CG VARIABLE LIFE INSURANCE SEPARATE ACCOUNT II
N-8B-2/A, 1995-12-01
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     AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION DECEMBER 1, 1995
    

   
                                                               FILE NO. 811-8970
    
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

   
                                AMENDMENT NO. 1
                                       TO
                                  FORM N-8B-2
    

                   REGISTRATION STATEMENT OF UNIT INVESTMENT
                           TRUSTS WHICH ARE CURRENTLY
                               ISSUING SECURITIES

                        PURSUANT TO SECTION 8(B) OF THE
                         INVESTMENT COMPANY ACT OF 1940

                 CG VARIABLE LIFE INSURANCE SEPARATE ACCOUNT II
                                       OF
                   CONNECTICUT GENERAL LIFE INSURANCE COMPANY

                  ISSUER OF PERIODIC PAYMENT PLAN CERTIFICATES
                ONLY FOR PURPOSES OF INFORMATION PROVIDED HEREIN

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ORGANIZATION AND GENERAL INFORMATION

1.  (a) Furnish  name of  the trust  and the  Internal Revenue  Service Employer
        Identification Number.

        CG Variable Life  Insurance Separate Account  II of Connecticut  General
        Life  Insurance Company ("Account"). The Account has no Internal Revenue
        Service Employer Identification number.

    (b) Furnish title of each class or series of securities issued by the trust.

        Flexible Premium Variable Life  Insurance Policies ("Policies").  Policy
       provisions  may  vary  in  some states  to  comply  with  applicable law.
       Policies may be  issued either  on an individual  or a  group basis.  The
       terms  "Policy" and "Policies"  herein encompass individual certificates,
       and  the   rights  of   certificate  holders,   under  group   contracts.
       "Policyowners" includes certificate holders under group contracts.

2.   Furnish name and  principal business address and  ZIP Code and the Internal
    Revenue Service  Employer Identification  Number of  each depositor  of  the
    trust.

    Connecticut General Life Insurance Company ("Company")
    900 Cottage Grove Road
    Hartford, CT 06152

    Internal Revenue Service Employer
    Identification Number:  06-0303370

3.   Furnish name and  principal business address and  ZIP Code and the Internal
    Revenue Service Employer Identification Number of each custodian or  trustee
    of  the  trust  indicating for  which  class  or series  of  securities each
    custodian or trustee is acting.

    Not applicable.

4.  Furnish name and  principal business address and  ZIP Code and the  Internal
    Revenue Service Employer Identification Number of each principal underwriter
    currently distributing securities of the trust.

    CIGNA Financial Advisors, Inc. ("CFA")
    900 Cottage Grove Road
    Hartford, CT 06152

    Internal Revenue Service Employer
    Identification Number:  06-0841987

5.   Furnish name of state or other  sovereign power, the laws which govern with
    respect to the organization of the trust.

    Connecticut.

6.  (a) Furnish the  dates of  execution  and termination  of any  indenture  or
        agreement  currently in  effect under the  terms of which  the trust was
        organized and issued or proposes to issue securities.

        The  Account  was  established  under  Connecticut  law  pursuant  to  a
        resolution  of the Board of Directors of the Company dated July 6, 1994.
        The Account  will continue  in existence  until the  Company's Board  of
        Directors directs that it be terminated.

    (b)  Furnish  the dates  of execution  and termination  of any  indenture or
       agreement currently in effect pursuant to which the proceeds of  payments
       on  securities  issued or  to  be issued  by the  trust  are held  by the
       custodian or trustee.

        Not applicable.

                                       2
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7.  Furnish  in chronological order  the following information  with respect  to
    each change of name of the trust since January 1, 1930.

    Not applicable.

8.  State the date on which the fiscal year of the trust ends.

    December 31.

MATERIAL LITIGATION

9.    Furnish a  description  of any  pending  legal proceedings,  material with
    respect to the security holders of the trust by reason of the nature of  the
    claim  or the  amount thereof,  to which  the trust,  the depositor,  or the
    principal underwriter is a party or of which the assets of the trust are the
    subject, including the substance of  the claims involved in such  proceeding
    and the title of the proceeding. Furnish a similar statement with respect to
    any  pending administrative proceeding commenced by a governmental authority
    or any such  proceeding or legal  proceeding known to  be contemplated by  a
    governmental  authority. Include  any proceeding  which, although immaterial
    itself, is representative of, or one of,  a group which in the aggregate  is
    material.

    No  such  legal  or  administrative proceedings  are  pending.  No  legal or
    administrative proceedings are  known to be  contemplated by a  governmental
    authority.

                                      II.
                        GENERAL DESCRIPTION OF THE TRUST
                          AND SECURITIES OF THE TRUST

GENERAL INFORMATION CONCERNING THE SECURITIES
OF THE TRUST AND THE RIGHTS OF HOLDERS

10.  Furnish a brief  statement with respect  to the following  matters for each
    class or series of securities issued by the trust:

    (a) Whether the securities are of the registered or bearer type.

        The Policies which are to be issued are of the registered type,  insofar
       as   the  Policies   are  personal   to  the   owners  of   the  Policies
       ("policyowners"),  and  the  records  concerning  the  policyowners   are
       maintained by or on behalf of the Company.

    (b) Whether the securities are of the cumulative or distributive type.

        The  Policies are of the cumulative  type, providing for no distribution
       of income, dividends, or capital  gains. Such amounts are not  separately
       identifiable  but  are reflected  in the  accumulation  value and  may be
       reflected in death benefit under a Policy at any time.

    (c) The rights of security holders with respect to withdrawal or redemption.

        A  Policy  may  be  cancelled  within  the  right-to-examine  period  in
       accordance  with applicable state law. In most states, the Policy must be
       returned within the later of (i)  10 days after receipt by a  policyowner
       of  the Policy and the Company's notice  to the policyowner of this right
       or (ii) 45  days after  the application for  insurance is  signed by  the
       applicant  and mailed or delivered to  the Company or its representative.
       If the Policy is cancelled in  a timely fashion, the Company will  refund
       the premiums paid, without interest, unless state law requires otherwise.
       The  initial premium  is held  in the  Company's general  account and not
       allocated to the Account even if the policyowner so directed until  three
       business  days  following  expiration  of  the  right-to-examine  period.
       Refunds will usually occur  within seven days  of notice of  cancellation
       although  a refund  of premiums  paid by check  may be  delayed until the
       check clears a policyowner's bank.

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        At any time before the death  of the insured, a policyowner may  totally
       or  partially  surrender a  Policy by  sending a  written request  to the
       Company at  its  Variable Products  Service  Center (the  "Center").  The
       amount  of a partial surrender may be no less than the minimum amount set
       forth in  the  Policy, currently  $500,  and not  more  than 90%  of  the
       Surrender  Value at the end of the valuation period in which the election
       becomes or would become effective. The amount available for surrender  is
       the   Accumulation  Value,  less  any   outstanding  loan  balance,  less
       applicable surrender charges, at the  end of the valuation period  during
       which  the surrender or  request is received  at the Center. Accumulation
       Value in the Account available for  surrender on any given valuation  day
       reflects total net premiums (premiums paid less a premium load of 5.0% to
       cover  applicable  state and  federal taxes  and a  portion of  the sales
       expenses of the company) allocated to the Account, investment performance
       through the date  of the  request, other charges  incurred in  connection
       with  a Policy, and any previous partial surrenders. No partial surrender
       will be permitted which would result in a specified amount lower than the
       then current minimum for which a Policy would be issued. The Accumulation
       Value will vary daily. The  method for calculating Accumulation Value  is
       described in Item 10(i)(3).

        If  a Policy  is being  fully surrendered,  it must  be returned  to the
       Company along  with the  request. Any  unpaid charges  and  indebtedness,
       together  with applicable  surrender charges,  will be  deducted from the
       Accumulation Value.

        Payment of a  Policy's Accumulation Value,  less applicable  transaction
       and  surrender charges, in  connection with a  partial or full surrender,
       respectively, will normally occur within seven (7) days after receipt  of
       a  written request. Payment  may be postponed whenever:  (i) the New York
       Stock Exchange  is  closed, other  than  customary week-end  and  holiday
       closings,  or trading  on the  New York  Stock Exchange  is restricted as
       determined by the Securities and Exchange Commission ("Commission"); (ii)
       the Commission  by  order  permits postponement  for  the  protection  of
       policyowners; (iii) an emergency exists, as determined by the Commission,
       as a result of which disposal of securities is not reasonably practicable
       or  it  is  not reasonable  practicable  to  determine the  value  of the
       Account's assets.

        A policyowner may elect to have the surrender amount paid in a lump  sum
       or under one of the settlement options referred to in Item 10(i)(7). Upon
       the  death  of the  insured, the  designated  beneficiary is  entitled to
       receive the death benefit under a Policy. The death benefit is  described
       in Item 10(i)(2).

        See Item 13 for a discussion of applicable surrender charges.

    (d)  The rights  of security holders  with respect  to conversion, transfer,
       partial redemption, and similar matters.

        At any  time  within  24  months  of  the  issuance  of  a  Policy,  the
       policyowner  may convert  a Policy to  a permanent  life insurance policy
       providing benefits which do not depend on the investment experience of  a
       separate  account.  The  new  policy  will  have,  at  the  policyowner's
       election, the same specified amount or the same net amount at risk (death
       benefit less Accumulation Value) as the Policy as well as the same  issue
       age,   policy  date  and  rate  class  as  the  Policy.  No  evidence  of
       insurability is required for such an exchange unless the election of  the
       policyowner results in an increase in the net amount at risk.

        A policyowner may obtain policy loans, as described in Item 21.

        A  policyowner may make surrenders, as  described in Item 10(c), subject
       to a  $25  transaction  charge  on  a  partial  surrender  or  applicable
       surrender charges on a total surrender, as described in Item 13.

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        A  policyowner may  allocate net premiums  (premiums paid  less the 5.0%
       premium  load)  among   (a)  the   sub-accounts  of   the  Account   (the
       "Sub-Accounts") and (b) the Fixed Account, as described in Item 15.

        Transfers  among  the  Sub-Accounts  are  permitted  subject  to certain
       conditions. Up  to 20%  of Policy  values  in the  Fixed Account  may  be
       transferred in a policy year to one or more of the Sub-Accounts. However,
       such  transfers from the Fixed Account are only allowed within the 30-day
       period following a policy anniversary. The first 12 transfers in a policy
       year are  free of  any transfer  charge. A  $25 transfer  charge will  be
       imposed for the thirteenth and each subsequent transfer in a policy year.
       Transfers  resulting  from policy  loans, dollar  cost averaging  and the
       exercise of conversion rights will not be subject to any charge and  will
       not  count  against  the  number  of  free  transfers.  The  Company will
       implement all  transfers and  determine  all values  at  the end  of  the
       valuation  period  during  which  the transfer  request  is  received and
       recorded. The Company  may, at any  time, revoke or  modify the  transfer
       privilege.

    (e)  If the trust is the issuer of periodic plan certificates, the substance
       of the provisions of any indenture or agreement with respect to lapses or
       defaults by  security  holders in  making  principal payments,  and  with
       respect to reinstatement.

        The  duration of  a Policy depends  upon the surrender  value. Except as
       noted below,  a  Policy will  lapse  only  when the  surrender  value  is
       insufficient  to cover the  monthly deduction on  the monthly anniversary
       day.

        If the surrender value is  insufficient to cover the monthly  deduction,
       the  Company will notify  a policyowner of the  minimum payment needed to
       keep the Policy in force.  A policyowner will have  a grace period of  61
       days  for the Company to receive  sufficient payments. The notice will be
       sent at least 31 days before the end of the grace period. If the  Company
       does  not receive a sufficient payment  within the grace period, lapse of
       the Policy will result.  If a sufficient payment  is received during  the
       grace  period,  any resulting  net premium  will  be allocated  among the
       Sub-Accounts and  the Fixed  Account based  on the  most recent  previous
       premium  payment,  unless the  Company is  instructed otherwise,  and any
       monthly deductions due will be charged to the Sub-Accounts and the  Fixed
       Account.

        During  the first five  policy years, the  Policy will not  lapse and no
       grace period will begin provided the  premium(s) paid have been at  least
       equal  to  the guaranteed  initial death  benefit  premiums shown  in the
       Policy, assuming there have  been no loans  or partial surrenders.  After
       the  first five  policy years,  or if  there have  been loans  or partial
       surrenders, the Policy may lapse if there is insufficient surrender value
       to cover the monthly deduction.

        The Company (or "we")  will allow reinstatement at  any time within  the
       Insured's  lifetime; reinstatement will require evidence of insurability,
       and the payment of an amount which  will keep the Policy in force for  at
       least two months.

    (f)  The  substance of  the provisions  of any  indenture or  agreement with
       respect to voting rights,  together with the names  of any persons  other
       than   security  holders  given  the  right  to  exercise  voting  rights
       pertaining to the trust's securities or the underlying securities and the
       relationship of such persons to the trust.

        To the extent required by law, the  Company will vote the shares of  the
       various  mutual funds  held in the  Account (the "Funds")  at regular and
       special shareholder meetings of the Funds in accordance with instructions
       received  from  persons  having  voting  interest  in  the  corresponding
       Sub-Accounts.   If,  however,   the  Investment   Company  Act   of  1940

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       ("1940 Act") or  any regulation  thereunder would  be amended  or if  the
       present interpretation thereof should change, and as a result the Company
       determines  that it is  permitted to vote  the Fund(s) shares  in its own
       right, it may elect to do so.

        The number of votes which a  policyowner has the right to instruct  will
       be  calculated  separately  for  each Sub-Account.  This  number  will be
       determined by dividing the Policy's  Accumulation Value in a  Sub-Account
       by  the  net  asset  value  per  share  of  the  corresponding  Fund.  In
       determining the number  of votes, fractional  shares will be  recognized.
       The  number of votes that a policyowner has the right to instruct will be
       determined as of  the date coincident  with the date  established by  the
       Appropriate  Trust for determining  shareholders eligible to  vote at the
       meeting of the Fund, but not more than 60 days before the meeting of  the
       Fund.  Voting instructions will be  solicited by written communication at
       least 14  days  prior  to  such meeting  in  accordance  with  procedures
       established by the Fund. Each person having a voting interest in the Fund
       will receive appropriate proxy materials and reports.

        The Company will vote the Fund shares as to which no timely instructions
       are received in proportion to the voting instructions from others with an
       interest in the particular Sub-Account. Voting instructions to abstain on
       any item to be voted upon will be applied to reduce the votes eligible to
       be cast by the Company.

        We may, if required by State insurance regulatory authorities, disregard
       voting  instructions if the instructions require that the shares be voted
       so  as  to  cause  a  change  in  the  sub-classification  or  investment
       objectives of the Fund or to approve or disapprove an investment advisory
       contract  for a Fund. A change would  be disapproved only if the proposed
       change is  contrary  to  state  law or  prohibited  by  state  regulatory
       authorities  or we determine that the change would have an adverse effect
       on the Sub-Account in that the proposed investment policy for a Fund  may
       result  in overly speculative or unsound  investments. In the event we do
       disregard voting instructions, a summary  of that action and the  reasons
       for   such  action  will  be  included  in  the  next  annual  report  to
       policyowners.

    (g) Whether security holders must be given notice of any change in:

        (1) the composition of the assets of the trust.

            The  Company  reserves  the   right,  subject  to  compliance   with
            applicable law:

            (i) to  make additions to, deletions  from, or substitutions for the
                Fund shares that are held or purchased by the Account;

            (ii) to eliminate the shares of any Fund and to substitute shares of
                 another open-end, registered investment company, if the  shares
                 of  that Fund are no longer  available for investment, or if in
                 its judgment  further investment  in  that Fund  should  become
                 inappropriate in view of the purposes of the Account;

           (iii) to  eliminate  one  or  more  Sub-Accounts,  if,  in  its  sole
                 discretion, marketing, tax or investment conditions warrant;

           (iv) to operate the Account  as a management  company under the  1940
                Act;

            (v) to  deregister the Account under the  1940 Act in the event such
                registration is no longer required; and

           (vi) to combine the Account with one  or more of the Company's  other
                separate accounts as may be established.

        In  no event  will any  of the changes  described above  be made without
       notice to  policyowners  in accordance  with  the 1940  Act  and  without
       obtaining, as necessary, prior approval of the Commission.

                                       6
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        (2) the terms and conditions of the securities issued by the trust.

            No  changes in the  terms and conditions  of a Policy  that affect a
            policyowner's rights will be made without notice to the policyowner.

        (3) the provisions of any indenture or agreement of the trust.

            Not applicable.

        (4) the identity of the depositor, trustee or custodian.

            The Account  has no  trustee  or custodian.  There is  no  provision
            requiring  notice to, or consent  of, security holders, with respect
            to a change in the identity of the depositor.

    (h) Whether the consent of security holders is required in order for  action
       to be taken concerning any change in:

        (1) the composition of the assets of the trust.

            Consent of policyowners is not required when changing the underlying
            securities  of  the  Account. However,  to  change  such securities,
            approval of the Commission is required by Section 26(b) of the  1940
            Act.  Except as required  by Federal or State  law or regulation, no
            action will be taken by the Company which will adversely affect  the
            rights of policyowners without their consent.

        (2) the terms and conditions of the securities issued by the trust.

            No  changes in the  terms and conditions  of a Policy  that affect a
            policyowner's rights will be made without notice to the policyowner.

            The  Company  reserves  the  right  to  amend  the  Policy   without
            policyowner  consent as may  be necessary to  comply with applicable
            law.

        (3) the provisions of any indenture or agreement of the trust.

            Not applicable.

        (4) the identity of the depositor, trustee or custodian.

            See Item 10(g)(4).

    (i) Any other principal feature of the securities issued by the trust or any
       other  principal   right,  privilege   or  obligation   not  covered   by
       subdivisions (a) to (g) or by any other item in this form.

        (1)  PREMIUM PAYMENTS.  The policyowner may make premium payments in any
            amount  and  at  any  frequency,   subject  to  the  basic   premium
            requirements and certain restrictions stated in the Policy.

            A  policyowner may also determine a planned periodic premium payment
            schedule that provides for the payment of a level premium at a fixed
            interval for a specified period of time. A policyowner need not make
            premium payments in  accordance with such  planned periodic  premium
            schedule  and the failure to make  a planned payment will not itself
            cause a Policy to lapse. A policyowner may make unscheduled  premium
            payments subject to restrictions listed in the Policy.

            A  load  of  5.0% for  state  and  federal taxes  and  certain sales
            expenses will be deducted  from each premium  payment. See Item  13.
            Additional  net premium payments (premium payments net of that load)
            made by a policyowner  while there is  indebtedness will be  treated
            first as loan repayments.

                                       7
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            In  the application  for a  Policy, a  policyowner can  allocate net
            premiums (total premium  less premium load)  among the  Sub-Accounts
            and  the Fixed  Account. The  net premium  will be  allocated on the
            first valuation day  on or following  three business days  following
            the  expiration of the  right-to-examine period (see  Item 10(c)) in
            accordance with the directions in the application. Net premiums paid
            after the  issue  date will  be  allocated in  accordance  with  the
            policyowner's  instructions in the  application. Percentages must be
            in whole  numbers,  with at  least  10% allocated  to  a  particular
            Sub-Account  or  the Fixed  Account. The  allocation for  future net
            premiums may  be  changed at  any  time once  the  Company  receives
            written notification from the policyowner at the Center.

        (2) GENERAL DESCRIPTION OF BASIC POLICY BENEFITS.  As long as the Policy
            remains  in force,  the Company will,  upon receipt of  proof of the
            insured's death,  pay  the death  benefit  proceeds of  the  Policy,
            reduced  by any outstanding indebtedness and due and unpaid charges,
            to the named  beneficiary in  accordance with  the designated  death
            benefit  option. Death benefits will be determined at the end of the
            valuation period during which the insured dies. The proceeds may  be
            paid  in a lump sum  or under one or  more of the settlement options
            set forth in the Policy.

            The Policies provide two death benefit options: Death Benefit Option
            1 ("Option 1") and Death Benefit Option 2 ("Option 2"). Generally, a
            policyowner designates the death benefit option in the  application.
            Absent  such a designation, Option 1 is in effect. The death benefit
            under Option 1 is the greater of the specified amount of the  Policy
            ("specified  amount")  or  a  specified  percentage  (the  "corridor
            percentage") times the Accumulation Value  (in the latter case,  the
            Policy would be "in the Corridor"). The death benefit under Option 2
            is   equal  to  the  greater  of   the  specified  amount  plus  the
            Accumulation Value of  the Policy or  the corridor percentage  times
            the Accumulation Value.

            A  policyowner may, at any time,  increase or decrease the specified
            amount. For any increase, we  will require satisfactory evidence  of
            insurability. The effective date of the increase will be the monthly
            anniversary  day on  or following  approval of  the increase  by the
            Company.

            Any increase will increase the Surrender Charge. Decreases will  not
            decrease  the Surrender Charge. No decrease may reduce the specified
            amount to less than the then current minimum for this type of Policy
            (currently $100,000). Any decrease will be applied first to the most
            recent increase in coverage  under the Policy, if  any, then to  the
            next most recent, and so forth.

            Generally,  the death  benefit option  in effect  may be  changed by
            sending a  written  request for  change  to the  Center.  The  death
            benefit  may not be changed if it would result in a specified amount
            less than the minimum specified  amount then allowed by the  Company
            (currently  $100,000). The effective date of  any change will be the
            monthly anniversary day on or following receipt of the request.

            The specified amount will be changed when a change in death  benefit
            option  is made. If the change is from Option 1 to Option 2, the new
            specified amount will equal the Net Amount at Risk. If the change is
            from Option 2 to Option 1,  the new specified amount will equal  the
            death benefit as of the date of the change.

            There  will be  no change  in Surrender  Charge (either  increase or
            decrease) at the time of a change in death benefit option.

        (3) CALCULATION OF EACH SUB-ACCOUNT'S  VALUE.  When the initial  premium
            has  been paid, the  Policy's value in a  Sub-Account will equal the
            portion of the net premium  allocated to the Sub-Account reduced  by
            the  portion  of  the  first  monthly  deduction  allocated  to that
            Sub-Account.

                                       8
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            Thereafter, on each  valuation day,  the Policy's  account value  in
            each Sub-Account will equal:

            (a)  The  Policy's  Accumulation  Value in  the  Sub-Account  on the
                preceding valuation day, multiplied by the net investment factor
                for the current valuation period; plus

            (b) Any net premium payments  received during the current  valuation
                period which are allocated to the Sub-Account; plus

            (c) All account values transferred to the Sub-Account from the Fixed
                Account  or Loan Account or  from another Sub-Account during the
                current valuation period; minus

            (d) All account values transferred from the Sub-Account to the Fixed
                Account or Loan  Account or  to another  Sub-Account during  the
                current valuation period; minus

            (e)  All partial surrenders from  the Sub-Account during the current
                valuation period; minus

            (f)  The  portion  of  the   monthly  deduction  allocated  to   the
                Sub-Account during the current valuation period.

            A  Policy's Accumulation Value equals the sum of a Policy's value in
            each Sub-Account plus  the Policy's  Fixed Account  Value, plus  the
            Loan  Account Value. Because Accumulation  Value is dependent upon a
            number of  variables, including  the  investment experience  of  the
            chosen  Fund(s),  the  frequency  and  amount  of  premium payments,
            transfers and surrenders,  and charges assessed  in connection  with
            the Policy, the Policy's Accumulation Value cannot be predetermined.

        (4)   INVESTMENT  PERFORMANCE.    The  net  investment  factor  measures
            investment performance during a  valuation period. Each  Sub-Account
            has  its  own distinct  net  investment factor.  In  calculating the
            Sub-Account's net investment factor for a valuation period, the  net
            asset  value for each share  of the Fund in  that Sub-Account at the
            end of the current  valuation period is increased  by the amount  of
            the Sub-Account's share of any dividend or capital gain distribution
            declared  during  the current  valuation period  and decreased  by a
            charge for taxes. The total is  then divided by the net asset  value
            at the end of the preceding valuation period. A charge equivalent to
            an  annual rate of  as much as  .90% (but initially  .80% during the
            first twelve  policy years  and .55%  thereafter) of  the net  daily
            assets  for  each  day  in the  valuation  period  is  subtracted to
            compensate the Company for certain mortality and expense risks.

        (5) LOAN PROVISIONS.  See Item 21.

        (6) PAYMENT OF BENEFITS.  Death  benefits will be determined at the  end
            of  the  valuation period  during which  the  insured dies  and will
            ordinarily be paid within seven days after the Company receives  due
            proof  of death.  Payment of  the benefits  under the  Policy may be
            postponed whenever: (i) the New York Stock Exchange is closed  other
            than  customary week-end and holiday closings, or trading on the New
            York Stock Exchange is restricted  as determined by the  Commission;
            (ii) the Commission by order permits postponement for the protection
            of  policyowners; or (iii) an emergency exists, as determined by the
            Commission, as a result of which disposal of securities held by  the
            sub-account  is not reasonably  practicable or it  is not reasonably
            practicable to determine the value of the Account's net assets.

                                       9
<PAGE>
        (7) SETTLEMENT OPTIONS.   Policyowners and  beneficiaries, subject to  a
            prior  election of the policyowner, may decide the form in which the
            benefits will be paid. The benefits under a Policy may be paid in  a
            lump  sum  or under  one or  more of  the settlement  options. These
            choices are  also  available  if  a Policy  is  surrendered.  If  no
            election  is made, the Company will pay  the benefits in a lump sum.
            The settlement options  include: payments for  a fixed period;  life
            income; and life income with a guaranteed fixed period.

        (8)  OPTIONAL INSURANCE  BENEFIT.   Subject to  certain requirements, an
            optional insurance  benefit, Waiver  of Monthly  Deductions, may  be
            added  to a  Policy by  rider. The  cost of  this optional insurance
            benefit will be deducted as part of the monthly deduction.

INFORMATION CONCERNING THE SECURITIES UNDERLYING THE TRUST'S SECURITIES

11. Describe  briefly the  kind or  type of  securities comprising  the unit  of
    specified  securities in  which security holders  have an  interest. (If the
    unit consists of  a single security  issued by an  investment company,  name
    such  investment company and furnish a description of the type of securities
    comprising the portfolio of such investment company.)

    The Account invests, at  the policyowner's option, in  securities of one  or
    more  of  the  Funds  (see Item  10(f)),  each  of which  is  a  mutual fund
    registered  with  the  Commission  as  an  open-end  diversified  management
    company.  Each Sub-Account  invests solely in  shares of one  of the sixteen
    Funds. Each Fund  is a series  or portfolio of  a Delaware or  Massachusetts
    business  trust  registered under  the 1940  Act,  except that  AIM Variable
    Insurance Funds, Inc. is a Maryland corporation. See Item 12(a). The sixteen
    Funds and their investment objectives are as follows:

    AIM V.I. CAPITAL  APPRECIATION FUND: Seeks  to provide capital  appreciation
    through  investments  in common  stocks, with  emphasis on  medium-sized and
    smaller emerging growth companies.

    AIM V.I. GROWTH FUND: Seeks to provide growth of capital through investments
    primarily  in  common  stocks  of  leading  U.S.  companies  considered   by
    management to have strong earnings momentum.

    AIM  V.I.  VALUE  FUND: Seeks  to  achieve  long-term growth  of  capital by
    investing  primarily  in  equity  securities  judged  by  management  to  be
    undervalued  relative to the current or  projected earnings of the companies
    issuing the securities, or relative to current market values of assets owned
    by the companies issuing  the securities or relative  to the equity  markets
    generally. Income is a secondary objective.

    FIDELITY  ASSET MANAGER PORTFOLIO: Seeks high total return with reduced risk
    over the  long-term by  allocating  its assets  among domestic  and  foreign
    stocks, bonds and short-term fixed-income instruments.

    FIDELITY  BOND PORTFOLIO:  Seeks as  high a  level of  current income  as is
    consistent with the preservation of capital by investing in a broad range of
    investment-grade fixed-income  securities,  with a  dollar-weighted  average
    portfolio maturity of ten years or less.

    FIDELITY  EQUITY-INCOME  PORTFOLIO:  Seeks  reasonable  income  by investing
    primarily in  income-producing equity  securities, with  some potential  for
    capital   appreciation,  seeking  to  exceed  the  composite  yield  on  the
    securities comprising  the Standard  and Poor's  500 Composite  Stock  Price
    Index.

    MFS  TOTAL RETURN  SERIES: Seeks  primarily to  obtain above-average income,
    (compared to a portfolio entirely invested in equity securities)  consistent
    with  the  prudent  employment  of capital,  and  secondarily  to  provide a
    reasonable opportunity for growth of capital and income.

                                       10
<PAGE>
    MFS UTILITIES SERIES: Seeks capital growth and current income (income  above
    that obtainable from a portfolio invested entirely in equity securities).

    MFS  WORLD GOVERNMENTS SERIES: Seeks not only preservation, but also growth,
    of capital together with moderate current income.

    TEMPLETON ASSET ALLOCATION FUND: Seeks a high level of total return  through
    a  flexible policy of investing in  stocks and debt obligations of companies
    and governments of any nation.  Templeton Management allocates assets  among
    different  investments depending upon its  assessment of market and economic
    conditions.

    TEMPLETON INTERNATIONAL  FUND: Seeks  long term  growth through  a  flexible
    policy  of  investing  in  stocks  and  debt  obligations  of  companies and
    governments outside the United States.

    TEMPLETON STOCK FUND:  Seeks capital  growth through a  policy of  investing
    primarily  in common stocks issued by companies, large and small, in various
    nations throughout the world.

    QUEST GLOBAL EQUITY PORTFOLIO: Seeks long-term capital appreciation  through
    a global investment strategy primarily involving equity securities.

    QUEST   MANAGED  PORTFOLIO:  Seeks  growth  of  capital  over  time  through
    investment in a portfolio of common stocks, bonds and cash equivalents,  the
    percentage  of which will vary based on management's assessments of relative
    investment values.

    QUEST SMALL CAP PORTFOLIO: Seeks capital appreciation through investments in
    a diversified  portfolio  of  equity securities  of  companies  with  market
    capitalizations of under $1 billion.

12.  If the trust is the issuer of periodic payment plan certificates and if any
    underlying securities were issued by another investment company, furnish the
    following information for each such company:

    (a) Name of Company.

