets, including
revenue thereon, will accrue solely to the benefit of the owners of policies
included in the block until the block is no longer in effect.
 
The financial results of the Closed Block, while prepared on a GAAP basis,
reflect the provisions of the approved arrangement and not the actual results of
operations and financial position. The arrangement provides for the level of
expenses charged to the Closed Block, actual expenses related to the Closed
Block operations are charged outside of the Closed Block; therefore the
contribution or loss from the Closed Block does not represent the actual
operations of the Closed Block.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   65
 
                         AMERITAS LIFE INSURANCE CORP.
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)
 
1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
   POLICIES -- (CONTINUED)
Summarized financial information of the Closed Block as of December 31, 1998 and
from October 1, 1998 to December 31, 1998, is as follows (in thousands):
 
<TABLE>
<CAPTION>
                                                                CLOSED BLOCK
                                                                ------------
<S>                                                             <C>
ASSETS:
  Fixed maturity securities held to maturity (fair value
     $156,499)..............................................      $148,398
  Fixed maturity securities available for sale (amortized
     cost $53,679)..........................................        56,384
  Mortgage loans on real estate.............................        38,756
  Loans on insurance policies...............................        44,968
  Cash and cash equivalents.................................         1,656
  Accrued investment income.................................         5,537
  Deferred policy acquisition costs.........................        12,364
  Other assets..............................................         1,263
                                                                  --------
     Total Closed Block Assets..............................      $309,326
                                                                  ========
LIABILITIES:
  Policy and contract reserves..............................      $261,180
  Policy and contract claims................................         1,636
  accumulated contract values...............................        59,196
  Dividends payable.........................................        10,613
  Other liabilities.........................................         1,997
                                                                  --------
     Total Closed Block Liabilities.........................      $334,622
                                                                  ========
INCOME, BENEFITS AND EXPENSES:
  Premiums..................................................      $  4,354
  Investment income, net....................................         5,054
  Policy benefits...........................................        (5,123)
  Sales and operating expenses..............................          (812)
  amortization of deferred policy acquisition costs.........          (506)
  Dividends appropriated for policyowners...................        (3,072)
                                                                  --------
     Loss in Closed Block...................................      $   (105)
                                                                  ========
</TABLE>
 
PRINCIPLES OF CONSOLIDATION
 
The consolidated financial statements include the accounts of Ameritas Life
Insurance Corp. and its majority-owned subsidiaries (the Company). These
consolidated financial statements exclude the effects of all material
intercompany transactions.
 
USE OF ESTIMATES
 
The preparation of consolidated financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the consolidated
financial statements and the reported amounts of revenues and expenses during
the reporting period. Actual results could differ from those estimates.
 
RECLASSIFICATIONS
 
Certain items on the prior year financial statements have been restated to
conform to current year presentation.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   66
 
                         AMERITAS LIFE INSURANCE CORP.
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)
 
1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
   POLICIES -- (CONTINUED)
The principal accounting and reporting practices followed are:
 
INVESTMENTS
 
The Company classifies its securities into categories based upon the Company's
intent relative to the eventual disposition of the securities. The first
category, held to maturity securities, includes fixed maturity securities which
the Company has the positive intent and ability to hold to maturity. These
securities are carried at amortized cost. The second category, available for
sale securities, may be sold to address the liquidity and other needs of the
Company. Securities classified as available for sale are carried at fair value
on the balance sheet with unrealized gains and losses excluded from operations
and reported as a separate component of stockholder's equity included in
accumulated other comprehensive income, net of related deferred acquisition
costs and income tax effects. The third category, trading securities, is for
debt and equity securities acquired for the purpose of selling them in the near
term. The Company has not classified any of its securities as trading
securities.
 
Equity securities (common stock and nonredeemable preferred stock) are valued at
fair value, and are classified as available for sale.
 
Mortgage loans on real estate are carried at amortized cost less an allowance
for estimated uncollectible amounts. SFAS No. 114, "Accounting by Creditors for
Impairment of a Loan," which was amended by SFAS No. 118, "Accounting by
Creditors for Impairment of a Loan -- Income Recognition and Disclosures,"
requires that an impaired loan be measured at the present value of expected
future cash flows, or alternatively, the observable market price or the fair
value of the collateral. Total impaired loans as of December 31, 1998 and 1997,
and the associated interest income were not material.
 
Investment real estate owned directly by the Company is carried at cost less
accumulated depreciation and allowances for estimated losses. Real estate
acquired through foreclosure is carried at the lower of cost or fair value minus
estimated costs to sell.
 
Other investments primarily include investments in venture capital partnerships
and real estate joint ventures accounted for using the equity method, and
securities owned by the broker dealer subsidiary valued at fair value. Changes
in the fair value of the securities owned by the broker dealer are included in
investment income.
 
Short-term investments are carried at amortized cost, which approximates fair
value.
 
Realized investment gains and losses on sales of securities are determined on
the specific identification method. Write-offs of investments that decline in
value below cost on other than a temporary basis and the change in the
allowances for mortgage loans and wholly owned real estate are included with
realized gains in the consolidated statements of operations.
 
The Company records write-offs or allowances for its investments based upon an
evaluation of specific problem investments. The Company reviews, on a continual
basis, all invested assets to identify investments where the Company may have
credit concerns. Investments with credit concerns include those the Company has
identified as experiencing a deterioration in financial condition.
 
CASH EQUIVALENTS
 
The Company considers all highly liquid debt securities purchased with a
remaining maturity of less than three months to be cash equivalents.
 
PROPERTY AND EQUIPMENT
 
Property and equipment are carried at cost less accumulated depreciation. The
Company provides for depreciation of property and equipment using straight-line
and accelerated methods over the estimated useful lives of the assets.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   67
 
                         AMERITAS LIFE INSURANCE CORP.
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)
 
1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
   POLICIES -- (CONTINUED)
SEPARATE ACCOUNTS
 
The Company operates separate accounts on which the earnings or losses accrue
exclusively to contractholders. The assets (principally investments) and
liabilities of each account are clearly identifiable and distinguishable from
other assets and liabilities of the Company. The separate accounts are an
investment alternative for pension, variable life, and variable annuity products
which the Company markets. Amounts are reported at fair value.
 
PREMIUM REVENUE AND BENEFITS TO POLICYOWNERS
RECOGNITION OF PARTICIPATING AND TERM LIFE, ACCIDENT AND HEALTH AND ANNUITY
PREMIUM REVENUE AND BENEFITS TO POLICYOWNERS
 
Participating life insurance products include those products with fixed and
guaranteed premiums and benefits on which dividends are paid by the Company.
Premiums on participating and term life products and certain annuities with life
contingencies (immediate annuities) are recognized as premium revenue when due.
Accident and health insurance premiums are recognized as premium revenue over
the time period to which the premiums relate. Benefits and expenses are
associated with earned premiums so as to result in recognition of profits over
the premium-paying period of the contracts. This association is accomplished by
means of the provision for liabilities for future policy benefits and the
amortization of deferred policy acquisition costs.
 
RECOGNITION OF UNIVERSAL LIFE-TYPE CONTRACTS REVENUE AND BENEFITS TO
POLICYOWNERS
 
Universal life-type policies are insurance contracts with terms that are not
fixed and guaranteed. The terms that may be changed could include one or more of
the amounts assessed the policyowner, premiums paid by the policyowner or
interest accrued to policyowners' balances. Amounts received as payments for
such contracts are reflected as deposits in accumulated contract values and are
not reported as premium revenues.
 
Revenues for universal life-type policies consist of charges assessed against
policy account values for deferred policy loading, mortality risk expense, the
cost of insurance and policy administration. Policy benefits and claims that are
charged to expense include interest credited to contracts and benefit claims
incurred in the period in excess of related policy account balances.
 
RECOGNITION OF INVESTMENT CONTRACT REVENUE AND BENEFITS TO POLICYOWNERS
 
Contracts that do not subject the Company to risks arising from policyowner
mortality or morbidity are referred to as investment contracts. Deposit
administration plans and certain deferred annuities are considered investment
contracts. Amounts received as payments for such contracts are reflected as
deposits in accumulated contract values and are not reported as premium
revenues.
 
Revenues for investment products consist of investment income and policy
administration charges. Contract benefits that are charged to expense include
benefit claims incurred in the period in excess of related contract balances,
and interest credited to contract balances.
 
POLICY ACQUISITION COSTS
 
Those costs of acquiring new business, which vary with and are directly related
to the production of new business, have been deferred to the extent that such
costs are deemed recoverable from future premiums. Such costs include
commissions, certain costs of policy issuance and underwriting, and certain
agency expenses.
 
Costs deferred related to term life insurance are amortized over the
premium-paying period of the related policies, in proportion to the ratio of
annual premium revenues to total anticipated premium revenues. Such anticipated
premium revenues are estimated using the same assumptions used for computing
liabilities for future policy benefits.
 
Costs deferred related to participating life, universal life-type policies and
investment-type contracts are amortized generally over the lives of the
policies, in relation to the present value of estimated gross profits from
mortality, investment and expense margins. The estimated gross profits are
reviewed periodically based on actual experience and changes in assumptions.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   68
 
                         AMERITAS LIFE INSURANCE CORP.
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)
 
1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
   POLICIES -- (CONTINUED)
A roll-forward of the amounts reflected in the consolidated balance sheets as
deferred policy acquisition costs is as follows:
 
<TABLE>
<CAPTION>
                                                                          DECEMBER 31
                                                                --------------------------------
                                                                  1998        1997        1996
                                                                --------    --------    --------
<S>                                                             <C>         <C>         <C>
Beginning balance...........................................    $164,564    $146,405    $130,420
Acquisition costs deferred..................................      40,324      36,117      30,611
Amortization of deferred policy acquisition costs...........     (18,584)    (16,441)    (16,790)
Amount transferred to closed block..........................     (12,845)         --          --
Adjustment for unrealized investment (gain)/loss............      (2,258)     (1,517)      2,164
                                                                --------    --------    --------
Ending balance..............................................    $171,201    $164,564    $146,405
                                                                ========    ========    ========
</TABLE>
 
To the extent that unrealized gains or losses on available for sale securities
would result in an adjustment of deferred policy acquisition costs had those
gains or losses actually been realized, the related unamortized deferred policy
acquisition costs are recorded as an adjustment of the unrealized investment
gains or losses included in stockholder's equity.
 
FUTURE POLICY AND CONTRACT BENEFITS
 
Liabilities for future policy benefits for participating and term life contracts
and additional coverages offered under policy riders are calculated using the
net level premium method and assumptions as to investment yields, mortality,
withdrawals and dividends. The assumptions are based on projections of past
experience and include provisions for possible unfavorable deviation. These
assumptions are made at the time the contract is issued. These liabilities are
shown as policy and contract reserves.
 
Liabilities for future policy and contract benefits on universal life-type and
investment-type contracts are based on the policy account balance, and are shown
as accumulated contract values.
 
The liabilities for future policy and contract benefits for group long-term
disability reserves are based upon interest rate assumptions and morbidity and
termination rates from published tables, modified for Company experience.
 
DIVIDENDS TO POLICYOWNERS
 
A portion of the Company's business has been issued on a participating basis.
The amount of policyowners' dividends to be paid is determined annually by the
Board of Directors.
 
INCOME TAXES
 
All companies included in these consolidated financial statements, with the
exception of AMAL and its subsidiaries, files a consolidated life/non-life tax
return. An agreement among the members of the consolidated group provides for
distribution of consolidated tax results as if filed on a separate return basis.
The provision for income taxes includes amounts currently payable and deferred
income taxes resulting from the cumulative differences in assets and liabilities
determined on a tax return and financial statement basis at the current enacted
tax rates.
 