        AIM Variable Insurance  Funds, Inc.  ("AIM V.I. Fund"),  managed by  AIM
       Advisors,  Inc., and  distributed by  AIM Distributors  Inc., 11 Greenway
       Plaza, Suite 1919, Houston, TX 77046-1173;

        Variable Insurance  Products Fund  I ("Fidelity  Trust I"),  managed  by
       Fidelity  Management & Research Company, 82 Devonshire Street, Boston, MA
       02103;

        Variable Insurance Products  Fund II ("Fidelity  Trust II"), managed  by
       Fidelity  Management & Research Company, 82 Devonshire Street, Boston, MA
       02103;

        MFS Variable  Insurance Trust  ("MFS Trust"),  managed by  Massachusetts
       Financial Services Company, 500 Boylston Street, Boston, MA 02116;

        Templeton   Variable  Products  Fund,   ("Templeton  Fund")  managed  by
       Templeton Investment Counsel, Inc. and distributed by  Franklin/Templeton
       Distribution Inc., 700 Central Avenue, St. Petersburgh, FL 33701;

        Quest for Value Accumulation Trust ("Quest for Value Trust"), managed by
       Quest for Value Advisors, One World Financial Center, New York, NY 10281.

    (b) Name and principal business address of depositor.

        Not applicable.

    (c) Name and principal business address of trustee or custodian.

       AIM  V.I. Fund: State Street Bank and Trust Company, 225 Franklin Street,
       Boston MA 02110.

                                       11
<PAGE>
       Fidelity Asset Manager and Equity-Income Funds: The Chase Manhattan Bank,
       N.A., 1211 Avenue of the Americas, New York, NY 10036.

       Fidelity Bond Fund:  The Bank  of New  York, 110  Washington Street,  New
       York, NY.

       MFS  Trust: Investors Bank  & Trust Company, 89  South Street, Boston, MA
       02110.

       Templeton Fund: Chase  Manhattan Bank, N.A.  Metrotech Center,  Brooklyn,
       New York, NY 11245.

       Quest  for Value  Trust: State  Street Bank  and Trust  Company, P.O. Box
       8505, Boston, MA 02266-8505.

    (d) Name and principal business address of principal underwriter.

       AIM V.I.  Fund: AIM  Distributors Inc.,  11 Greenway  Plaza, Suite  1919,
       Houston, TX 97046-1173

       Fidelity   Trusts  I  and  II:   Fidelity  Distribution  Corporation,  82
       Devonshire Street, Boston, MA 02109.

       MFS Trust: MFS Investor Services,  Inc., 500 Boylston Street, Boston,  MA
       02116.

       Templeton Fund: Franklin/Templeton Distribution Inc., 700 Central Avenue,
       St. Petersburgh, FL 33701.

       Quest  for Value Trust: Quest for Value Distributors, One World Financial
       Center, New York, NY 10281.

    (e) The period  during which the  securities of such  company have been  the
       underlying securities.

        Not applicable.

INFORMATION CONCERNING LOAD, FEES, CHARGES AND EXPENSES

13. (a) Furnish  the  following  information  with respect  to  each  load, fee,
        expense or  charge  to  which (1)  principal  payments,  (2)  underlying
        securities, (3) distributions, (4) cumulated or reinvested distributions
        or  income,  and  (5)  redeemed  or  liquidated  assets  of  the trust's
        securities are subject:

            (A) the nature of such load, fee, expense or charge;

            (B) the amount thereof;

            (C) the name of  the person to  whom such amounts  are paid and  his
                relationship to the trust;

            (D)  the  nature  of  the  services  performed  by  such  person  in
                consideration for such load, fee, expense or charge.

        (1) PRINCIPAL PAYMENTS

            A deduction of 5.0%  of the premium will  be made from each  premium
            payment.  The  deduction  represents  an  amount  the  Company deems
            sufficient to pay state taxes and federal income tax liabilities and
            a proportionate  amount  of  the  sales  expenses  incurred  by  the
            Company.

        (2) UNDERLYING SECURITIES

            No  load, fee expense  or charge is assessed  in connection with the
            purchase of the underlying securities for the Account.

                                       12
<PAGE>
        (3) DISTRIBUTIONS

            No load,  fee, expense  or  charge is  assessed in  connection  with
            distributions,  except  for a  $25 transaction  fee with  respect to
            partial surrenders.

        (4) CUMULATED OR REINVESTED DISTRIBUTIONS OR INCOME

            All  income  and  other  distributions  earned  by  each  Fund   are
            reinvested,  without charge,  at net  asset value  in shares  of the
            Fund.

        (5) REDEEMED OR LIQUIDATED ASSETS

            For charges associated with total surrenders, see Item 13(c).

    (b) For each installment payment  type of periodic payment plan  certificate
       of  the trust,  furnish the following  information with  respect to sales
       load and other deductions from principal payments.

        Not applicable.

    (c) State  the amount  of  sales load  as a  percentage  of the  net  amount
       invested. State the amount of total deductions as a percentage of the net
       amount invested for each type of security issued by the trust.

        The  amount of  sales load will  vary, depending upon  the frequency and
       amount of  premium  payments and  the  specified amount  of  the  Policy.
       Expressed  as a percentage  of premiums, the  total deferred sales charge
       imposed under  the Policy  in the  event of  a total  surrender will  not
       exceed  28.5% of  the sum  of premiums  paid up  to one  Guideline Annual
       Premium, plus 8.5%  of premium  payments between  one and  two times  one
       Guideline  Annual Premium, plus 7.5% of premium payments in excess of two
       times one Guideline Annual  Premium, during the  first two policy  years.
       During  policy  years three  through five,  it  will remain  unchanged in
       dollar amount. During policy  years six through ten,  it will decline  by
       one-sixtieth  each month  to zero. Under  certain circumstances involving
       the payment of very large premiums  during the first two policy years,  a
       lesser  portion of the deferred sales charge will be applied to reimburse
       the Company for sales and promotional expenses, to the extent required by
       Federal or State laws.

    (d) Explain fully  the reasons  for any differences  in the  price at  which
       securities  are offered generally  to the public, and  the price at which
       securities are offered  for any  class of  transactions to  any class  or
       group  of individuals, including officers,  directors or employees of the
       depositor, trustee, custodian or principal underwriter.

        Not applicable.

    (e) Furnish a brief description of any loads, fees, expenses or charges  not
       covered in Item 13(a) which may be paid by security holders in connection
       with the trust or its securities.

        (1)  MORTALITY  AND  EXPENSE  RISK  CHARGE.    The  Company  charges the
            Sub-Accounts  for  the  mortality  and  expense  risks  the  Company
            assumes. The charge is made daily at an effective annual rate not to
            exceed  .90% (initially, .80%  during the first  twelve policy years
            and .55% thereafter) of the value of each Sub-Account's assets.  The
            Company  estimates that .35%  of this charge  would be for mortality
            risks and .55% for expense risks. The mortality risk assumed is that
            insureds may live for a shorter  period of time than estimated  and,
            therefore,  a greater amount of death  benefits will be payable. The
            expense risk  assumed  is  that expenses  incurred  in  issuing  and
            administering the Policies will be greater than estimated.

                                       13
<PAGE>
        (2)  ACCUMULATION  VALUE TRANSFER  CHARGE.   After the  twelfth transfer
            during any one policy year, a charge of $25 will be imposed for each
            transfer and deducted  from the  Sub-Account or  Fixed Account  from
            which the transfer is being made.

        (3)  TAXES.   Currently no  charge is  made to  the Account  for Federal
            income taxes that may  be attributable to  the Account. The  Company
            may,  however, make such  a charge in the  future. Charges for other
            taxes, if any, attributable to the Account may also be made.

        (4) MONTHLY  DEDUCTION.   Charges  will  be deducted  monthly  from  the
            Accumulation  Value  of each  Policy to  compensate the  Company for
            certain administrative  costs, and  for the  cost of  insurance  and
            optional  benefits  added by  rider. The  monthly deduction  will be
            deducted on each  monthly anniversary  day and  allocated among  the
            funding  vehicles used (Sub-Accounts and the Fixed Account) based on
            the proportionate  values  in  each  funding  vehicle.  The  monthly
            charges consist of the following:

            (A)  MONTHLY ADMINISTRATIVE CHARGE.   The Company has responsibility
                for the administration  of the  Policy and  the Account.  Annual
                administrative  expenses include premium billing and collection,
                recordkeeping, processing death benefit claims, cash  surrenders
                and   Policy   changes,   reporting  and   overhead   costs.  As
                reimbursement  for  administrative   expenses  related  to   the
                maintenance of each Policy and the Account, the Company assesses
                a  monthly  administrative fee  of $15  during the  first policy
                year, and,  currently, $5  during subsequent  policy years  (but
                never more than $10), which will not exceed the Company's costs.

            (B) COST OF INSURANCE CHARGE.  Because the cost of insurance depends
                upon  a number of variables, this  charge can vary from month to
                month. The Company will determine the monthly cost of  insurance
                charge  by multiplying the applicable  cost of insurance rate by
                the Net Amount at Risk for each policy month. The Net Amount  at
                Risk  for  a  policy  month  is (a)  the  death  benefit  at the
                beginning of  the  policy  month, divided  by  1.0032737  (which
                reduces the Net Amount at Risk, solely for purposes of computing
                the  cost of insurance,  by taking into  account assumed monthly
                interest earnings  at  an  annual  rate of  4%),  less  (b)  the
                Accumulation Value at the beginning of the policy month. The Net
                Amount  at Risk may  be affected by  changes in the Accumulation
                Value or the specified amount of a Policy.

                The cost of  insurance rate is  based on gender  classification,
                attained  age  and  rate  class.  The  actual  monthly  cost  of
                insurance rates will be based  on the Company's expectations  as
                to  future experience. They  will not, however,  be greater than
                the guaranteed cost of insurance rates set forth in the  Policy.
                These   guaranteed  rates  are  based  on  the  applicable  1980
                Commissioners  Standard   Ordinary  Mortality   Table  and   the
                insured's  attained age at  the nearest birthday.  Any change in
                the cost of  insurance rates will  apply to all  persons of  the
                same  age, gender  classification and rate  class whose Policies
                have been in force for the same length of time.

            (C) OPTIONAL INSURANCE BENEFITS CHARGE.  The monthly deduction  will
                include  deductions for any optional insurance benefits added to
                a Policy by rider.

        (5) SURRENDER CHARGE.  There is a charge potentially imposed at the time
            of surrender of a Policy (but not a partial surrender) which  occurs
            prior  to the end of ten years from  the date of the issuance of the
            Policy or the  effective date  of any increase  in specified  amount
            under  the Policy.  The portion of  the surrender  charge applied to

                                       14
<PAGE>
            reimburse the Company for sales and promotional expense is based  on
            net  premium  payments  during the  first  two policy  years  and is
            described in Item 13(c). The  portion of the surrender charge  which
            reimburses  the Company for certain  first year administrative costs
            is $6.00 per $1,000 of  initial specified amount. The dollar  amount
            of the surrender charge will not change during the third, fourth and
            fifth  years following the  issue date; thereafter,  it will decline
            monthly to zero after ten  years following the issue date,  assuming
            no increases in specified amount.

            If  a policyowner  increases the  specified amount,  a new surrender
            charge will be applicable in addition to the then existing surrender
            charge. The  surrender charge  applicable to  the increase  will  be
            equal to the surrender charge on a new Policy whose specified amount
            equals the amount of the increase.

            No surrender charge will be imposed on a partial surrender; however,
            a  $25  transaction charge  will  be made  against  the Accumulation
            Value.

    (e)  State  whether  the  depositor,  principal  underwriter,  custodian  or
       trustee, or any affiliated person of the foregoing may receive profits or
       other  benefits not included in answer to Item 13(a) or 13(d) through the
       sale or purchase of  the trust's securities  or underlying securities  or
       interests  in underlying  securities, and  describe fully  the nature and
       extent of such profits or benefits.

        Neither the Company nor any affiliated person of the Company may receive
       any profit or any other benefit from premium payments under the  Policies
       or  the investments held  in the Account  not included in  answer to Item
       13(a) or (d) through the  sale or purchase of  the Policies or shares  of
       the Funds, except that (1) the Company may receive a profit to the extent
       that the cost of insurance built into a Policy exceeds the actual cost of
       insurance  needed  to pay  benefits, (2)  favorable mortality  or expense
       experience may  cause  the  insurance  provided  under  a  Policy  to  be
       profitable  to the Company, (3) on Policy loans, the Company may derive a
       profit on the difference between interest charged and interest  credited;
       (4)  the Company will compensate certain other persons, including Company
       agents, for services rendered  in connection with  the distribution of  a
       Policy,  as described in Item 38, but such payments will be made from the
       Company's General Account and (5) the Company will receive fees from  the
       Funds  or  their  advisers  for  making  the  Funds  available  under the
       Policies.

    (f) State the percentage  that the aggregate  annual charges and  deductions
       for  maintenance and other expenses of the trust bear to the dividend and
       interest income from the trust property during the period covered by  the
       financial statements filed herewith.

        Not applicable.

INFORMATION CONCERNING THE OPERATIONS OF THE TRUST

14.  Describe  the  procedure with  respect  to  applications (if  any)  and the
    issuance and  authentication  of  the  trust's  securities,  and  state  the
    substance  of  the  provisions  of  any  indenture  or  agreement pertaining
    thereto.

    Individuals wishing to  purchase a  Policy must complete  an application.  A
    Policy  may  only  be  issued  upon  receipt  of  evidence  of  insurability
    satisfactory  to  the  Company.  Acceptance  is  subject  to  the  Company's
    underwriting  rules  and  the  Company  reserves  the  right  to  reject any
    application. The  Company generally  will issue  a Policy  only to  insureds
    below  the  age  of 80.  Policies  will  be issued  in  accordance  with the
    applicable state insurance laws.

    Interests in  the  Sub-Accounts of  the  Account  may also  be  acquired  by
    transfers, as described in Item 10(d).

                                       15
<PAGE>
15.  Describe  the  procedure  with  respect to  the  receipt  of  payments from
    purchasers of  the  trust's securities  and  the handling  of  the  proceeds
    thereof,  and  state the  substance of  the provisions  of any  indenture or
    agreement pertaining thereto.

    When a person applies for  the Policy, that person  will be asked to  select
    one or more of the applicable funding vehicles to which net premium payments
    are to be allocated, and the applicable percentage (a whole number, at least
    10%)  to be allocated to  each such funding vehicle.  That allocation can be
    changed at any time with respect to future premium payments upon receipt  of
    written notice at the Center at no charge. Premiums will be allocated as the
    policyowner  has  directed.  All  premiums  paid,  after  the  first premium
    payment, must be  sent directly to  the Center and  will be deemed  received
    when actually received at the Center.

16.  Describe  the  procedure  with respect  to  the  acquisition  of underlying
    securities and  the disposition  thereof,  and state  the substance  of  the
    provisions of any indenture or agreement pertaining thereto.

    On  each valuation day of each Fund, the Account purchases or redeems shares
    in each Fund based on a netting of all transactions for that day,  including
    the   amount  of  net  premiums  invested  in  the  applicable  Sub-Account,
    transfers, policy loans  and loan repayments,  surrender payments,  charges,
    and payment of benefits to be effected on that day.

17. (a) Describe  the  procedure with  respect  to withdrawal  or  redemption by
        security holders.

        The procedures  with respect  to surrenders  or redemption  by  security
        holders are described in response to Items 10 (c), (d), (e) and (i).

    (b)  Furnish the names of  any persons who may  redeem or repurchase, or are
       required to redeem  or repurchase, the  trust's securities or  underlying
       securities  from security holders, and the substance of the provisions of
       any indenture or agreement pertaining thereto.

        The Company is required to  process all surrender requests as  described
       in  Item  10(c). Each  Fund  will redeem  its  shares upon  the Company's
       request in  accordance with  the 1940  Act. Redeemed  shares are  retired
       although  they  may later  be reissued  if  a Fund's  governing documents
       permit.

    (c) Indicate whether repurchased or redeemed securities will be canceled  or
       may be resold.

        A Policy, once fully surrendered, may not be resold.

18. (a) Describe  the  procedure  with  respect  to  the  receipt,  custody  and
        disposition of the income and other distributable funds of the trust and
        state the  substance of  the provisions  of any  indenture or  agreement
        pertaining thereto.

        All  dividend and capital gains distributions (if any) of the Funds will
        be automatically  reinvested in  additional Funds  shares at  their  net
        asset value. Pursuant to the Policy, the Company will make distributions
        from  the Account in  connection with death  benefits, policy loans, and
        Accumulation  Value   surrenders.   Applicable   procedures   for   such
        distributions are described in the answers to Items 10(c), 10(i)(6), and
        21.

    (b)  Describe the  procedure, if  any, with  respect to  the reinvestment of
       distributions  to  security  holders  and  state  the  substance  of  the
       provisions of any indenture or agreement pertaining thereto.

        Not applicable.

                                       16
<PAGE>
    (c) If any reserves or special funds are created out of income or principal,
       state  with respect to each such reserve or fund the purpose and ultimate
       disposition thereof, and describe the manner of handling of same.

        Net premium  payments  placed in  the  Account constitute  reserves  for
       benefits under the Policies.

    (d)  Submit a schedule showing the  periodic and special distributions which
       have been made to security holders during the three years covered by  the
       financial statements filed herewith. State for each such distribution the
       aggregate  amount  and amount  per share.  If distributions  from sources
       other than current income have been made, identify each such other source
       and indicate whether such distribution represents the return of principal
       payments to  security holders.  If payments  other than  cash were  made,
       describe  the  nature  thereof,  the account  charged  and  the  basis of
       determining the amount of such charge.

        No distributions have been made.

19. Describe the procedure with respect  to the keeping of records and  accounts
    of  the trust, the  making of reports  and the furnishing  of information to
    security holders, and the  substance of the provisions  of any indenture  or
    agreement pertaining thereto.

    The  Company will have primary responsibility  for all administration of the
    Policies and  the  Account.  The administrative  services  provided  include
    preparation  of the Policies,  maintenance of policyowners'  records and all
    accounting, valuation,  regulatory and  reporting services  required by  the
    Company.

    The  Company will send such reports of the Account as are presently required
    by the 1940  Act and  regulations promulgated thereunder.  The Company  will
    also  mail  to policyowners,  at the  last  known address  of record  at the
    Center, any  reports required  by state  law. Each  person having  a  voting
    interest  will receive proxy material, reports, and other materials relating
    to the Funds.

20. State  the  substance  of  the provisions  of  any  indenture  or  agreement
    concerning the trust with respect to the following:

    (a) Amendments to such indenture or agreement.

        Not applicable.

    (b) The extension or termination of such indenture or agreement.

        Not applicable.

    (c)  The removal or resignation of the  trustee or custodian, or the failure
       of the  trustee  or custodian  to  perform its  duties,  obligations  and
       functions.

        Not applicable.

    (d)  The appointment of a successor trustee and the procedure if a successor
       trustee is not appointed.

        Not applicable.

    (e) The  removal or  resignation of  the depositor,  or the  failure of  the
       depositor to perform its duties, obligations and functions.

        The  Company acts as depositor. There  are no provisions relating to the
       removal or resignation of the depositor  or the failure of the  depositor
       to perform its duties, obligations and functions.

                                       17
<PAGE>
    (f)  The  appointment  of  a  successor depositor  and  the  procedure  if a
       successor depositor is not appointed.

        There are  no provisions  relating  to the  appointment of  a  successor
       depositor and the procedure if a successor depositor is not appointed.

21. (a) State the substance of the provisions of any indenture or agreement with
        respect to loans to security holders.

        So  long as the Policy remains in  force, a policyowner may borrow money
        from the Company using the Policy as the only security for the loan. The
        maximum amount that may  be borrowed is 100%  of the surrender value  at
        the  time of the loan, but the Company reserves the right to limit total
        indebtedness to an amount which is  90% of the Accumulation Value,  less
        the surrender charge applicable at the time of the loan. The loan may be
        repaid in whole or in part at any time while the Policy is in force. The
        minimum loan repayment is $100 or, if less, the amount of indebtedness.

        An  amount equal to  the loan plus  interest will be  withdrawn from the
        funding vehicles being used in proportion  to the value of each  funding
        vehicle, and transferred to the Loan Account until the loan is repaid.

        The  interest rate charged on policy loans will be at the rate of 8% per
        year in  arrears. If  unpaid when  due, interest  will be  added to  the
        amount of the loan and will become part of the loan and bear interest at
        the same rate.

        The  Loan Account will be credited with interest of at least 6% per year
        (at least 7% after the first ten policy years).

        Indebtedness equals the total of  all policy loans and accrued  interest
        on the loans. If at any time indebtedness exceeds the Accumulation Value
        less  the surrender charge,  a grace period will  begin, and the Company
        will notify a policyowner  and any assignee of  record at least 31  days
        before the end of the grace period. If a sufficient payment to eliminate
        such  excess indebtedness is not received  by the Company within 61 days
        after the  grace period  begins,  the Policy  will lapse  and  terminate
        without  value. The Policy, however, may  later be reinstated subject to
        certain conditions.

        Indebtedness may  be repaid  any  time while  the  Policy is  in  force.
        Additional  net premium payments made by  the policyowner while there is
        indebtedness will  be  applied  first to  reduce  indebtedness.  If  not
        repaid,  the  Company may  deduct indebtedness  from any  amount payable
        under the  Policy. As  indebtedness is  repaid, the  value in  the  Loan
        Account  securing  the indebtedness  will be  transferred from  the Loan
        Account to the Sub-Accounts and, if applicable, the Fixed Account in the
        same proportion in which net premium payments are then being  allocated,
        at  the  end  of the  valuation  period  during which  the  repayment is
        received.

    (b) Furnish a  brief description of  any procedure or  arrangement by  which
       loans  are made available to security holders by the depositor, principal
       underwriter, trustee  or  custodian,  or any  affiliated  person  of  the
       foregoing.

        The  portion  of a  Policy loan  attributable  to the  Sub-Accounts will
       normally be paid within seven days after receipt of written request.  The
       Company  may postpone payment  of any such policy  loan whenever: (i) 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 Commission; (ii)  the Commission  by order permits
       postponement for  the  protection  of policyowners;  (iii)  an  emergency
       exists, as determined by the Commission, as a result of which disposal of
       securities  is  not  reasonably  practicable  or  it  is  not  reasonably
       practicable to determine the value of any Sub-

                                       18
<PAGE>
       Account's net assets. In addition, the  Company may delay the payment  of
       policy  loans secured by Accumulation Value  that the policyowner paid by
       check until such time as the check has cleared a policyowner's bank.

        See also paragraph (a) of this Item.

    (c)  If  such  loans  are  made,  furnish  the  aggregate  amount  of  loans
       outstanding  at the end of  the last fiscal year,  the amount of interest
       collected during  the  last  fiscal  year  allocated  to  the  depositor,
       principal  underwriter, trustee or custodian  or affiliated person of the
       foregoing and the aggregate amount of loans in default at the end of  the
       last fiscal year covered by financial statements filed herewith.

        Not applicable.

22.  State the substance  of the provisions  of any indenture  or agreement with
    respect to  limitations on  the  liabilities of  the depositor,  trustee  or
    custodian, or any party to such indenture or agreement.

    There are no such provisions.

23.  Describe  any  bonding  arrangement for  officers,  directors,  partners or
    employees of the depositor or principal underwriter of the trust,  including
    the amount of coverage and the type of bond.

    A  blanket bond for $10 million covers  all of the officers and employees of
    the Company.

24. State the  substance of any  other material provisions  of any indenture  or
    agreement  concerning the trust  or its securities and  a description of any
    other material functions or  duties of the  depositor, trustee or  custodian
    not stated in Item 10 or Items 14 to 23 inclusive.

    INCONTESTABILITY.   The Company cannot contest  the Policy as to the initial
    specified amount  after it  has been  in force  during the  lifetime of  the
    insured  for two years  from the issue  date. A new  two year contestability
    period will apply  to each  increase in  specified amount  beginning on  the
    effective   date  of  each   such  increase  and   will  apply  to  material
    misrepresentations made in the application  for the increase. If the  Policy
    is  reinstated,  a  new  two  year  contestability  period  (apart  from any
    remaining contestability period) will apply from the date of the application
    for reinstatement and will apply only to statements made in the  application
    for reinstatement.

    SUICIDE.   If the Insured commits suicide,  while sane or insane, within two
    years from the  issue date, the  only benefit paid  will be the  sum of:  a)
    premiums  paid,  minus  the  amount of  any  partial  surrenders,  minus any
    outstanding loan balance.  In the event  of lapse of  a Policy, the  suicide
    period  will be  measured from the  effective date of  reinstatement. If the
    insured, while sane or  insane, commits suicide within  two years after  the
    effective  date  of  any increase  in  insurance or  any  reinstatement, the
    Company's total liability  with respect  to such  increase or  reinstatement
    will be a refund of the monthly charges for its cost of insurance.

    MISSTATEMENT  OF AGE OR SEX.  If the age or sex of the insured is misstated,
    the death  benefit will  be adjusted  based on  what the  cost of  insurance
    charge  for the most recent monthly  deduction would have purchased based on
    the correct age and sex.

                                       19
<PAGE>
                                      III.
                 ORGANIZATION, PERSONNEL AND AFFILIATED PERSONS
                                  OF DEPOSITOR

ORGANIZATION AND OPERATIONS OF DEPOSITOR

25. State the form or  organization of the depositor of  the trust, the name  of
    the state or other sovereign power under the laws of which the depositor was
    organized and the date of organization.

    The Company was incorporated under the laws of Connecticut in 1865.

26. (a) Furnish  the following information with respect  to all fees received by
        the depositor  of the  trust  in connection  with  the exercise  of  any
        functions or duties concerning securities of the trust during the period
        covered by the financial statements filed herewith.

        Not applicable.

    (b)  Furnish  the  following information  with  respect  to any  fee  or any
       participation in  fees  received by  the  depositor from  any  underlying
       investment company or any affiliated person or investment adviser of such
       company.

        In  connection with  Fund Participation  Agreements with  the Trusts and
       their investment advisers or distributors, the depositor or the principal
       underwriter may in  some instances receive  fees of as  much as .20%  per
       year  from  the advisers  or their  affiliated  persons for  making Trust
       shares available  and/or providing  certain services  such as  individual
       contract recordkeeping.

27.  Describe the general character of the  business engaged in by the depositor
    including a statement as to any business other than that of depositor of the
    trust. If the depositor acts  or has acted in  any capacity with respect  to
    any  investment company or companies other than the trust, state the name or
    names of  such company  or companies,  their relationship,  if any,  to  the
    trust,  and  the  nature of  the  depositor's activities  therewith.  If the
    depositor has ceased to act  in such named capacity,  state the date of  and
    circumstance surrounding such cessation.

    The Company is principally engaged in offering group and individual life and
    health  insurance  policies  and annuity  contracts.  It is  licensed  to do
    business in 50 states, the District of Columbia and Puerto Rico. The Company
    is also the  depositor of three  other of its  separate accounts  registered
    with  the  Commission as  unit  investment trusts  which  fund or  will fund
    variable annuity  contracts  or  variable life  insurance  policies  of  the
    Company.  They are called CG Variable  Annuity Separate Account, CG Variable
    Annuity Separate Account II and CG Variable Life Insurance Separate  Account
    I.

OFFICIALS AND AFFILIATED PERSONS OF DEPOSITOR

28. (a) Furnish  as at  latest practicable  date the  following information with
        respect to the  depositor of the  trust, with respect  to each  officer,
        director,  or partner of the depositor, and with respect to each natural
        person directly or indirectly owning, controlling or holding with  power
        to  vote  5%  or  more  of  the  outstanding  voting  securities  of the
        depositor.

        (i) name and principal business address;

        (ii) nature of relationship or affiliation with depositor or the trust;

       (iii) ownership of all securities of the depositor;

       (iv) ownership of all securities of the trust;

        (v) other companies  of  which  each person  named  above  is  presently
            officer, director or partner.

                                       20
<PAGE>
        See the table below. See also Item 29.

    (b)  Furnish a  brief statement of  the business experience  during the last
       five years of each officer, director or partner of the depositor.

        See the table  below. Each  of these persons  has been  employed by  the
       Company  for more than five years in his or her present position or in an
       earlier position of lesser responsibility, except that prior to  December
       1994,  Mr.  Alexander was  Director,  Human Development,  E.I.  Dupont De
       Nemours, Inc. and  prior to May  1993, Dr. Schaffer  was Vice  President,
       Professional  Affairs,  Aetna Health  Plans, Aetna  Life &  Casualty. The
       address of each of them is 900 Cottage Grove Road, Hartford, CT 06152.

                     DIRECTORS AND OFFICERS OF THE COMPANY

<TABLE>
<CAPTION>
                                      POSITIONS AND OFFICES
       NAME AND ADDRESS                  WITH THE COMPANY
- ------------------------------  ----------------------------------
<S>                             <C>                                 <C>
Thomas C. Jones                 President
                                (Principal Executive Officer)
James T. Kohan                  Vice President and Actuary
                                (Principal Financial Officer)
Robert Moose                    Vice President
                                (Principal Accounting Officer)
David C. Kopp                   Corporate Secretary
                                Secretary
Stephen C. Stachelek            Vice President and Treasurer
Harold W. Albert                Director
S. Tyrone Alexander             Director and Senior Vice President
Martin A. Brennan               Director and Senior Vice President
Robert W. Burgess               Director
John G. Day                     Director and Chief Counsel
Lawrence P. English             Director and Chairman of the Board
Joseph M. Fitzgerald            Director and Senior Vice President
Faerie C. Kizzire               Director and Senior Vice President
Arthur C. Reeds, III            Director and Senior Vice President
W. Allen Schaffer, M.D.         Director and Senior Vice President
John Wilkinson                  Director, Senior Vice President
                                and Chief Financial Officer
</TABLE>

                                       21
<PAGE>
COMPANIES OWNING SECURITIES OF DEPOSITOR

29. Furnish as at latest practicable date the following information with respect
    to  each company which directly or  indirectly owns, controls or holds power
    to vote 5% or  more of the outstanding  voting securities of the  depositor:
    (a)  name  and  principal  business address;  (b)  nature  of  business; (c)
    ownership of all securities of the depositor.

    The Company is a wholly-owned subsidiary of Connecticut General  Corporation
    ("CGC"),  Bloomfield, Connecticut. CGC is a wholly-owned subsidiary of CIGNA
    Holdings Inc., Philadelphia, Pennsylvania, which is in turn wholly-owned  by
    CIGNA Corporation, Philadelphia, Pennsylvania. CGC is the holding company of
    various insurance companies, one of which is the Company.