Federal income tax returns have been examined by the Internal Revenue Service
(IRS) through 1995. Management is currently appealing certain adjustments
proposed by the IRS for tax years 1988 and 1990 through 1995, and believes
adequate provisions have been made for any additional taxes which may become due
with respect to the adjustments proposed by the IRS.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   69
 
                         AMERITAS LIFE INSURANCE CORP.
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)
 
2. INVESTMENTS
 
Investment income summarized by type of investment was as follows:
 
<TABLE>
<CAPTION>
                                                                    YEARS ENDED DECEMBER 31
                                                                --------------------------------
                                                                  1998        1997        1996
                                                                --------    --------    --------
<S>                                                             <C>         <C>         <C>
Fixed maturity securities held to maturity..................    $ 53,680    $ 59,700    $ 59,366
Fixed maturity securities available for sale................      33,846      32,605      30,039
Equity securities...........................................       1,783       1,899       1,571
Mortgage loans on real estate...............................      20,312      19,866      19,376
Real estate.................................................      11,871      12,317       9,699
Loans on insurance policies.................................       3,849       4,341       4,265
Other investments...........................................       9,639      15,494       8,572
Short-term investments and cash and cash equivalents........       8,665       4,266       5,069
                                                                --------    --------    --------
  Gross investment income...................................     143,645     150,488     137,957
Investment expenses.........................................      13,543      12,744      11,095
                                                                --------    --------    --------
  Net investment income.....................................    $130,102    $137,744    $126,862
                                                                ========    ========    ========
</TABLE>
 
Net pretax realized investment gains (losses) were as follows:
 
<TABLE>
<CAPTION>
                                                                    YEARS ENDED DECEMBER 31
                                                                --------------------------------
                                                                  1998        1997        1996
                                                                --------    --------    --------
<S>                                                             <C>         <C>         <C>
Net gains (losses) on disposals, including calls, of
  investments
  Fixed maturity securities held to maturity................    $  2,235    $  1,059    $    237
  Fixed maturity securities available for sale..............       1,906         494         802
  Equity securities.........................................       2,764       6,787      11,439
  Mortgage loans on real estate.............................       1,583         959          66
  Real estate...............................................       5,877         502         136
  Other.....................................................          (2)        564         503
                                                                --------    --------    --------
                                                                  14,363      10,365      13,183
                                                                --------    --------    --------
Provisions for losses on investments
  Mortgage loans on real estate.............................        (100)        (20)        (80)
  Real estate...............................................          25         (50)         --
                                                                --------    --------    --------
Net pretax realized investment gains........................    $ 14,288    $ 10,295    $ 13,103
                                                                ========    ========    ========
</TABLE>
 
Proceeds from sales of securities and gross gains and losses realized on those
sales were as follows:
 
<TABLE>
<CAPTION>
                                                                  YEAR ENDED DECEMBER 31, 1998
                                                                --------------------------------
                                                                PROCEEDS     GAINS       LOSSES
                                                                --------    --------    --------
<S>                                                             <C>         <C>         <C>
Fixed maturity securities available for sale................    $ 14,447    $    433    $    302
Equity securities...........................................      24,681       3,874       1,110
                                                                --------    --------    --------
                                                                $ 39,128    $  4,307    $  1,412
                                                                ========    ========    ========
</TABLE>
 
<TABLE>
<CAPTION>
                                                                  YEAR ENDED DECEMBER 31, 1997
                                                                --------------------------------
                                                                PROCEEDS     GAINS       LOSSES
                                                                --------    --------    --------
<S>                                                             <C>         <C>         <C>
Fixed maturity securities available for sale................    $ 16,419    $    161    $      8
Equity securities...........................................      19,914       7,725         938
                                                                --------    --------    --------
                                                                $ 36,333    $  7,886    $    946
                                                                ========    ========    ========
</TABLE>
 
<TABLE>
<CAPTION>
                                                                  YEAR ENDED DECEMBER 31, 1996
                                                                --------------------------------
                                                                PROCEEDS     GAINS       LOSSES
                                                                --------    --------    --------
<S>                                                             <C>         <C>         <C>
Fixed maturity securities available for sale................    $  4,774    $     30    $    247
Equity securities...........................................      18,676      11,796         357
                                                                --------    --------    --------
                                                                $ 23,450    $ 11,826    $    604
                                                                ========    ========    ========
</TABLE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   70
 
                         AMERITAS LIFE INSURANCE CORP.
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)
 
2. INVESTMENTS--(CONTINUED)
The amortized cost and fair value of investments in securities by type of
investment were as follows:
 
<TABLE>
<CAPTION>
                                                                     DECEMBER 31, 1998
                                                       ----------------------------------------------
                                                                      GROSS UNREALIZED
                                                       AMORTIZED     ------------------
                                                          COST        GAINS      LOSSES    FAIR VALUE
                                                       ----------    --------    ------    ----------
<S>                                                    <C>           <C>         <C>       <C>
Fixed maturity securities held to maturity
  U.S. Corporate...................................    $  351,099    $ 20,258    $  417    $  370,940
  Mortgage-backed..................................       114,146       6,294        --       120,440
  U.S. Treasury securities and obligations of U.S.
     government agencies...........................        57,879       5,870        --        63,749
  Foreign..........................................        63,295       2,231       112        65,414
                                                       ----------    --------    ------    ----------
     Total fixed maturity securities held to
       maturity....................................       586,419      34,653       529       620,543
                                                       ----------    --------    ------    ----------
Fixed maturity securities available for sale
  U.S. Corporate...................................       305,576      12,361       466       317,471
  Mortgage-backed..................................        80,018       1,295        19        81,294
  Asset-backed.....................................         7,998         202        --         8,200
  U.S. Treasury securities and obligations of U.S.
     government agencies...........................        58,841       4,425        --        63,266
  Foreign..........................................        13,592         668        --        14,260
                                                       ----------    --------    ------    ----------
     Total fixed maturity securities available for
       sale........................................       466,025      18,951       485       484,491
                                                       ----------    --------    ------    ----------
  Equity securities................................        59,411      63,511     1,017       121,905
  Short-term investments...........................         1,341          --        --         1,341
                                                       ----------    --------    ------    ----------
     Total available for sale securities...........       526,777      82,462     1,502       607,737
                                                       ----------    --------    ------    ----------
       Total.......................................    $1,113,196    $117,115    $2,031    $1,228,280
                                                       ==========    ========    ======    ==========
</TABLE>
 
<TABLE>
<CAPTION>
                                                                     DECEMBER 31, 1997
                                                       ----------------------------------------------
                                                                      GROSS UNREALIZED
                                                       AMORTIZED     ------------------
                                                          COST        GAINS      LOSSES    FAIR VALUE
                                                       ----------    --------    ------    ----------
<S>                                                    <C>           <C>         <C>       <C>
Fixed maturity securities held to maturity
  U.S. Corporate...................................    $  448,344    $ 23,764    $  423    $  471,685
  Mortgage-backed..................................       147,741       6,523        14       154,250
  U.S. Treasury securities and obligations of U.S.
     government agencies...........................        82,107       5,764        --        87,871
  Foreign..........................................        76,389       2,769       108        79,050
                                                       ----------    --------    ------    ----------
     Total fixed maturity securities held to
       maturity....................................       754,581      38,820       545       792,856
                                                       ----------    --------    ------    ----------
Fixed maturity securities available for sale
  U.S. Corporate...................................       282,265      11,742       280       293,727
  Mortgage-backed..................................        86,370       1,957       165        88,162
  Asset-backed.....................................         7,997         169        --         8,166
  U.S. Treasury securities and obligations of U.S.
     government agencies...........................        67,342       3,455       242        70,555
  Foreign..........................................        18,857         524         1        19,380
                                                       ----------    --------    ------    ----------
     Total fixed maturity securities available for
       sale........................................       462,831      17,847       688       479,990
                                                       ----------    --------    ------    ----------
  Equity securities................................        59,383      49,893       532       108,744
  Short-term investments...........................           655          --        --           655
                                                       ----------    --------    ------    ----------
     Total available for sale securities...........       522,869      67,740     1,220       589,389
                                                       ----------    --------    ------    ----------
       Total.......................................    $1,277,450    $106,560    $1,765    $1,382,245
                                                       ==========    ========    ======    ==========
</TABLE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   71
 
                         AMERITAS LIFE INSURANCE CORP.
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)
 
2. INVESTMENTS--(CONTINUED)
The amortized cost and fair value of fixed maturity securities by contractual
maturity at December 31, 1998 are shown below. Expected maturities will differ
from contractual maturities because borrowers may have the right to call or
prepay obligations with or without call or prepayment penalties.
 
<TABLE>
<CAPTION>
                                                         AVAILABLE FOR SALE        HELD TO MATURITY
                                                        ---------------------    ---------------------
                                                        AMORTIZED      FAIR      AMORTIZED      FAIR
                                                          COST        VALUE        COST        VALUE
                                                        ---------    --------    ---------    --------
<S>                                                     <C>          <C>         <C>          <C>
Due in one year or less.............................    $ 15,916     $ 16,110    $  7,600     $  7,693
Due after one year through five years...............     168,635      175,041     130,762      136,181
Due after five years through ten years..............     150,487      156,680     243,218      257,923
Due after ten years.................................      42,971       47,167      90,693       98,306
Mortgage-backed and asset-backed securities.........      88,016       89,493     114,146      120,440
                                                        --------     --------    --------     --------
     Total..........................................    $466,025     $484,491    $586,419     $620,543
                                                        ========     ========    ========     ========
</TABLE>
 
3. INCOME TAXES
 
The items that give rise to deferred tax assets and liabilities relate to the
following:
 
<TABLE>
<CAPTION>
                                                                    YEARS ENDED
                                                                    DECEMBER 31
                                                                --------------------
                                                                  1998        1997
                                                                --------    --------
<S>                                                             <C>         <C>
Net unrealized investment gains.............................    $ 35,211    $ 29,569
Equity in subsidiaries......................................      12,058       9,992
Deferred policy acquisition costs...........................      53,003      47,713
Prepaid expenses............................................       3,903       3,246
Other.......................................................       2,277       2,327
                                                                --------    --------
Gross deferred tax liability................................     106,452      92,847
                                                                --------    --------
Future policy and contract benefits.........................      38,333      30,593
Deferred future revenues....................................       5,845       6,091
Policyowner dividends.......................................       3,715       3,547
Pension and postretirement benefits.........................       2,917       2,715
Other.......................................................       4,847       3,665
                                                                --------    --------
Gross deferred tax asset....................................      55,657      46,611
                                                                --------    --------
  Net deferred tax liability................................    $ 50,795    $ 46,236
                                                                ========    ========
</TABLE>
 
The difference between the U.S. federal income tax rate and the consolidated tax
provision rate is summarized as follows:
 
<TABLE>
<CAPTION>
                                                                    YEARS ENDED
                                                                    DECEMBER 31
                                                                --------------------
                                                                1998    1997    1996
                                                                ----    ----    ----
<S>                                                             <C>     <C>     <C>
Federal statutory tax rate..................................    35.0%   35.0%   35.0%
Equity in subsidiaries......................................    2.6     2.4      1.2
Surplus tax.................................................     --     (2.7)    7.1
Other.......................................................    (2.1)   0.9     (1.5)
                                                                ----    ----    ----
  Effective tax rate........................................    35.5%   35.6%   41.8%
                                                                ====    ====    ====
</TABLE>
 
The "surplus tax," IRC Section 809, is an imputation of income to mutual life
insurance companies according to a formula based on a comparison of the returns
of equity of the mutual and stock segments of the life insurance industry. The
Company's provision for its surplus tax is based on the Company's best estimate
of what its final surplus tax will be.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   72
 
                         AMERITAS LIFE INSURANCE CORP.
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)
 
4. EMPLOYEE AND AGENT BENEFIT PLANS
 
The Company has a noncontributory defined benefit plan covering substantially
all employees. Plan benefits are based on years of credited service and the
employee's compensation during the last five years of employment. The Company's
funding policy is to make contributions each year at least equal to the minimum
funding requirements for tax-qualified retirement plans. Pension costs include
current service costs, which are accrued and funded on a current year basis, and
past service costs, which are amortized over the average remaining service life
of all employees on the adoption date. The assets of the plan are not
segregated.
 
The Company also provides certain health care benefits to retired employees.
These benefits are a specified percentage of premium until age 65 and a flat
dollar amount thereafter. Employees become eligible for these benefits upon the
attainment of age 55, 15 years of service and participation in the Company
medical plan for the immediately preceding five years.
 
The following tables provide a reconciliation of the changes in the plans'
benefit obligations and fair value of assets over the two-year period ending
December 31, 1998, and a statement of the funded status as of December 31 of
both years:
 
<TABLE>
<CAPTION>
                                                             PENSION BENEFITS       OTHER BENEFITS
                                                            ------------------    ------------------
                                                             1998       1997       1998       1997
                                                            -------    -------    -------    -------
<S>                                                         <C>        <C>        <C>        <C>
Reconciliation of benefit obligation
  Benefit obligation at beginning of year...............    $23,232    $20,261    $ 4,498    $ 4,746
  Service cost..........................................      1,970      1,408        141        158
  Interest cost.........................................      1,777      1,496        251        304
  Actuarial (gain)/loss.................................      4,488      1,023       (711)      (552)
  Benefits paid.........................................       (721)      (956)      (155)      (158)
                                                            -------    -------    -------    -------
  Benefit obligation at end of year.....................    $30,746    $23,232    $ 4,024    $ 4,498
                                                            =======    =======    =======    =======
Reconciliation of fair value of plan assets
  Fair value of plan assets at beginning of year........    $24,271    $20,153    $ 1,767    $ 1,252
  Actual return on plan assets..........................      2,517      3,330        120         90
  Employer contributions................................      2,201      1,744         --        425
  Benefits paid.........................................       (721)      (956)        --         --
                                                            -------    -------    -------    -------
  Fair value of plan assets at end of year..............    $28,268    $24,271    $ 1,887    $ 1,767
                                                            =======    =======    =======    =======
</TABLE>
 
<TABLE>
<CAPTION>
                                                             PENSION BENEFITS       OTHER BENEFITS
                                                            ------------------    ------------------
                                                             1998       1997       1998       1997
                                                            -------    -------    -------    -------
<S>                                                         <C>        <C>        <C>        <C>
Funded Status
  Funded status at end of year..........................    $(2,478)   $ 1,039    $(2,137)   $(2,731)
  Unrecognized net actuarial (gain)/loss................      3,086       (875)    (2,075)    (1,498)
  Unrecognized prior service cost.......................      1,143      1,236        (15)       (18)
                                                            -------    -------    -------    -------
  Prepaid/(accrued) benefit cost........................    $ 1,751    $ 1,400    $(4,227)   $(4,247)
                                                            =======    =======    =======    =======
</TABLE>
 
Periodic pension expense for the Company included the following components:
 
<TABLE>
<CAPTION>
                                                                   YEARS ENDED DECEMBER 31
                                                                -----------------------------
                                                                 1998       1997       1996
                                                                -------    -------    -------
<S>                                                             <C>        <C>        <C>
Service cost................................................    $ 1,970    $ 1,408    $ 1,223
Interest cost...............................................      1,777      1,496      1,866
Expected return on plan assets..............................     (2,517)    (3,329)    (2,817)
Amortization of transition (asset) obligation...............         94         94         94
Amortization of net loss....................................        526      1,742        838
                                                                -------    -------    -------
Net periodic benefit cost...................................    $ 1,850    $ 1,411    $ 1,204
                                                                =======    =======    =======
</TABLE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   73
 
                         AMERITAS LIFE INSURANCE CORP.
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)
 
4. EMPLOYEE AND AGENT BENEFIT PLANS -- (CONTINUED)
Periodic postretirement medical expense for the Company included the following
components:
 
<TABLE>
<CAPTION>
                                                                YEARS ENDED DECEMBER 31
                                                                -----------------------
                                                                1998     1997     1996
                                                                -----    -----    -----
<S>                                                             <C>      <C>      <C>
Service cost................................................    $ 141    $ 158    $ 177
Interest cost...............................................      251      304      315
Expected return on plan assets..............................     (124)     (89)     (57)
Amortization of prior service cost..........................       (2)      --       --
Amortization of net gain....................................     (130)     (77)     (35)
                                                                -----    -----    -----
Net periodic benefit cost...................................    $ 136    $ 296    $ 400
                                                                =====    =====    =====
</TABLE>
 
The assumptions used in the measurement of the Company's benefit obligation are
shown in the following table:
 
<TABLE>
<CAPTION>
                                                                  PENSION
                                                                  BENEFITS      OTHER BENEFITS
                                                                ------------    --------------
                                                                1998    1997    1998     1997
                                                                ----    ----    -----    -----
<S>                                                             <C>     <C>     <C>      <C>
Weighted-average assumptions as of December 31
  Discount rate.............................................    6.75    7.25    6.75     7.25
  Expected return on plan assets............................    8.00    8.00    7.50     7.50
  Rate of compensation increase.............................    4.50    4.50      --       --
</TABLE>
 
The assumed health care trend line rate used in measuring the accumulated
postretirement benefit obligation, for pre-65 employees, was 7.5% in 1997
decreasing linearly each successive year until it reaches 5.5% in 1999, after
which it remains constant.
 
Assumed health care cost trend rates have a significant effect on the amounts
reported for the health care plans. A 1% change in health care trend rates would
have the following effects:
 
<TABLE>
<CAPTION>
                                                                1% INCREASE    1% DECREASE
                                                                -----------    -----------
<S>                                                             <C>            <C>
Effect on total of service and interest cost components of
  net periodic postretirement health care benefit cost......       $  17          $ (17)
Effect on the health care component of the accumulated
  postretirement benefit obligation.........................       $ 117          $(131)
</TABLE>
 
The Company's employees and agents also participate in defined contribution
plans that cover substantially all full-time employees and agents. Company
contributions were $852 in 1998, $868 in 1997 and $800 in 1996.
 
5. INSURANCE REGULATORY MATTERS
 
STATUTORY SURPLUS AND NET INCOME
 
Net income of Ameritas and its insurance subsidiaries, as determined in
accordance with statutory accounting practices, was $41,019, $47,200, and
$44,100 for 1998, 1997 and 1996, respectively and statutory surplus was
$357,700, $311,300, and $257,300 at December 31, 1998, 1997 and 1996,
respectively. Insurance companies are required to maintain a certain level of
surplus to be in compliance with state laws and regulations. Surplus is
monitored by state regulators to ensure compliance with risk based capital
requirements.
 
Under statutes of the Insurance Department of Nebraska, the amount of dividends
payable to stockholders are limited.
 
6. REINSURANCE
 
In the ordinary course of business, the Company assumes and cedes reinsurance
with other insurers and reinsurers. These arrangements provide greater
diversification of business and limit the maximum net loss potential on large
risks.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   74
 
                         AMERITAS LIFE INSURANCE CORP.
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)
 
6. REINSURANCE -- (CONTINUED)
The effect of reinsurance on premiums earned is as follows:
 
<TABLE>
<CAPTION>
                                                                    YEARS ENDED DECEMBER 31
                                                                --------------------------------
                                                                  1998        1997        1996
                                                                --------    --------    --------
<S>                                                             <C>         <C>         <C>
Assumed.....................................................    $ 32,191    $  9,740    $  6,344
Ceded.......................................................     (12,261)    (10,777)    (12,549)
                                                                --------    --------    --------
                                                                $ 19,930    $ (1,037)   $ (6,205)
                                                                ========    ========    ========
</TABLE>
 
The Company remains contingently liable in the event that a reinsurer is unable
to meet the obligations ceded under the reinsurance agreement.
 
7. RESERVE FOR UNPAID CLAIMS
 
The change in the liability for unpaid accident and health claims and claim
adjustment expenses is summarized as follows:
 
<TABLE>
<CAPTION>
                                                                  1998        1997        1996
                                                                --------    --------    --------
<S>                                                             <C>         <C>         <C>
Balance at January 1........................................    $ 22,433    $ 17,957    $ 14,925
Reinsurance reserves (net)..................................      (1,748)        (89)        121
                                                                --------    --------    --------
                                                                  20,685      17,868      15,046
                                                                --------    --------    --------
Incurred related to:
  Current year..............................................     186,940     132,940     117,610
  Prior year................................................      (6,678)     (4,675)     (2,051)
                                                                --------    --------    --------
     Total incurred.........................................     180,262     128,265     115,559
                                                                --------    --------    --------
Paid related to:
  Current year..............................................     161,843     112,255      99,742
  Prior year................................................      14,007      13,193      12,995
                                                                --------    --------    --------
     Total paid.............................................     175,850     125,448     112,737
                                                                --------    --------    --------
                                                                  25,097      20,685      17,868
Reinsurance reserves (net)..................................       2,561       1,748          89
                                                                --------    --------    --------
Balance at December 31......................................    $ 27,658    $ 22,433    $ 17,957
                                                                ========    ========    ========
</TABLE>
 
The liability for unpaid accident and health claims and claim adjustment
expenses is included in policy and contract claims on the consolidated balance
sheets.
 
8. COMMITMENTS AND CONTINGENCIES
 
INVESTMENTS
 
Securities commitments of $30,545 and $25,848, and mortgage loan and real estate
commitments of $8,284 and $17,742 were outstanding for investments to be
purchased in subsequent years as of December 31, 1998 and 1997, respectively.
These commitments have been made in the normal course of investment operations
and are not reflected in the accompanying financial statements. The Company's
exposure to credit loss is represented by the contractual notional amount of
those instruments. The Company uses the same credit policies and collateral
requirements in making commitments and conditional obligations as it does for
on-balance sheet instruments.
 
LINE OF CREDIT
 
The Company has a $25,000 unsecured line of credit available at December 31,
1998. No balance was outstanding at any time during 1998 or 1997.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   75
 
                         AMERITAS LIFE INSURANCE CORP.
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)
 
8. COMMITMENTS AND CONTINGENCIES -- (CONTINUED)
STATE LIFE AND HEALTH GUARANTY FUNDS
 
As a condition of doing business, all states and jurisdictions have adopted laws
requiring membership in life and health insurance guaranty funds. Member
companies are subject to assessments each year based on life, health or annuity
premiums collected in the state. In some states these assessments may be applied
against premium taxes. The Company has estimated its costs related to past
insolvencies and has provided a reserve included in other liabilities of $2,650
and $2,325 as of December 31, 1998 and 1997, respectively.
 
LITIGATION
 
From time to time, the Company and its subsidiaries is subject to litigation in
the normal course of business. Management does not believe that the Company is
party to any such pending litigation which would have a material adverse effect
on its financial statements or future operations.
 
9. FAIR VALUE OF FINANCIAL INSTRUMENTS
 
The following disclosures are made regarding fair value information about
certain financial instruments for which it is practicable to estimate that
value. In cases where quoted market prices are not available, fair values are
based on estimates using present value or other valuation techniques. Those
techniques are significantly affected by the assumptions used, including the
discount rate and estimates of future cash flows. In that regard, the derived
fair value estimates, in many cases, could not be realized on immediate
settlement of the instrument. All nonfinancial instruments are excluded from
disclosure requirements.
 
Accordingly, the aggregate fair value amounts presented do not represent the
underlying value of the Company.
 
The fair value estimates presented herein are based on pertinent information
available to management as of December 31, 1998 and 1997. Although management is
not aware of any factors that would significantly affect the estimated fair
value amounts, such amounts have not been comprehensively revalued for purposes
of these financial statements since that date; therefore, current estimates of
fair value may differ significantly from the amounts presented herein.
 
The following methods and assumptions were used by the Company in estimating its
fair value disclosures for each class of financial instrument for which it is
practicable to estimate a value:
 
     FIXED MATURITY SECURITIES -- For publicly traded securities, fair value is
     determined using an independent pricing source. For securities without a
     readily ascertainable fair value, the value has been determined using an
     interest rate spread matrix based upon quality, weighted average maturity
     and Treasury yields.
 