    CIGNA Corporation has no information that any person or concern beneficially
    owns  more  than five  percent of  the outstanding  Common Stock,  except as
    reported on three Schedules 13G received in February 1995. The Windsor  Fund
    Series -- Windsor Funds, Inc. ("Windsor"), Vanguard Financial Center, Valley
    Forge, Pennsylvania 19482, reported sole voting power and shared dispositive
    power  as to 6,268,500 shares  of Common Stock, or  8.68% of the outstanding
    Common Stock as of  December 31, 1994.  Also, Wellington Management  Company
    ("Wellington"),  75  State  Street,  Boston,  Massachusetts  02109,  in  its
    capacity as  investment advisor  to Windsor  and other  investment  advisory
    clients,  reported shared  dispositive power  as to  7,136,400 shares (which
    includes the shares reported by Windsor), or 9.88% of the outstanding Common
    Stock as of  December 31, 1994,  and shared  voting power as  to 301,200  of
    these  shares. Finally, Sanford C. Bernstein  & Co., Inc. ("Bernstein"), One
    State Street  Plaza, New  York, New  York 10004,  reported sole  dispositive
    power  as to 5,788,890  of such shares,  or 8.02% of  the outstanding Common
    Stock as of December 31, 1994 and sole voting power as to 2,952,350 of these
    shares of Common Stock as of December 31, 1994.

CONTROLLING PERSONS

30. Furnish as at latest practicable date the following information with respect
    to any person, other than those covered by Items 28, 29, and 42 who directly
    or indirectly controls the depositor.

    None.

COMPENSATION OF OFFICERS AND DIRECTORS OF DEPOSITOR
COMPENSATION OF OFFICERS

31. Furnish  the following  information  with respect  to the  remuneration  for
    services  paid  by the  depositor  during the  last  fiscal year  covered by
    financial statements filed herewith:

    (a) directly to each of the  officers or partners of the depositor  directly
       receiving the three highest amounts of remuneration;

    (b)  directly  to all  officers  or partners  of  the depositor  as  a group
       exclusive of persons  whose remuneration  is included  under Item  31(a),
       stating  separately the aggregate amount paid by the depositor itself and
       the aggregate amount paid by all the subsidiaries;

    (c) indirectly or through subsidiaries to  each of the officers or  partners
       of the depositor.

        Not applicable with respect to the Account. As of this date, the Account
       had not yet commenced operations.

                                       22
<PAGE>
COMPENSATION OF DIRECTORS

32.  Furnish  the following  information with  respect  to the  remuneration for
    services, exclusive  of remuneration  reported under  Item 31,  paid by  the
    depositor  during the last fiscal year covered by financial statements filed
    herewith:

    (a) the aggregate direct remuneration to directors;

    (b) indirectly or through subsidiaries to directors.

        Not applicable with respect to the Account. See Item 31.

COMPENSATION TO EMPLOYEES

33. (a) Furnish the following information with  respect to the aggregate  amount
        of   remuneration  for  services  of  all  employees  of  the  depositor
        (exclusive of persons whose remuneration is reported in Items 31 and 32)
        who received remuneration in  excess of $10,000  during the last  fiscal
        year  covered by financial statements  filed herewith from the depositor
        and any of its subsidiaries.

        Not applicable with respect to the Account. See Item 31.

    (b) Furnish the following information  with respect to the remuneration  for
       services  paid directly during the last  fiscal year covered by financial
       statements filed herewith to the following classes of persons  (exclusive
       of  those  persons covered  by Item  33(a)):  (1) Sales  managers, branch
       managers, district managers  and other  persons supervising  the sale  of
       registrant's securities; (2) Salesmen, sales agents, canvassers and other
       persons  making  solicitations  but  not  in  supervisory  capacity;  (3)
       Administrative and clerical  employees; and  (4) Others  (specify). If  a
       person  is  employed in  more than  one  capacity, classify  according to
       predominant type of work.

        Not applicable with respect to the Account. See Item 31.

COMPENSATION TO OTHER PERSONS

34. Furnish the following  information with respect to  the aggregate amount  of
    compensation  for  services  paid  any person  (exclusive  of  persons whose
    remuneration  is  reported  in  Items  31,  32  and  33),  whose   aggregate
    compensation  in connection with services rendered with respect to the trust
    in all capacities exceeded  $10,000 during the last  fiscal year covered  by
    financial  statements  filed  herewith from  the  depositor and  any  of its
    subsidiaries.

    Not applicable with respect to the Account. See Item 31.

                                      IV.
                   DISTRIBUTION AND REDEMPTION OF SECURITIES

DISTRIBUTION OF SECURITIES

35. Furnish the names of the states in which sales of the trust's securities (A)
    are currently being  made, (B) are  presently proposed to  be made, and  (C)
    have  been discontinued,  indicating by  appropriate letter  the status with
    respect to each state.

    No sales  are  currently being  made.  It  is proposed  that  Policies  will
    initially  be  offered  in  all  jurisdictions  where  the  Company  has the
    authority to  sell the  Policies. The  sale  of the  Policies has  not  been
    discontinued in any states.

36.  If sales of the  trust's securities have at any  time since January 1, 1936
    been suspended for more than a  month describe briefly the reasons for  such
    suspension.

    Not applicable.

37. (a) Furnish  the following information  with respect to  each instance where
        subsequent to  January  1,  1937,  any  federal  or  state  governmental
        officer, agency, or regulatory body

                                       23
<PAGE>
        denied  authority  to distribute  securities of  the trust,  excluding a
        denial which was merely a procedural step prior to any determination  by
        such officer, etc., and which denial was subsequently rescinded.

        (1) Name of officer, agency or body.

        (2) Date of denial.

        (3) Brief statement of reason given for revocation.

        Not applicable.

    (b)  Furnish the following  information with regard  to each instance where,
       subsequent to January 1, 1937, the authority to distribute securities  of
       the  trust has been revoked by any federal or state governmental officer,
       agency or regulatory body.

        Not applicable.

38. (a) Furnish  a  general  description  of  the  method  of  distribution   of
        securities of the trust.

        The  Company  plans to  distribute  the Policies  through  the Account's
        principal underwriter, CIGNA Financial Advisors, Inc. ("CFA"), which  is
        a  broker-dealer registered with the Commission,  and is a member of the
        National Association of Securities  Dealers, Inc. ("NASD"). The  Company
        and   CFA   expect  to   enter  into   selling  agreements   with  other
        broker-dealers and insurance agencies to distribute the Policies.

    (b) State  the  substance of  any  current selling  agreement  between  each
       principal  underwriter  and  the  trust  or  the  depositor,  including a
       statement as to the inception and termination dates of the agreement, any
       renewal and termination provisions, and any assignment provisions.

        Not applicable.

    (c) State the substance  of any current agreements  or arrangements of  each
       principal  underwriter with dealers, agents, salesmen, etc., with respect
       to  commissions  and  overriding  commissions,  territories,  franchises,
       qualifications  and revocations. If  the trust is  the issuer of periodic
       payment plan certificates, furnish schedules of commissions and the bases
       thereof. In lieu of a statement concerning schedules of commissions, such
       schedules of commissions may be filed as Exhibit A(3)(c).

        Not applicable.

INFORMATION CONCERNING PRINCIPAL UNDERWRITER

39. (a) State  the  form  of  organization  of  each  principal  underwriter  of
        securities  of the trust, the name of the state of other sovereign power
        under the laws of which each  underwriter was organized and the date  of
        organization.

        CFA is a Connecticut corporation incorporated in 1967.

    (b)   State  whether   any  principal   underwriter  currently  distributing
       securities of  the trust  is  a member  of  the National  Association  of
       Securities Dealers, Inc.

        Not applicable.

40. (a) Furnish  the following information with respect  to all fees received by
        each principal underwriter of the trust  from the sale of securities  of
        the  trust and any other functions  in connection therewith exercised by
        such underwriter in such capacity or otherwise during the period covered
        by the financial statements filed herewith.

        Not applicable.

                                       24
<PAGE>
    (b) Furnish  the  following information  with  respect  to any  fee  or  any
       participation  in fees  received by  each principal  underwriter from any
       underlying investment  company or  any  affiliated person  or  investment
       adviser of such company:

        (1) The nature of such fee or participation.

        (2) The name of the person making payment.

        (3) The nature of the services rendered in consideration for such fee or
            participation.

        (4) The aggregate amount received during the last fiscal year covered by
            the financial statements filed herewith.

            Not applicable.

41. (a) Describe  the  general  character of  the  business engaged  in  by each
        principal underwriter, including  a statement as  to any business  other
        than  the  distribution  of  securities of  the  trust.  If  a principal
        underwriter acts  or has  acted  in any  capacity  with respect  to  any
        investment  company or companies other than the trust, state the name or
        names of such company or companies,  their relationship, if any, to  the
        trust  and the nature of such activities. If a principal underwriter has
        ceased to  act  in  such named  capacity,  state  the date  of  and  the
        circumstances surrounding such cessation.

        CFA,  a registered  broker-dealer and  a registered  investment adviser,
        engages both in the  distribution of securities, principally  investment
        company  securities,  and in  the provision  of  investment advice  to a
        variety of  clients. It  is the  principal underwriter  for three  other
        registered  separate  accounts  of  the  Company,  CG  Variable  Annuity
        Separate Account,  CG  Variable  Annuity Separate  Account  II,  and  CG
        Variable Life Separate Account I.

    (b)  Furnish as at latest practicable date the address of each branch office
       of each principal underwriter currently  selling securities of the  trust
       and  furnish the name  and residence address  of the person  in charge of
       such office.

        Not applicable.

    (c) Furnish the number of individual salesmen of each principal  underwriter
       through  whom any of the securities of the trust were distributed for the
       last fiscal year of the trust  covered by the financial statements  filed
       herewith  and furnish  the aggregate  amount of  compensation received by
       such salesmen in such year.

        Not applicable.

42. Furnish as at latest practicable date the following information with respect
    to each principal underwriter currently distributing securities of the trust
    and with respect  to each  of the officers,  directors or  partners of  such
    underwriter:  (a)  name and  principal business  address; (b)  position with
    principal underwriter; (c) ownership of securities of the trust.

    Not applicable.

43. Furnish, for the last fiscal year covered by the financial statements  filed
    herewith,  the  amount of  brokerage commissions  received by  any principal
    underwriter who is  a member of  a national securities  exchange and who  is
    currently distributing the securities of the trust or effecting transactions
    for the trust in the portfolio securities of the trust.

    Not applicable.

                                       25
<PAGE>
OFFERING PRICE OR ACQUISITION VALUATION OF
SECURITIES OF THE TRUST

44. (a) Furnish  the  following  information  with  respect  to  the  method  of
        valuation used  by the  trust for  purpose of  determining the  offering
        price  to the public of securities issued  by the trust or the valuation
        of shares  or interests  in the  underlying securities  acquired by  the
        holder of a periodic payment plan certificate:

        (1)  The source of  quotations used to determine  the value of portfolio
            securities.

            Each Fund's shares are valued at net asset value as supplied to  the
            Company by the Fund or its agent.

        (2) Whether opening, closing, bid, asked or any other price is used.

            See Items 44(a)(1) and 16.

        (3) Whether price is as of the day of sale or as of any other time.

            See Item 16.

        (4)   A  brief  description  of  the  methods  used  by  registrant  for
            determining other  assets  and  liabilities  including  accrual  for
            expenses and taxes (including taxes on unrealized appreciation).

            The  Account's assets and  liabilities (such as  charges against the
            Account) are valued in accordance with generally-accepted accounting
            principles on  an  accrual basis.  The  Company does  not  currently
            intend to create a reserve for its Federal income taxes.

        (5)  Other  items  which  registrant  adds to  the  net  asset  value in
            computing offering price of its securities.

            Not applicable.

        (6) Whether adjustments are made for fractions:

            (i) before adding distributor's compensation (load); and

            (ii) after adding distributor's compensation (load).

            Not applicable because the Account does not compute per-unit  values
            and  sales loads  in the  manner presupposed  by this  Item and Item
            44(b). Appropriate adjustments  will be  made for  fractions in  all
            computations.

    (b) Furnish a specimen schedule showing the components of the offering price
       of the trust's securities as the latest practicable date.

        No Policies have yet been offered for sale to the public.

    (c)  If  there  is  any  variation in  the  offering  price  of  the trust's
       securities to any person or  classes of persons other than  underwriters,
       state  the nature and amount of such variation and indicate the person or
       classes of persons to whom such offering is made.

        The Company does  not require  a premium payment  of a  fixed amount  at
       fixed  intervals for a specified time  period. A policyowner may, subject
       to the limitations set forth in Item 10(i), pay premiums at any frequency
       in any  amount. Nonetheless,  policyowners will  need to  pay  sufficient
       premiums  to maintain  adequate surrender  value to  pay monthly charges,
       including the  cost  of  insurance.  The cost  of  insurance  will  vary,
       depending   upon  the  insured's  age,  gender  classification  and  risk
       classification. In addition, there will be additional charges if optional
       insurance benefits are elected.

45. Furnish the  following information  with respect  to any  suspension of  the
    redemption  rights of  the securities issued  by the trust  during the three
    fiscal years covered by the financial statements filed herewith.

    Not applicable.

                                       26
<PAGE>
REDEMPTION VALUATION OF SECURITIES OF THE TRUST

46. (a) Furnish  the  following  information  with  respect  to  the  method  of
        determining the redemption or withdrawal valuation of securities  issued
        by the trust:

        (1)  The source of  quotations used to determine  the value of portfolio
            securities.

            See Item 44(a)(1).

        (2) Whether opening, closing, bid, asked or any other price is used.

            See Item 44(a)(2).

        (3) Whether price is as of the day of sale or as of any other time.

            As of the day a request for surrender is received at the Center.

        (4)  A  brief  description  of  the  methods  used  by  registrant   for
            determining  other  assets  and  liabilities  including  accrual for
            expenses and taxes (including taxes on unrealized appreciation).

            See Items 44(a)(4) and 18(c).

        (5) Other items  which registrant deducts  from the net  asset value  in
            computing redemption value of its securities:

            See Item 10(c).

        (6) Whether adjustments are made for fractions.

            Not applicable.

    (b)  Furnish a  specimen schedule showing  the components  of the redemption
       price to the holders of the  trust's securities as at latest  practicable
       date.

        No Policies have yet been offered for sale to the public.

PURCHASE AND SALE OF INTERESTS IN UNDERLYING SECURITIES
FROM AND TO SECURITY HOLDERS.

47. Furnish a statement as to the procedure with respect to the maintenance of a
    position  in  the  underlying  securities  or  interests  in  the underlying
    securities, the extent and nature thereof and the person who maintains  such
    a  position.  Include a  description of  the procedure  with respect  to the
    purchase of underlying securities or interests in underlying securities from
    security holders who exercise redemption  or withdrawal rights and the  sale
    of  such underlying securities and interests in the underlying securities to
    other security  holders.  State whether  the  method of  valuation  of  such
    underlying  securities or  interests in  underlying securities  differs from
    that set forth in Items  44 and 46. If any  item of expenditure included  in
    the determination of the valuation is not or may not actually be incurred or
    expended,  explain the  nature of  such item  and who  may benefit  from the
    transaction.

    The Company will invest net premiums, through the Account, in shares of  the
    underlying  Funds at net  asset value and allocate  them to the Sub-Accounts
    designated by a policyowner. Shares of the Funds are currently sold only  to
    the  Company  and  to  other  life  insurance  companies  to  support  their
    obligations under variable annuity and variable life insurance contracts and
    are not  sold  directly  to  the general  public.  The  Company  may  redeem
    sufficient shares of the appropriate Fund to pay death benefits, benefits at
    maturity,  or surrender proceeds, or for  other purposes contemplated by the
    Policies. In  addition, if  a policyowner  elects to  transfer  Accumulation
    Value  among the  Sub-Accounts, the  Company may  redeem shares  held in any
    Sub-Account from  which a  transfer  is made  and  purchase shares  for  any
    Sub-Account into which Accumulation Value is transferred. See Item 10(c).

                                       27
<PAGE>
                                       V.
                       INFORMATION CONCERNING THE TRUSTEE
                                  OR CUSTODIAN

48.  Furnish the following  information as to  each trustee or  custodian of the
    trust:

    (a) Name and principal business address.

    (b) Form or organization.

    (c) State or other sovereign  power under the laws  of which the trustee  or
       custodian was organized.

    (d) Name of governmental supervising or examining authority.

    Not applicable.

49.  State the basis for payment of fees or expenses of the trustee or custodian
    for services rendered with respect to the trust and its securities, and  the
    aggregate  amount  thereof for  the last  fiscal  year. Indicate  the person
    paying such fees or expenses. If any fees or expenses are prepaid, state the
    unearned amount.

    Not applicable.

50. State whether the trustee or custodian or any other person has or may create
    a lien  on the  assets  of the  trust and,  if  so, give  full  particulars,
    outlining the substance of the provisions of any indenture or agreement with
    respect thereto.

    The assets of the Account are not chargeable with liabilities arising out of
    any  other business that the  Company may conduct except  to the extent such
    assets exceed liabilities arising under the variable portion of the  Policy.
    The  income,  capital  gains, and  capital  losses of  each  Sub-Account are
    credited to  or charged  against  the assets  held  in that  Sub-Account  in
    accordance  with the  terms of  each Policy,  without regard  to the income,
    capital gains and capital losses of any other Sub-Account.

                                      VI.
                      INFORMATION CONCERNING INSURANCE OF
                             HOLDERS OF SECURITIES

51. Furnish the following  information with respect to  insurance of holders  of
    securities:

    (a) The name and address of the insurance company.

        The  name and address of the Company are set forth in the answer to Item
       2.

    (b) The types of Policies and whether individual or group Policies.

        The Policy is  an individual  flexible premium  variable life  insurance
       policy.

        Under  circumstances described in Item 10(d),  a Policy may be converted
       to a permanent life insurance policy with death benefits that do not vary
       based on the performance of a  separate account. The Policies are  issued
       on an individual basis.

    (c) The types of risks insured and excluded.

        Death  benefits, in an amount chosen by the insured. The Company assumes
       the risk  that  the  deductions  made  for  mortality  risks  will  prove
       inadequate  to cover actual mortality costs. The Company also assumes the
       risk that deductions for expenses may be inadequate.

    (d) The coverage of the Policies.

                                       28
<PAGE>
        See Paragraph (c) of this Item. The minimum specified amount is $50,000.
       Death benefit proceeds  will be reduced  by any outstanding  indebtedness
       and  any  due  and unpaid  charges  and  increased by  any  unearned loan
       interest.

    (e) The Beneficiaries of such Policies and the uses to which the proceeds of
       Policies must be put.

        The recipient of the benefits of the insurance undertakings described in
       Item 51(c) is either the owner  or the beneficiary under a Policy.  There
       are  no  restrictions  on  the  use  of  the  proceeds  other  than those
       established by a policyowner.

    (f) The terms and manners of cancellation and of reinstatement.

        The insurance undertakings described in Item 51(c) are an integral  part
       of a Policy and may not be terminated while a Policy remains in effect.

    (g)  The method of determining the amount  of premiums to be paid by holders
       of securities.

        See Items 13(a) and 13(d) for  the amount of charges imposed. See  Items
       10(c), 10(i) and 44(c) for the manner in which the premium is determined.

    (h)  The amount of  aggregate premiums paid to  the insurance company during
       the last fiscal year.

        Not applicable.

    (i) Whether any person other than the insurance company receives any part of
       such premiums, the name of each such person and the amounts involved, and
       the nature of the services rendered therefor.

        No person  other than  the  Company receives  any  part of  the  amounts
       deducted for assumption of mortality and expense risks.

    (j)   The  substance of  any other material  provisions of  any indenture or
       agreement of the trust relating to insurance.

        None.

                                      VII.
                              POLICY OF REGISTRANT

52. (a) Furnish the substance of  the provisions of  any indenture or  agreement
        with respect to the conditions upon which and the method of selection by
        which  particular portfolio  securities must  or may  be eliminated from
        assets of  the trust  or must  or  may be  replaced by  other  portfolio
        securities.  If an investment adviser or  other person is to be employed
        in connection with  such selection, elimination  of substitution,  state
        the name of such person, the nature of any affiliation to the depositor,
        trustee  or custodian, and any principal  underwriter, and the amount of
        remuneration to be received for such services. If any particular  person
        is  not designated in  the indenture or  agreement, describe briefly the
        method of selection of such person.

        See Items 10(g) and 10(h) as  regards the Company's right to  substitute
        any other investment for shares of any Fund.

    (b)  Furnish  the following  information  with respect  to  each transaction
       involving the elimination  of any underlying  security during the  period
       covered by the financial statements filed herewith.

        Not applicable.

                                       29
<PAGE>
    (c)  Describe the policy of  the trust with respect  to the substitution and
       elimination of the underlying securities of the trust with respect to:

        (1) the grounds for elimination and substitution;

        (2) the type of securities which may be substituted;

        (3) whether the acquisition of  such substituted security or  securities
            would  constitute the  concentration of  investment in  a particular
            industry or group  of industries  or would  conform to  a policy  of
            concentration  of investment  in a  particular industry  or group of
            industries;

        (4) whether such substituted securities may be the securities of another
            investment company; and

        (5) the substance of the provisions of any indenture or agreement  which
            authorize or restrict the policy of the registrant in this regard.

            See Items 10(g) and 10(h).

    (d)  Furnish a description  of any policy (exclusive  of policies covered by
       paragraphs (a) and (b) herein) of the  trust which is deemed a matter  of
       fundamental policy and which is elected to be treated as such.

        None.

53. (a) State the taxable status of the trust.

        The  Company does not initially expect to  incur any income tax upon the
        earnings or the realized gains attributable to the Account. Accordingly,
        the Company does not intend to  create a reserve for its Federal  income
        taxes  attributable to the Account.  If, however, the Company determines
        that it may incur  such taxes, it  may assess a  charge for those  taxes
        from the Account.

        Under  current  laws the  Company may  incur state  and local  taxes (in
        addition to premium  taxes) in  several states, and  will incur  certain
        federal  tax liabilities  in connection  with the  Policies. The premium
        load of 5.0% is intended to defray such obligations.

    (b) State  whether  the trust  qualified  for the  last  taxable year  as  a
       regulated  investment company as  defined in Section  851 of the Internal
       Revenue Code of  1954, and state  its present intention  with respect  to
       such qualification during the current taxable year.

        Not applicable. See Item 53(a).

                                     VIII.
                     FINANCIAL AND STATISTICAL INFORMATION

54.  If  the trust  is not  the  issuer of  periodic payment  plan certificates,
    furnish the following information  with respect to each  class or series  of
    its securities.

    Not applicable.

55.  If  the  trust is  the  issuer  of periodic  payment  plan  certificates, a
    transcript of a  hypothetical account  shall be filed  in approximately  the
    following  form on  the basis  of the  certificate calling  for the smallest
    amount of  payments. The  schedule shall  cover a  certificate of  the  type
    currently  being sold assuming that such certificate had been sold at a date
    approximately ten  years  prior  to  the date  of  registration  or  at  the
    approximate date of organization of the trust.

    Not applicable.

                                       30
<PAGE>
56. If the trust is the issuer of periodic payment plan certificates, furnish by
    years  for the period covered by  the financial statements filed herewith in
    respect of certificates sold during  each period, the following  information
    for  each  fully paid  type and  each installment  payment type  of periodic
    payment plan certificate currently being issued by the trust.

    Not applicable.

57. If the trust is the issuer of periodic payment plan certificates, furnish by
    years for the period covered by the financial statements filed herewith  the
    following  information for each installment payment type of periodic payment
    plan certificate currently being issued by the trust.

    Not applicable.

58. If the trust  is the issuer of  periodic payment plan certificates,  furnish
    the  following  information for  each installment  payment type  of periodic
    payment plan certificate outstanding as at the latest practicable date.

    Not applicable.

59. Financial statements:

    (a) FINANCIAL STATEMENTS OF THE TRUST

        Not applicable. The Trust is newly organized.

    (c) FINANCIAL STATEMENTS OF THE DEPOSITOR

   
        Consolidated balance sheets of the Depositor and its subsidiaries as  of
       December 31, 1994 and 1993, together with related consolidated statements
       of  income  and retained  earnings  and cash  flows  for the  years ended
       December 31,  1994,  1993 and  1992,  are incorporated  by  reference  to
       Pre-Effective  Amendment No. 2 to  registrant's Registration Statement on
       Form S-6 under  the Securities  Act of  1933 (File  No. 33-89238),  filed
       December 1, 1995.
    

                                       31
<PAGE>


                     CONSENT OF INDEPENDENT ACCOUNTANTS


We hereby consent to the incorporation by reference in this Amendment No. 1
to the registration statement of CG Variable Life Insurance Separate Account
II on Form N-8B-2 of our report dated February 13, 1995 relating to the
consolidated financial statements of Connecticut General Life Insurance
Company.


/s/ Price Waterhouse LLP

PRICE WATERHOUSE LLP
Hartford, Connecticut
December 1, 1995
<PAGE>
                                      IX.
                                    EXHIBITS

A.   (1) July  6,  1994 Resolution  of  the Board  of  Directors of  the Company
         authorizing establishment of the Account.

     (2) Not applicable.

     (3) (a) See Exhibit 3(b).
         (b) Form of selling agreement among depositor, principal underwriter
             and selling dealers.*
        (c) Schedule of sales commissions.

     (4) Not applicable.

   
     (5) (a)Proposed form  of individual  Policy (Form  LN 605),  together  with
            riders  LR434,  LR435, LR436  and LR437  and with  unisex provisions
            LN605AA.**
    

   
        (b)Proposed  form  of   group  Policy  (LN616),   together  with   group
           Certificate (LN617), and riders LR462, LR463, LR464, LR465, LR466 and
           LR467.
    

     (6) (a) Certificate of Incorporation of the Company.*
         (b) By-laws of the Company.*

     (7) Not applicable.

     (8)  Fund participation agreements between the depositor and certain of the
       underlying investment companies and affiliated persons.

        (a) To be filed by Amendment.

     (9) Not applicable.

   
    (10) Variable Life Application Forms B10244***, B10295 and B10296.
    

B.  (1) Not applicable.

    (2) Not applicable.

C.  Not applicable.

   
  * Incorporated by reference to Exhibits  of Post-Effective Amendment No. 1  to
    Registration  Statement on Form N-4 (File  No. 33-83020) filed June 22, 1995
    by CG Variable Annuity Separate Account II as registrant and the Company  as
    depositor.
    

   
 ** Incorporated  by reference to Exhibit A(5) of Registration Statement on Form
    N-8B2 (File No. 811-8970) filed March 13, 1995 by CG Variable Life Insurance
    Separate Account II as registrant.
    

   
*** Incorporated by reference to Exhibit A(10) of Registration Statement on Form
    N-8B2 (File No. 811-8970)  filed March 13, 1995  CG Variable Life  Insurance
    Separate Account II as registrant.
    

                                       32
<PAGE>
                                   SIGNATURE

   
    Pursuant  to the  requirements of  the Investment  Company Act  of 1940, the
depositor of the registrant has caused this Amendment No. 1 to this registration
statement on Form N-8B-2 (File No. 811-8970) to be duly signed on behalf of  the
registrant in Bloomfield, Connecticut on the 27th day of November, 1995.
    

                          CG VARIABLE LIFE INSURANCE SEPARATE ACCOUNT II
                          (Name of Registrant)

   
                          By: __________________THOMAS C. JONES_________________
                              Thomas C. Jones
                              President
                              Connecticut General Life Insurance Company
    

                          CONNECTICUT GENERAL LIFE INSURANCE COMPANY
                          (Name of Depositor)

   
                          By: _______________THOMAS C. JONES______________(Seal)
                              Thomas C. Jones
                              President
    

Attest:

   
______________/S/ EDWIN L. KERR______
Edwin L. Kerr
Counsel
    

                                       33

<PAGE>

                            SECRETARY'S CERTIFICATE

                   CONNECTICUT GENERAL LIFE INSURANCE COMPANY


The following is certified to be a true and correct copy of certain resolutions
adopted by the Board of Directors of Connecticut General Life Insurance Company
at a meeting held on July 6, 1994, a quorum being present; and such resolutions
remain in full force and effect as of the date of certification, not having been
amended, modified or rescinded since the date of its adoption.


          ESTABLISHMENT OF CG VARIABLE LIFE INSURANCE SEPARATE ACCOUNT II

     WHEREAS, Section 38a-433 of the Connecticut Insurance Laws permits a
     domestic life insurance company to establish one or more separate accounts;
     and

     WHEREAS, it is desired that the Company create such a separate account to
     house certain of its variable life insurance products;

     NOW, THEREFORE, BE IT RESOLVED:  That a separate account referred to herein
     as "CG Variable Life Insurance Separate Account II" is hereby established.

     FURTHER RESOLVED:  That the assets of CG Variable Life Insurance Separate
     Account II shall be derived solely from (a) sale of variable life insurance
     products, (b) funds corresponding to dividend accumulation with respect to
     investment of such assets, and (c) advances made by the Company in
     connection with operation of CG Variable Life Insurance Separate Account
     II.

     FURTHER RESOLVED:  That this Company shall maintain in CG Variable Life
     Insurance Separate Account II assets with a fair market value at least
     equal to the statutory valuation reserves for the variable life insurance
     policies.

     FURTHER RESOLVED:  That the officers of the Company be, and each of them
     hereby is, authorized in his or her discretion, as the Company may deem
     appropriate from time to time, in accordance with applicable laws and
     regulations (a) to divide CG Variable Life Insurance Separate Account II
     into divisions and subdivisions, with each division or subdivision
     investing in shares of designated classes of designated investment
     companies or other appropriate securities, (b) to modify or eliminate any
     such divisions or subdivisions, (c) to designate

<PAGE>

     further any division or subdivision thereof and (d) to change the
     designation of CG Variable Life Insurance Separate Account II to another
     designation.

     FURTHER RESOLVED:   That the officers of the Company be, and each of them
     hereby is, authorized to invest cash from the Company's general account in
     CG Variable Life Insurance Separate Account II or in any division or
     subdivision thereof as may be deemed necessary or appropriate to facilitate
     the commencement of the operations of CG Variable Life Insurance Separate
     Account II or to meet any minimum capital requirements under the Investment
     Company Act of 1940 and to transfer cash or securities from time to time
     between the Company's general account and CG Variable Life Insurance
     Separate Account II as deemed necessary or appropriate so long as such
     transfers are not prohibited by law and are consistent with the terms of
     the variable life insurance policies issued by the Company providing for
     allocations to CG Variable Life Insurance Separate Account II.

     FURTHER RESOLVED:   That the income, gains, and losses (whether or not
     realized) from assets allocated to CG Variable Life Insurance Separate
     Account II shall, in accordance with any variable life insurance policies
     issued by the Company providing for allocations to CG Variable Life
     Insurance Separate Account II, be credited to or charged against CG
     Variable Life Insurance Separate Account II without regard to the other
     income, gains, or losses of the Company.

     FURTHER RESOLVED:   That authority is hereby delegated to the President of
     the Company to adopt procedures regarding, among other things, criteria by
     which the Company shall afford a pass-through of voting rights to the
     owners of variable life insurance policies providing for allocation to CG
     Variable Life Insurance Separate Account II with respect to the shares of
     any investment companies which are held in CG Variable Life Insurance
     Separate Account II.

     FURTHER RESOLVED:   That the officers of the Company be, and each of them
     hereby is, authorized and directed to prepare and execute any necessary
     agreements to enable CG Variable Life Insurance Separate Account II to
     invest or reinvest the assets of CG Variable Life Insurance Separate
     Account II in securities issued by investment companies registered under
     the Investment Company Act of 1940 or other appropriate securities as the
     officers of the Company may designate pursuant to the provisions of the
     variable life insurance policies providing for allocations to CG Variable
     Life Insurance Separate Account II.

<PAGE>

     FURTHER RESOLVED:   That the Company may register under the Securities Act
     of 1933 variable life insurance policies, or units of interest thereunder,
     under which amounts will be allocated by the Company to CG Variable Life
     Insurance Separate Account II to support reserves for such policies and, in
     connection therewith, the officers of the Company be, and each of them
     hereby is, authorized, to prepare, execute and file with the Securities and
     Exchange Commission, in the name and on behalf of the Company, registration
     statements under the Securities Act of 1933, including prospectuses,
     supplements, exhibits and other documents relating thereto, and amendments
     to the foregoing, in such form as the officer executing the same may deem
     necessary or appropriate.

     FURTHER RESOLVED:   That the officers of the Company be, and each of them
     hereby is, authorized to take all actions necessary to register CG Variable
     Life Insurance Separate Account II as a unit investment trust under the
     Investment Company Act of 1940 and to take such related actions as they
     deem necessary and appropriate to carry out the foregoing.

     FURTHER RESOLVED:   That the officers of the Company be, and each of them
     hereby is, authorized to prepare, execute and file with the Securities and
     Exchange Commission, applications and amendments thereto for such
     exemptions from or orders under the Investment Company Act of 1940 and the
     Securities Act of 1933, and to request from the Securities and Exchange
     Commission no action and interpretative letters as they may from time to
     time deem necessary or desirable.

     FURTHER RESOLVED:   That the officers of the Company be, and each of them
     hereby is, authorized to prepare, execute and file all periodic reports
     required under the Investment Company Act of 1940 and the Securities
     Exchange Act of 1934.

     FURTHER RESOLVED:   That the Chief Counsel of the Company, or the person as
     is designated by him from time to time, is hereby appointed as agent for
     service under any such registration statement and is duly authorized to
     receive communications and notices from the Securities and Exchange
     Commission with respect thereto, and to exercise powers given to such agent
     by the Securities Act of 1933 and the Rules thereunder and any other
     necessary Acts.

     FURTHER RESOLVED:   That the officers of the Company be, and each of them
     hereby is, authorized to effect in the name and on behalf of the Company,
     all such registrations, filings and qualifications under blue sky or other
     applicable securities laws and regulations and

<PAGE>

     under insurance securities laws and insurance laws and regulations of such
     states and other jurisdictions as they may deem necessary or appropriate,
     with respect to the Company, and with respect to any variable life
     insurance policies under which amounts will be allocated by the Company to
     CG Variable Life Insurance Separate Account II to support reserves for such
     policies; such authorization shall include registration, filing and
     qualification of the Company and of said policies, as well as registration,
     filing and qualification of officers, employees and agents of the Company
     as brokers, dealers, agents, salespersons, or otherwise; and such
     authorization shall also include, in connection therewith, authority to
     prepare, execute, acknowledge and file all such applications, applications
     for exemptions, certificates, affidavits, covenants, consents to service of
     process and other instruments, and to take all such action as the officer
     executing the same or taking such action may deem necessary or desirable.

     FURTHER RESOLVED:   That the officers of the Company be, and each of them
     hereby is, authorized to execute and deliver all such documents and papers
     and to do or cause to be done all such acts and things as they may deem
     necessary or desirable to carry out the foregoing resolutions and the
     intent and purpose thereof.


Dated:  July 6, 1994                              /s/ David C. Kopp
      -------------------------                  ----------------------------
                                                 David C. Kopp
                                                 Corporate Secretary


(SEAL)


<PAGE>

                                                                 EXHIBIT A(3)(c)


                          SCHEDULE OF SALES COMMISSIONS


                                               Base        Expense   Total Sales
                                             Commissions  Allowance  Commissions
                                             -----------  ---------  -----------
        Year 1* . . . . . . . . . . . . . . .  50.00%     125.00%     112.50%
        Year 2 - Year 10. . . . . . . . . . .   2.50%     125.00%       5.63%
        Year 11+. . . . . . . . . . . . . . .   2.50%     125.00%       5.63%




     * In Year 1, the base commission is payable up to the breakpoint premium.
       The amount of commission paid on the premium received in excess of the
       breakpoint premium is 3%.




<PAGE>





     CONNECTICUT GENERAL LIFE INSURANCE COMPANY
     A Stock Company          Home Office Location:  900 Cottage Grove Road
                                                    Bloomfield, Connecticut
     MAILING ADDRESS:  CIGNA INDIVIDUAL INSURANCE
                       VARIABLE PRODUCTS SERVICE CENTER - ROUTING S249
                       HARTFORD, CT  06152-2249




The Company agrees with the Policyowner to provide the benefits in this policy.

RIGHT TO EXAMINE THIS GROUP POLICY.  The policy may be returned to the insurance
agent through whom it was purchased or to the Company within 45 days of the date
the application is signed by the Policyowner or within 10 days after receipt of
the policy, (20 days after its receipt where required by law for group policies
issued in replacement of other insurance), whichever is later.  During this
period, the premium paid will be placed in the Fixed Account, and if the policy
is so returned, it will be deemed void from the Policy Date of Issue and the
Company will refund all premium paid.

ALL BENEFITS AND VALUES PROVIDED BY THIS GROUP POLICY WHEN BASED ON THE
INVESTMENT EXPERIENCE OF THE VARIABLE ACCOUNT ARE VARIABLE AND ARE NOT
GUARANTEED AS TO DOLLAR AMOUNT.

The policy is governed by the laws of the jurisdiction of issue and is issued
and accepted subject to the terms set forth on this page and on the following
pages, which are made a part of the policy.  In consideration of the application
for it, this policy is executed by Connecticut General Life Insurance Company as
of its Policy Date of Issue.




                                                       /s/ Thomas C. Jones
                                                            PRESIDENT
               Registrar




   FLEXIBLE PREMIUM GROUP VARIABLE LIFE INSURANCE POLICY - NON-PARTICIPATING



LN616

<PAGE>

     TABLE OF CONTENTS

                                                                            Page

Policy Specifications........................................................3

List of Variable Account Sub-Accounts........................................5

Schedule 1:  Surrender Charges...............................................7

Schedule 2:  Expense Charges and Fees........................................8

Schedule 3:  Table of Guaranteed Maximum Cost of Insurance Rates.............9

Schedule 4:  Corridor Percentages Table.....................................10

Definitions.................................................................11

Premium and Reinstatement Provisions........................................12

Ownership, Assignment and Beneficiary Provisions............................13

Variable Accounts Provisions................................................14

Certificate Values Provisions...............................................15

Transfer Privilege Provision................................................18

Nonforfeiture and Surrender Value Provisions................................19

Loan Provisions.............................................................19

Insurance Coverage Provisions...............................................20

General Provisions..........................................................22


Followed by Optional Methods of Settlement and Any Riders

Note:  Pages 4 and 6 are intentionally "blank".






LN616                                                            2
<PAGE>

                              POLICY SPECIFICATIONS
<TABLE>
<S>                         <C>                         <C>                    <C>
                  Insured   Per Each Certificate          Group Policy Number  SPECIMEN
 Initial Specified Amount   Per Each Certificate        Policy Date of Issue   12/01/95
 Minimum Specified Amount   Per Each Certificate                    Issue Age  Per Each Certificate
  Monthly Anniversary Day   Per Each Certificate                Premium Class  Per Each Certificate
</TABLE>

LN616 FLEXIBLE PREMIUM GROUP VARIABLE LIFE INSURANCE

DEATH BENEFIT:  The Death Benefit Option is that elected under each certificate.

PREMIUM PAYMENTS:   Per Each Certificate

PAYMENT MODE:  Per Each Certificate

GUARANTEED INITIAL DEATH BENEFIT PREMIUM:     Per Each Certificate


     NOTE:     Each certificate may terminate prior to its Coverage Date if
               actual premiums paid, interest credited and market performance
               are insufficient to maintain a positive surrender value to
               continue coverage to that date.  The Coverage Date under each
               certificate is the certificate anniversary nearest to the
               Insured's age 100.

GUIDELINE ANNUAL PREMIUM AMOUNT: Per Each Certificate
     NOTE:     A separate Guideline Annual Premium Amount will apply to
               increases if any, in Specified Amount.

LIMITS ON ALLOCATION OF NET PREMIUM PAYMENTS:  Under each certificate, the
minimum allocation percentage to the Fixed Account or a Variable Account
Sub-Account is 10%.  All allocations must be made in whole percentages and in
aggregate must total 100%.  Premium payments will be allocated net of the
Premium Load specified in Schedule 2.

LIMITS ON TRANSFERS:  Transfer(s) from the Fixed Account under each certificate
may only be made during the 30-day period following each Certificate Anniversary
and is (are) subject to a maximum aggregate annual limit of 20% of the Fixed
Account Value as of that Certificate Anniversary.  Additionally, the Company has
the right to limit the dollar amount of such transfers.

GUARANTEED MINIMUM INTEREST RATES:  Under each certificate, the interest rate
used to credit interest on the Fixed Account Value may vary but will never be
less than .010746% compounded daily (4% compounded yearly).

The interest rate used to credit interest on the Loan Account Value may vary but
will never be less than the loan interest rate less 2% per year during
Certificate Years 1 through 10 and less 1% per year thereafter.  (As of the
Policy Date of Issue, the difference between the loan interest rate charged and
the interest rate credited on the Loan Account Value is 1% per year for
Certificate Years 1 through 10 and .50% per year thereafter.)


POLICYOWNER:  CIGNA VARIABLE PRODUCTS TRUST (DATED 06/07/95)

JURISDICTION OF ISSUE OF GROUP POLICY:  RHODE ISLAND

CERTIFICATE OWNER:  PER EACH CERTIFICATE

BENEFICIARY:  PER EACH CERTIFICATE




LN616                                                                          3

<PAGE>

                                 LIST OF VARIABLE ACCOUNT SUB-ACCOUNTS

<TABLE>

FUND GROUPS                                              FUNDS (SUB-ACCOUNTS)
<S>                                                      <C>

AIM
   AIM Variable Insurance Funds, Inc.                    AIM V.I. Capital Appreciation Fund
                                                         AIM V.I. Diversified Income Fund
                                                         AIM V.I. Growth Fund
                                                         AIM V.I. Value Fund

FIDELITY INVESTMENTS
   Variable Insurance Products Fund                      Equity-Income Portfolio
   Variable Insurance Products Fund II                   Asset Manager Portfolio
                                                         Investment Grade Bond Portfolio

MASSACHUSETTS FINANCIAL SERVICES
   MFS Variable Insurance Trust                          MFS Total Return Series
                                                         MFS Utilities Series
                                                         MFS World Governments Series

QUEST FOR VALUE
  Quest for Value Accumulation Trust                     Quest Global Equity Portfolio
                                                         Quest Managed Portfolio
                                                         Quest Small Cap Portfolio

TEMPLETON
   Templeton Variable Product Funds                      Templeton Asset Allocation Fund
                                                         Templeton International Fund
                                                         Templeton Stock Fund


</TABLE>

NOTE:       NET PREMIUM PAYMENTS UNDER EACH CERTIFICATE MAY ALSO BE ALLOCATED TO
            THE FIXED ACCOUNT.




VARIABLE ACCOUNT SEPARATE ACCOUNT:   CG Variable Life Insurance Separate Account
II:  A Connecticut General Life Insurance Company separate Investment Account
which was established on July 6, 1994.


LN616                                                                         5

<PAGE>

                                SCHEDULE 1:   SURRENDER CHARGES

Surrender charges are used in the determination of the surrender value under
each certificate and are assessed upon surrender of a certificate.  Such charges
are applicable within 10 years of the Certificate Date and within 10 years
following the date of any increase in Specified Amount under each certificate.
The surrender charge is calculated as (a) times (b), where (a) is the sum of (i)
a Deferred Sales Charge and (ii) a Deferred Administrative Charge and (b) is the
applicable Surrender Charge Grading Factor from the table below, but in no event
will the surrender charge ever exceed the maximum surrender charge allowed by
law.

(a) (i)    The Deferred Sales Charge is based on the actual premium paid and the
           applicable Guideline Annual Premium Amount, and is calculated as
           follows:

     DURING CERTIFICATE YEAR*:

     1 and 2     28.5% of the sum of premiums paid up to an amount equal to the
                 Guideline Annual Premium Amount, plus 8.5% of the sum of
                 premiums paid between one and two times the Guideline Annual
                 Premium Amount, plus 7.5% of the sum of premiums paid in excess
                 of two times the Guideline Annual Premium Amount.

     3 through 10      Same dollar amount as end of Certificate Year* 2.

    (ii)   The Deferred Administrative Charge is $6.00 per $1,000 of Specified
           Amount.

(b)  SURRENDER CHARGE GRADING FACTORS
            Certificate Years* 1-5        100%
            Certificate Year     6         80%
            Certificate Year     7         60%
            Certificate Year     8         40%
            Certificate Year     9         20%
            Certificate Year    10          0%

     If a surrender becomes effective at other than the end of a Certificate
     Year, any applicable surrender charge grading factor will be applied on a
     pro rata basis as of such effective date.

     *NUMBER OF CERTIFICATE YEARS ELAPSED SINCE THE CERTIFICATE DATE OR
     FROM THE EFFECTIVE DATE(S) OF ANY INCREASE(S) IN SPECIFIED AMOUNT
     UNDER THE CERTIFICATE.

No surrender charge is applied upon either a partial surrender or a decrease in
Specified Amount under a certificate, however, a transaction fee of $25 is
assessed for each partial surrender and will be processed as set forth in the
"Partial Surrender" provision, and for any decrease in Specified Amount effected
while surrender charges apply under the certificate, there will be no change in
the surrender charge from that which was applicable before the decrease took
effect.



LN616                                                                          7
<PAGE>

                             SCHEDULE 2:  EXPENSE CHARGES AND FEES

PREMIUM LOAD.  A charge equal to 5.0% of each premium payment will be deducted
under each certificate to cover applicable state taxes, federal income tax
liabilities, and a portion of sales expenses.

MONTHLY ADMINISTRATIVE FEE.  A monthly deduction is made under each certificate
on each Monthly Anniversary Day. (See "Monthly Deduction" provision.)  It
includes an administrative fee charge, cost of insurance charges and any charges
for supplemental riders or optional benefits.

The monthly administrative fee as of each Certificate Date is $15.00 per month
during the first Certificate Year and $5.00 per month during subsequent
Certificate Years.  This fee may be changed by the Company after the first
Certificate Year based on its expectations of future expenses, but the amount of
such fee is guaranteed not to exceed $10.00 per month.

CHARGES AND FEES ASSOCIATED WITH THE VARIABLE ACCOUNT SUB-ACCOUNTS.  For
mortality and expense risk, an asset charge is deducted from each Variable
Account Sub-Account under each certificate at the end of each Valuation Period.
This charge may be changed by the Company from time to time, but it is
guaranteed not to exceed a daily rate which is equivalent to .90% annually of a
Sub-Account's Value.  As of the Policy Date of Issue, this charge was equal to a
daily rate which is equivalent to .80% annually during Certificate Years 1
through 12 and a daily rate which is equivalent to .55% annually during the 13th
and later Certificate Years.

In addition, Daily Fund Operating Expenses will be applied by each Fund as set
forth in the prospectus for the applicable Fund(s).

TRANSFER FEE.  A transaction fee of $25 applies to each transfer in excess of 12
made during any Certificate Year.



LN616                                                                         8
<PAGE>

           SCHEDULE 3: TABLE OF GUARANTEED MAXIMUM COST OF INSURANCE RATES
            (ATTAINED AGE MONTHLY RATES PER $1,000 OF NET AMOUNT AT RISK)

SPECIAL NOTE:  The actual monthly cost of insurance rates charged under each
               certificate will vary based on the sex, attained age (nearest
               birthday) and Premium Class of the person insured; however, they
               will not exceed the rates shown in the table below.  In
               determining the monthly cost of insurance, the Company will add
               the amount of the Flat Extra Monthly Insurance Cost, if any,
               shown in the Certificate Specifications. If the person insured is
               in a rated premium class, the Guaranteed Maximum Life Insurance
               Rates will be those in the table multiplied by the Risk Factor,
               if any, shown in the Certificate Specifications.  The rates below
               are based on the 1980 CSO Tables (Male or Female as appropriate).

<TABLE>
<CAPTION>

ATTAINED                         ATTAINED                         ATTAINED
  AGE       MALE      FEMALE       AGE       MALE       FEMALE       AGE          MALE         FEMALE
(NEAREST   MONTHLY    MONTHLY    (NEAREST   MONTHLY    MONTHLY    (NEAREST       MONTHLY       MONTHLY
BIRTHDAY)   RATE       RATE      BIRTHDAY)   RATE       RATE      BIRTHDAY)       RATE          RATE
- -------------------------------  -----------------------------   -------------------------------------
<S>       <C>          <C>       <C>       <C>          <C>       <C>            <C>           <C>
  0       0.34845      0.24089    35       0.17586      0.13752       70         3.30338       1.84590
  1       0.08917      0.07251    36       0.18670      0.14669       71         3.62140        2.02325
  2       0.08251      0.06750    37       0.20004      0.15752       72         3.98666        2.24419
  3       0.08167      0.06584    38       0.21505      0.17003       73         4.40599        2.51548
  4       0.07917      0.06417    39       0.23255      0.18503       74         4.87280        2.83552
- -------------------------------  ------------------------------  -------------------------------------
  5       0.07501      0.06334    40       0.25173      0.20171       75         5.37793        3.19685
  6       0.07167      0.06084    41       0.27424      0.22005       76         5.91225       3.59370
  7       0.06667      0.06000    42       0.29675      0.23922       77         6.46824       4.01942
  8       0.06334      0.05834    43       0.32260      0.25757       78         7.04089       4.47410
  9       0.06167      0.05750    44       0.34929      0.27674       79         7.64551       4.97042
- -------------------------------  ------------------------------  -------------------------------------
  10      0.06084      0.05667    45       0.37931      0.29675       80         8.30507       5.52957
  11      0.06417      0.05750    46       0.41017      0.31677       81         9.03761       6.17118
  12      0.07084      0.06000    47       0.44353      0.33761       82         9.86724       6.91414
  13      0.08251      0.06250    48       0.47856      0.36096       83        10.80381       7.77075
  14      0.09584      0.06667    49       0.51777      0.38598       84        11.82571       8.72632
- -------------------------------  ------------------------------  -------------------------------------
  15      0.11085      0.07084    50       0.55948      0.41350       85        12.91039       9.76952
  16      0.12585      0.07501    51       0.60870      0.44270       86        14.03509      10.89151
  17      0.13919      0.07917    52       0.66377      0.47523       87        15.18978      12.08770
  18      0.14836      0.08167    53       0.72636      0.51276       88        16.36948      13.35774
  19      0.15502      0.08501    54       0.79730      0.55114       89        17.57781      14.70820
- -------------------------------  ------------------------------  -------------------------------------
  20      0.15836      0.08751    55       0.87326      0.59118       90        18.82881      16.15259
  21      0.15919      0.08917    56       0.95591      0.63123       91        20.14619      17.71416
  22      0.15752      0.09084    57       1.04192      0.66961       92        21.57655      19.43814
  23      0.15502      0.09251    58       1.13378      0.70633       93        23.20196      21.40786
  24      0.15169      0.09501    59       1.23235      0.74556       94        25.28174      23.83051
- -------------------------------  ------------------------------  -------------------------------------
  25      0.14752      0.09668    60       1.34180      0.78979       95        28.27411      27.16158
  26      0.14419      0.09918    61       1.46381      0.84488       96        33.10677      32.32378
  27      0.14252      0.10168    62       1.60173      0.91417       97        41.68475      41.21204
  28      0.14169      0.10501    63       1.75809      1.00267       98        58.01259      57.81394
  29      0.14252      0.10835    64       1.93206      1.10539       99        83.33333      83.33333
- -------------------------------  ------------------------------  -------------------------------------
  30      0.14419      0.11251    65       2.12283      1.21731
  31      0.14836      0.11668    66       2.32623      1.33511
  32      0.15252      0.12085    67       2.54312      1.45461
  33      0.15919      0.12502    68       2.77350      1.57247
  34      0.16669      0.13168    69       3.02328      1.69955
- -------------------------------   -----------------------------
</TABLE>

LN616                                                            9
<PAGE>

                     SCHEDULE 4:  CORRIDOR PERCENTAGES TABLE


As of the Policy Date of Issue the formula in effect to determine the amount
under item (b) of both Death Benefit Option 1 and Death Benefit Option 2 is
based on a percent of the Accumulation Value as determined from the following
table:
<TABLE>
<CAPTION>

        INSURED'S          CORRIDOR             INSURED'S          CORRIDOR
     ATTAINED AGE        PERCENTAGE          ATTAINED AGE        PERCENTAGE
     ------------        ----------          ------------        ----------
     <S>                 <C>                 <C>                 <C>
            0-40             250%                    70                115%
             41              243                     71                113
             42              236                     72                111
             43              229                     73                109
             44              222                     74                107
     ------------        ----------          ------------        ----------
             45              215                     75                105
             46              209                     76                105
             47              203                     77                105
             48              197                     78                105
             49              191                     79                105
     ------------        ----------          ------------        ----------
             50              185                     80                105
             51              178                     81                105
             52              171                     82                105
             53              164                     83                105
             54              157                     84                105
     ------------        ----------          ------------        ----------
             55              150                     85                105
             56              146                     86                105
             57              142                     87                105
             58              138                     88                105
             59              134                     89                105
     ------------        ----------          ------------        ----------
             60              130                     90                105
             61              128                     91                104
             62              126                     92                103
             63              124                     93                102
             64              122                     94                101
     ------------        ----------          ------------        ----------
             65              120                     95                100
             66              119                     96                100
             67              118                     97                100
             68              117                     98                100
             69              116                     99                100
     ------------        ----------          ------------        ----------
</TABLE>



LN616                                                           10


<PAGE>

                                   DEFINITIONS

ACCUMULATION VALUE.  The sum of (i) the then current value of the Fixed Account,
(ii) all of the then current values of the Variable Account Sub-Accounts (i.e.
the Variable Account Value), and (iii) the Loan Account Value under the
certificate.

CERTIFICATE ANNIVERSARIES AND CERTIFICATE YEARS.  Twelve-month periods measured
from each Certificate Date.

CERTIFICATE DATE (OR "DATE OF ISSUE").  The date on which a certificate becomes
effective.  The Certificate Date is shown in each Certificate Specifications.
The term "Date of Issue", by itself, shall mean Certificate Date.

CERTIFICATE OWNER (OR "OWNER").  The Certificate Owner is defined under
"Ownership, Assignment and Beneficiary Provisions".  The term "Owner", by
itself, shall mean Certificate Owner.

COMPANY.  Connecticut General Life Insurance Company.

DUE PROOF OF DEATH.  An original certified copy of an official death
certificate, an original certified copy of a decree of a court of competent
jurisdiction as to the finding of death, or any other proof of death
satisfactory to the Company.

FIXED ACCOUNT.  The account which provides for a guaranteed minimum interest
rate.  The Company may, at its discretion, credit a higher current rate of
interest.  Fixed Account assets are general assets of the Company and are
distinguishable from those allocated to a separate account of the Company.

FUND(S).  The Portfolio(s) of Fund Groups whose shares are acquired for the
Variable Account Sub-Accounts in which Net Premium Payments or transfers may be
invested.

FUND GROUPS.  The open-end management investment companies (mutual funds)
registered under the Investment Company Act of 1940, as amended, (hereinafter
referred as the "1940 Act"), one or more of whose Portfolio(s)' shares are made
available as investment vehicles for the policies through the Variable Account
Sub-Accounts.

HOME OFFICE.   The term "Home Office" means the home office of Connecticut
General Life Insurance Company, the mailing address of which for a certificate
issued under this group policy is CIGNA Individual Insurance, Variable Products
Service Center - Routing S249, Hartford, Connecticut 06152-2249.

IN WRITING.  The term "in writing" means in a written form satisfactory to the
Company and received by the Company at its Home Office.

LOAN ACCOUNT.  The account in which a certificate's indebtedness (outstanding
loans and interest) accrues once it is transferred out of the Fixed Account and
Variable Account Sub-Accounts.  The Loan Account is part of the Company's
general account.

LOAN ACCOUNT VALUE.  The value of the Loan Account, the amount of which equals
the indebtedness under the certificate.

MONTHLY ANNIVERSARY DAY.  The day of the month, as shown in the Certificate
Specifications, under each certificate, when the Company deducts certain
charges.  If that day does not occur on a Valuation Day or is nonexistent for
that month, then such charges will be deducted on the next Valuation Day.

NET ACCUMULATION VALUE.  An amount equal to the Accumulation Value less the
amount of indebtedness, if any, in the Loan Account.

NET PREMIUM PAYMENT.  The amount of a premium payment, under each certificate,
less the premium load shown in Schedule 2.  A Net Premium Payment is the amount
available for allocation to the Fixed Account and the Variable Account
Sub-Accounts.

POLICY DATE OF ISSUE:  The date on which this group policy becomes effective.

POLICYOWNER.  The person or entity designated in the Policy Specifications.


LN616                                                                    11

<PAGE>

                             DEFINITIONS (CONTINUED)

SEC.  The Securities and Exchange Commission.

SUB-ACCOUNT.  That portion of the Variable Account which invests in shares of a
specific Fund.

VALUATION DAY.  Every day on which the New York Stock Exchange ("NYSE") is open
for business, except any day on which trading on the NYSE is restricted, or on
which an emergency exists, as determined by the SEC, so that valuation or
disposal of securities is not practicable.

VALUATION PERIOD.  The period of time for which a Fund determines its net asset
value; a Valuation Period begins on the day following a Valuation Day and ends
on the next Valuation Day.  A Valuation Period may be more than one day in
length.

VARIABLE ACCOUNT.   The account consisting of all Sub-Account(s) invested in
shares of the Fund(s).  Variable Account assets are separate account assets of
the Company, the investment performance of which is kept separate from that of
the general assets of the Company and are not chargeable with the general
liability of the Company.

VARIABLE ACCUMULATION UNIT.  A unit of measure used in the calculation of the
value of each Variable Account Sub-Account.

                      PREMIUM AND REINSTATEMENT PROVISIONS

PAYMENT OF PREMIUMS.  Under each certificate all premiums are payable at the
Home Office or to an authorized representative of the Company.  The first
premium is due on the Certificate Date and is payable in advance.  Additional
premiums may be paid under each certificate before the Coverage Date subject to
the consent of the Company and the requirements specified under the "Minimum
Premiums" and "Additional Premiums" provisions.  Receipts signed by the
President or Secretary and duly countersigned will be furnished upon request.

MINIMUM PREMIUMS.  The minimum premium under each certificate is the amount
necessary to maintain a positive surrender value as set forth under the "Grace
Period" provision.  The Guaranteed Initial Death Benefit Premium, as shown in
the Certificate Specifications under each certificate, is not mandatory but is
the premium amount necessary to guarantee that the death benefit will not be
less than the Initial Specified Amount during the first 5 Certificate Years
regardless of market performance, assuming that there are no loans or partial
surrenders under the certificate.  If premiums paid less any partial surrenders
and certificate loans exceed the minimum premium, the certificate will not lapse
during the first 5 certificate years

PLANNED PREMIUMS.  The Company will send premium reminder notices for the
amounts and frequency of payments established by each Certificate Owner.
Changes in the amounts or frequency of such planned periodic payments by each
Certificate Owner will be subject to the consent of the Company.

COVERAGE DATE.  Payment of (a) the Guaranteed Initial Death Benefit Premium
shown in each Certificate Specifications, or (b) Planned Premiums payable in
accordance with the payment mode specified, may not continue the certifiate in
force until the Coverage Date even if the amount is paid as scheduled.  The
Coverage Date is not guaranteed based upon the level of Planned Premiums.  The
period for which a certificate will continue will depend on:

1.   The amount, timing, and frequency of premium payment;
2.   Changes in the Specified Amount and Death Benefit options;
3.   Interest credits and insurance costs;
4.   Changes in deductions for riders, if any; and
5.   Partial withdrawals and loans.

ADDITIONAL PREMIUMS.  In addition to planned premiums, if any, additional
premium payments of at least $100.00 each may be made before the Coverage Date
during the continuance of a certificate.  The Company reserves the right to
limit the amount or number of any such additional premium payments if such is
necessary to qualify the certificate as life insurance under the Internal
Revenue Code.

Unless otherwise specified by the Certificate Owner, if there is any certificate
indebtedness, any additional premiums paid will be used first as a loan
repayment with any excess applied as an additional premium.

ALLOCATION OF NET PREMIUM PAYMENTS.  Net Premium Payments may be allocated to
the Fixed Account and/or to Variable Account Sub-Accounts under a certificate
subject to the "Limits on Allocation of Net Premium Payments" shown in the
Certificate Specifications. The Net Premium Payment associated with the initial
premium payment will be allocated within 3 business days of the expiration of
each certificate's "Right To Examine The Certificate" period in accordance with
the allocation percentages specified in the application.  Subsequent Net Premium
Payments will be allocated under each certificate on the same basis as the most
recent previous Net Premium Payment unless the Company is otherwise instructed
in writing to change the allocation percentages.

LN616                                                                      12
<PAGE>


                PREMIUM AND REINSTATEMENT PROVISIONS (CONTINUED)

GUIDELINE ANNUAL PREMIUM AMOUNT.   The level annual amount as shown in the
Certificate Specifications as of the Certificate Date is an amount calculated in
accordance with SEC Rule 6e-3(T) under the 1940 Act as in effect on such date.
The Guideline Annual Premium Amount under each certificate is used in
determining the amount of the surrender charges if the certificate is
surrendered during a period for which surrender charges are applicable.

GRACE PERIOD.  If the surrender value on any Monthly Anniversary Day under a
certificate is less than the required monthly deduction, a grace period of 61
days will be granted to pay a premium sufficient to cover the required monthly
deduction.  If, however, the Guaranteed Initial Death Benefit Premium
requirement as set forth in the Certificate Specifications is met, the
certificate will not lapse during the first 5 Certificate Years and a minimum
death benefit amount at least equal to the Initial Specified Amount will be
guaranteed during that period, regardless of market performance (assuming that
there are no loans or partial surrenders under the certificate).  If premiums
paid less any partial surrenders and certificate loans exceed the minimum
premium, the certificate will not lapse during the first 5 certificate years.