     EQUITY SECURITIES -- For publicly traded securities, fair value is
     determined using prices from an independent pricing source.
 
     LOANS ON INSURANCE POLICIES -- Fair value for loans on insurance policies
     is estimated using a discounted cash flow analysis at interest rates
     currently offered for similar loans. Loans on insurance policies with
     similar characteristics are aggregated for purposes of the calculations.
 
     MORTGAGE LOANS ON REAL ESTATE -- Mortgage loans in good standing are valued
     on the basis of discounted cash flow. The interest rate that is assumed is
     based upon the weighted average term of the mortgage and appropriate spread
     over Treasuries.
 
     OTHER INVESTMENTS -- Fair value for venture capital partnerships is
     estimated based on values as last reported by the partnership and
     discounted for their lack of marketability. Real estate partnerships are
     carried on the equity method and are excluded from the fair value
     disclosure.
 
     SHORT-TERM INVESTMENTS -- The carrying amount approximates fair value
     because of the short maturity of these instruments.
 
     CASH AND CASH EQUIVALENTS -- The carrying amounts equal fair value.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   76
 
                         AMERITAS LIFE INSURANCE CORP.
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)
 
9. FAIR VALUE OF FINANCIAL INSTRUMENTS -- (CONTINUED)
     ACCRUED INVESTMENT INCOME -- Fair value equals book value.
 
     ACCUMULATED CONTRACT VALUES -- Funds on deposit with a fixed maturity are
     valued at discounted present value using market interest rates. Funds on
     deposit which do not have fixed maturities are carried at the amount
     payable on demand at the reporting date, which approximates fair value.
 
     COMMITMENTS -- The estimated fair value of commitments approximates
     carrying value because the fees currently charged for these arrangements
     and the underlying interest rates approximate market.
 
Estimated fair values are as follows:
 
<TABLE>
<CAPTION>
                                                                        DECEMBER 31
                                                        --------------------------------------------
                                                                1998                    1997
                                                        --------------------    --------------------
                                                        CARRYING      FAIR      CARRYING      FAIR
                                                         AMOUNT      VALUE       AMOUNT      VALUE
                                                        --------    --------    --------    --------
<S>                                                     <C>         <C>         <C>         <C>
Financial assets:
  Fixed maturity securities
     Held to maturity...............................    $586,419    $620,543    $754,581    $792,856
     Available for sale.............................     484,491     484,491     479,990     479,990
  Equity securities.................................     121,905     121,905     108,744     108,744
  Loans on insurance policies.......................      29,047      30,332      70,638      63,356
  Mortgage loans on real estate.....................     222,151     238,006     228,709     240,583
  Other investments.................................      23,901      28,391      22,717      32,466
  Short-term investments............................       1,341       1,341         655         655
  Cash and cash equivalents.........................      79,019      79,019      83,139      83,139
  Accrued investment income.........................      20,104      20,104      25,186      25,186
Financial liabilities:
  Accumulated contract values excluding amounts held
     under insurance contracts......................     783,275     786,152     764,505     764,998
</TABLE>
 
10. SUBSEQUENT EVENT
 
In September, 1998, Ameritas and Acacia Life Insurance Company (Acacia) agreed
in principle that all of Acacia Financial Group, Ltd.'s (the stock holding
company of Acacia) outstanding common stock, would be acquired by Ameritas
Holding Company in a business combination accounted for as a pooling of
interests. This merger became effective January 1, 1999. In addition the members
interest in Acacia Mutual Holding Corporation were merged with those of Ameritas
Mutual Insurance Holding Company. Concurrently, the name was changed to Ameritas
Acacia Mutual Holding Company. Historical financial information presented in
future reports will be restated to included the financial information of the
merged companies.
 
The following summarized unaudited data gives effect to the acquisition as if
the combination had been consummated. The most current combined financial
information available is as of September 30, 1998.
 
<TABLE>
<CAPTION>
                                                                SEPTEMBER 30,    DECEMBER 31,
                                                                    1998             1997
                                                                -------------    ------------
<S>                                                             <C>              <C>
Assets......................................................     $6,049,266       $5,740,880
</TABLE>
 
<TABLE>
<CAPTION>
                                                                                     YEARS ENDED
                                                           FOR THE NINE MONTH        DECEMBER 31
                                                              PERIOD ENDED       --------------------
                                                           SEPTEMBER 30, 1998      1997        1996
                                                           ------------------    --------    --------
<S>                                                        <C>                   <C>         <C>
Income.................................................         $619,170         $721,568    $664,578
Net Income.............................................         $ 39,363         $ 62,341    $ 44,505
</TABLE>
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   77
 
APPENDIX A
 
ILLUSTRATIONS OF DEATH BENEFITS AND NET CASH SURRENDER VALUES
 
The following tables illustrate how the Net Cash Surrender Values and Death
Benefits of a Policy may change with the investment experience of the Fund. The
tables show how the Net Cash Surrender Values and Death Benefits of a Policy
issued to an Insured of a given age and specified underwriting risk
classification who pays the given premium at issue would vary over time if the
investment return on the assets held in each portfolio of the Funds were a
uniform, gross, after-tax annual rate of 0%, 6%, or 12%. The tables on pages 72
through 75 illustrate a Policy issued to a male, age 45, under a Preferred rate
non-smoker underwriting risk classification. This policy provides for a standard
smoker and non-smoker, and preferred non-smoker classification and different
rates for certain Specified Amounts. The Net Cash Surrender Values and Death
Benefits would be different from those shown if the gross annual investment
rates of return averaged 0%, 6%, and 12% over a period of years, but fluctuated
above and below those averages for individual policy years, or if the Insured
were assigned to a different underwriting risk classification.
 
   
The second column of the tables shows the accumulated value of the premiums paid
at 5%. The following columns show the Net Cash Surrender Values and the Death
Benefits for uniform hypothetical rates of return shown in these tables. The
tables on pages 72 and 74 are based on the current cost of insurance rates,
current expense deductions and the current percent of premium loads. These
reflect the basis on which Ameritas currently sells its Policies. The maximum
cost of insurance rates allowable under the Policy are based upon the 1980
Commissioner's Standard Ordinary Smoker and Non-Smoker, Male and Female
Mortality Tables. Ameritas anticipates reflecting future improvements in actual
mortality experience through adjustments in the current cost of insurance rates
actually applied. Ameritas also anticipates reflecting any future improvements
in expenses incurred by applying lower percent of premiums of loads and other
expense deductions. The death benefits and cash values shown in the tables on
pages 73 and 75 are based on the assumption that the maximum allowable cost of
insurance rates as described above ("guaranteed cost") and maximum allowable
expense deductions are made throughout the life of the Policy.
    
 
   
The amounts shown for the Net Cash Surrender Values and Death Benefits reflect
the fact that the net investment return of the Subaccounts is lower than the
gross, after-tax return of the assets held in the Funds as a result of expenses
paid by the Fund and charges levied against the Subaccounts. The values shown
take into account an average of the daily expenses paid by each portfolio
available for investment (the equivalent to an annual rate of .58% of the
aggregate average daily net assets of the Fund), and the daily charge by
Ameritas to each Subaccount for assuming mortality and expense risks (which is
equivalent to a charge at an annual rate of 0.75% on pages 72 and 74 and at an
annual rate of .90% on pages 73 and 75 of the average net assets of the
Subaccounts). Berger Associates has voluntarily agreed to waive its advisory fee
and has voluntarily reimbursed the Funds for additional expenses to the extent
that normal operating expenses in any fiscal year, including the management fee
but excluding brokerage commissions, interest, taxes and extraordinary expenses,
of Berger IPT-100 Fund exceed 1.00%, and the normal operating expenses in any
fiscal year of the Berger IPT-Small Company Growth Fund exceed 1.15%, of the
respective Fund's average daily net assets. NBMI has agreed to reimburse each
Neuberger & Berman Portfolio for its operating expenses and its pro rata share
of its corresponding series' operating expenses, excluding the compensation of
NBMI, taxes, interest, extraordinary expenses, brokerage commissions, and
transaction costs that exceed 1% of the portfolio's average daily net asset
value. These agreements are expected to continue in future years but may be
terminated at any time. The illustrated gross annual investment rates of return
of 0%, 6%, and 12% were computed after deducting these amounts and correspond to
approximate net annual rates of -1.33%, 4.67%, and 10.67% on page 72 and 74 and
- -1.48%, 4.52%, and 10.52% respectively, on page 73 and 75.
    
 
   
The hypothetical values shown in the tables do not reflect any additional
charges for Federal Income tax burden attributable to Separate Account LLVL,
since Ameritas is not currently making such charges. However, such charges may
be made in the future and, in that event, the gross annual investment rate of
return would have to exceed 0 percent, 6 percent, or 12 percent by an amount
sufficient to cover the tax charges in order to produce the Death Benefits and
values illustrated. (See the section on Federal Tax Matters.)
    
 
   
The tables illustrate the policy values that would result based upon the
hypothetical investment rates of return if premiums are paid as indicated, if
all net premiums are allocated to Separate Account LLVL, and if no
    
 42   LLVL
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   78
 
   
policy loans have been made. The tables are also based on the assumptions that
the Policy Owner has not requested an increase or decrease in the initial
Specified Amount, that no Partial Withdrawals have been made, and that no more
than fifteen transfers have been made in any policy year so that no transfer
charges have been incurred. Illustrated values would be different if the
proposed Insured were female, a smoker, in substandard risk classification, or
were another age, or if a higher or lower premium was illustrated.
    
 
Upon request, ALIC will provide comparable illustration based upon the proposed
Insured's age, sex and underwriting classification, the Specified Amount, the
Death Benefit option, and Planned Periodic Premium schedule requested, and any
available riders requested. In addition, upon client request, illustrations may
be furnished reflecting allocation of premiums to specified Subaccounts. Such
illustrations will reflect the expenses of the portfolio in which the Subaccount
invests.
 
                                                                      LLVL    43
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   79
 
ILLUSTRATION OF POLICY VALUES
AMERITAS LIFE INSURANCE CORP.
 
                              ENDOWMENT AT AGE 100
 
MALE ISSUE AGE: 45            NON-SMOKER            PREFERRED UNDERWRITING CLASS
 
                    PLANNED PERIODIC ANNUAL PREMIUM: $4,800
                       INITIAL SPECIFIED AMOUNT: $250,000
                            DEATH BENEFIT OPTION: A
 
               USING CURRENT SCHEDULE OF COST OF INSURANCE RATES
 
<TABLE>
<CAPTION>
                                       0% HYPOTHETICAL       6% HYPOTHETICAL       12% HYPOTHETICAL
                                        GROSS ANNUAL          GROSS ANNUAL           GROSS ANNUAL
                                      INVESTMENT RETURN     INVESTMENT RETURN      INVESTMENT RETURN
                                        (-1.33% NET)           (4.67% NET)           (10.67% NET)
                       ACCUMULATED   -------------------   -------------------   ---------------------
       END OF          PREMIUMS AT   NET CASH              NET CASH              NET CASH
       POLICY          5% INTEREST   SURRENDER    DEATH    SURRENDER    DEATH    SURRENDER     DEATH
        YEAR            PER YEAR       VALUE     BENEFIT     VALUE     BENEFIT     VALUE      BENEFIT
- ---------------------  -----------   ---------   -------   ---------   -------   ---------   ---------
<S>                    <C>           <C>         <C>       <C>         <C>       <C>         <C>
          1               5,040        4,162     250,000      4,426    250,000      4,691      250,000
          2              10,332        8,231     250,000      9,022    250,000      9,846      250,000
          3              15,888       12,154     250,000     13,739    250,000     15,455      250,000
          4              21,723       15,952     250,000     18,603    250,000     21,561      250,000
          5              27,849       19,631     250,000     23,628    250,000     28,318      250,000
          6              34,281       23,202     250,000     28,832    250,000     35,713      250,000
          7              41,035       26,665     250,000     34,225    250,000     43,852      250,000
          8              48,127       30,076     250,000     39,872    250,000     52,873      250,000
          9              55,573       33,441     250,000     45,790    250,000     62,879      250,000
         10              63,392       36,761     250,000     51,994    250,000     73,981      250,000

         15             108,755       52,273     250,000     87,475    250,000    150,429      250,000
         20             166,652       63,934     250,000    130,372    250,000    277,997      339,156

        Ages
         70             240,544       70,042     250,000    183,313    250,000    487,121      565,060
         75             334,851       67,753     250,000    252,318    269,980    830,058      888,162
         80             455,213       51,003     250,000    340,157    357,165   1,396,196   1,466,006
         85             608,830        2,036     250,000    446,649    468,982   2,312,360   2,427,978
</TABLE>
 
- ---------------
1) Assumes an annual $4,800 premium is paid at the beginning of each policy
   year. Values would be different if premiums with a different frequency or in
   different amounts.
 