At least 31 days before the end of the grace period the Company will send a
notice that there is insufficient value under the certificate.  The notice will
show the amount of premium required to cover the monthly deduction to prevent
the certificate from lapsing and will be mailed to the last known addresses of
the Certificate Owner and the assignee of record with the Company, if any.  If
such premium, as billed by the Company, is not paid within the grace period, all
coverage under the certificate will terminate without value at the end of the
grace period.  If the Insured dies during the grace period, the Company will
deduct any overdue monthly deductions from the benefits.

REINSTATEMENT. After a certificate has lapsed due to the expiration of a grace
period, it may be reinstated any time during the Insured's lifetime prior to the
Coverage Date provided: (a) it has not been surrendered for cash, (b) a written
application for reinstatement is submitted to the Company, (c) evidence of
insurability satisfactory to the Company is furnished, (d) enough premium is
paid to keep the certificate in force for at least 2 months, and (e) any
indebtedness against the certificate increased by any loan interest is paid or
reinstated.

The effective date of the reinstated certificate will be the Monthly Anniversary
Day next following the date the application for reinstatement is approved by the
Company. The surrender charges set forth in Schedule 1 will be reinstated as of
the Certificate Year in which the certificate lapsed.

                OWNERSHIP, ASSIGNMENT AND BENEFICIARY PROVISIONS

CERTIFICATE OWNER.  Under each certificate, the certificate Owner on the
Certificate Date will be the person designated in the Certificate
Specifications.  If no person is designated as Certificate Owner, the Insured
will be the Certificate Owner.

RIGHTS OF CERTIFICATE OWNER.  While the Insured is alive, a Certificate Owner
may exercise all rights and privileges under the certificate including the right
to:   (a) release or surrender the certificate to the Company, (b) agree with
the Company to any change in or amendment to the certificate, (c) transfer all
rights and privileges to another person, (d) change the Beneficiary, and (e)
assign the certificate.

All rights and privileges of a Certificate Owner may be exercised without the
consent of any designated transferee, or any Beneficiary if the Certificate
Owner has reserved the right to change the Beneficiary.  All such rights and
privileges, however, may be exercised only with the consent of any assignee
recorded with the Company.

Unless provided otherwise, if a Certificate Owner is a person other than the
Insured and dies before the Insured, all the rights and privileges of the
Certificate Owner will vest in the Certificate Owner's executors, administrators
or assigns.

TRANSFER OF CERTIFICATE OWNERSHIP.   A Certificate Owner may transfer all rights
and privileges of the Certificate Owner.  On the effective date of transfer, the
transferee will become the Certificate Owner and will have all the rights and
privileges of the Certificate Owner.  A Certificate Owner may revoke any
transfer prior to its effective date.

Unless provided otherwise, a transfer will not affect the interest of any
Beneficiary designated prior to the effective date of transfer.

LN616                                                             13

<PAGE>

          OWNERSHIP, ASSIGNMENT AND BENEFICIARY PROVISIONS (CONTINUED)

A transfer of Certificate Ownership, or a revocation of transfer, must be in
writing on a form satisfactory to the Company and filed at the Home Office.  A
transfer, or a revocation, will not take effect until recorded in writing by the
Company.  When a transfer or revocation has been so recorded, it will take
effect as of the effective date specified by the Certificate Owner.  Any payment
made or any action taken or allowed by the Company before the transfer, or the
revocation, is recorded will be without prejudice to the Company.

ASSIGNMENT.  The Company will not be affected by any assignment of a certificate
until the original assignment or a certified copy of the assignment is filed at
the Home Office.

The Company does not assume responsibility for the validity or sufficiency of
any assignment.  An assignment of a certificate will operate so long as the
assignment remains in force.

To the extent provided under the terms of the assignment, an assignment will
transfer the interest of any designated transferee or of any Beneficiary if the
Certificate Owner has reserved the right to change the Beneficiary.

BENEFICIARY. The Beneficiary on the Certificate Date will be the person
designated in the Certificate Specifications under each certificate.

Unless provided otherwise, the interest of any Beneficiary who dies before the
Insured will vest in the Certificate Owner or the Certificate Owner's executors,
administrators or assigns.

CHANGE OF BENEFICIARY. A new Beneficiary may be designated from time to time.  A
request for change of Beneficiary must be in writing on a form satisfactory to
the Company and filed at the Home Office. The request must be signed by the
Certificate Owner. The request must also be signed by the Beneficiary if the
right to change the Beneficiary has not been reserved to the Certificate Owner.

A change of Beneficiary will not take effect until recorded in writing by the
Company. When a change of Beneficiary has been so recorded, whether or not the
Insured is then alive, it will take effect as of the date the request was
signed. Any payment made or any action taken or allowed by the Company before
the change of Beneficiary is recorded will be without prejudice to the Company.

Unless provided otherwise, the right to change any Beneficiary is reserved to
the Certificate Owner.

                           VARIABLE ACCOUNT PROVISIONS

VARIABLE ACCOUNT AND SUB-ACCOUNTS.  Assets accumulated on a variable basis are
held in the Variable Account Separate Account designated in this policy on page
5 which was established by a resolution of the Company's Board of Directors as a
"separate account" under governing law of Connecticut, the Company's state of
domicile, is registered as a unit investment trust under the 1940 Act and is
subject to the law of the state in which this certificate is delivered.  Under
Connecticut law, the Variable Account assets (except assets in excess of its
reserves and other contract liabilities) cannot be charged with the general
liabilities of the Company.  The Variable Account assets are owned and
controlled exclusively by the Company, and the Company is not a trustee with
respect to those assets.

The Variable Account is divided into Sub-Accounts.  Each Sub-Account's assets
are invested in shares of a particular Fund of one of the Fund Groups made
available as funding vehicles under each certificate.  For each Sub-Account, the
Company maintains Variable Accumulation Units whose values reflect the
investment performance of the Fund whose shares are held in that Sub-Account.

Subject to any vote by persons having the right under the 1940 Act to vote
thereon, the Company may elect to operate the Variable Account as a management
company rather than a unit investment trust under the 1940 Act, or, if
registration is no longer required, to deregister the Variable Account.  In such
event, the Company may endorse this policy and the certificates issued under it
to reflect such change and any necessary or appropriate action taken to effect
the change.  Any changes in Variable Account investment policy shall have been
approved by the Connecticut Insurance Commissioner and approved or filed, as
required, in the state or other jurisdiction where this certificate was issued.

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                     VARIABLE ACCOUNT PROVISIONS (CONTINUED)

INVESTMENT RISK.  Each Sub-Account's assets are always fully invested in the
shares of the particular Fund purchased for that Sub-Account.  Each
Sub-Account's investment performance reflects the investment performance of that
Fund.  Fund share values fluctuate, reflecting the risks of changing economic
conditions and the ability of a Fund Group's investment adviser or sub-adviser
to manage that Fund and anticipate changes in economic conditions.  As to the
Variable Account assets, the Certificate Owner bears the entire investment risk
of gain or loss.

INVESTMENTS OF THE VARIABLE ACCOUNT SUB-ACCOUNTS.  All amounts allocated to a
Variable Account Sub-Account will be used to purchase shares of the specific
Fund of a Fund Group used by that Sub-Account.  Each Fund Group is registered
under the 1940 Act as an open-end management investment company, and each Fund
of that Fund Group is regulated as an open-end management investment company.

All Funds available as funding vehicles under this policy as of the Policy Date
of Issue are listed on page 5.  The Company may add additional Fund Groups and
additional Funds at any time or may change Funds or Fund Groups in accordance
with the "Substituted Securities" provision.

Any and all distributions made by a Fund will be reinvested in additional shares
of that Fund at net asset value.  Deductions by the Company from a Sub-Account
will be made by redeeming a number of Fund shares at net asset value equal in
total value to the amount to be deducted.

SUBSTITUTED SECURITIES.  Shares corresponding to a particular Fund may not
always be available for purchase or the Company may decide that further
investment in such Fund is no longer appropriate in view of the purposes of the
Variable Account or in view of legal, regulatory or federal income tax
restrictions.  In such event, shares of another registered open-end investment
company or unit investment trust may be substituted both for Fund shares already
purchased and/or as the securities to be purchased in the future, provided that
these substitutions meet applicable Internal Revenue Service diversification
guidelines and any necessary regulatory or other approvals of such substitutions
have been obtained.  In the event of any substitution pursuant to this
provision, the Company may make appropriate endorsement(s) to this policy and
the certificate issued under it to reflect the substitution.

                          CERTIFICATE VALUES PROVISIONS

ACCUMULATION VALUE.  Under each certificate the Accumulation Value equals the
sum of (i) the then current value of the Fixed Account (ii) all of the then
current values of the Variable Account Sub-Accounts (i.e. the Variable Account
Value), and (iii) the Loan Account Value.  At any point in time, therefore, the
Accumulation Value reflects (a) Net Premium Payments made, (b) interest credited
under the Fixed Account, (c) the amount of any partial surrenders, (d) interest
charged and credited under the Loan Account, (e) any transfer fees, (f) all
monthly and other deductions as specified below, (g) the daily mortality and
expense deduction specified under Schedule 2, and (h) any increases or decreases
as a result of market performance in the Variable Account Sub-Accounts.

CALCULATION OF ACCUMULATION VALUE. On each Valuation Day after the Certificate
Date, the Accumulation Value under a certificate will be equal to (1), plus (2),
plus (3), minus (4), plus or minus (5) as the case may be, minus (6), minus (7),
minus (8), and if the Valuation Day is the same as a Monthly Anniversary Day,
minus (9), where;

(1)  is the Accumulation Value on the preceding Valuation Day;

(2)  is all premiums received since the preceding Valuation Day less the premium
     load charges from Schedule 2;

(3)  the interest credited under the Fixed Account and the Loan Account since
the preceding Valuation Day;


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<PAGE>
                    CERTIFICATE VALUES PROVISIONS (CONTINUED)

(4)  the interest charged against the Loan Account since the preceding Valuation
     Day;

(5)  is the gain or loss in the Variable Account Value based on market
     performance since the last Valuation Day;

(6)  the charges and fees associated with the Variable Account Sub-Accounts from
     Schedule 2;

(7)  the amount of any partial surrenders since the preceding Valuation Day;

(8)  any transaction fees assessed since the preceding Valuation Day;

(9)  is the monthly deduction  for the month following the Monthly Anniversary
     Day.

FIXED ACCOUNT VALUE.  The Fixed Account Value, if any, with respect to a
certificate, at any point in time, is equal to the sum of the Net Premium
Payments allocated or other amounts (net of any charges) transferred to the
Fixed Account plus interest credited to such account less the monthly deductions
applied to such account and less any partial surrenders or amounts transferred
from the Fixed Account.

INTEREST CREDITED UNDER FIXED ACCOUNT.  The Company will credit interest to the
Fixed Account under a certificate daily.  The interest rate applied to the Fixed
Account will be the greater of:  (a) .010746% compounded daily, (4% compounded
yearly), or (b) a rate determined by the Company from time to time.  Such rate
will be established on a prospective basis and may vary by the issue year and
duration for each certificate.

VARIABLE ACCOUNT VALUE.  The Variable Account Value, if any, for any Valuation
Period under a certificate is equal to the sum of the then current values of all
Variable Account Sub-Accounts under the certificate.  The value of each Variable
Account Sub-Account is determined by multiplying the number of Variable
Accumulation Units, if any, credited or debited to such Variable Account
Sub-Account with respect to the certificate by the Variable Accumulation Unit
Value of the particular Variable Account Sub-Account for such Valuation Period.

CREDITING AND CANCELLING VARIABLE ACCUMULATION UNITS.  Upon receipt of a premium
payment or a request for transfer of funds from the Fixed Account under a
certificate, all or that portion, if any, of the Net Premium Payment to be
allocated to the Variable Account Sub-Accounts and/or the net amount transferred
will be credited to the Variable Account in the form of Variable Accumulation
Units.  The number of Variable Accumulation Units to be credited is determined
by dividing the dollar amount allocated to the particular Variable Account
Sub-Account by the Variable Accumulation Unit Value for the particular Variable
Account Sub-Account for the Valuation Period during which the premium payment
and/or the request for transfer is received by the Company.  The amount of
monthly deduction allocated to each Variable Account Sub-Account will result in
the cancellation of Variable Accumulation Units which have an aggregate value on
the date of such deduction equal to the total amount by which the Variable
Account Sub-Account is reduced.

VARIABLE ACCUMULATION UNIT VALUE.  The Variable Accumulation Unit Value for each
Variable Account Sub-Account was established at $10.00 for the first Valuation
Period of the particular Variable Account Sub-Account.  The Variable
Accumulation Unit Value for the particular Variable Account Sub-Account for any
subsequent Valuation Period is determined by methodology which is the
mathematical equivalent of multiplying the Variable Accumulation Unit Value for
the particular Variable Account Sub-Account for the immediately preceding
Valuation Period by the Net Investment Factor for the particular Variable
Account Sub-Account for such subsequent Valuation Period.  The Variable
Accumulation Unit Value for each Variable Account Sub-Account for any Valuation
Period is the value determined as of the end of the particular Valuation Period
and may increase, decrease or remain constant from Valuation Period to Valuation
Period.


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                                                              16
<PAGE>

                    CERTIFICATE VALUES PROVISIONS (CONTINUED)

NET INVESTMENT FACTOR.  The Net Investment Factor is an index applied to measure
the investment performance of a Variable Account Sub-Account from one Valuation
Period to the next.  The Net Investment Factor may be greater or less than or
equal to 1.0; therefore, the value of a Variable Accumulation Unit may increase,
decrease or remain the same.

The Net Investment Factor for any Variable Account Sub-Account for any Valuation
Period is determined by dividing (a) by (b) and then subtracting (c) from the
result where:

     (a) is the net result of:

          (1) is the net asset value (as described in the prospectus for the
          Fund) of a Fund share held in the Variable Account Sub-Account
          determined as of the end of the Valuation Period, plus

          (2) the per share amount of any dividend or other distribution
          declared by the Fund on the shares held in the Variable Account
          Sub-Account if the "ex-dividend" date occurs during the Valuation
          Period, plus or minus

          (3) a per share credit or charge with respect to any taxes paid or
          reserved for by the Company during the Valuation Period which are
          determined by the Company to be attributable to the operation of the
          Variable Account Sub-Account;

     (b) is the net asset value of a Fund share held in the Variable Account
     Sub-Account determined as of the end of the preceding Valuation Period; and


     (c) is the asset charge factor determined by the Company for the Valuation
     Period to reflect the charges for assuming the mortality and expense risks.

The asset charge factor for any Valuation Period is equal to the daily asset
charge factor multiplied by the number of 24-hour periods in the Valuation
Period.  The daily asset charge factor will be determined annually by the
Company, but in no event may it exceed that specified in Schedule 2.

COST OF INSURANCE RATES.  Monthly cost of insurance rates will be determined
from time to time by the Company based on its expectations of future mortality.
Any change in cost of insurance rates will apply to all individuals of the same
class.  Under no circumstance will the cost of insurance rates under a
certificate ever be greater than those described in Schedule 3.

COST OF INSURANCE.   The cost of insurance for the Insured under a certificate
is determined on a monthly basis.  Such cost is calculated as (1), multiplied by
the result of (2) minus (3), where:

1.  is the cost of insurance rate as described in the "Cost of Insurance Rates"
provision,

2.  is the death benefit at the beginning of the certificate month, divided by
1.0032737, and

3.  is the Accumulation Value at the beginning of the certificate month prior to
the deduction for the monthly
    cost of insurance.

MONTHLY DEDUCTION.  The monthly deduction for a certificate month will be
calculated as Charge (1) plus Charge (2) where:

Charge (1) is the cost of insurance (as described in the "Cost of Insurance"
provision) and the cost of any supplemental riders or optional benefits, and


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<PAGE>
                    CERTIFICATE VALUES PROVISIONS (CONTINUED)

Charge (2) is the Monthly Administrative Fee as described under Schedule 2.

The amount of monthly deduction will be deducted under a certificate from the
Fixed Account and each Variable Account Sub-Account in the same proportion that
the value of each account bears to the Net Accumulation Value as of the date on
which the deduction is made.

BASIS OF COMPUTATIONS.  The minimum Fixed Account Value is guaranteed to be no
less than that calculated based on the applicable Commissioners 1980 Standard
Ordinary Mortality Table (age nearest birthday) from Schedule 3 with interest at
4% per year, compounded yearly.

All certificate values are at least equal to that required by the jurisdiction
in which the certificate is delivered.  A detailed statement of the method of
computing values has been filed with the insurance supervisory official of that
jurisdiction.

                          TRANSFER PRIVILEGE PROVISION

TRANSFER PRIVILEGE.  At any time while a certificate is in effect, other than
during the "Right to Examine This Certificate" period, the Certificate Owner may
transfer all or part of the Variable Account Value to the Fixed Account and/or
to one or more of the Variable Account Sub-Accounts then available under the
certificate, and/or transfer part of the Fixed Account Value to one or more
Variable Account Sub-Accounts, subject to the provisions set forth below.
Transfers may be made in writing.  Transfer requests must be received at the
Company's Home Office prior to the time of day set forth in the prospectus and
provided the NYSE is open for business, in order to be processed as of the close
of business on the date the request is received; otherwise, the transfer will be
processed on the next business day the NYSE is open for business.

Transfers involving Variable Account Sub-Accounts will reflect the purchase or
cancellation of Variable Accumulation Units having an aggregate value equal to
the dollar amount being transferred to or from a particular Variable Account
Sub-Account.  The purchase or cancellation of such units shall be made using
Variable Accumulation Unit Values of the applicable Variable Account Sub-Account
for the Valuation Period during which the transfer is effective.  Transfers to
the Fixed Account will earn interest as specified under the "Interest Credited
Under Fixed Account" provision.

Unless otherwise changed by the Company to be less restrictive, transfers shall
be subject to the following conditions:  (a) Up to 12 transfers may be made
during any Certificate Year without charge, however, for each transfer in excess
of 12, a transfer fee as set forth in Schedule 2 will be deducted on a pro-rata
basis from the Fixed Account and/or Variable Account Sub-Accounts from which the
transfer is being made; (b) No partial surrender transaction fee will be imposed
on transferred amounts; (c) The amount being transferred may not be less than
$500 unless the entire value of the Fixed Account or a Variable Account
Sub-Account is being transferred; (d) The amount being transferred may not
exceed the Company's maximum amount limit then in effect; (e) Transfers among
the Variable Account Sub-Accounts or from a Variable Account Sub-Account to the
Fixed Account can be made at any time; (f) Transfers from the Fixed Account are
subject to the "Limits on Transfers" as set forth in the Certificate
Specifications; (g) Any value remaining in the Fixed Account or a Variable
Account Sub-Account following a transfer may not be less than $500; (h)
Transfers involving Variable Account Sub-Account(s) shall be subject to such
additional terms and conditions as may be imposed by the Funds.







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<PAGE>

                  NONFORFEITURE AND SURRENDER VALUE PROVISIONS

SURRENDER AND SURRENDER VALUE.  A certificate may be surrendered on any day
during the lifetime of the Insured and before the Coverage Date, for its
surrender value by returning it to the Company with a signed request for
surrender in a form satisfactory to the Company.  The surrender will take effect
on the business day the certificate and the request are received in the Home
Office.  The amount payable on surrender of the certificate (i.e., the
"surrender value") will be the Net Accumulation Value less any surrender charges
as determined from Schedule 1.

The surrender value will be paid in cash or under an elected optional mode of
settlement.  Any deferment of payments will be subject to the "Deferment of
Payments" provision (See "General Provisions").

Any surrender from a Variable Account Sub-Account will result in the
cancellation of Variable Accumulation Units which have an aggregate value on the
effective date of the surrender equal to the total amount by which the Variable
Account Sub-Account is reduced.  The cancellation of such units will be based on
the Variable Accumulation Unit Value of the Variable Account Sub-Account
determined at the close of the Valuation Period during which the surrender is
effective.

INSUFFICIENT VALUE.  If the surrender value, on the day preceding a Monthly
Anniversary Day is insufficient under a certificate to cover the monthly
deduction for the month following such Monthly Anniversary Day, the certificate
will terminate as provided in the "Grace Period" provision.

PARTIAL SURRENDER.   A partial surrender of a certificate may be elected on any
Valuation Day during the lifetime of the Insured and prior to the Coverage Date
by submitting a written request to the Company.  Such request may also be made
by telephone if telephone transfers have been previously authorized in writing.
The amount of each partial surrender (a) must be at least $500.00 but (b) may
not exceed 90% of the surrender value at the end of the Valuation Period during
which the election becomes or would become effective.

When a partial surrender is made under a certificate, the Accumulation Value is
reduced by (a) the amount of the partial surrender and (b) the transaction fee
as specified in Schedule 1.   Also, the death benefit will be reduced by the
amount of the partial surrender.  The Specified Amount remaining in force after
any partial surrender may not be less than the Minimum Specified Amount shown in
the Certificate Specifications.

When the partial surrender is processed, the amount of the partial surrender and
the transaction fee will be deducted from the applicable Fixed Account and/or
Variable Account Sub-Accounts in proportion to the then current account values
provided there are sufficient account values for making the deduction(s);
otherwise, the amount payable upon a partial surrender will be net of any
remaining transaction fee, unless the Certificate Owner and the Company agree
otherwise.

                                 LOAN PROVISIONS

CERTIFICATE LOANS.  After a surrender value is available, the Company will grant
a loan against a certificate provided: (a) a proper loan agreement is executed
and (b) a satisfactory assignment of the certificate to the Company is made.
The loan may be for any amount up to 100% of the then current surrender value;
however, the Company reserves the right to limit the amount of such loan so that
total indebtedness will not exceed 90% of an amount equal to the then current
Accumulation Value less surrender charge.

The amount borrowed will be paid within seven days of the Company's receipt of
such request, except as the Company may be permitted to defer the payment of
amounts as specified under the "Deferment of Payments" provision.  (See "General
Provisions.")



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<PAGE>
                           LOAN PROVISIONS (CONTINUED)

The minimum loan amount under a certificate is $500.  The Company reserves the
right to modify this amount in the future.  The Company will effect such loan
from the Fixed Account and each Variable Account Sub-Account in proportion to
the then current account values, unless the Certificate Owner instructs the
Company otherwise.

LOAN ACCOUNT AND LOAN ACCOUNT VALUE.  The amount of any loan will be transferred
out of the Fixed Account and Variable Accounts Sub-Accounts as described above.
Such amount will become part of the Loan Account Value.  The outstanding loan
balance at any time includes accrued interest on the loan.

The outstanding loan balance (i.e. Indebtedness) may be repaid under a
certificate at any time during the lifetime of the Insured, however, the minimum
loan repayment is $100.00 or the amount of the outstanding indebtedness, if
less.  The Loan Account Value will be reduced by the amount of any loan
repayment.  Loan repayments will be allocated under the certificate to the Fixed
Account and each Variable Account Sub-Account in the proportion in which current
Net Premium Payment(s) are being allocated, unless otherwise agreed to in
writing by the Certificate Owner and the Company.

Net loan interest, which equals the difference between interest charged and
interest credited on the Loan Account Value, is payable annually on each
certificate anniversary or as otherwise agreed in writing by the Certificate
Owner and the Company. Such loan interest amount, if not paid when due, will be
transferred out of the Fixed Account and each Variable Account Sub-Account in
proportion to the then current account value, unless both the Certificate Owner
and the Company agree otherwise.

INTEREST RATE CHARGED ON LOAN ACCOUNT VALUE.  Interest charged under a
certificate on the Loan Account Value will be at a rate equivalent to 8% per
year, payable in arrears.

INTEREST RATE CREDITED ON LOAN ACCOUNT VALUE.  The interest rate used to credit
interest on the Loan Account Value may vary, but will not be less than the loan
interest rate less 2% per year during Certificate Years 1 through 10 and less 1%
per year thereafter.  (The Certificate Specifications page will exhibit the rate
in effect as of the Certificate Date).

INDEBTEDNESS. The term "indebtedness" means money which is owed on a certificate
due to an outstanding loan and interest accrued thereon.  A loan, whether or not
repaid, will have a permanent effect on the Net Accumulation Value and on the
death benefits.  Any indebtedness at time of settlement will reduce the proceeds
payable under the certificate.  A certificate loan reduces the then current Net
Accumulation Value under the certificate while repayment of a loan will cause an
increase in the then current Net Accumulation Value.

If at any time the total indebtedness against a certificate, including interest
accrued but not due, equals or exceeds the then current Accumulation Value less
surrender charge, the certificate will thereupon terminate without value subject
to the conditions in the "Grace Period" provision and a notice will be sent at
least 31 days before the end of the grace period to the Certificate Owner and to
assignees, if any, that the certificate will terminate unless the indebtedness
is repaid.

                          INSURANCE COVERAGE PROVISIONS

EFFECTIVE DATE OF COVERAGE. The effective date of a certificate will be the
Certificate Date provided the initial premium has been paid (1) while the
Insured is alive and (2) prior to any change in the health and insurability of
the Insured as represented in the application.

For any insurance that has been reinstated, the effective date will be the
Monthly Anniversary Day that coincides with or next follows the day the
application for reinstatement is approved by the Company, provided the Insured
is alive on such day.

TERMINATION OF COVERAGE.  All coverage under a certificate will automatically
terminate upon whichever of the following occurs first:


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<PAGE>

                    INSURANCE COVERAGE PROVISIONS (CONTINUED)

1.  The Certificate Owner surrenders the certificate.

2.  The Insured dies.

3.  The certificate matures at its Coverage Date.

4.  The grace period ends and the necessary premium payment has not been made
     prior to such time.

Any monthly deduction made after termination of coverage will not, by itself, be
considered a reinstatement of the certificate nor a waiver by the Company of the
termination. Any such deduction will be refunded.

DEATH BENEFIT.  If the Insured dies while the certificate is in force, the
Company will pay a death benefit based upon the Death Benefit Option in effect
under the certificate on the date of death, less (a) any indebtedness against
the certificate and (b) the amount of any partial surrenders.

The Death Benefit Options available under each certificate are as follows:

  DEATH   Insured's Specified Amount includes the Accumulation Value.  The
          Insured's death benefit
 BENEFIT  (before deduction of any indebtedness against the certificate and the
          amount of any partial
OPTION 1  surrenders) will equal the greater of:

          (a)  the Specified Amount on the date of death, or

          (b)  an amount determined by the Company equal to that required by the
               Internal Revenue Code to maintain the certificate as life
               insurance (See Schedule 4).  Any amount so determined will be set
               forth in the annual report which the Company will send to the
               Certificate Owner.

  DEATH   The Insured's Specified Amount is in addition to the Accumulation
          Value.  The Insured's death benefit (before deduction of any
 BENEFIT  indebtedness against the certificate and the amount of any
          partial surrenders) will equal the greater of:
OPTION 2
          (a)  the Specified Amount on the date of death plus the Accumulation
               Value on the date of death, or

          (b)  an amount determined by the Company equal to that required by the
               Internal Revenue Code to maintain the certificate as life
               insurance (See Schedule 4).  Any amount so determined will be set
               forth in the annual report which the Company will send to the
               Certificate Owner.

Unless the application for the certificate indicates otherwise, or a change in
the death benefit option is effected as provided below, the Company will
consider Death Benefit Option 1 to be the option in effect.

CHANGES IN SPECIFIED AMOUNT. Unless provided otherwise, a change in Specified
Amount may be effected any time while a certificate is in force, subject to (a)
the consent of the Company and (b) the following conditions:

1.   All such changes must be requested in writing on a form satisfactory to the
     Company and filed at the Home Office.



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<PAGE>
                    INSURANCE COVERAGE PROVISIONS (CONTINUED)

2.   If a decrease in the Insured's Specified Amount is requested, the decrease
     under the certificate will become effective on the Monthly Anniversary Day
     that coincides with or next follows receipt of the request provided any
     requirements as determined by the Company are met.

     In such event, the Company will reduce the existing Specified Amount
     against the most recent increase first, then against the next most recent
     increases successively, and finally, against insurance provided under the
     original application; however, the Company reserves the right to limit the
     amount of any decrease so that the Specified Amount will not be less than
     the Minimum Specified Amount shown in the Certificate Specifications.

3.   If an increase in the Insured's Specified Amount under a certificate is
     requested:

     (a)  a supplemental application must be submitted and evidence of
          insurability satisfactory to the Company must be furnished; and

     (b)  any other requirements as determined by the Company must be met.

     If the Company approves the request, the increase will become effective
     upon (i) the Monthly Anniversary Day that coincides with or next follows
     the date the request is approved by the Company and (ii) the deduction from
     the Accumulation Value (in proportion to the then current account values of
     the Fixed Account and/or Variable Account Sub-Accounts) of the first
     month's cost of insurance for the increase, provided the Insured is alive
     on such day.

4.   If a request is made to change the death benefit under a certificate from
     Death Benefit Option 1 to Death Benefit Option 2:

     (a)  the Specified Amount will be reduced to equal the death benefit, less
          the Accumulation Value, as of the effective date of change; and

     (b)  the effective date will be the Monthly Anniversary Day that coincides
          with or next follows the date of receipt of the request for change.

5.   If a request is made to change the death benefit under a certificate from
     Death Benefit Option 2 to Death Benefit Option 1:

     (a)  the Specified Amount will be increased to equal the death benefit as
          of the effective date of change; and

     (b)  the effective date will be the Monthly Anniversary Day that coincides
          with or next follows the date of receipt of the request for change.

The Company will not allow a decrease in the amount of insurance below the
minimum amount required to maintain the certificate as life insurance under the
Internal Revenue Code.

RIGHT TO CONVERT.  The Certificate Owner may convert a certificate to a
substantially comparable flexible premium adjustable life insurance policy
without evidence of insurability for an amount of insurance not exceeding the
death benefit of the variable life insurance certificate on the date of
conversion.

                               GENERAL PROVISIONS

THE POLICY.  The policy and the application for the policy constitute the entire
contract between the parties.  All statements made in the application will be
deemed representations and not warranties.

Only the President, a Vice President, a Secretary, a Director or an Assistant
Director of the Company may execute or modify this policy.


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<PAGE>

                         GENERAL PROVISIONS (CONTINUED)

The policy is executed at the Home Office of the Company, the mailing address of
which for this policy is CIGNA Individual Insurance, Variable Products Service
Center - Routing S249, Hartford, Connecticut 06152.

INDIVIDUAL CERTIFICATES.  Individual certificates will be delivered to each
Certificate Owner under this policy.  Each certificate will include the
essential features of the coverage under this policy.  The rights described in
the certificate are controlled by the provisions of this policy and are subject
to any changes in this policy.

MODIFICATION OF POLICY OR CERTIFICATE.  The Company reserves the right to modify
this policy or any certificate issued under it to meet the requirements of
applicable state and federal laws or regulations.  The Company will notify the
Policyowner and/or the Certificate Owners in writing of any changes that bear
upon the policy or their certificates.

NON-PARTICIPATION.  The policy and the certificates issued under it are not
entitled to share in surplus distribution.

PAYMENT OF PROCEEDS.  Proceeds, as used in this policy, means the amount payable
under a certificate (a) on the Coverage Date, (b) upon the surrender of a
certificate before the Coverage Date, or (c) upon the death of the Insured under
a certificate.

The proceeds payable to the Beneficiary under a certificate upon receipt of due
proof of the Insured's death will be the Death Benefit as of the date of death
which takes into account (a) any indebtedness against the certificate and (b)
the amount of any partial surrenders (See "Death Benefit" provision).  If the
Insured dies during the grace period under a certificate, the Company will pay
the death benefit proceeds in effect immediately prior to the grace period
reduced by any overdue monthly deductions.

If a certificate is surrendered before the Coverage Date, the proceeds will be
the surrender value described in the "Nonforfeiture and Surrender Value
Provisions" section.  On the Coverage Date, the proceeds will be the Surrender
Value.

The proceeds under a certificate are subject to the adjustments described in the
following provisions:

1.      Misstatement of Age or Sex;
2.      Incontestability;
3.      Suicide;
4.      Grace Period;
5.      Indebtedness; and
6.      Partial Surrender

When settlement is made, the Company may require return of the certificate.

DEFERMENT OF PAYMENTS.  Any amounts payable as a result of loans, surrender, or
partial surrenders under a certificate will be paid within 7 days of the
Company's receipt of such request.  However, payment of amounts from the
Variable Account Sub-Accounts may be postponed when the NYSE is closed or when
the SEC declares an emergency.  Additionally, the Company reserves the right to
defer the payment of such amounts from the Fixed Account for a period not to
exceed 6 months from the date written request is received by the Company; during
any such deferred period, the amount payable will bear interest as required by
law.

MISSTATEMENT OF AGE OR SEX.  If the age or sex of the Insured is misstated, the
Company will adjust all benefits under the applicable certificate to the amounts
that would have been purchased for the correct age and sex.

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<PAGE>

                         GENERAL PROVISIONS (CONTINUED)

SUICIDE. If the Insured commits suicide within 2 years from a Certificate Date,
the death benefit under the certificate will be limited to a refund of premiums
paid, less (a) any indebtedness against the certificate and (b) the amount of
any partial surrenders.  If the Insured commits suicide within 2 years from the
effective date of any increase in the Specified Amount under a certificate, the
death benefit payment with respect to such increase will be limited to a refund
of the monthly charges for the cost of such additional insurance.

INCONTESTABILITY.  Except for nonpayment of monthly deductions, a certificate
will be incontestable after it has been in force during the Insured's lifetime
for 2 years from its Certificate Date. This means that the Company will not use
any misstatement in the certificate application to challenge a claim or avoid
liability after that time. Any increase in the Specified Amount under a
certificate, effective after the Certificate Date will be incontestable only
after such increase has been in force for 2 years during the Insured's lifetime.

The basis for contesting an increase in Specified Amount under a certificate
will be limited to material misrepresentations made in the supplemental
application for the increase. The basis for contesting after reinstatement will
be (a) limited for a period of 2 years from the date of reinstatement and (b)
limited to material misrepresentations made in the reinstatement application.

ANNUAL REPORT. The Company will send a report to each Certificate Owner at least
once a year without charge. The report will show the Accumulation Value under
the certificate as of the reporting date and the amounts deducted from or added
to the Accumulation Value since the last report.  The report will also show (a)
the current death benefit, (b) the current certificate values, (c) premiums paid
and all deductions made since the last report, (d) outstanding certificate
loans, and (e) any other information required by the Superintendent of
Insurance.

PROJECTION OF BENEFITS AND VALUES.  The Company will provide a projection of
illustrative future death benefits and values to a Certificate Owner at any time
upon written request and payment of a reasonable service fee.

CHANGE OF PLAN.  Within the first 2 Certificate Years the Certificate Owner may
exchange a certificate without any evidence of insurability for any one of the
permanent insurance policies then being issued by the Company to the same class
to which the certificate belongs.  The request for the exchange must be received
by the Company within 24 months from the Certificate Date.  Unless otherwise
agreed to between the Certificate Owner and the Company, the new policy shall
have the same amount of insurance and surrender value as the certificate as of
the date of exchange, its date of issue shall be the date of exchange, and the
Insured's issue age under the new policy shall be the Insured's then attained
age (as of the date of exchange).

CERTIFICATE CHANGES - APPLICABLE LAW.  Certificates issued with this policy must
qualify initially and continue to qualify as life insurance under the Internal
Revenue Code in order for the Certificate Owner to receive the tax treatment
accorded to life insurance under Federal law.  Therefore, to maintain this
qualification to the maximum extent permitted by law, the Company reserves the
right to return any premium payments that would cause a certificate to fail to
qualify as life insurance under applicable tax law as interpreted by the
Company.  Further, the Company reserves the right to make changes in the
certificate or to make distributions from the certificate to the extent it deems
necessary, in its sole discretion, to continue to qualify the certificate as
life insurance.  Any such changes will apply uniformly to all certificates that
are affected.  The Certificate Owner will be given advance written notice of
such changes.






LN616                                                              24


<PAGE>













                   CONNECTICUT GENERAL LIFE INSURANCE COMPANY

    FLEXIBLE PREMIUM GROUP VARIABLE LIFE INSURANCE POLICY - NON-PARTICIPATING





LN616 NY







<PAGE>

                         OPTIONAL METHODS OF SETTLEMENT

This rider is made part of the group policy to which it is attached as of the
Policy Date of Issue.  Upon written request, the Company will agree to pay in
accordance with any one of the options shown below all or part of the net
proceeds that may be payable under the certificates issued under the group
policy.

If any income optional settlement provides for instalment payments for a given
age of payee for an amount which would be the same for different periods
certain, the Company will deem that an election has been made for the longest
period certain for such age and amount.

While the Insured under the certificate is alive, the request, including the
designation of the payee, may be made by the Certificate Owner.  At the time a
Death Benefit becomes payable under the certificate, the request, including the
designation of the payee, may then be made by the Beneficiary.  Once Income
Payments have begun, the certificate cannot be surrendered and the payee cannot
be changed, nor can the settlement option be changed.

PAYMENT DATES.  The first Income Payment under the settlement option selected
will become payable on the date proceeds are settled under the option.
Subsequent payments will be made on the first day of each month in accordance
with the manner of payment selected.

MINIMUM PAYMENT AMOUNT.  The settlement option elected must result in an Income
Payment at least equal to the minimum payment amount in accordance with the
Company's rules then in effect.  If at any time payments are less than the
minimum payment amount, the Company has the right to change the frequency to an
interval that will provide the minimum payment amount.  If any amount due is
less than the minimum per year, the Company may make other arrangements that are
equitable.

INCOME PAYMENTS.  Income Payments will remain constant pursuant to the terms of
the settlement option(s) selected.  The amount of each Income Payment shall be
determined in accordance with the terms of the settlement option and the
table(s) set forth in this rider, as applicable.  The mortality table used is
the 1983 Individual Annuitant Mortality (IAM) Table "a" and 3% interest.  In
determining the settlement amount, the settlement age of the payee will be
reduced by one year when the first installment is payable during the 1990's,
reduced by two years when the first installment is payable during the decade
2000-2009, and so on.

FIRST OPTION:  LIFE ANNUITY.  An annuity payable monthly to the payee during the
lifetime of the payee, ceasing with the last payment due prior to the death of
the payee.

OPTION:  LIFE ANNUITY WITH CERTAIN PERIOD.  An annuity providing monthly income
to the payee for a fixed period of 60, 120, 180, or 240 months (as selected),
and for as long thereafter as the payee shall live.

THIRD OPTION:  ANNUITY CERTAIN. An amount payable monthly for the number of
years selected which may be from 5 to 30 years.

FOURTH OPTION:  AS A DEPOSIT AT INTEREST.  The Company will retain the proceeds
while the payee is alive and will pay interest annually thereon at a rate of not
less than 3% per year.  Upon the payee's death, the amount on deposit will be
paid.

EXCESS INTEREST.  At the sole discretion of the Company, excess interest may be
paid or credited from time  to time in addition to the payments guaranteed under
any Optional Method of Settlement.

ADDITIONAL OPTIONS.  Any proceeds payable under a certificate may also be
settled under any other method of settlement offered by the Company at the time
of the request.

                                    CONNECTICUT GENERAL LIFE INSURANCE COMPANY


                                                 /s/ Thomas C. Jones
                                                      PRESIDENT


LR466                                                             LR466 (Page 1)


<PAGE>

                   OPTIONAL METHODS OF SETTLEMENT (CONTINUED)

LIFE ANNUITY AND LIFE ANNUITY WITH CERTAIN PERIOD TABLE
FOR EACH $1,000 APPLIED - MALE

<TABLE>
<CAPTION>
- ---------------------------------------------------
 Settlement age of    Number of instalments certain
 payee nearest
     birthday        60      120      180      240
- ---------------------------------------------------
 Age  Life Annuity
 <S>  <C>           <C>     <C>      <C>      <C>
 10      $2.87      $2.87   $2.87    $2.87    $2.87
 11       2.89       2.89    2.89     2.88     2.88
 12       2.90       2.90    2.90     2.90     2.90
 13       2.92       2.92    2.91     2.91     2.91
 14       2.93       2.93    2.93     2.93     2.92

 15       2.95       2.95    2.95     2.94     2.94
 16       2.96       2.96    2.96     2.96     2.96
 17       2.98       2.98    2.98     2.98     2.97
 18       3.00       3.00    3.00     2.99     2.99
 19       3.02       3.02    3.01     3.01     3.01

 20       3.04       3.04    3.03     3.03     3.03
 21       3.06       3.05    3.05     3.05     3.05
 22       3.08       3.08    3.07     3.07     3.07
 23       3.10       3.10    3.09     3.09     3.09
 24       3.12       3.12    3.12     3.11     3.11

 25       3.14       3.14    3.14     3.14     3.13
 26       3.17       3.17    3.16     3.16     3.15
 27       3.19       3.19    3.19     3.19     3.18
 28       3.22       3.22    3.22     3.21     3.20
 29       3.25       3.25    3.24     3.24     3.23

 30       3.28       3.28    3.27     3.27     3.26
 31       3.31       3.31    3.30     3.30     3.29
 32       3.34       3.34    3.33     3.33     3.32
 33       3.37       3.37    3.37     3.36     3.35
 34       3.41       3.41    3.40     3.39     3.38

<CAPTION>
- ---------------------------------------------------
 Settlement age of    Number of instalments certain
 payee nearest
     birthday        60      120      180      240
- ---------------------------------------------------
 Age  Life Annuity
 <S>  <C>           <C>     <C>      <C>      <C>
 35      $3.44      $3.44   $3.44    $3.43    $3.41
 36       3.48       3.48    3.48     3.46     3.45
 37       3.52       3.52    3.52     3.50     3.48
 38       3.57       3.56    3.56     3.54     3.52
 39       3.61       3.61    3.60     3.58     3.56

 40       3.66       3.65    3.65     3.63     3.60
 41       3.71       3.70    3.69     3.67     3.64
 42       3.76       3.75    3.74     3.72     3.68
 43       3.81       3.81    3.79     3.77     3.73
 44       3.87       3.86    3.85     3.82     3.77

 45       3.93       3.92    3.90     3.87     3.82
 46       3.99       3.98    3.96     3.92     3.87
 47       4.05       4.05    4.02     3.98     3.92
 48       4.12       4.11    4.09     4.04     3.97
 49       4.19       4.18    4.15     4.10     4.03

 50       4.27       4.26    4.22     4.17     4.08
 51       4.34       4.33    4.30     4.23     4.14
 52       4.43       4.41    4.37     4.30     4.20
 53       4.51       4.50    4.45     4.37     4.26
 54       4.60       4.59    4.54     4.45     4.32

 55       4.70       4.68    4.62     4.53     4.39
 56       4.80       4.78    4.72     4.61     4.45
 57       4.91       4.89    4.82     4.69     4.51
 58       5.03       5.00    4.92     4.78     4.58
 59       5.15       5.12    5.03     4.87     4.65

<CAPTION>
- ---------------------------------------------------
 Settlement age of    Number of instalments certain
 payee nearest
     birthday        60      120      180      240
- ---------------------------------------------------
 Age  Life Annuity
 <S>  <C>           <C>     <C>      <C>      <C>
 60      $5.28      $5.25   $5.14    $4.96    $4.71
 61       5.43       5.39    5.27     5.06     4.78
 62       5.58       5.53    5.39     5.16     4.84
 63       5.74       5.69    5.53     5.26     4.90
 64       5.91       5.85    5.66     5.36     4.96

 65       6.10       6.03    5.81     5.46     5.02
 66       6.30       6.21    5.96     5.56     5.08
 67       6.51       6.41    6.12     5.66     5.13
 68       6.73       6.62    6.28     5.77     5.18
 69       6.97       6.84    6.44     5.86     5.23

 70       7.23       7.07    6.61     5.96     5.27
 71       7.51       7.32    6.79     6.05     5.31
 72       7.80       7.58    6.96     6.14     5.34
 73       8.12       7.85    7.14     6.23     5.37
 74       8.46       8.14    7.32     6.31     5.40

 75       8.82       8.45    7.50     6.38     5.42
 76       9.21       8.76    7.67     6.45     5.44
 77       9.63       9.10    7.84     6.51     5.45
 78      10.08       9.44    8.01     6.57     5.47
 79      10.56       9.80    8.17     6.62     5.48

 80      11.07      10.17    8.33     6.66     5.49
 81      11.62      10.55    8.48     6.70     5.49
 82      12.20      10.94    8.61     6.73     5.50
 83      12.82      11.33    8.74     6.76     5.50
 84      13.47      11.73    8.86     6.79     5.51

 85      14.17      12.12    8.97     6.81     5.51
</TABLE>


LR466                                                           LR466 (Page 3)

<PAGE>

                   OPTIONAL METHODS OF SETTLEMENT (CONTINUED)

LIFE ANNUITY AND LIFE ANNUITY WITH CERTAIN PERIOD TABLE
FOR EACH $1,000 APPLIED - FEMALE

<TABLE>
<CAPTION>
- ---------------------------------------------------
 Settlement age of    Number of instalments certain
 payee nearest
     birthday        60      120      180      240
- ---------------------------------------------------
 Age  Life Annuity
 <S>  <C>           <C>     <C>      <C>      <C>
 10      $2.80      $2.80   $2.80    $2.80    $2.80
 11       2.81       2.81    2.81     2.81     2.81
 12       2.82       2.82    2.82     2.82     2.82
 13       2.83       2.83    2.83     2.83     2.83
 14       2.85       2.85    2.85     2.84     2.84

 15       2.86       2.86    2.86     2.86     2.86
 16       2.87       2.87    2.87     2.87     2.87
 17       2.89       2.89    2.89     2.88     2.88
 18       2.90       2.90    2.90     2.90     2.90
 19       2.92       2.92    2.92     2.91     2.91

 20       2.93       2.93    2.93     2.93     2.93
 21       2.95       2.95    2.95     2.95     2.94
 22       2.96       2.96    2.96     2.96     2.96
 23       2.98       2.98    2.98     2.98     2.98
 24       3.00       3.00    3.00     3.00     2.99

 25       3.02       3.02    3.02     3.02     3.01
 26       3.04       3.04    3.04     3.03     3.03
 27       3.06       3.06    3.06     3.06     3.05
 28       3.08       3.08    3.08     3.08     3.07
 29       3.10       3.10    3.10     3.10     3.09

 30       3.13       3.13    3.12     3.12     3.12
 31       3.15       3.15    3.15     3.14     3.14
 32       3.18       3.18    3.17     3.17     3.16
 33       3.20       3.20    3.20     3.20     3.19
 34       3.23       3.23    3.23     3.22     3.22

<CAPTION>
- ---------------------------------------------------
 Settlement age of    Number of instalments certain
 payee nearest
     birthday        60      120      180      240
- ---------------------------------------------------
 Age  Life Annuity
 <S>  <C>           <C>     <C>      <C>      <C>
 35      $3.26      $3.26   $3.26    $3.25    $3.24
 36       3.29       3.29    3.29     3.28     3.27
 37       3.32       3.32    3.32     3.31     3.30
 38       3.35       3.35    3.35     3.34     3.33
 39       3.39       3.39    3.38     3.38     3.37

 40       3.42       3.42    3.42     3.41     3.40
 41       3.46       3.46    3.46     3.45     3.43
 42       3.50       3.50    3.50     3.49     3.47
 43       3.54       3.54    3.54     3.53     3.51
 44       3.59       3.59    3.58     3.57     3.55

 45       3.64       3.63    3.63     3.61     3.59
 46       3.68       3.68    3.67     3.66     3.63
 47       3.73       3.73    3.72     3.71     3.68
 48       3.79       3.79    3.77     3.76     3.72
 49       3.84       3.84    3.83     3.81     3.77

 50       3.90       3.90    3.89     3.86     3.82
 51       3.97       3.96    3.95     3.92     3.88
 52       4.03       4.03    4.01     3.98     3.93
 53       4.10       4.10    4.08     4.04     3.99
 54       4.18       4.17    4.15     4.11     4.04

 55       4.25       4.25    4.22     4.18     4.11
 56       4.34       4.33    4.30     4.25     4.17
 57       4.42       4.41    4.38     4.32     4.23
 58       4.52       4.51    4.47     4.40     4.30
 59       4.61       4.60    4.56     4.48     4.37

<CAPTION>
- ---------------------------------------------------
 Settlement age of    Number of instalments certain
 payee nearest
     birthday        60      120      180      240
- ---------------------------------------------------
 Age  Life Annuity
 <S>  <C>           <C>     <C>      <C>      <C>
 60      $4.72      $4.70   $4.66    $4.57    $4.44
 61       4.83       4.81    4.76     4.66     4.51
 62       4.95       4.93    4.87     4.75     4.58
 63       5.08       5.05    4.98     4.85     4.65
 64       5.21       5.18    5.10     4.95     4.72

 65       5.36       5.32    5.22     5.05     4.79
 66       5.51       5.47    5.36     5.16     4.86
 67       5.67       5.63    5.50     5.26     4.93
 68       5.85       5.80    5.65     5.37     5.00
 69       6.04       5.98    5.80     5.49     5.06

 70       6.25       6.18    5.97     5.60     5.12
 71       6.47       6.39    6.14     5.71     5.18
 72       6.71       6.62    6.32     5.83     5.23
 73       6.98       6.86    6.50     5.94     5.28
 74       7.26       7.12    6.69     6.04     5.32

 75       7.57       7.40    6.89     6.14     5.35
 76       7.90       7.69    7.09     6.24     5.39
 77       8.26       8.01    7.29     6.33     5.41
 78       8.65       8.34    7.49     6.41     5.43
 79       9.08       8.70    7.69     6.49     5.45

 80       9.54       9.07    7.89     6.55     5.47
 81      10.03       9.47    8.08     6.61     5.48
 82      10.58       9.88    8.26     6.66     5.49
 83      11.16      10.31    8.43     6.70     5.49
 84      11.80      10.75    8.59     6.74     5.50

 85      12.48      11.20    8.74     6.77     5.50
</TABLE>


ANNUITY CERTAIN TABLE FOR EACH $1,000 APPLIED

<TABLE>
<CAPTION>
- -----------------------------------------------------
     Number of years        Amount of each instalment
      during which
   instalments will be
          paid                Annual         Monthly
- -----------------------------------------------------
   <S>                      <C>              <C>
          5                   $211.99        $17.91
          6                    179.22         15.14
          7                    155.83         13.16
          8                    138.31         11.68
          9                    124.69         10.53
         10                    113.82          9.61
         11                    104.93          8.86

<CAPTION>
- -----------------------------------------------------
    Numbers of years       Amount of each instalment
      during which
   instalments will be
          paid                 Annual        Monthly
- -----------------------------------------------------
   <S>                     <C>               <C>
         12                    $97.54         $8.24
         13                     91.29          7.71
         14                     85.95          7.26
         15                     81.33          6.87
         16                     77.29          6.53
         17                     73.74          6.23
         18                     70.59          5.96

<CAPTION>
- -----------------------------------------------------
    Numbers of years       Amount of each instalment
      during which
   instalments will be
          paid                 Annual         Monthly
- -----------------------------------------------------
   <S>                     <C>                <C>
         19                    $67.78         $5.73
         20                     65.26          5.51
         25                     55.76          4.71
         30                     49.53          4.18
</TABLE>


LR466                                                            LR466 (Page 4)

<PAGE>

                         OPTIONAL METHODS OF SETTLEMENT

This rider is made part of the group policy to which it is attached as of the
Policy Date of Issue.  Upon written request, the Company will agree to pay in
accordance with any one of the options shown below all or part of the net
proceeds that may be payable under the certificates issued under the group
policy.

If any income optional settlement provides for instalment payments for a given
age of payee for an amount which would be the same for different periods
certain, the Company will deem that an election has been made for the longest
period certain for such age and amount.

While the Insured under the certificate is alive, the request, including the
designation of the payee, may be made by the Certificate Owner.  At the time a
Death Benefit becomes payable under the certificate, the request, including the
designation of the payee, may then be made by the Beneficiary.  Once Income
Payments have begun, the certificate cannot be surrendered and the payee cannot
be changed, nor can the settlement option be changed.

PAYMENT DATES.  The first Income Payment under the settlement option selected
will become payable on the date proceeds are settled under the option.
Subsequent payments will be made on the first day of each month in accordance
with the manner of payment selected.

MINIMUM PAYMENT AMOUNT.  The settlement option elected must result in an Income
Payment at least equal to the minimum payment amount in accordance with the
Company's rules then in effect.  If at any time payments are less than the
minimum payment amount, the Company has the right to change the frequency to an
interval that will provide the minimum payment amount.  If any amount due is
less than the minimum per year, the Company may make other arrangements that are
equitable.

INCOME PAYMENTS.  Income Payments will remain constant pursuant to the terms of
the settlement option(s) selected.  The amount of each Income Payment shall be
determined in accordance with the terms of the settlement option and the
table(s) set forth in this rider, as applicable.  The mortality table used is
the 1983 Individual Annuitant Mortality (IAM) Table "a" and 3% interest.  In
determining the settlement amount, the settlement age of the payee will be
reduced by one year when the first installment is payable during the 1990's,
reduced by two years when the first installment is payable during the decade
2000-2009, and so on.

FIRST OPTION:  LIFE ANNUITY.  An annuity payable monthly to the payee during the
lifetime of the payee, ceasing with the last payment due prior to the death of
the payee.

SECOND OPTION:  LIFE ANNUITY WITH CERTAIN PERIOD.  An annuity providing monthly
income to the payee for a fixed period of 60, 120, 180, or 240 months (as
selected), and for as long thereafter as the payee shall live.

THIRD OPTION:  ANNUITY CERTAIN. An amount payable monthly for the number of
years selected which may be from 5 to 30 years.

FOURTH OPTION:  AS A DEPOSIT AT INTEREST.  The Company will retain the proceeds
while the payee is alive and will pay interest annually thereon at a rate of not
less than 3% per year.  Upon the payee's death, the amount on deposit will be
paid.

EXCESS INTEREST.  At the sole discretion of the Company, excess interest may be
paid or credited from time  to time in addition to the payments guaranteed under
any Optional Method of Settlement.

ADDITIONAL OPTIONS.  Any proceeds payable under a certificate may also be
settled under any other method of settlement offered by the Company at the time
of the request.

                                   CONNECTICUT GENERAL LIFE INSURANCE COMPANY

                                             /s/ Thomas C. Jones
                                                  PRESIDENT



LR467                                                            LR467 (Page 1)


<PAGE>


                   OPTIONAL METHODS OF SETTLEMENT (CONTINUED)

LIFE ANNUITY AND LIFE ANNUITY WITH CERTAIN PERIOD
TABLE FOR EACH $1,000 APPLIED - UNISEX
<TABLE>
<CAPTION>

- ---------------------------------------------------------
  Settlement age of       Number of instalments certain
    payee nearest
      birthday            60      120      180       240
- ---------------------------------------------------------
    Age   Life Annuity
<S>           <C>        <C>      <C>      <C>       <C>
    10        2.84       2.84     2.84     2.84      2.83
    11        2.85       2.85     2.85     2.85      2.85
    12        2.86       2.86     2.86     2.86      2.86
    13        2.88       2.88     2.88     2.87      2.87
    14        2.89       2.89     2.89     2.89      2.89

    15        2.91       2.90     2.90     2.90      2.90
    16        2.92       2.92     2.92     2.92      2.91
    17        2.94       2.94     2.93     2.93      2.93
    18        2.95       2.95     2.95     2.95      2.95
    19        2.97       2.97     2.97     2.96      2.96

    20        2.99       2.99     2.98     2.98      2.98
    21        3.00       3.00     3.00     3.00      3.00
    22        3.02       3.02     3.02     3.02      3.01
    23        3.04       3.04     3.04     3.04      3.03
    24        3.06       3.06     3.06     3.06      3.05

    25        3.08       3.08     3.08     3.08      3.07
    26        3.11       3.11     3.10     3.10      3.10
    27        3.13       3.13     3.13     3.12      3.12
    28        3.15       3.15     3.15     3.15      3.14
    29        3.18       3.18     3.17     3.17      3.16

    30        3.20       3.20     3.20     3.20      3.19
    31        3.23       3.23     3.23     3.22      3.22
    32        3.26       3.26     3.26     3.25      3.24
    33        3.29       3.29     3.29     3.28      3.27
    34        3.32       3.32     3.32     3.31      3.30

<CAPTION>

- ---------------------------------------------------------
  Settlement age of       Number of instalments certain
    payee nearest
      birthday            60      120      180       240
- ---------------------------------------------------------
    Age   Life Annuity
<S>           <C>        <C>      <C>      <C>       <C>
    35        3.35       3.35     3.35     3.34      3.33
    36        3.39       3.39     3.38     3.38      3.36
    37        3.42       3.42     3.42     3.41      3.40
    38        3.46       3.46     3.46     3.45      3.43
    39        3.50       3.50     3.49     3.48      3.47

    40        3.54       3.54     3.54     3.52      3.50
    41        3.59       3.59     3.58     3.56      3.54
    42        3.63       3.63     3.62     3.61      3.58
    43        3.68       3.68     3.67     3.65      3.62
    44        3.73       3.73     3.72     3.70      3.67

    45        3.78       3.78     3.77     3.74      3.71
    46        3.84       3.84     3.82     3.79      3.76
    47        3.90       3.89     3.88     3.85      3.80
    48        3.96       3.95     3.93     3.90      3.85
    49        4.02       4.02     3.99     3.96      3.91

    50        4.09       4.08     4.06     4.02      3.96
    51        4.16       4.15     4.13     4.08      4.01
    52        4.23       4.22     4.20     4.15      4.07
    53        4.31       4.30     4.27     4.21      4.13
    54        4.39       4.38     4.35     4.28      4.19

    55        4.48       4.47     4.43     4.36      4.25
    56        4.57       4.56     4.51     4.43      4.32
    57        4.67       4.65     4.60     4.51      4.38
    58        4.78       4.76     4.70     4.60      4.45
    59        4.89       4.87     4.80     4.68      4.51

<CAPTION>

- ---------------------------------------------------------
  Settlement age of       Number of instalments certain
   payee nearest
      birthday            60      120      180       240
- ---------------------------------------------------------
    Age   Life Annuity
<S>           <C>        <C>      <C>      <C>       <C>
    60        5.00       4.98     4.91     4.77      4.58
    61        5.13       5.10     5.02     4.87      4.65
    62        5.27       5.23     5.13     4.96      4.72
    63        5.41       5.37     5.26     5.06      4.79
    64        5.56       5.52     5.39     5.16      4.85

    65        5.73       5.68     5.52     5.27      4.92
    66        5.90       5.84     5.67     5.37      4.98
    67        6.09       6.02     5.82     5.48      5.04
    68        6.29       6.21     5.97     5.58      5.10
    69        6.51       6.41     6.13     5.69      5.15

    70        6.74       6.63     6.30     5.79      5.20
    71        6.99       6.86     6.47     5.90      5.25
    72        7.25       7.10     6.65     6.00      5.29
    73        7.54       7.36     6.83     6.09      5.33
    74        7.85       7.63     7.02     6.19      5.36

    75        8.19       7.92     7.21     6.27      5.39
    76        8.55       8.23     7.39     6.36      5.42
    77        8.93       8.56     7.58     6.43      5.44
    78        9.35       8.90     7.77     6.50      5.45
    79        9.80       9.26     7.95     6.56      5.47

    80       10.29       9.63     8.12     6.61      5.48
    81       10.81      10.02     8.29     6.66      5.49
    82       11.37      10.42     8.45     6.70      5.49
    83       11.98      10.83     8.60     6.74      5.50
    84       12.62      11.25     8.74     6.76      5.50

    85       13.31      11.67     8.86     6.79      5.51
</TABLE>


ANNUITY CERTAIN TABLE FOR EACH $1,000 APPLIED
<TABLE>
<CAPTION>
- --------------------------------------------------
 Numbers of years        Amount of each instalment
   during which
instalments will be
       paid               Annual        Monthly
- --------------------------------------------------
<S>                       <C>           <C>
         5                $211.99       $17.91
         6                 179.22        15.14
         7                 155.83        13.16
         8                 138.31        11.68
         9                 124.69        10.53
        10                 113.82         9.61
        11                 104.93         8.86
<CAPTION>

- --------------------------------------------------
  Number of years        Amount of each instalment
   during which
instalments will be
       paid                Annual        Monthly
- --------------------------------------------------
<S>                        <C>           <C>
        12                 $97.54        $8.24
        13                  91.29         7.71
        14                  85.95         7.26
        15                  81.33         6.87
        16                  77.29         6.53
        17                  73.74         6.23
        18                  70.59         5.96
<CAPTION>

- --------------------------------------------------
  Number of years        Amount of each instalment
   during which
instalments will be
       paid                Annual        Monthly
- --------------------------------------------------
<S>                        <C>           <C>
        19                 $67.78        $5.73
        20                  65.26         5.51
        25                  55.76         4.71
        30                  49.53         4.18
</TABLE>


LR467                                                             LR467 (Page 3)
<PAGE>










                                      LN617
                                   CERTIFICATE

<PAGE>

          Insured  JOHN DOE          Certificate Number    SPECIMEN

Initial Specified Amount  $100,000         Certificate Date   December 1, 1995


                   CONNECTICUT GENERAL LIFE INSURANCE COMPANY
           A Stock Company    Home Office Location:  900 Cottage Grove Road
                                                    Bloomfield, Connecticut

           MAILING ADDRESS:  CIGNA INDIVIDUAL INSURANCE
                             VARIABLE PRODUCTS SERVICE CENTER - ROUTING S249
                             HARTFORD, CT  06152-2249

The Company has issued a Flexible Premium Group Variable Life Insurance Policy
to the Policyowner named in the Certificate Specifications.  This certificate
describes the terms and conditions of the group policy.  Nothing in the group
policy invalidates or impairs any rights granted to the Certificate Owner by the
insurance law or this certificate.