2) Assumes that no policy loan has been made. Excessive loans or withdrawals may
   cause this policy to lapse because of insufficient cash value.
 
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, DEATH BENEFIT OPTION SELECTED,
PREVAILING INTEREST RATES AND RATES OF INFLATION. THE DEATH BENEFIT AND CASH
VALUE FOR A CONTRACT 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 CONTRACT YEARS. NO REPRESENTATIONS
CAN BE MADE BY ALIC OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
 
 44   LLVL
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   80
 
ILLUSTRATION OF POLICY VALUES
AMERITAS LIFE INSURANCE CORP.
 
                              ENDOWMENT AT AGE 100
 
MALE ISSUE AGE:            45 NON-SMOKER            PREFERRED UNDERWRITING CLASS
 
                    PLANNED PERIODIC ANNUAL PREMIUM: $4,800
                       INITIAL SPECIFIED AMOUNT: $250,000
                            DEATH BENEFIT OPTION: A
 
          USING MAXIMUM ALLOWABLE SCHEDULE OF COST OF INSURANCE RATES
 
<TABLE>
<CAPTION>
                      0% HYPOTHETICAL GROSS   6% HYPOTHETICAL GROSS   12% HYPOTHETICAL GROSS
                        ANNUAL INVESTMENT       ANNUAL INVESTMENT        ANNUAL INVESTMENT
                             RETURN                  RETURN                   RETURN
                          (-1.48% NET)            ( 4.52% NET)             ( 10.52% NET)
        ACCUMULATED   ---------------------   ---------------------   -----------------------
END OF  PREMIUMS AT    NET CASH                NET CASH                NET CASH
POLICY  5% INTEREST   SURRENDER     DEATH     SURRENDER     DEATH     SURRENDER      DEATH
 YEAR    PER YEAR       VALUE      BENEFIT      VALUE      BENEFIT      VALUE       BENEFIT
- ------  -----------   ---------    -------    ---------    -------    ---------     -------
<S>     <C>           <C>          <C>        <C>          <C>        <C>          <C>
   1        5,040        4,162     250,000       4,426     250,000        4,691      250,000
   2       10,332        7,627     250,000       8,397     250,000        9,200      250,000
   3       15,888       10,985     250,000      12,492     250,000       14,129      250,000
   4       21,723       14,234     250,000      16,715     250,000       19,523      250,000
   5       27,849       17,367     250,000      21,065     250,000       25,425      250,000
   6       34,281       20,385     250,000      25,548     250,000       31,893      250,000
   7       41,035       23,274     250,000      30,157     250,000       38,977      250,000
   8       48,127       26,022     250,000      34,888     250,000       46,739      250,000
   9       55,573       28,622     250,000      39,739     250,000       55,248      250,000
  10       63,392       31,057     250,000      44,704     250,000       64,583      250,000

  15      108,755       40,396     250,000      71,202     250,000      127,459      250,000
  20      166,652       43,372     250,000     100,334     250,000      232,932      284,177

 Ages
  70      240,544       35,554     250,000     131,723     250,000      405,232      470,069
  75      334,851        7,577     250,000     166,402     250,000      683,141      730,960
  80      455,213           0*          0*     209,133     250,000    1,136,522    1,193,348
  85      608,830           0*          0*     275,018     288,768    1,851,843    1,944,435
</TABLE>
 
- ---------------
*  In the absence of an additional premium the Policy would lapse.
 
1) Assumes an annual $4800 premium is paid at the beginning of each policy year.
   Values would be different if premiums with a different frequency or in
   different amounts.
 
2) Assumes that no policy loan has been made. Excessive loans or withdrawals may
   cause this policy to lapse because of insufficient cash value.
 
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, DEATH BENEFIT OPTION SELECTED,
PREVAILING INTEREST RATES AND RATES OF INFLATION. THE DEATH BENEFIT AND CASH
VALUE FOR A CONTRACT 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 CONTRACT YEARS. NO REPRESENTATIONS
CAN BE MADE BY ALIC OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
 
                                                                      LLVL    45
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   81
 
ILLUSTRATION OF POLICY VALUES
AMERITAS LIFE INSURANCE CORP.
 
                              ENDOWMENT AT AGE 100
 
MALE ISSUE AGE: 45            NON-SMOKER            PREFERRED UNDERWRITING CLASS
 
                    PLANNED PERIODIC ANNUAL PREMIUM: $14500
                       INITIAL SPECIFIED AMOUNT: $250000
                            DEATH BENEFIT OPTION: B
 
               USING CURRENT SCHEDULE OF COST OF INSURANCE RATES
 
<TABLE>
<CAPTION>
                      0% HYPOTHETICAL GROSS
                        ANNUAL INVESTMENT       6% HYPOTHETICAL GROSS      12% HYPOTHETICAL GROSS
                             RETURN           ANNUAL INVESTMENT RETURN    ANNUAL INVESTMENT RETURN
                          (-1.33% NET)               (4.67% NET)                (10.67% NET)
        ACCUMULATED   ---------------------   -------------------------   -------------------------
END OF  PREMIUMS AT    NET CASH                NET CASH                    NET CASH
POLICY  5% INTEREST   SURRENDER     DEATH      SURRENDER       DEATH       SURRENDER       DEATH
 YEAR    PER YEAR       VALUE      BENEFIT       VALUE        BENEFIT        VALUE        BENEFIT
- ------  -----------   ----------   --------   -----------   -----------   -----------   -----------
<S>     <C>           <C>          <C>        <C>           <C>           <C>           <C>
  1         15,225      13,392     263,392        14,218       264,218        15,045       265,045
  2         31,211      26,561     276,561        29,054       279,054        31,646       281,646
  3         47,996      39,451     289,451        44,475       294,475        49,909       299,909
  4         65,621      52,083     302,083        60,528       310,528        70,028       320,028
  5         84,127      64,463     314,463        77,243       327,243        92,205       342,205
  6        103,559      76,602     326,602        94,659       344,659       116,667       366,667
  7        123,962      88,500     338,500       112,808       362,808       143,654       393,654
  8        145,385     100,221     350,221       131,784       381,784       173,501       423,501
  9        167,879     111,771     361,771       151,631       401,631       206,516       456,516
  10       191,498     123,152     373,152       172,389       422,389       243,039       493,039
  15       328,533     177,079     427,079       290,848       540,848       492,241       742,241
  20       503,428     223,371     473,371       434,966       684,966       900,627     1,150,627

 Ages
  70       726,644     259,561     509,561       607,882       857,882     1,569,356     1,820,453
  75     1,011,530     282,014     532,014       812,107     1,062,107     2,664,810     2,914,810
  80     1,375,125     284,930     534,930     1,048,101     1,298,101     4,461,152     4,711,152
  85     1,839,174     256,380     506,380     1,309,239     1,559,239     7,383,420     7,752,591
</TABLE>
 
- ---------------
1) Assumes an annual $14500 premium is paid at the beginning of each policy
   year. Values would be different if premiums with a different frequency or in
   different amounts.
 
2) Assumes that no policy loan has been made. Excessive loans or withdrawals may
   cause this policy to lapse because of insufficient cash value.
 
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, DEATH BENEFIT OPTION SELECTED,
PREVAILING INTEREST RATES AND RATES OF INFLATION. THE DEATH BENEFIT AND CASH
VALUE FOR A CONTRACT 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 CONTRACT YEARS. NO REPRESENTATIONS
CAN BE MADE BY ALIC OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
 
 46   LLVL
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   82
 
ILLUSTRATION OF POLICY VALUES
AMERITAS LIFE INSURANCE CORP.
                              ENDOWMENT AT AGE 100
MALE ISSUE AGE: 45            NON-SMOKER            PREFERRED UNDERWRITING CLASS
                    PLANNED PERIODIC ANNUAL PREMIUM: $14,500
                       INITIAL SPECIFIED AMOUNT: $250,000
                            DEATH BENEFIT OPTION: B
          USING MAXIMUM ALLOWABLE SCHEDULE OF COST OF INSURANCE RATES
 
<TABLE>
<CAPTION>
                                     0% HYPOTHETICAL GROSS   6% HYPOTHETICAL GROSS   12% HYPOTHETICAL GROSS
                                       ANNUAL INVESTMENT       ANNUAL INVESTMENT        ANNUAL INVESTMENT
                                            RETURN                  RETURN                   RETURN
                                         (-1.48% NET)             (4.52% NET)             (10.52% NET)
                       ACCUMULATED   ---------------------   ---------------------   -----------------------
       END OF          PREMIUMS AT    NET CASH               NET CASH                 NET CASH
       POLICY          5% INTEREST   SURRENDER     DEATH     SURRENDER     DEATH     SURRENDER      DEATH
        YEAR            PER YEAR       VALUE      BENEFIT      VALUE      BENEFIT      VALUE       BENEFIT
       ------          -----------   ----------   --------   ---------   ---------   ----------   ----------
<S>                    <C>           <C>          <C>        <C>         <C>         <C>          <C>
          1                15,225      13,392     263,392      14,218      264,218      15,045      265,045
          2                31,211      25,771     275,771      28,232      278,232      30,793      280,793
          3                47,996      37,894     287,894      42,805      292,805      48,121      298,121
          4                65,621      49,762     299,762      57,957      307,957      67,191      317,191
          5                84,127      61,368     311,368      73,706      323,706      88,176      338,176
          6               103,559      72,710     322,710      90,072      340,072     111,271      361,271
          7               123,962      83,776     333,776     107,065      357,065     136,680      386,680
          8               145,385      94,553     344,553     124,698      374,698     164,629      414,629
          9               167,879     105,030     355,030     142,982      392,982     195,369      445,369
         10               191,498     115,188     365,188     161,924      411,924     229,170      479,170
         15               328,533     160,774     410,774     266,949      516,949     455,912      705,912
         20               503,428     195,807     445,807     389,620      639,620     820,295    1,070,295

        Ages
         70               726,644     215,809     465,809     528,292      778,292   1,404,857    1,654,857
         75             1,011,530     213,810     463,810     677,821      927,821   2,342,539    2,592,539
         80             1,375,125     177,419     427,419     824,857    1,074,857   3,845,234    4,095,234
         85             1,839,174      93,371     343,371     951,110    1,201,110   6,248,110    6,560,515
</TABLE>
 
- ---------------
1) Assumes an annual $14500 premium is paid at the beginning of each policy
   year. Values would be different if premiums with a different frequency or in
   different amounts.
 
2) Assumes that no policy loan has been made. Excessive loans or withdrawals may
   cause this policy to lapse because of insufficient cash value.
 
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, DEATH BENEFIT OPTION SELECTED,
PREVAILING INTEREST RATES AND RATES OF INFLATION. THE DEATH BENEFIT AND CASH
VALUE FOR A CONTRACT 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 CONTRACT YEARS. NO REPRESENTATIONS
CAN BE MADE BY ALIC OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
 
                                                                      LLVL    47
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   83
 
                           INCORPORATION BY REFERENCE
 
   
The Registrant, ALIC Separate Account LLVL, Registration 33-86500 purchases or
will purchase units from the portfolios of four funds at the direction of its
policyholders. The prospectuses of these funds will be distributed with this
prospectus and are hereby incorporated by reference. The prospectuses
incorporated by reference are as follows:
    
 
                      The Vanguard Variable Insurance Fund
                           Registration No. 33-32216
 
                  Neuberger & Berman Advisers Management Trust
                            Registration No. 2-88566
 
                      Berger Institutional Products Trust
                           Registration No. 33-63493
 
   
                              Rydex Variable Trust
    
   
                           Registration No. 333-57017
    
<PAGE>   84
 
                          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.
 
Registrant makes the following representation pursuant to the National
Securities Markets Improvements Act of 1996:
 
Ameritas Life Insurance Corp. represents that the fees and charges deducted
under the contract, in the aggregate, are reasonable in relation to the services
rendered, the expenses expected to be incurred, and the risks assumed by the
insurance company.
 
                              RULE 484 UNDERTAKING
 
   
Ameritas' By-laws provide as follows:
    
 
The Company shall indemnify any person who was, or is a party, or is threatened
to be made a party, to any threatened, pending or completed action, suit or
proceeding, whether civil, criminal, administrative or investigative by reason
of the fact that he is or was a director, officer, or employee of the Company or
is or was serving at the request of the Company as a director, officer, employee
or agent of another corporation, partnership, joint venture, trust, or other
enterprise, against expenses including attorney's fees, judgments, fines and
amounts paid in settlement actually and reasonably incurred in connection with
such action, suit or proceeding to the full extent authorized by the laws of
Nebraska.
 
Insofar as indemnification for liability arising under the Securities Act of
1933 may be permitted to directors, officers, and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the registrant of expenses incurred
or paid by a director, officer or controlling person of the registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer, or controlling person in connection with the securities being
registered, the registrant 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 RULE 6E-3(T)
 
This filing is made pursuant to Rules 6c-3 and 6e-3(T) under the Investment
Company Act of 1940.
<PAGE>   85
 
                                   SIGNATURES
 
Pursuant to the requirements of the Securities Act of 1933, the Registrant,
Ameritas Life Insurance Corp. Separate Account LLVL, certifies that it meets all
the requirements of effectiveness of this Post-Effective Amendment No. 5 to the
Registration Statement pursuant to Rule 485(a) under the Securities Act of 1933
and has duly caused this Amendment to the Registration Statement to be signed on
its behalf by the undersigned thereunto duly authorized in the City of Lincoln,
County of Lancaster, State of Nebraska on this 26th day of February, 1999.
                                                    AMERITAS LIFE INSURANCE CORP
                                               SEPARATE ACCOUNT LLVL, Registrant
                                        AMERITAS LIFE INSURANCE CORP., Depositor
 
<TABLE>
<S>                                            <C>
 
        Attest: /s/ DONALD R. STADING                    By: /s/ LAWRENCE J. ARTH
- ---------------------------------------------  ---------------------------------------------
                    Secretary                              Chairman of the Board
</TABLE>
 
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed by the Directors and Principal Officers of Ameritas
Life Insurance Corp. on the dates indicated.
 
<TABLE>
<CAPTION>
                  SIGNATURE                                   TITLE                       DATE
                  ---------                                   -----                       ----
<S>                                            <C>                                  <C>
/s/ LAWRENCE J. ARTH                           Director, Chairman of the Board and  February 26, 1999
- ---------------------------------------------          Chief Executive Officer
Lawrence J. Arth
 
/s/ KENNETH C. LOUIS                              Director, President and Chief     February 26, 1999
- ---------------------------------------------           Operating Officer
    Kenneth C. Louis
 
/s/ DONALD R. STADING                           Senior Vice President, Secretary    February 26, 1999
- ---------------------------------------------     and Corporate General Counsel
    Donald R. Stading
 
/s/ JON C. HEADRICK                                Executive Vice President --      February 26, 1999
- ---------------------------------------------       Investments and Treasurer
    Jon C. Headrick
 
/s/ JOANN M. MARTIN                            Senior Vice President -- Controller  February 26, 1999
- ---------------------------------------------      and Chief Financial Officer
    JoAnn M. Martin
 
/s/ JAMES P. ABEL                                           Director                February 26, 1999
- ---------------------------------------------
    James P. Abel
 
/s/ DUANE W. ACKLIE                                         Director                February 26, 1999
- ---------------------------------------------
    Duane W. Acklie
 
/s/ WILLIAM W. COOK, JR.                                    Director                February 26, 1999
- ---------------------------------------------
    William W. Cook, Jr.
 
/s/ BERT A. GETZ                                            Director                February 26, 1999
- ---------------------------------------------
    Bert A. Getz
</TABLE>
<PAGE>   86
 
   
<TABLE>
<CAPTION>
                  SIGNATURE                                   TITLE                       DATE
                  ---------                                   -----                       ----
<S>                                            <C>                                  <C>
/s/ JAMES R. KNAPP                                          Director                February 26, 1999
- ---------------------------------------------
    James R. Knapp
 
/s/ ROBERT F. KROHN                                         Director                February 26, 1999
- ---------------------------------------------
    Robert F. Krohn
 
/s/ WILFRED J. MADDUX                                       Director                February 26, 1999
- ---------------------------------------------
    Wilfred J. Maddux
 
/s/ PAUL C. SCHORR III                                      Director                February 26, 1999
- ---------------------------------------------
    Paul C. Schorr, III
 
/s/ WILLIAM C. SMITH                                        Director                February 26, 1999
- ---------------------------------------------
    William C. Smith
 
/s/ NEAL E. TYNER                                           Director                February 26, 1999
- ---------------------------------------------
    Neal E. Tyner
 
/s/ WINSTON J. WADE                                         Director                February 26, 1999
- ---------------------------------------------
    Winston J. Wade
</TABLE>
    
<PAGE>   87
 
                       CONTENTS OF REGISTRATION STATEMENT
 
This Registration Statement comprises the following Papers and Documents:
The facing sheet.
The prospectus consisting of 53 pages.
The undertaking to file reports.
The undertaking pursuant to Rule 484.
Representations pursuant to Rule 6e-3(T) and the National Securities Markets
Improvements Act of 1996.
The signatures.
Written consents of the following:
(a) Thomas P. McArdle
   
(b) Donald R. Stading
    
 
   
The following exhibits:
    
 
 1. The following exhibits correspond to those required by paragraph A of the
    instructions as to exhibits in Form N-8B-2.
   
     (1)  Resolution of the Board of Directors of Ameritas authorizing
          establishment of the Separate Account.***
    
     (2)  Not applicable.
   
     (3)  (a) Proposed form of Principal Underwriting Agreement.***
    
        (b) Proposed form of Selling Agreement.*
        (c) Commission schedule.*
     (4)  Not applicable.
   
     (5)  (a) Form of Policy.***
    
   
        (b) Form of Policy riders.***
    
   
     (6)  (a) Articles of Incorporation of Ameritas.***
    
   
        (b) Bylaws of Ameritas.
    
     (7)  Not applicable.
     (8)  (a) Participation Agreement in the Vanguard Variable Insurance Fund.*
        (b) Participation Agreement in the Neuberger & Berman Advisers
          Management Trust.*
        (c) Participation Agreement (Berger IPT).**
   
        (d) Participation Agreement (Rydex): to be filed
    
     (9)  Not applicable.
   
     (10) Application for Policy.***
    
   
     (11) Memorandum describing Ameritas' exchange procedure.***
    
   
     (12) Memorandum describing Ameritas' issuance, transfer, and redemption
          procedures for the Policy.***
    
   
 2. (a)(b) Opinion and Consent of Donald R. Stading, Senior Vice President,
           Secretary and Corporate General Counsel of Ameritas Life Insurance
           Corp.
    
 3. No financial statements are omitted from the Prospectus pursuant to
    Instruction 1(b) or (c) of Part I.
 4. Not applicable.
   
 5. Not Required.
    
 7. (a)(b) Opinion and Consent of Thomas P. McArdle.
   
 8.  Consent of Auditors (to be filed).
    
   
 9. Form of Notice of Withdrawal Right and Refund pursuant to Rule
    6e-3(T)(b)(13)(viii) under the Investment Company Act of 1940.***
    
 
   
10. Actuary Opinion in Support of Exemptive Application***
    
- ---------------
*     Incorporated by reference to the initial registration statement for
      Ameritas Life Insurance Corp. Separate Account LLVA (File No. 333-5529),
      filed on June 7, 1996.
 
**   Incorporated by reference to the Pre-Effective Amendment No. 1 for the
     Ameritas Life Insurance Corp. Separate Account LLVA (File No. 333-5529),
     filed on October 3, 1996.
 
   
***  Incorporated by reference to Post-Effective Amendment No. 5 for Ameritas
     Life Insurance Corp. Separate Account LLVL (File No. 33-86500), filed on
     April 3, 1998.
    
<PAGE>   88
 
                                 EXHIBIT INDEX
 
<TABLE>
<CAPTION>
EXHIBIT                                                                   PAGE
- -------                                                                   ----
<S>         <C>                                                           <C>
1.(6)(b)    Bylaws of Ameritas
2.(a)(b)    Opinion and Consent of Donald R. Stading, Senior Vice
            President, Secretary and Corporate General Counsel of
            Ameritas Life Insurance Corp.
7.(a)(b)    Opinion and Consent of Thomas P. McArdle.
</TABLE>

<PAGE>   1
                                                                EXHIBIT 1.(6)(b)


                               RESTATED BY-LAWS OF

                          AMERITAS LIFE INSURANCE CORP.

                                February 26, 1999

                                    ARTICLE I

                                     OFFICES

         Section 1. Principal Office. The principal office of the Corporation in
the State of Nebraska shall be located in the City of Lincoln, County of
Lancaster. The Corporation may have such other offices, either within or without
the State of Nebraska, as the Board of Directors may designate or as the
business of the Corporation may require from time to time.

         Section 2. Registered Office. The registered office of the Corporation
may be, but need not be, identical with the principal office in the State of
Nebraska, and the address of the registered office may be changed from time to
time by the Board of Directors.


                                   ARTICLE II

                                   SHAREHOLDER

         Section 1. Annual Meeting. The annual meeting of the shareholders shall
be held on such day at such time of day as may be determined by the Board of
Directors, but in no event later than June 30, of each year. If the day fixed
for the annual meeting shall be on a legal holiday in the State of Nebraska,
such meeting shall be held on the next succeeding business day.

         Section 2. Special Meetings. Special meetings of the shareholders, for
any purpose or purposes, unless otherwise prescribed by statute, may be called
by the Chairman of the Board or the President or by the Board of Directors, and
shall be called by the Chairman of the Board, the President or the Secretary at
the request of the holders of not less than one-tenth of all the outstanding
shares of the Corporation entitled to vote at the meeting.

         Section 3. Place of Meeting. Written or printed notice stating the
place (either within or without the State of Nebraska), the day and the hour of
the meeting and, in case of a special meeting; the purpose or purposes for which
the meeting is called, shall be delivered not less than ten (10) nor more than
fifty (50) days before the date of the meeting, either personally or by mail, by
or at the direction of the Chairman or the Secretary, or the officer or persons
calling the meeting, to each shareholder of record entitled to vote at such
meeting. If mailed, such notice shall be deemed to be delivered when deposited
in the United States mail, addressed to the shareholder at its address as it
appears on the stock transfer books of the Corporation, with postage thereon
prepaid.



<PAGE>   2



         Section 4. Quorum. A majority of the outstanding shares of the
Corporation entitled to vote, represented in person or by proxy, shall
constitute a quorum at a meeting of shareholders. If less than a majority of the
outstanding shares are represented at a meeting, those present may adjourn the
meeting from time to time with notice to shareholders. At such adjourned meeting
at which a quorum shall be present or represented, any business may be
transacted which might have been transacted at the meeting as originally
noticed.