The Company agrees to pay the death benefit to the Beneficiary upon receipt of
due proof of the Insured's death during the continuance of the certificate.  The
Company further agrees to pay the surrender value to the Certificate Owner on
the Coverage Date provided the Insured is then alive.

RIGHT TO EXAMINE THIS CERTIFICATE.  The certificate may be returned to the
insurance agent through whom it was purchased or to the Company within 45 days
of the date the application is signed by the Certificate Owner or within 10 days
after receipt of the certificate, (20 days after its receipt where required by
law for a certificate issued in replacement of other insurance), whichever is
later.  During this period, the premium paid will be placed in the Fixed
Account, and if the certificate is so returned, it will be deemed void from the
Certificate Date and the Company will refund all premium paid.  If the
certificate is not returned during the right-to-examine period, the premium
payment will be processed as set forth in the "Allocation of Premium Payments"
provision.

ALL BENEFITS AND VALUES PROVIDED BY THIS CERTIFICATE WHEN BASED ON THE
INVESTMENT EXPERIENCE OF THE VARIABLE ACCOUNT ARE VARIABLE AND ARE NOT
GUARANTEED AS TO DOLLAR AMOUNT.

THE DEATH BENEFIT AMOUNT ON THE CERTIFICATE DATE EQUALS THE INITIAL SPECIFIED
AMOUNT OF THE CERTIFICATE.  THEREAFTER, THE DEATH BENEFIT MAY VARY UNDER THE
CONDITIONS DESCRIBED UNDER THE "INSURANCE COVERAGE PROVISIONS".  THE DURATION OF
COVERAGE IS VARIABLE AND MAY INCREASE OR DECREASE WHEN BASED ON THE INVESTMENT
EXPERIENCE OF THE VARIABLE ACCOUNT.

The certificate is issued and accepted subject to the terms set forth on the
following pages, which are made a part of the certificate.  In consideration of
the application and the payment of premiums as provided, this certificate is
executed by Connecticut General Life Insurance Company as of its Certificate
Date.

                                                  /s/ Thomas G. Jones
                                                        PRESIDENT


               Registrar

           FLEXIBLE PREMIUM GROUP VARIABLE LIFE INSURANCE CERTIFICATE
Variable life insurance payable in the event of death before the Coverage Date.
                  Surrender Value payable on the Coverage Date
    Flexible premiums payable to Coverage Date or prior death of the Insured.
    Non-participating.  Investment results reflected in certificate benefits.
LN617

<PAGE>

                                TABLE OF CONTENTS

                                                                            PAGE

CERTIFICATE SPECIFICATIONS . . . . . . . . . . . . . . . . . . . . . . . . . . 3

LIST OF VARIABLE ACCOUNT SUB-ACCOUNTS. . . . . . . . . . . . . . . . . . . . . 5

SCHEDULE 1:  SURRENDER CHARGES . . . . . . . . . . . . . . . . . . . . . . . . 7

SCHEDULE 2:  EXPENSE CHARGES AND FEES. . . . . . . . . . . . . . . . . . . . . 8

SCHEDULE 3:  TABLE OF GUARANTEED MAXIMUM COST OF INSURANCE RATES . . . . . . . 9

SCHEDULE 4:  CORRIDOR PERCENTAGES TABLE. . . . . . . . . . . . . . . . . . . .10

DEFINITIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .11

PREMIUM AND REINSTATEMENT PROVISIONS . . . . . . . . . . . . . . . . . . . . .12

OWNERSHIP, ASSIGNMENT AND BENEFICIARY PROVISIONS . . . . . . . . . . . . . . .13

VARIABLE ACCOUNT PROVISIONS. . . . . . . . . . . . . . . . . . . . . . . . . .14

CERTIFICATE VALUES PROVISIONS. . . . . . . . . . . . . . . . . . . . . . . . .15

TRANSFER PRIVILEGE PROVISION . . . . . . . . . . . . . . . . . . . . . . . . .18

NONFORFEITURE AND SURRENDER VALUE PROVISIONS . . . . . . . . . . . . . . . . .19

LOAN PROVISIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .19

INSURANCE COVERAGE PROVISIONS. . . . . . . . . . . . . . . . . . . . . . . . .20

GENERAL PROVISIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .22


FOLLOWED BY OPTIONAL METHODS OF SETTLEMENT AND ANY RIDERS

NOTE:  PAGES 4 AND 6 ARE INTENTIONALLY "BLANK".




LN617                                                            2

<PAGE>

                           CERTIFICATE SPECIFICATIONS

                   Insured  John Doe      Certificate Number  SPECIMEN
 Initial Specified Amount  $100,000          Certificate Date  December 1, 1995
 Minimum Specified Amount  $100,000                Issue Age  35
     Monthly Anniversary Day  15             Premium Class  Nonsmoker
         Group Policy Number  SPECIMEN

LN617 FLEXIBLE PREMIUM GROUP VARIABLE LIFE INSURANCE

DEATH BENEFIT:  The Death Benefit Option initially elected under this
certificate is Death Benefit Option 1.  (See "Insurance Coverage Provisions").

PREMIUM PAYMENTS:  Initial premium paid with application  $580.00
                   Planned Premium $100.00
                   Additional premium payments may vary by frequency or amount.
PAYMENT MODE:   Annually
GUARANTEED INITIAL DEATH BENEFIT PREMIUM:    $2,249.70, or cumulative premium
                                             payments as of any Monthly
                                             Anniversary Day during the first 5
                                             Certificate Years must be at least
                                             equal to 1/60th of this amount
                                             times the sum of 1 plus the number
                                             of full months that have elapsed
                                             between the Certificate Date and
                                             the applicable Monthly Anniversary
                                             Day.  (Such payment(s) will
                                             guarantee a minimum death benefit
                                             equal to the Initial Specified
                                             Amount during the first 5
                                             Certificate Years, assuming there
                                             have been no loans or surrenders.
                                             See "Minimum Premiums" provision).
                                             If premiums paid less any partial
                                             surrenders and the certificate
                                             loans exceed the minimum premium,
                                             the certificate will not lapse
                                             during the first 5 certificate
                                             years.

NOTE:     This certificate may terminate prior to the Coverage Date if actual
          premiums paid, interest credited and market performance are
          insufficient to maintain a positive surrender value to continue
          coverage to that date.  The Coverage Date is the Certificate
          Anniversary nearest the Insured's age 100.

GUIDELINE ANNUAL PREMIUM AMOUNT: $1,177.05
NOTE:     A separate Guideline Annual Premium Amount will apply to increases if
          any, in Specified Amount.

LIMITS ON ALLOCATION OF NET PREMIUM PAYMENTS:  The minimum allocation percentage
to the Fixed Account or a Variable Account Sub-Account is 10%.  All allocations
must be made in whole percentages and in aggregate must total 100%.  Premium
payments will be allocated net of the Premium Load specified in Schedule 2.

LIMITS ON TRANSFERS:  Transfer(s) from the Fixed Account may only be made during
the 30-day period following each Certificate Anniversary and is (are) subject to
a maximum aggregate annual limit of 20% of the Fixed Account Value as of that
Certificate Anniversary.  Additionally, the Company has the right to limit the
dollar amount of such transfers.

GUARANTEED MINIMUM INTEREST RATES:  The interest rate used to credit interest on
the Fixed Account Value may vary but will never be less than .010746% compounded
daily (4% compounded yearly).

The interest rate used to credit interest on the Loan Account Value may vary but
will never be less than the loan interest rate less 2% per year during
Certificate Years 1 through 10 and less 1% per year thereafter.  (As of the
Certificate Date, the difference between the loan interest rate charged and the
interest rate credited on the Loan Account Value is 1% per year for Certificate
Years 1 through 10 and .50% per year thereafter.)

POLICYOWNER:  CIGNA VARIABLE PRODUCTS TRUST (DATED 06/07/95)
JURISDICTION OF ISSUE OF GROUP POLICY:  RHODE ISLAND
CERTIFICATE OWNER:  THE INSURED
BENEFICIARY:  MARY DOE, WIFE


LN617                                                                          3
<PAGE>

                      LIST OF VARIABLE ACCOUNT SUB-ACCOUNTS


FUND GROUPS                                  FUNDS (SUB-ACCOUNTS)


AIM
   AIM Variable Insurance Funds, Inc.        AIM V.I. Capital Appreciation Fund
                                             AIM V.I. Diversified Income Fund
                                             AIM V.I. Growth Fund
                                             AIM V.I. Value Fund

FIDELITY INVESTMENTS
   Variable Insurance Products Fund          Equity-Income Portfolio
   Variable Insurance Products Fund II       Asset Manager Portfolio
                                             Investment Grade Bond Portfolio

MASSACHUSETTS FINANCIAL SERVICES
   MFS Variable Insurance Trust              MFS Total Return Series
                                             MFS Utilities Series
                                             MFS World Governments Series

QUEST FOR VALUE
  Quest for Value Accumulation Trust         Quest Global Equity Portfolio
                                             Quest Managed Portfolio
                                             Quest Small Cap Portfolio

TEMPLETON
   Templeton Variable Product Funds          Templeton Asset Allocation Fund
                                             Templeton International Fund
                                             Templeton Stock Fund



NOTE:  NET PREMIUM PAYMENTS MAY ALSO BE ALLOCATED TO THE FIXED
        ACCOUNT.








VARIABLE ACCOUNT SEPARATE ACCOUNT:   CG Variable Life Insurance Separate Account
II:  A Connecticut General Life Insurance Company separate Investment Account
which was established on July 6, 1994.



LN617                                                                          5
<PAGE>

                         SCHEDULE 1:   SURRENDER CHARGES

Surrender charges are used in the determination of the surrender value of the
certificate and are assessed upon surrender of the certificate.  Such charges
are applicable within 10 years of the Certificate Date and within 10 years
following the date of any increase in Specified Amount.  The surrender charge is
calculated as (a) times (b), where (a) is the sum of (i) a Deferred Sales Charge
and (ii) a Deferred Administrative Charge and (b) is the applicable Surrender
Charge Grading Factor from the table below, but in no event will the surrender
charge ever exceed the maximum surrender charge allowed by law.

(a) (i)   The Deferred Sales Charge is based on the actual premium paid and the
          applicable Guideline Annual Premium Amount, and is calculated as
          follows:

     DURING CERTIFICATE YEAR*:

     1 and 2        28.5% of the sum of premiums paid up to an amount equal to
                    the Guideline Annual Premium Amount, plus 8.5% of the sum of
                    premiums paid between one and two times the Guideline Annual
                    Premium Amount, plus 7.5% of the sum of premiums paid in
                    excess of two times the Guideline Annual Premium Amount.

     3 through 10   Same dollar amount as end of Certificate Year* 2.

    (ii)  The Deferred Administrative Charge is $6.00 per $1,000 of Specified
Amount.

(b)  SURRENDER CHARGE GRADING FACTORS
            Certificate Years* 1-5      100%
            Certificate Year    6        80%
            Certificate Year    7        60%
            Certificate Year    8        40%
            Certificate Year    9        20%
            Certificate Year   10         0%

     If a surrender becomes effective at other than the end of a Certificate
     Year, any applicable surrender charge grading factor will be applied on a
     pro rata basis as of such effective date.

     *NUMBER OF CERTIFICATE YEARS ELAPSED SINCE THE CERTIFICATE DATE OR
     FROM THE EFFECTIVE DATE(S) OF ANY INCREASE(S) IN SPECIFIED AMOUNT.

No surrender charge is applied upon either a partial surrender or a decrease in
Specified Amount, however, a transaction fee of $25 is assessed for each partial
surrender and will be processed as set forth in the "Partial Surrender"
provision, and for any decrease in Specified Amount effected while surrender
charges apply under the certificate, there will be no change in the surrender
charge from that which was applicable before the decrease took effect.









LN617                                                                          7
<PAGE>

                      SCHEDULE 2:  EXPENSE CHARGES AND FEES

PREMIUM LOAD.  A charge equal to 5.0% of each premium payment will be deducted
to cover applicable state taxes, federal income tax liabilities, and a portion
of sales expenses.

MONTHLY ADMINISTRATIVE FEE.  A monthly deduction is made on each Monthly
Anniversary Day. (See "Monthly Deduction" provision.)  It includes an
administrative fee charge, cost of insurance charges and any charges for
supplemental riders or optional benefits.

The monthly administrative fee as of the Certificate Date is $15.00 per month
during the first Certificate Year and $5.00 per month during subsequent
Certificate Years.  This fee may be changed by the Company after the first
Certificate Year based on its expectations of future expenses, but the amount of
such fee is guaranteed not to exceed $10.00 per month.

CHARGES AND FEES ASSOCIATED WITH THE VARIABLE ACCOUNT SUB-ACCOUNTS.  For
mortality and expense risk, an asset charge is deducted from each Variable
Account Sub-Account at the end of each Valuation Period.  This charge may be
changed by the Company from time to time, but it is guaranteed not to exceed a
daily rate which is equivalent to .90% annually of a Sub-Account's Value.  As of
the Certificate Date, this charge was equal to a daily rate which is equivalent
to .80% annually during Certificate Years 1 through 12 and a daily rate which is
equivalent to .55% annually during the 13th and later Certificate Years.

In addition, Daily Fund Operating Expenses will be applied by each Fund as set
forth in the prospectus for the applicable Fund(s).

TRANSFER FEE.  A transaction fee of $25 applies to each transfer in excess of 12
made during any Certificate Year.



LN617                                                            8
<PAGE>

         SCHEDULE 3: TABLE OF GUARANTEED MAXIMUM COST OF INSURANCE RATES
          (ATTAINED AGE MONTHLY RATES PER $1,000 OF NET AMOUNT AT RISK)

SPECIAL NOTE:  The actual monthly cost of insurance rates charged under this
               certificate will vary based on the sex, attained age (nearest
               birthday) and Premium Class of the person insured; however, they
               will not exceed the rates shown in the table below.  In
               determining the monthly cost of insurance, the Company will add
               the amount of the Flat Extra Monthly Insurance Cost, if any,
               shown in the Certificate Specifications.  If the person insured
               is in a rated premium class, the Guaranteed Maximum Life
               Insurance Rates will be those in the table multiplied by the Risk
               Factor, if any, shown in the Certificate Specifications.  The
               rates below are based on the 1980 CSO Tables (Male or Female as
               appropriate).
<TABLE>
<CAPTION>

ATTAINED                        ATTAINED                        ATTAINED
   AGE       MALE     FEMALE       AGE       MALE     FEMALE       AGE       MALE     FEMALE
(NEAREST    MONTHLY   MONTHLY   (NEAREST    MONTHLY   MONTHLY   (NEAREST    MONTHLY   MONTHLY
BIRTHDAY)    RATE      RATE     BIRTHDAY)    RATE      RATE     BIRTHDAY)    RATE      RATE
- -----------------------------  ------------------------------   -----------------------------
<S>         <C>       <C>      <C>          <C>       <C>       <C>         <C>       <C>
    0       0.34845   0.24089      35       0.17586   0.13752       70      3.30338   1.84590
    1       0.08917   0.07251      36       0.18670   0.14669       71      3.62140   2.02325
    2       0.08251   0.06750      37       0.20004   0.15752       72      3.98666   2.24419
    3       0.08167   0.06584      38       0.21505   0.17003       73      4.40599   2.51548
    4       0.07917   0.06417      39       0.23255   0.18503       74      4.87280   2.83552
- -----------------------------      --------------------------       -------------------------

    5       0.07501   0.06334      40       0.25173   0.20171       75      5.37793   3.19685
    6       0.07167   0.06084      41       0.27424   0.22005       76      5.91225   3.59370
    7       0.06667   0.06000      42       0.29675   0.23922       77      6.46824   4.01942
    8       0.06334   0.05834      43       0.32260   0.25757       78      7.04089   4.47410
    9       0.06167   0.05750      44       0.34929   0.27674       79      7.64551   4.97042
- -----------------------------      --------------------------       -------------------------

    10      0.06084   0.05667      45       0.37931   0.29675       80      8.30507   5.52957
    11      0.06417   0.05750      46       0.41017   0.31677       81      9.03761   6.17118
    12      0.07084   0.06000      47       0.44353   0.33761       82      9.86724   6.91414
    13      0.08251   0.06250      48       0.47856   0.36096       83     10.80381   7.77075
    14      0.09584   0.06667      49       0.51777   0.38598       84     11.82571   8.72632
- -----------------------------      --------------------------       -------------------------

    15      0.11085   0.07084      50       0.55948   0.41350       85     12.91039   9.76952
    16      0.12585   0.07501      51       0.60870   0.44270       86     14.03509  10.89151
    17      0.13919   0.07917      52       0.66377   0.47523       87     15.18978  12.08770
    18      0.14836   0.08167      53       0.72636   0.51276       88     16.36948  13.35774
    19      0.15502   0.08501      54       0.79730   0.55114       89     17.57781  14.70820
- -----------------------------      --------------------------       -------------------------

    20      0.15836   0.08751      55       0.87326   0.59118       90     18.82881  16.15259
    21      0.15919   0.08917      56       0.95591   0.63123       91     20.14619  17.71416
    22      0.15752   0.09084      57       1.04192   0.66961       92     21.57655  19.43814
    23      0.15502   0.09251      58       1.13378   0.70633       93     23.20196  21.40786
    24      0.15169   0.09501      59       1.23235   0.74556       94     25.28174  23.83051
- -----------------------------      --------------------------       -------------------------

    25      0.14752   0.09668      60       1.34180   0.78979       95     28.27411  27.16158
    26      0.14419   0.09918      61       1.46381   0.84488       96     33.10677  32.32378
    27      0.14252   0.10168      62       1.60173   0.91417       97     41.68475  41.21204
    28      0.14169   0.10501      63       1.75809   1.00267       98     58.01259  57.81394
    29      0.14252   0.10835      64       1.93206   1.10539       99     83.33333  83.33333
- -----------------------------      --------------------------       -------------------------

    30      0.14419   0.11251      65       2.12283   1.21731
    31      0.14836   0.11668      66       2.32623   1.33511
    32      0.15252   0.12085      67       2.54312   1.45461
    33      0.15919   0.12502      68       2.77350   1.57247
    34      0.16669   0.13168      69       3.02328   1.69955
- -----------------------------      --------------------------
</TABLE>


LN617                                                                          9
<PAGE>

                     SCHEDULE 4:  CORRIDOR PERCENTAGES TABLE


As of the Certificate Date the formula in effect to determine the amount under
item (b) of both Death Benefit Option 1 and Death Benefit Option 2 is based on a
percent of the Accumulation Value as determined from the following table:
<TABLE>
<CAPTION>

        INSURED'S          CORRIDOR             INSURED'S          CORRIDOR
     ATTAINED AGE        PERCENTAGE          ATTAINED AGE        PERCENTAGE
     ------------        ----------          ------------        ----------
<S>                      <C>                 <C>                 <C>
            0-40             250%                    70                115%
             41              243                     71                113
             42              236                     72                111
             43              229                     73                109
             44              222                     74                107
        ----------       ----------           ------------        ----------
             45              215                     75                105
             46              209                     76                105
             47              203                     77                105
             48              197                     78                105
             49              191                     79                105
        ----------       ----------           ------------        ----------
             50              185                     80                105
             51              178                     81                105
             52              171                     82                105
             53              164                     83                105
             54              157                     84                105
        ----------       ----------           ------------        ----------
             55              150                     85                105
             56              146                     86                105
             57              142                     87                105
             58              138                     88                105
             59              134                     89                105
        ----------       ----------           ------------        ----------
             60              130                     90                105
             61              128                     91                104
             62              126                     92                103
             63              124                     93                102
             64              122                     94                101
        ----------       ----------           ------------        ----------
             65              120                     95                100
             66              119                     96                100
             67              118                     97                100
             68              117                     98                100
             69              116                     99                100
        ----------       ----------           ------------        ----------
</TABLE>





LN617                                                                         10
<PAGE>

                                   DEFINITIONS

ACCUMULATION VALUE.  The sum of (i) the then current value of the Fixed Account,
(ii) all of the then current values of the Variable Account Sub-Accounts (i.e.
the Variable Account Value), and (iii) the Loan Account Value.

CERTIFICATE ANNIVERSARIES AND CERTIFICATE YEARS.  Twelve-month periods measured
from the Certificate Date.

CERTIFICATE DATE (OR "DATE OF ISSUE").  The date on which the certificate
becomes effective.  The Certificate Date is shown in the Certificate
Specifications.  The term "Date of Issue", by itself, shall mean Certificate
Date.

CERTIFICATE OWNER (OR "OWNER").  The Certificate Owner is defined under
"Ownership, Assignment and Beneficiary Provisions".  The term "Owner", by
itself, shall mean Certificate Owner.

COMPANY.  Connecticut General Life Insurance Company.

DUE PROOF OF DEATH.  An original certified copy of an official death
certificate, an original certified copy of a decree of a court of competent
jurisdiction as to the finding of death, or any other proof of death
satisfactory to the Company.

FIXED ACCOUNT.  The account which provides for a guaranteed minimum interest
rate.  The Company may, at its discretion, credit a higher current rate of
interest.  Fixed Account assets are general assets of the Company and are
distinguishable from those allocated to a separate account of the Company.

FUND(S).  The Portfolio(s) of Fund Groups whose shares are acquired for the
Variable Account Sub-Accounts in which Net Premium Payments or transfers may be
invested.

FUND GROUPS.  The open-end management investment companies (mutual funds)
registered under the Investment Company Act of 1940, as amended, (hereinafter
referred as the "1940 Act"), one or more of whose Portfolio(s)' shares are made
available as investment vehicles for the policies through the Variable Account
Sub-Accounts.

HOME OFFICE.   The term "Home Office" means the home office of Connecticut
General Life Insurance Company, the mailing address of which for this
certificate is CIGNA Individual Insurance, Variable Products Service Center -
Routing S249, Hartford, Connecticut 06152-2249.

IN WRITING.  The term "in writing" means in a written form satisfactory to the
Company and received by the Company at its Home Office.

LOAN ACCOUNT.  The account in which certificate indebtedness (outstanding loans
and interest) accrues once it is transferred out of the Fixed Account and
Variable Account Sub-Accounts.  The Loan Account is part of the Company's
general account.

LOAN ACCOUNT VALUE.  The value of the Loan Account, the amount of which equals
the indebtedness under the certificate.

MONTHLY ANNIVERSARY DAY.  The day of the month, as shown in the Certificate
Specifications, when the Company deducts certain charges.  If that day does not
occur on a Valuation Day or is nonexistent for that month, then such charges
will be deducted on the next Valuation Day.

NET ACCUMULATION VALUE.  An amount equal to the Accumulation Value less the
amount of indebtedness, if any, in the Loan Account.

NET PREMIUM PAYMENT.  The amount of a premium payment, less the premium load
shown in Schedule 2.  A Net Premium Payment is the amount available for
allocation to the Fixed Account and the Variable Account Sub-Accounts.

POLICYOWNER.  The person or entity designated in the Certificate Specifications.

SEC.  The Securities and Exchange Commission.

SUB-ACCOUNT.  That portion of the Variable Account which invests in shares of a
specific Fund.


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<PAGE>

                             DEFINITIONS (CONTINUED)

VALUATION DAY.  Every day on which the New York Stock Exchange ("NYSE") is open
for business, except any day on which trading on the NYSE is restricted, or on
which an emergency exists, as determined by the SEC, so that valuation or
disposal of securities is not practicable.

VALUATION PERIOD.  The period of time for which a Fund determines its net asset
value; a Valuation Period begins on the day following a Valuation Day and ends
on the next Valuation Day.  A Valuation Period may be more than one day in
length.

VARIABLE ACCOUNT.   The account consisting of all Sub-Account(s) invested in
shares of the Fund(s).  Variable Account assets are separate account assets of
the Company, the investment performance of which is kept separate from that of
the general assets of the Company and are not chargeable with the general
liability of the Company.

VARIABLE ACCUMULATION UNIT.  A unit of measure used in the calculation of the
value of each Variable Account Sub-Account.

                      PREMIUM AND REINSTATEMENT PROVISIONS

PAYMENT OF PREMIUMS.  All premiums are payable at the Home Office or to an
authorized representative of the Company.  The first premium is due on the
Certificate Date and is payable in advance.  Additional premiums may be paid
under the certificate before the Coverage Date subject to the consent of the
Company and the requirements specified under the "Minimum Premiums" and
"Additional Premiums" provisions.  Receipts signed by the President or Secretary
and duly countersigned will be furnished upon request.

MINIMUM PREMIUMS.  The minimum premium for the certificate is the amount
necessary to maintain a positive surrender value as set forth under the "Grace
Period" provision.  The Guaranteed Initial Death Benefit Premium, as shown in
the Certificate Specifications, is not mandatory but is the premium amount
necessary to guarantee that the death benefit will not be less than the Initial
Specified Amount during the first 5 Certificate Years regardless of market
performance, assuming that there are no loans or partial surrenders under the
certificate.  If premiums paid less any partial surrenders and certificate loans
exceed the minimum premium, the certificate will not lapse during the first 5
certificate years

PLANNED PREMIUMS.  The Company will send premium reminder notices for the
amounts and frequency of payments established by the Certificate Owner.  Changes
in the amounts or frequency of such planned periodic payments by the Certificate
Owner will be subject to the consent of the Company.

COVERAGE DATE.  Payment of (a) the Guaranteed Initial Death Benefit Premium
shown in the Certificate Specifications, or (b) Planned Premiums payable in
accordance with the payment mode specified, may not continue the certificate in
force until the Coverage Date even if the amount is paid as scheduled.  The
Coverage Date is not guaranteed based upon the level of Planned Premiums.  The
period for which the certificate will continue will depend on:

1.   The amount, timing, and frequency of premium payment;
2.   Changes in the Specified Amount and Death Benefit options;
3.   Interest credits and insurance costs;
4.   Changes in deductions for riders, if any; and
5.   Partial withdrawals and loans.

ADDITIONAL PREMIUMS.  In addition to planned premiums, if any, additional
premium payments of at least $100.00 each may be made before the Coverage Date
during the continuance of the certificate.  The Company reserves the right to
limit the amount or number of any such additional premium payments if such is
necessary to qualify the certificate as life insurance under the Internal
Revenue Code.

Unless otherwise specified by the Certificate Owner, if there is any certificate
indebtedness, any additional premiums paid will be used first as a loan
repayment with any excess applied as an additional premium.

ALLOCATION OF NET PREMIUM PAYMENTS.  Net Premium Payments may be allocated to
the Fixed Account and/or to Variable Account Sub-Accounts under the certificate
subject to the "Limits on Allocation of Net Premium Payments" shown in the
Certificate Specifications. The Net Premium Payment associated with the initial
premium payment will be allocated within 3 business days of the expiration of
the "Right to Examine This Certificate" period in accordance with the allocation
percentages specified in the application.  Subsequent Net Premium Payments will
be allocated on the same basis as the most recent previous Net Premium Payment
unless the Company is otherwise instructed in writing to change the allocation
percentages.


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<PAGE>

                PREMIUM AND REINSTATEMENT PROVISIONS (CONTINUED)

GUIDELINE ANNUAL PREMIUM AMOUNT.   The level annual amount as shown in the
Certificate Specifications as of the Certificate Date is an amount calculated in
accordance with SEC Rule 6e-3(T) under the 1940 Act as in effect on such date.
The Guideline Annual Premium Amount under this certificate is used in
determining the amount of the surrender charges if the certificate is
surrendered during a period for which surrender charges are applicable.

GRACE PERIOD.  If the surrender value on any Monthly Anniversary Day is less
than the required monthly deduction, a grace period of 61 days will be granted
to pay a premium sufficient to cover the required monthly deduction.  If,
however, the Guaranteed Initial Death Benefit Premium requirement as set forth
in the Certificate Specifications is met, the certificate will not lapse during
the first 5 Certificate Years and a minimum death benefit amount at least equal
to the Initial Specified Amount will be guaranteed during that period,
regardless of market performance (assuming that there are no loans or partial
surrenders under the certificate).  If premiums paid less any partial surrenders
and certificate loans exceed the minimum premium, the certificate will not lapse
during the first 5 certificate years.

At least 31 days before the end of the grace period the Company will send a
notice that there is insufficient value under the certificate.  The notice will
show the amount of premium required to cover the monthly deduction to prevent
the certificate from lapsing and will be mailed to the last known addresses of
the Certificate Owner and the assignee of record with the Company, if any.  If
such premium, as billed by the Company, is not paid within the grace period, all
coverage under the certificate will terminate without value at the end of the
grace period.  If the Insured dies during the grace period, the Company will
deduct any overdue monthly deductions from the benefits.

REINSTATEMENT. After the certificate has lapsed due to the expiration of a grace
period, it may be reinstated any time during the Insured's lifetime prior to the
Coverage Date provided: (a) it has not been surrendered for cash, (b) a written
application for reinstatement is submitted to the Company, (c) evidence of
insurability satisfactory to the Company is furnished, (d) enough premium is
paid to keep the certificate in force for at least 2 months, and (e) any
indebtedness against the certificate increased by any loan interest is paid or
reinstated.

The effective date of the reinstated certificate will be the Monthly Anniversary
Day next following the date the application for reinstatement is approved by the
Company. The surrender charges set forth in Schedule 1 will be reinstated as of
the Certificate Year in which the certificate lapsed.

                OWNERSHIP, ASSIGNMENT AND BENEFICIARY PROVISIONS

CERTIFICATE OWNER.  The Certificate Owner on the Certificate Date will be the
person designated in the Certificate Specifications.  If no person is designated
as Certificate Owner, the Insured will be the Certificate Owner.

RIGHTS OF CERTIFICATE OWNER.  While the Insured is alive, the Certificate Owner
may exercise all rights and privileges under the certificate including the right
to:   (a) release or surrender the certificate to the Company, (b) agree with
the Company to any change in or amendment to the certificate, (c) transfer all
rights and privileges to another person, (d) change the Beneficiary, and (e)
assign the certificate.

All rights and privileges of the Certificate Owner may be exercised without the
consent of any designated transferee, or any Beneficiary if the Certificate
Owner has reserved the right to change the Beneficiary.  All such rights and
privileges, however, may be exercised only with the consent of any assignee
recorded with the Company.

Unless provided otherwise, if the Certificate Owner is a person other than the
Insured and dies before the Insured, all the rights and privileges of the
Certificate Owner will vest in the Certificate Owner's executors, administrators
or assigns.