         Section 5. Proxies. At all meetings of shareholders, a shareholder may
vote by proxy executed in writing by the shareholder or by its duly authorized
attorney in fact. Such proxy shall be filed with the Secretary of the
Corporation before or at the time of the meeting.

         Section 6. Voting of Shares. Each outstanding share entitled to vote
shall be entitled to one vote upon each matter submitted to a vote at a meeting
of shareholders.

         Section 7. Voting of Shares by Certain Holders. Shares standing in the
name of another corporation may be voted by such officer, agent or proxy as the
Board of Directors of such corporation may prescribe.

         Section 8. Informal Action by Shareholders. Any action required to be
taken at a meeting of the shareholders, or any other action which may be taken
at a meeting of the shareholders, may be taken without a meeting if a consent in
writing, setting forth the action so taken, shall be signed by all of the
shareholders entitled to vote with respect to the subject matter thereof.


                                   ARTICLE III

                               BOARD OF DIRECTORS

         Section 1. General Powers. The business and affairs of the Corporation
shall be managed by its Board of Directors.

         Section 2. Number, Term. The Board of Directors shall consist of
fifteen (15) members divided into three (3) classes and elected by the
policyholders from their number as in the Articles of Incorporation provided. No
outside director shall serve beyond the last day of the month in which he or she
shall reach his or her 70th birthday. No inside director shall serve after his
or her retirement from active corporate service, provided however, if an inside
director is elected prior to his or her retirement, he or she may continue to
serve as a director until the end of the term for which he or she shall have
been elected. "Inside Director" shall mean a director of Ameritas Acacia Mutual
Holding Company, or any of its subsidiaries or affiliates, who is a full-time
employee of Ameritas Acacia Mutual Holding Company or any of its subsidiaries or
affiliates.

         Section 3. Regular Meetings. A regular meeting of the Board of
Directors shall be held at the time the annual meeting of shareholders is held,
or when otherwise determined by the Board of Directors from time to time, at the
place and hour, within or without the State of Nebraska, specified in the Notice
of such meeting. The Board of Directors may provide, by resolution, the time and
place, either within or without the State of Nebraska, for the holding of
additional regular meetings without other notice than such resolution.

         
<PAGE>   3

         Section 4. Special Meetings. Special meetings of the Board of Directors
may be called by or at the request of the Chairman of the Board or the President
or any two Directors. The person or persons authorized to call special meetings
of the Board of Directors may fix any place, either within or without the State
of Nebraska, as the place for holding any special meeting of the Board of
Directors called by them.

         Section 5. Notice of Special Meetings. Notice of any special meeting
shall be given at least two (2) days prior thereto by written notice delivered
personally or by overnight courier, or at least ten (10) days prior thereto by
mail, to each Director and to the Secretary at his or her business address. If
mailed, such notice shall be deemed to be delivered when deposited in the United
States mail so addressed, with postage thereon prepaid. Appearance of any
Director at a meeting shall constitute a waiver of notice of such meeting to
such Director, except where a Director attends a meeting for the express purpose
of objecting to the transaction of any business because the meeting is not
lawfully called or convened. Neither the business to be transacted at, nor the
purpose of, any regular or special meeting of the Board of Directors need be
specified in the notice or waiver of notice of such meeting.

         Section 6. Quorum. A majority of Directors present shall constitute a
quorum for the transaction of business at any meeting of the Board of Directors.

         Section 7. Manner of Acting. Members of the Board of Directors or of
any committee appointed by the Board may participate in a meeting by means of
conference telephone or similar communications equipment whereby all members
participating in the meeting are able to hear each other, and participation in
such meeting in such manner shall constitute presence in person at such meeting.
Any two members of the Board of Directors may, upon written request directed to
the Chairman or the Secretary of the Corporation, (i) place any matter on the
agenda for any meeting of the Board of Directors and/or (ii) call for a vote on
any agenda item during any meeting of the Board of Directors. Any action
required or permitted to be taken at a meeting of the Board of Directors may be
taken without a meeting if a consent in writing, setting forth the action so
taken, shall be signed by all the Directors.

         Section 8. Vacancies. Any vacancy occurring in the Board of Directors
shall be filled by the Board of Directors. A Director elected to fill a vacancy
shall be elected for the unexpired term of his or her predecessor in office.

         Section 9. Compensation. By resolution of the Board of Directors, the
Directors who are not employed by or serving as officers of the Corporation may
be paid their expenses, if any, of attendance at each meeting of the Board of
Directors, and may be paid a fixed sum for attendance at each meeting of the
Board of Directors or a stated salary as Director. No such payment shall
preclude any Director from serving the Corporation in any other capacity and
receiving compensation therefor; provided, however, that no such Director
employed by or serving as an officer of the Corporation shall receive any
compensation as a Director.

         Section 10. Indemnification. The Corporation shall indemnify any person
who was, or is a party, or is threatened to be made a party, to any threatened,
pending or completed action, suit or proceeding, whether civil, criminal,
administrative or investigative by reason of the fact that he or she is or was a
director, officer or employee

<PAGE>   4



of the Corporation or is or was serving at the request of the Corporation as a
director, officer, employee or agent of another corporation, partnership, joint
venture, trust, or other enterprise, against expenses including attorney's fees,
judgments, fines and amounts paid in settlement actually and reasonable incurred
in connection with such action, suit or proceeding to the full extent authorized
by the laws of Nebraska.

         Section 11. Personal Liability. No person employed by the company as a
director, officer, employee, or agent or serving at the request of the company
as a director, officer, employee, or agent of one of the company's subsidiaries
or affiliates shall be personally liable to the company or any member thereof
for monetary damages of any type which arise as a result of acts or omissions by
the director, officer, employee, or agent which are related to the director,
officer, employee, or agent's responsibilities with the company, which are done
in good faith and which do not involve intentional misconduct or a knowing
violation of the law.

         Section 12. Non-exclusive Provision. The foregoing right of indemnity
and reimbursement shall not be deemed exclusive of any other rights to which any
director, officer, employee, or agent may be entitled under any other law,
by-law, agreement, vote of shareholders or otherwise.


                                   ARTICLE IV

                                    OFFICERS

         Section 1. Number. The officers of the Corporation shall be a Chairman
of the Board, a Chief Executive Officer, a President, one or more Vice
Presidents (the number thereof to be determined by the Board of Directors), a
Secretary, and a Treasurer, each of whom shall be elected by the Board of
Directors. Such other officers and assistant officers as may be deemed necessary
may be elected or appointed by the Board of Directors. Any two or more offices
may be held by the same person, except that the Chairman or President cannot
also hold the office of Secretary, Treasurer or Vice President.

         Additionally, the Board of Directors may designate any area of the
Company or line of business as a division of the Company and elect a President
thereof who shall have such duties and responsibilities and shall report to such
person or persons as the Board of Directors shall determine, effective February
1, 1999.

         Section 2. Election and Term of Office. The officers of the Corporation
to be elected by the Board of Directors shall be elected annually by the Board
of Directors at the first meeting of the Board of Directors held after each
annual meeting of the shareholders. If the election of officers shall not be
held at such meeting, such election shall be held as soon thereafter as
conveniently may be. The term of office for each officer shall be one year, and
each such officer shall hold office only until the expiration of such one-year
period unless otherwise determined by the Board of Directors. Each officer shall
hold office until the earliest of (i) the expiration of his or her term, (ii)
the due election and qualification of his or her successor, (iii) his or her
death, or (iv) his or her resignation or removal in the manner hereinafter
provided.


<PAGE>   5




         Section 3. Removal. Any officer or agent elected or appointed by the
Board of Directors may be removed by the Board of Directors, but such removal
shall be without prejudice to the contract rights, if any, of the person so
removed.

         Section 4. Vacancies. A vacancy in an office because of death,
resignation, removal, disqualification or otherwise, may be filled by the Board
of Directors for the unexpired portion of the term.

         Section 5. The Chairman. The Chairman shall preside over all meetings
of the shareholders and of the Board of Directors and shall perform such duties
as may be prescribed and delegated to him or her by the Board of Directors.

         Section 6. The Chief Executive Officer. The Chief Executive Officer
shall be the principal executive officer of the Corporation and, subject to the
control of the Board of Directors and its Executive Committee, shall in general
supervise and control all of the business and affairs of the Corporation. He or
she may sign, with the Secretary or any other proper officer of the Corporation
thereunto authorized by the Board of Directors, certificates for shares of the
Corporation, any deeds, mortgages, bonds, contracts, or other instruments which
the Board of Directors has authorized to be executed, except in cases where the
signing and execution thereof shall be expressly delegated by the Board of
Directors or by these By-laws to some other officer or agent of the Corporation,
or shall be required by law to be otherwise signed or executed; and in general
shall perform all duties incident to the office of the Chairman of the Board and
such other duties as may be prescribed by the Board of Directors from time to
time.

         Section 7. The President. The President shall have general control and
management of the business affairs of the Corporation subject to the direction
of the Chairman of the Board and Chief Executive Officer and the Board of
Directors. He or she may delegate such duties and responsibilities and authority
to other officers as he or she may deem proper.

         Section 8. The Vice Presidents. In the absence of the President or in
the event of his or her death, inability or refusal to act, the Vice President
(or in the event there be more than one Vice President, the Vice Presidents in
the order designated at the time of their election, or in the absence of any
designation, then in the order of their election) shall perform the duties of
the President, and when so acting, shall have all the powers of and be subject
to all the restrictions upon the President. Any Vice President may sign, with
the Secretary or an Assistant Secretary, certificates for shares of the
Corporation; and shall perform such other duties as from time to time may be
assigned to him or her by the Chairman, the President or by the Board of
Directors.

         Section 9. The Secretary. The Secretary shall: (a) keep the minutes of
the shareholder's and of the Board of Directors' meetings in one or more books
provided for that purpose; (b) see that all notices are duly given in accordance
with the provisions of these By-laws or as required by law; (c) be custodian of
the corporate records and of the seal of the Corporation and see that the seal
of the Corporation is affixed to all documents the execution of which on behalf
of the Corporation under its seal is duly authorized; (d) keep a register of the
post office address of each shareholder which shall be furnished to the
Secretary by such shareholders; (e) sign, with the Chief Executive
<PAGE>   6

Officer or a Vice President, certificates for shares of the Corporation, the
issuance of which shall have been authorized by resolution of the Board of
Directors; (f) have general charge of the stock transfer books of the
Corporation; and (g) in general perform all duties incident to the office of
Secretary and such other duties as from time to time may be assigned to him or
her by the Chairman, the President or by the Board of Directors.

         Section 10. The Treasurer. If required by the Board of Directors, the
Treasurer shall give a bond for the faithful discharge of his or her duties in
such sum and with such surety or sureties as the Board of Directors shall
determine. He or she shall: (a) have charge and custody of and be responsible
for all funds and securities of the Corporation; (b) receive and give receipts
for moneys due and payable to the Corporation from any source whatsoever, and
deposit all such moneys in the name of the Corporation in such banks, trust
companies or other depositories as shall be selected in accordance with
provisions of Article VI of these By-laws; and (c) in general perform all of the
duties incident to the office of Treasurer and such other duties as from time to
time may be assigned to him or her by the Chairman, the President or by the
Board of Directors.

         Section 11. Other Officers. The powers, authority, duties and
responsibilities of other executive officers shall be delegated and defined by
the Board of Directors, or if no such delegation and definition be made, then by
the Chief Executive Officer.

         Section 12. Salaries. The salaries of the officers, if any, shall be
fixed from time to time by the Board of Directors and no officer shall be
prevented from receiving such salary by reason of the fact that he or she is
also a Director of the Corporation.

         Section 13. Delegation of Duties. The Board of Directors may at its
discretion designate such administrative officers as it may deem proper and
delegate such duties, responsibilities and authority to them as it may
determine.

         Section 14. Appointed Officers. In addition to such authority granted
to the Board of Directors under Article IV, Section 1 and 13, of the By-Laws,
the Chief Executive Officer, may at his or her discretion, and consistent with
the Articles of Incorporation and By-Laws of the Corporation, appoint such
Appointed Officers as he or she shall deem proper and delegate such duties,
responsibilities, and authority to them as determined by said Chief Executive
Officer, and thereafter report such appointments to the Board of Directors.


                                    ARTICLE V

                                   COMMITTEES

         Section 1. Executive Committee. At each of its annual meetings, the
Board of Directors shall elect not less than three (3) of its members to serve
with the Chairman of the Board and the President as the Executive Committee for
the ensuing year and until their successors are elected and qualified. Any
vacancy in the Executive Committee occurring during the year may be filled for
the unexpired term by the Board of Directors. Notice of call of meeting may be
written or by telephone and shall be given to each member in sufficient time to
permit convenient travel by

<PAGE>   7




usual means to the meeting. Call and notice of call of meetings may be waived
before or after the meeting and attendance at any meeting shall constitute a
waiver of call and notice of call thereof by the attending member. Three (3)
members of the Executive Committee shall constitute a quorum for the transaction
of business.

         Section 2. Duties of Executive Committee. Except as limited by the laws
of the State of Nebraska or by the provisions of the Articles of Incorporation,
the Executive Committee shall possess and exercise all the powers of the Board
of Directors in the interim between meetings of the Board of Directors. The
Executive Committee shall carry into practical effect all orders and directions
of the Board of Directors and shall in such interim decide all questions of
current business policy. The Secretary shall promptly forward a copy of the
minutes of each meeting of the Executive Committee to each director. It may
elect, appoint, employ, remove or authorize the appointment, employment or
removal of such supervisory and administrative officers and employees as it
shall deem necessary for the conduct of the company's business, including one or
more assistant secretaries and one or more assistant treasurers, with full
authority to perform the duties of Secretary and Treasurer, respectfully, and
fix and authorize payment of the compensation of such officers and employees. It
may, at its discretion, adjust the compensation of such officers and employees
so elected, appointed or employed.

         Section 3. Finance Committee. At each of its annual meetings, the Board
of Directors shall elect not less than three (3) of its members to serve with
the Chairman of the Board and the President as the Finance Committee for the
ensuing year and until their successors are elected and qualified. Any vacancy
in the Finance Committee occurring during the year may be filled by the Board of
Directors for the unexpired term. Three (3) members of the Finance Committee
shall constitute a quorum for the transaction of business.

         Section 4. Audit Committee. At each of its annual meetings, the Board
of Directors shall elect not less than three (3) of its members to serve as an
Audit Committee. The Committee shall be responsible for recommending to the
Board of Directors the selection of independent auditors, reviewing of the scope
and results of such audits, as well as internal audits, and reviewing with
independent auditors and internal auditors the adequacy of the Company's
accounting, financial, and operating controls. Three (3) members of the Audit
Committee shall constitute a quorum for the transaction of business.

         Section 5. Nominating Committee. At each of its annual meetings, the
Board of Directors shall elect not less than three (3) of its members to serve
with the Chairman of the Board and President as the Nominating Committee for the
ensuing year and until their successors are elected and qualified. The
Nominating Committee shall be charged with the duty of nominating directors to
be elected or re-elected during the ensuing year. Any vacancy in the Nominating
Committee occurring during the year may be filled by the Board of Directors for
the unexpired term. Three (3) members of the Nominating Committee shall
constitute a quorum for the transaction of business.

         Section 6. Standing Committees. The Board of Directors may establish
and discontinue standing committees as it may from time-to-time consider
necessary and proper. Delegating to each of them such responsibilities and
authority as it may deem appropriate and designate a chairman of each committee.
The Chairman of the Board and President shall be an ex-officio member of each
standing committee with full voting

<PAGE>   8


rights, except neither the Chairman of the Board nor the President shall be a
member of either the Audit Committee (or the Organization and Compensation
Committee).

         Section 7. Committee Secretary. The chairman of each committee other
than the Executive Committee shall appoint a committee secretary, who shall keep
minutes of the official votes and acts of the committee and such other records
of the committee's deliberations and activities as the chairman shall direct.
The committee secretary shall keep one copy of such minutes and shall file a
copy with the Secretary of the company and send a copy to each member of the
Executive Committee.

         Section 8. Vacancies in Committee. Vacancies in any standing committee
other than the Executive and Finance Committees may be filled by action of the
Executive Committee.


                                   ARTICLE VI

                      CONTRACTS, LOANS, CHECKS AND DEPOSITS

         Section 1. Contract. The Board of Directors may authorize any
officer(s) or agent(s) to enter into any contract or execute and deliver any
instrument in the name of and on behalf of the Corporation, and such authority
may be general or confined to specific instances.

         Section 2. Loans. No loans shall be contracted on behalf of the
Corporation and no evidence of indebtedness shall be issued in its name unless
authorized by a resolution of the Board of Directors. Such authority may be
general or confined to specific instances.



         Section 3. Checks, Drafts, Etc. All checks, drafts or other orders for
the payment of money, notes or other evidence of indebtedness issued in the name
of the Corporation shall be signed by such officer(s) or agent(s) of the
Corporation and in such manner as shall from time to time be determined by
resolution of the Board of Directors.

         Section 4. Deposits. All funds of the Corporation not otherwise
employed shall be deposited from time to time to the credit of the Corporation
in such banks, trust companies or other depositories as the Board of Directors
may select.

                                   ARTICLE VII

                   CERTIFICATES FOR SHARES AND THEIR TRANSFER

         Section 1. Certificates for Shares. Certificates representing shares of
the Corporation shall be in such form as shall be determined by the Board of
Directors. Such certificates shall be signed by the Chief Executive Officer or a
Vice President and by the Secretary or an Assistant Secretary. All certificates
for shares, including certificates for newly issued shares, shall be
consecutively numbered or otherwise identified. The name and address of the
person
<PAGE>   9




to whom the shares represented thereby are issued, with the number of shares and
date of issue, shall be entered on the stock transfer books of the Corporation.
All certificates surrendered to the Corporation for transfer shall be canceled
and no new certificates shall be issued in respect of such transfer until the
former certificates for a like number of shares shall have been surrendered and
canceled, except that in case of a lost, destroyed or mutilated certificate a
new one may be issued therefor upon such terms and indemnity to the Corporation
as the Board of Directors may prescribe.

         Section 2. Transfer of Shares. Transfer of shares of the Corporation
shall be made only on the stock transfer books of the Corporation by the holder
of record thereof or by its legal representative, who shall furnish proper
evidence of authority to transfer, or by its attorney thereunto authorized by
power of attorney duly executed and filed with the Secretary of the Corporation,
and on surrender for cancellation of the certificate for such shares. The person
in whose name shares stand on the books of the Corporation shall be deemed by
the Corporation to be the owner thereof for all purposes.


                                  ARTICLE VIII

                                   FISCAL YEAR

         The fiscal year of the Corporation shall be January 1 to December 31.


                                   ARTICLE IX

                                    DIVIDENDS

         The Board of Directors may from time to time declare, and the
Corporation may pay, dividends on its outstanding shares in the manner and upon
the terms and conditions provided by law.


                                    ARTICLE X

                                      SEAL

         The Board of Directors shall provide a corporate seal and shall have
inscribed thereon the name of the Corporation, its state of incorporation and
the words "Corporate Seal."


                                   ARTICLE XI

                                WAIVER OF NOTICE

         Whenever any notice is required to be given to any shareholder or
Director of the Corporation under the provisions of these By-laws or under the
provisions of the Articles of Incorporation or under the provisions of the


<PAGE>   10


Nebraska Business Corporation Act, a waiver thereof in writing, signed by the
person or persons entitled to such notice, whether before or after the time
stated therein, shall be deemed equivalent to the giving of such notice.


                                   ARTICLE XII

                                   AMENDMENTS

         These By-laws may be altered, amended or repealed and new by-laws may
be adopted by the Board of Directors at any regular or special meeting of the
Board of Directors; provided, however, that these By-laws shall not be amended
without the unanimous consent of the Directors unless ten (10) days' written
notice of any meeting called for the purpose of amending the By-laws is
delivered to each Director.


                                  CERTIFICATION


         I, Donald R. Stading, duly elected and qualified Secretary of Ameritas
Life Insurance Corp., Lincoln, Nebraska, hereby certify that the attached
Restated By-Laws, is a true and exact copy of the By-Laws duly adopted by the
Board of Directors of Ameritas Life Insurance Corp. on February 26, 1999, and
that said By-Laws are in full force and effect.

         IN WITNESS WHEREOF, I have affixed my name as Secretary and have caused
the corporate seal of said corporation to be hereunto affixed this
___________________ day of_____________________ , 19_________ .



                                   _____________________________________
                                                 Secretary

(SEAL)






<PAGE>   1
                                      [AMERITAS LIFE INSURANCE CORP. LETTERHEAD]

February 26, 1999




Ameritas Life Insurance Corp.
5900 "O" Street
P.O. Box 81889
Lincoln, Nebraska  68501

Gentlemen:

With reference to the Post-Effective Amendment No. 5 to Registration Statement
No. 33-86500 on Form S-6 filed by Ameritas Life Insurance Corp. and Ameritas
Life Insurance Corp. Separate Account LLVL with the Securities & Exchange
Commission covering flexible premium life insurance policies, I have examined
such documents and such laws as I considered necessary and appropriate, and on
the basis of such examination, it is my opinion that:

   1.    Ameritas Life Insurance Corp. is duly organized and validly existing
         under the laws of the State of Nebraska and has been duly authorized to
         issue individual flexible premium variable life policies by the
         Insurance Department of the State of Nebraska.

   2.    Ameritas Life Insurance Corp. Separate Account LLVL is a duly
         authorized and existing separate account established pursuant to the
         provisions of Section 44-402.01 of the Statutes of the State of
         Nebraska.

   3.    The flexible premium variable life policies, when issued as
         contemplated by said Form S-6 Registration Statement, will constitute
         legal, validly issued and binding obligations of Ameritas Life
         Insurance Corp.

I hereby consent to the filing of this opinion as an exhibit to the
Post-Effective Amendment No. 5 to said Form S-6 Registration Statement and to
the use of my name under the caption "Legal Matters" in the Prospectus contained
in the Registration Statement.

Sincerely,


/s/  Donald R. Stading


Donald R. Stading
Senior Vice President,
Secretary and Corporate General Counsel

<PAGE>   1
                                                                EXHIBIT 7.(A)(B)




                                                                 [AMERITAS LOGO]




                 


February 26, 1999



Ameritas Life Insurance Corp.
5900 "O" Street
P.O. Box 81889
Lincoln, Nebraska  68501


Gentlemen:


This opinion is furnished in connection with the registration by Ameritas Life
Insurance Corp., of a flexible premium variable life insurance policy
("Contract") under the Securities Act of 1933. With reference to Post-Effective
Amendment No. 5 to Registration Statement No. 33-86500 on Form S-6 describes the
Contract. The form of Contract was prepared under my direction and I am familiar
with the Registration Statement and Exhibits thereto. This contract was
developed and filed under Securities and Exchange Commission Rule 6E-3(T), as
interpreted at this time by the SEC staff. In my opinion:


   The illustrations of death benefits and cash values included in the section
   entitled "Illustrations of Death Benefits and Cash Values" in the Appendices
   of the prospectus, based on the assumptions stated in the illustrations, are
   consistent with the provisions of the Contract. The rate structure of the
   Contract has not been designed so as to make the relationship between
   premiums and benefits, as shown in the illustrations, appear more favorable
   to prospective purchasers of the Contract for male age 45, than to
   prospective purchasers of the Contract for other ages or for females.


I hereby consent to the use of this opinion as an exhibit to the Post-Effective
Amendment No. 5 to the Registration Statement and to the reference to my name
under the heading "Experts" in the prospectus.

Very truly yours,

/s/  Thomas P. McArdle

Thomas P. McArdle
Assistant Vice President and
Associate Actuary


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