TRANSFER OF CERTIFICATE OWNERSHIP.   The Certificate Owner may transfer all
rights and privileges of the Certificate Owner.  On the effective date of
transfer, the transferee will become the Certificate Owner and will have all the
rights and privileges of the Certificate Owner.  The Certificate Owner may
revoke any transfer prior to its effective date.

Unless provided otherwise, a transfer will not affect the interest of any
Beneficiary designated prior to the effective date of transfer.


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<PAGE>

          OWNERSHIP, ASSIGNMENT AND BENEFICIARY PROVISIONS (CONTINUED)

A transfer of Certificate Ownership, or a revocation of transfer, must be in
writing on a form satisfactory to the Company and filed at the Home Office.  A
transfer, or a revocation, will not take effect until recorded in writing by the
Company.  When a transfer or revocation has been so recorded, it will take
effect as of the effective date specified by the Certificate Owner.  Any payment
made or any action taken or allowed by the Company before the transfer, or the
revocation, is recorded will be without prejudice to the Company.

ASSIGNMENT.  The Company will not be affected by any assignment of the
certificate until the original assignment or a certified copy of the assignment
is filed at the Home Office.

The Company does not assume responsibility for the validity or sufficiency of
any assignment.  An assignment of the certificate will operate so long as the
assignment remains in force.

To the extent provided under the terms of the assignment, an assignment will
transfer the interest of any designated transferee or of any Beneficiary if the
Certificate Owner has reserved the right to change the Beneficiary.

BENEFICIARY. The Beneficiary on the Certificate Date will be the person
designated in the Certificate Specifications.

Unless provided otherwise, the interest of any Beneficiary who dies before the
Insured will vest in the Certificate Owner or the Certificate Owner's executors,
administrators or assigns.

CHANGE OF BENEFICIARY. A new Beneficiary may be designated from time to time.  A
request for change of Beneficiary must be in writing on a form satisfactory to
the Company and filed at the Home Office. The request must be signed by the
Certificate Owner. The request must also be signed by the Beneficiary if the
right to change the Beneficiary has not been reserved to the Certificate Owner.

A change of Beneficiary will not take effect until recorded in writing by the
Company. When a change of Beneficiary has been so recorded, whether or not the
Insured is then alive, it will take effect as of the date the request was
signed. Any payment made or any action taken or allowed by the Company before
the change of Beneficiary is recorded will be without prejudice to the Company.

Unless provided otherwise, the right to change any Beneficiary is reserved to
the Certificate Owner.

                           VARIABLE ACCOUNT PROVISIONS

VARIABLE ACCOUNT AND SUB-ACCOUNTS.  Assets accumulated on a variable basis are
held in the Variable Account Separate Account designated in this certificate on
page 5 which was established by a resolution of the Company's Board of Directors
as a "separate account" under governing law of Connecticut, the Company's state
of domicile, is registered as a unit investment trust under the 1940 Act and is
subject to the law of the state in which this certificate is delivered.  Under
Connecticut law, the Variable Account assets (except assets in excess of its
reserves and other contract liabilities) cannot be charged with the general
liabilities of the Company.  The Variable Account assets are owned and
controlled exclusively by the Company, and the Company is not a trustee with
respect to those assets.

The Variable Account is divided into Sub-Accounts.  Each Sub-Account's assets
are invested in shares of a particular Fund of one of the Fund Groups made
available as funding vehicles under this certificate.  For each Sub-Account, the
Company maintains Variable Accumulation Units whose values reflect the
investment performance of the Fund whose shares are held in that Sub-Account.

Subject to any vote by persons having the right under the 1940 Act to vote
thereon, the Company may elect to operate the Variable Account as a management
company rather than a unit investment trust under the 1940 Act, or, if
registration is no longer required, to deregister the Variable Account.  In such
event, the Company may endorse this certificate to reflect such change and any
necessary or appropriate action taken to effect the change.  Any changes in
Variable Account investment policy shall have been approved by the Connecticut
Insurance Commissioner and approved or filed, as required, in the state or other
jurisdiction where this certificate was issued.


LN617                                                                   14
<PAGE>

                     VARIABLE ACCOUNT PROVISIONS (CONTINUED)

INVESTMENT RISK.  Each Sub-Account's assets are always fully invested in the
shares of the particular Fund purchased for that Sub-Account.  Each
Sub-Account's investment performance reflects the investment performance of that
Fund.  Fund share values fluctuate, reflecting the risks of changing economic
conditions and the ability of a Fund Group's investment adviser or sub-adviser
to manage that Fund and anticipate changes in economic conditions.  As to the
Variable Account assets, the Certificate Owner bears the entire investment risk
of gain or loss.

INVESTMENTS OF THE VARIABLE ACCOUNT SUB-ACCOUNTS.  All amounts allocated to a
Variable Account Sub-Account will be used to purchase shares of the specific
Fund of a Fund Group used by that Sub-Account.  Each Fund Group is registered
under the 1940 Act as an open-end management investment company, and each Fund
of that Fund Group is regulated as an open-end management investment company.

All Funds available as funding vehicles under this certificate as of the
Certificate Date are listed in the application for the certificate and on page 5
of the certificate.  The Company may add additional Fund Groups and additional
Funds at any time or may change Funds or Fund Groups in accordance with the
"Substituted Securities" provision.

Any and all distributions made by a Fund will be reinvested in additional shares
of that Fund at net asset value.  Deductions by the Company from a Sub-Account
will be made by redeeming a number of Fund shares at net asset value equal in
total value to the amount to be deducted.

SUBSTITUTED SECURITIES.  Shares corresponding to a particular Fund may not
always be available for purchase or the Company may decide that further
investment in such Fund is no longer appropriate in view of the purposes of the
Variable Account or in view of legal, regulatory or federal income tax
restrictions.  In such event, shares of another registered open-end investment
company or unit investment trust may be substituted both for Fund shares already
purchased and/or as the securities to be purchased in the future, provided that
these substitutions meet applicable Internal Revenue Service diversification
guidelines and any necessary regulatory or other approvals of such substitutions
have been obtained.  In the event of any substitution pursuant to this
provision, the Company may make appropriate endorsement(s) to this certificate
to reflect the substitution.

                          CERTIFICATE VALUES PROVISIONS

ACCUMULATION VALUE.  The Accumulation Value equals the sum of (i) the then
current value of the Fixed Account (ii) all of the then current values of the
Variable Account Sub-Accounts (i.e. the Variable Account Value), and (iii) the
Loan Account Value.  At any point in time, therefore, the Accumulation Value
reflects (a) Net Premium Payments made, (b) interest credited under the Fixed
Account, (c) the amount of any partial surrenders, (d) interest charged and
credited under the Loan Account, (e) any transfer fees, (f) all monthly and
other deductions as specified below, (g) the daily mortality and expense
deduction specified under Schedule 2, and (h) any increases or decreases as a
result of market performance in the Variable Account Sub-Accounts.

CALCULATION OF ACCUMULATION VALUE. On each Valuation Day after the Certificate
Date, the Accumulation Value will be equal to (1), plus (2), plus (3), minus
(4), plus or minus (5) as the case may be, minus (6), minus (7), minus (8), and
if the Valuation Day is the same as a Monthly Anniversary Day, minus (9), where;

(1)  is the Accumulation Value on the preceding Valuation Day;

(2)  is all premiums received since the preceding Valuation Day less the premium
     load charges from Schedule 2;

(3)  the interest credited under the Fixed Account and the Loan Account since
     the preceding Valuation Day;


LN617                                                                         15

<PAGE>

                    CERTIFICATE VALUES PROVISIONS (CONTINUED)

(4)  the interest charged against the Loan Account since the preceding Valuation
     Day;

(5)  is the gain or loss in the Variable Account Value based on market
     performance since the last Valuation Day;

(6)  the charges and fees associated with the Variable Account Sub-Accounts from
     Schedule 2;

(7)  the amount of any partial surrenders since the preceding Valuation Day;

(8)  any transaction fees assessed since the preceding Valuation Day;

(9)  is the monthly deduction  for the month following the Monthly Anniversary
     Day.

FIXED ACCOUNT VALUE.  The Fixed Account Value, if any, with respect to this
certificate, at any point in time, is equal to the sum of the Net Premium
Payments allocated or other amounts (net of any charges) transferred to the
Fixed Account plus interest credited to such account less the monthly deductions
applied to such account and less any partial surrenders or amounts transferred
from the Fixed Account.

INTEREST CREDITED UNDER FIXED ACCOUNT.  The Company will credit interest to the
Fixed Account daily.  The interest rate applied to the Fixed Account will be the
greater of:  (a) .010746% compounded daily, (4% compounded yearly), or (b) a
rate determined by the Company from time to time.  Such rate will be established
on a prospective basis and may vary by the certificate issue year and duration.

VARIABLE ACCOUNT VALUE.  The Variable Account Value, if any, for any Valuation
Period is equal to the sum of the then current values of all Variable Account
Sub-Accounts under the certificate.  The value of each Variable Account
Sub-Account is determined by multiplying the number of Variable Accumulation
Units, if any, credited or debited to such Variable Account Sub-Account with
respect to this certificate by the Variable Accumulation Unit Value of the
particular Variable Account Sub-Account for such Valuation Period.

CREDITING AND CANCELLING VARIABLE ACCUMULATION UNITS.  Upon receipt of a premium
payment or a request for transfer of funds from the Fixed Account, all or that
portion, if any, of the Net Premium Payment to be allocated to the Variable
Account Sub-Accounts and/or the net amount transferred will be credited to the
Variable Account in the form of Variable Accumulation Units.  The number of
Variable Accumulation Units to be credited is determined by dividing the dollar
amount allocated to the particular Variable Account Sub-Account by the Variable
Accumulation Unit Value for the particular Variable Account Sub-Account for the
Valuation Period during which the premium payment and/or the request for
transfer is received by the Company.  The amount of monthly deduction allocated
to each Variable Account Sub-Account will result in the cancellation of Variable
Accumulation Units which have an aggregate value on the date of such deduction
equal to the total amount by which the Variable Account Sub-Account is reduced.

VARIABLE ACCUMULATION UNIT VALUE.  The Variable Accumulation Unit Value for each
Variable Account Sub-Account was established at $10.00 for the first Valuation
Period of the particular Variable Account Sub-Account.  The Variable
Accumulation Unit Value for the particular Variable Account Sub-Account for any
subsequent Valuation Period is determined by methodology which is the
mathematical equivalent of multiplying the Variable Accumulation Unit Value for
the particular Variable Account Sub-Account for the immediately preceding
Valuation Period by the Net Investment Factor for the particular Variable
Account Sub-Account for such subsequent Valuation Period.  The Variable
Accumulation Unit Value for each Variable Account Sub-Account for any Valuation
Period is the value determined as of the end of the particular Valuation Period
and may increase, decrease or remain constant from Valuation Period to Valuation
Period.


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<PAGE>

                    CERTIFICATE VALUES PROVISIONS (CONTINUED)

NET INVESTMENT FACTOR.  The Net Investment Factor is an index applied to measure
the investment performance of a Variable Account Sub-Account from one Valuation
Period to the next.  The Net Investment Factor may be greater or less than or
equal to 1.0; therefore, the value of a Variable Accumulation Unit may increase,
decrease or remain the same.

The Net Investment Factor for any Variable Account Sub-Account for any Valuation
Period is determined by dividing (a) by (b) and then subtracting (c) from the
result where:

     (a) is the net result of:

               (1) is the net asset value (as described in the prospectus for
               the Fund) of a Fund share held in the Variable Account
               Sub-Account determined as of the end of the Valuation Period,
               plus

               (2) the per share amount of any dividend or other distribution
               declared by the Fund on the shares held in the Variable Account
               Sub-Account if the "ex-dividend" date occurs during the Valuation
               Period, plus or minus

               (3) a per share credit or charge with respect to any taxes paid
               or reserved for by the Company during the Valuation Period which
               are determined by the Company to be attributable to the operation
               of the Variable Account Sub-Account;

     (b) is the net asset value of a Fund share held in the Variable Account
     Sub-Account determined as of the end of the preceding Valuation Period; and


     (c) is the asset charge factor determined by the Company for the Valuation
     Period to reflect the charges for assuming the mortality and expense risks.

The asset charge factor for any Valuation Period is equal to the daily asset
charge factor multiplied by the number of 24-hour periods in the Valuation
Period.  The daily asset charge factor will be determined annually by the
Company, but in no event may it exceed that specified in Schedule 2.

COST OF INSURANCE RATES.  Monthly cost of insurance rates will be determined
from time to time by the Company based on its expectations of future mortality.
Any change in cost of insurance rates will apply to all individuals of the same
class as the Insured.  Under no circumstance will the cost of insurance rates
ever be greater than those described in Schedule 3.

COST OF INSURANCE.   The cost of insurance for the Insured is determined on a
monthly basis.  Such cost is calculated as (1), multiplied by the result of (2)
minus (3), where:

1.   is the cost of insurance rate as described in the "Cost of Insurance Rates"
     provision,

2.   is the death benefit at the beginning of the certificate month, divided by
     1.0032737, and

3.   is the Accumulation Value at the beginning of the certificate month prior
     to the deduction for the monthly cost of insurance.

MONTHLY DEDUCTION.  The monthly deduction for a certificate month will be
calculated as Charge (1) plus Charge (2) where:

Charge (1) is the cost of insurance (as described in the "Cost of Insurance"
provision) and the cost of any supplemental riders or optional benefits, and


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<PAGE>

                    CERTIFICATE VALUES PROVISIONS (CONTINUED)

Charge (2) is the Monthly Administrative Fee as described under Schedule 2.

The amount of monthly deduction will be deducted from the Fixed Account and each
Variable Account Sub-Account in the same proportion that the value of each
account bears to the Net Accumulation Value as of the date on which the
deduction is made.

BASIS OF COMPUTATIONS.  The minimum Fixed Account Value is guaranteed to be no
less than that calculated based on the applicable Commissioners 1980 Standard
Ordinary Mortality Table (age nearest birthday) from Schedule 3 with interest at
4% per year, compounded yearly.

All certificate values are at least equal to that required by the jurisdiction
in which this certificate is delivered.  A detailed statement of the method of
computing values has been filed with the insurance supervisory official of that
jurisdiction.

                          TRANSFER PRIVILEGE PROVISION

TRANSFER PRIVILEGE.  At any time while this certificate is in effect, other than
during the "Right to Examine This Certificate" period, the Certificate Owner may
transfer all or part of the Variable Account Value to the Fixed Account and/or
to one or more of the Variable Account Sub-Accounts then available under the
certificate, and/or transfer part of the Fixed Account Value to one or more
Variable Account Sub-Accounts, subject to the provisions set forth below.
Transfers may be made in writing.  Transfer requests must be received at the
Company's Home Office prior to the time of day set forth in the prospectus and
provided the NYSE is open for business, in order to be processed as of the close
of business on the date the request is received; otherwise, the transfer will be
processed on the next business day the NYSE is open for business.

Transfers involving Variable Account Sub-Accounts will reflect the purchase or
cancellation of Variable Accumulation Units having an aggregate value equal to
the dollar amount being transferred to or from a particular Variable Account
Sub-Account.  The purchase or cancellation of such units shall be made using
Variable Accumulation Unit Values of the applicable Variable Account Sub-Account
for the Valuation Period during which the transfer is effective.  Transfers to
the Fixed Account will earn interest as specified under the "Interest Credited
Under Fixed Account" provision.

Unless otherwise changed by the Company to be less restrictive, transfers shall
be subject to the following conditions:  (a) Up to 12 transfers may be made
during any Certificate Year without charge, however, for each transfer in excess
of 12, a transfer fee as set forth in Schedule 2 will be deducted on a pro-rata
basis from the Fixed Account and/or Variable Account Sub-Accounts from which the
transfer is being made; (b) No partial surrender transaction fee will be imposed
on transferred amounts; (c) The amount being transferred may not be less than
$500 unless the entire value of the Fixed Account or a Variable Account
Sub-Account is being transferred; (d) The amount being transferred may not
exceed the Company's maximum amount limit then in effect; (e) Transfers among
the Variable Account Sub-Accounts or from a Variable Account Sub-Account to the
Fixed Account can be made at any time; (f) Transfers from the Fixed Account are
subject to the "Limits on Transfers" as set forth in the Certificate
Specifications; (g) Any value remaining in the Fixed Account or a Variable
Account Sub-Account following a transfer may not be less than $500; (h)
Transfers involving Variable Account Sub-Account(s) shall be subject to such
additional terms and conditions as may be imposed by the Funds.


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<PAGE>

                  NONFORFEITURE AND SURRENDER VALUE PROVISIONS

SURRENDER AND SURRENDER VALUE.  This certificate may be surrendered on any day
during the lifetime of the Insured and before the Coverage Date, for its
surrender value by returning it to the Company with a signed request for
surrender in a form satisfactory to the Company.  The surrender will take effect
on the business day the certificate and the request are received in the Home
Office.  The amount payable on surrender of the certificate (i.e., the
"surrender value") will be the Net Accumulation Value less any surrender charges
as determined from Schedule 1.

The surrender value will be paid in cash or under an elected optional mode of
settlement.  Any deferment of payments will be subject to the "Deferment of
Payments" provision (See "General Provisions").

Any surrender from a Variable Account Sub-Account will result in the
cancellation of Variable Accumulation Units which have an aggregate value on the
effective date of the surrender equal to the total amount by which the Variable
Account Sub-Account is reduced.  The cancellation of such units will be based on
the Variable Accumulation Unit Value of the Variable Account Sub-Account
determined at the close of the Valuation Period during which the surrender is
effective.

INSUFFICIENT VALUE.  If the surrender value, on the day preceding a Monthly
Anniversary Day is insufficient to cover the monthly deduction for the month
following such Monthly Anniversary Day, the certificate will terminate as
provided in the "Grace Period" provision.

PARTIAL SURRENDER.   A partial surrender of this certificate may be elected on
any Valuation Day during the lifetime of the Insured and prior to the Coverage
Date by submitting a written request to the Company.  Such request may also be
made by telephone if telephone transfers have been previously authorized in
writing.  The amount of each partial surrender (a) must be at least $500.00 but
(b) may not exceed 90% of the surrender value at the end of the Valuation Period
during which the election becomes or would become effective.

When a partial surrender is made, the Accumulation Value is reduced by (a) the
amount of the partial surrender and (b) the transaction fee as specified in
Schedule 1.   Also, the death benefit will be reduced by the amount of the
partial surrender.  The Specified Amount remaining in force after any partial
surrender may not be less than the Minimum Specified Amount shown in the
Certificate Specifications.

When the partial surrender is processed, the amount of the partial surrender and
the transaction fee will be deducted from the applicable Fixed Account and/or
Variable Account Sub-Accounts in proportion to the then current account values
provided there are sufficient account values for making the deduction(s);
otherwise, the amount payable upon a partial surrender will be net of any
remaining transaction fee, unless the Certificate Owner and the Company agree
otherwise.

                                 LOAN PROVISIONS

CERTIFICATE LOANS.  After a surrender value is available, the Company will grant
a loan against the certificate provided: (a) a proper loan agreement is executed
and (b) a satisfactory assignment of the certificate to the Company is made.
The loan may be for any amount up to 100% of the then current surrender value;
however, the Company reserves the right to limit the amount of such loan so that
total indebtedness will not exceed 90% of an amount equal to the then current
Accumulation Value less surrender charge.

The amount borrowed will be paid within seven days of the Company's receipt of
such request, except as the Company may be permitted to defer the payment of
amounts as specified under the "Deferment of Payments" provision.  (See "General
Provisions.")


LN617                                                                         19


<PAGE>

                           LOAN PROVISIONS (CONTINUED)

The minimum loan amount is $500.  The Company reserves the right to modify this
amount in the future.  The Company will effect such loan from the Fixed Account
and each Variable Account Sub-Account in proportion to the then current account
values, unless the Certificate Owner instructs the Company otherwise.

LOAN ACCOUNT AND LOAN ACCOUNT VALUE.  The amount of any loan will be transferred
out of the Fixed Account and Variable Accounts Sub-Accounts as described above.
Such amount will become part of the Loan Account Value.  The outstanding loan
balance at any time includes accrued interest on the loan.

The outstanding loan balance (i.e. Indebtedness) may be repaid at any time
during the lifetime of the Insured, however, the minimum loan repayment is
$100.00 or the amount of the outstanding indebtedness, if less.  The Loan
Account Value will be reduced by the amount of any loan repayment.  Loan
repayments will be allocated to the Fixed Account and each Variable Account
Sub-Account in the proportion in which current Net Premium Payment(s) are being
allocated, unless otherwise agreed to in writing by the Certificate Owner and
the Company.

Net loan interest, which equals the difference between interest charged and
interest credited on the Loan Account Value, is payable annually on each
certificate anniversary or as otherwise agreed in writing by the Certificate
Owner and the Company. Such loan interest amount, if not paid when due, will be
transferred out of the Fixed Account and each Variable Account Sub-Account in
proportion to the then current account value, unless both the Certificate Owner
and the Company agree otherwise.

INTEREST RATE CHARGED ON LOAN ACCOUNT VALUE.  Interest charged on the Loan
Account Value will be at a rate equivalent to 8% per year, payable in arrears.

INTEREST RATE CREDITED ON LOAN ACCOUNT VALUE.  The interest rate used to credit
interest on the Loan Account Value may vary, but will not be less than the loan
interest rate less 2% per year during Certificate Years 1 through 10 and less 1%
per year thereafter.  (See Certificate Specifications page for the rate in
effect as of the Certificate Date).

INDEBTEDNESS. The term "indebtedness" means money which is owed on this
certificate due to an outstanding loan and interest accrued thereon.  A loan,
whether or not repaid, will have a permanent effect on the Net Accumulation
Value and on the death benefits.  Any indebtedness at time of settlement will
reduce the proceeds payable under the certificate.  A certificate loan reduces
the then current Net Accumulation Value under the certificate while repayment of
a loan will cause an increase in the then current Net Accumulation Value.

If at any time the total indebtedness against the certificate, including
interest accrued but not due, equals or exceeds the then current Accumulation
Value less surrender charge, the certificate will thereupon terminate without
value subject to the conditions in the "Grace Period" provision and a notice
will be sent at least 31 days before the end of the grace period to the
Certificate Owner and to assignees, if any, that this certificate will terminate
unless the indebtedness is repaid.

                          INSURANCE COVERAGE PROVISIONS

EFFECTIVE DATE OF COVERAGE. The effective date of this certificate will be the
Certificate Date provided the initial premium has been paid (1) while the
Insured is alive and (2) prior to any change in the health and insurability of
the Insured as represented in the application.

For any insurance that has been reinstated, the effective date will be the
Monthly Anniversary Day that coincides with or next follows the day the
application for reinstatement is approved by the Company, provided the Insured
is alive on such day.

TERMINATION OF COVERAGE.  All coverage under this certificate will automatically
terminate upon whichever of the following occurs first:


LN617                                                                         20

<PAGE>

                    INSURANCE COVERAGE PROVISIONS (CONTINUED)

1.   The Certificate Owner surrenders the certificate.

2.   The Insured dies.

3.   The certificate matures at its Coverage Date.

4.   The grace period ends and the necessary premium payment has not been made
     prior to such time.

Any monthly deduction made after termination of coverage will not, by itself, be
considered a reinstatement of the certificate nor a waiver by the Company of the
termination. Any such deduction will be refunded.

DEATH BENEFIT.  If the Insured dies while the certificate is in force, the
Company will pay a death benefit based upon the Death Benefit Option in effect
on the date of death, less (a) any indebtedness against the certificate and (b)
the amount of any partial surrenders.

The Death Benefit Options available under this certificate are as follows:

  DEATH   Insured's Specified Amount includes the Accumulation Value.  The
 BENEFIT  Insured's death benefit  (before deduction of any indebtedness against
OPTION 1  the certificate and the amount of any partial surrenders) will equal
          the greater of:

          (a)  the Specified Amount on the date of death, or

          (b)  an amount determined by the Company equal to that required by the
               Internal Revenue Code to maintain this certificate as life
               insurance (See Schedule 4).  Any amount so determined will be set
               forth in the annual report which the Company will send to the
               Certificate Owner.

  DEATH   The Insured's Specified Amount is in addition to the Accumulation
 BENEFIT  Value.  The Insured's death benefit (before deduction of any
OPTION 2  indebtedness against the certificate and the amount of any partial
          surrenders) will equal the greater of:

          (a)  the Specified Amount on the date of death plus the Accumulation
               Value on the date of death, or

          (b)  an amount determined by the Company equal to that required by the
               Internal Revenue Code to maintain this certificate as life
               insurance (See Schedule 4).  Any amount so determined will be set
               forth in the annual report which the Company will send to the
               Certificate Owner.

Unless the application for the certificate indicates otherwise, or a change in
the death benefit option is effected as provided below, the Company will
consider Death Benefit Option 1 to be the option in effect.

CHANGES IN SPECIFIED AMOUNT. Unless provided otherwise, a change in Specified
Amount may be effected any time while this certificate is in force, subject to
(a) the consent of the Company and (b) the following conditions:

1.   All such changes must be requested in writing on a form satisfactory to the
     Company and filed at the Home Office.


LN617                                                                         21

<PAGE>
                    INSURANCE COVERAGE PROVISIONS (CONTINUED)

2.   If a decrease in the Insured's Specified Amount is requested, the decrease
     will become effective on the Monthly Anniversary Day that coincides with or
     next follows receipt of the request provided any requirements as determined
     by the Company are met.

     In such event, the Company will reduce the existing Specified Amount
     against the most recent increase first, then against the next most recent
     increases successively, and finally, against insurance provided under the
     original application; however, the Company reserves the right to limit the
     amount of any decrease so that the Specified Amount will not be less than
     the Minimum Specified Amount shown in the Certificate Specifications.

3.   If an increase in the Insured's Specified Amount is requested:

     (a)  a supplemental application must be submitted and evidence of
          insurability satisfactory to the Company must be furnished; and

     (b)  any other requirements as determined by the Company must be met.

     If the Company approves the request, the increase will become effective
     upon (i) the Monthly Anniversary Day that coincides with or next follows
     the date the request is approved by the Company and (ii) the deduction from
     the Accumulation Value (in proportion to the then current account values of
     the Fixed Account and/or Variable Account Sub-Accounts) of the first
     month's cost of insurance for the increase, provided the Insured is alive
     on such day.

4.   If a request is made to change the death benefit from Death Benefit Option
     1 to Death Benefit Option 2:

     (a)  the Specified Amount will be reduced to equal the death benefit, less
          the Accumulation Value, as of the effective date of change; and

     (b)  the effective date will be the Monthly Anniversary Day that coincides
          with or next follows the date of receipt of the request for change.

5.   If a request is made to change the death benefit from Death Benefit Option
     2 to Death Benefit Option 1:

     (a)  the Specified Amount will be increased to equal the death benefit as
          of the effective date of change; and

     (b)  the effective date will be the Monthly Anniversary Day that coincides
          with or next follows the date of receipt of the request for change.

The Company will not allow a decrease in the amount of insurance below the
minimum amount required to maintain this certificate as life insurance under the
Internal Revenue Code.

RIGHT TO CONVERT.  The Certificate Owner may convert this certificate to a
substantially comparable flexible premium adjustable life insurance policy
without evidence of insurability for an amount of insurance not exceeding the
death benefit of the variable life insurance certificate on the date of
conversion.

                               GENERAL PROVISIONS

THE GROUP POLICY AND THE CERTIFICATE.  The group policy is an agreement between
the Policyowner and the Company and this certificate is based on the group
policy.  The certificate (including any amendments, endorsements or rider
attached thereto), and the application for the certificate (a copy of which is
attached to the certificate when issued), constitute the entire certificate.
All statements made in the application will be deemed representations and not
warranties. No statement will be used in defense of a claim under the
certificate unless it is contained in the application, and a copy of the
application is attached to the certificate when issued.


LN617                                                                         22

<PAGE>

                         GENERAL PROVISIONS (CONTINUED)

Only the President, a Vice President, a Secretary, a Director or an Assistant
Director of the Company may execute or modify this group policy or any
certificate issued under it.

Both the group policy and this certificate are executed at the Company's Home
Office, the mailing address of which for this certificate is CIGNA Individual
Insurance, Variable Products Service Center, Routing S249, Hartford,
Connecticut 06152-2249.

MODIFICATION OF CERTIFICATE.  The Company reserves the right to modify this
certificate to meet the requirements of applicable state and federal laws or
regulations.  The Company will notify the Certificate Owner in writing of any
changes that bear upon the certificate.

NON-PARTICIPATION.  This certificate is not entitled to share in surplus
distribution.

PAYMENT OF PROCEEDS.  Proceeds, as used in this certificate, means the amount
payable (a) on the Coverage Date, (b) upon the surrender of this certificate
before the Coverage Date, or (c) upon the death of the Insured.

The proceeds payable to the Beneficiary upon receipt of due proof of the
Insured's death will be the Death Benefit as of the date of death which takes
into account (a) any indebtedness against the certificate and (b) the amount of
any partial surrenders (See "Death Benefit" provision).  If the Insured dies
during the grace period, the Company will pay the death benefit proceeds in
effect immediately prior to the grace period reduced by any overdue monthly
deductions.

If the certificate is surrendered before the Coverage Date, the proceeds will be
the surrender value described in the "Nonforfeiture and Surrender Value
Provisions" section.  On the Coverage Date, the proceeds will be the Surrender
Value.

The proceeds are subject to the adjustments described in the following
provisions:

1.   Misstatement of Age or Sex;

2.   Incontestability;

3.   Suicide;

4.   Grace Period;

5.   Indebtedness; and

6.   Partial Surrender

When settlement is made, the Company may require return of the certificate.

DEFERMENT OF PAYMENTS.  Any amounts payable as a result of loans, surrender, or
partial surrenders will be paid within 7 days of the Company's receipt of such
request.  However, payment of amounts from the Variable Account Sub-Accounts may
be postponed when the NYSE is closed or when the SEC declares an emergency.
Additionally, the Company reserves the right to defer the payment of such
amounts from the Fixed Account for a period not to exceed 6 months from the date
written request is received by the Company; during any such deferred period, the
amount payable will bear interest as required by law.

MISSTATEMENT OF AGE OR SEX.  If the age or sex of the Insured is misstated, the
Company will adjust all benefits to the amounts that would have been purchased
for the correct age and sex.


LN617                                                                         23

<PAGE>

                         GENERAL PROVISIONS (CONTINUED)

SUICIDE.  If the Insured commits suicide within 2 years from the Certificate
Date, the death benefit will be limited to a refund of premiums paid, less (a)
any indebtedness against the certificate and (b) the amount of any partial
surrenders.  If the Insured commits suicide within 2 years from the effective
date of any increase in the Specified Amount, the death benefit payment with
respect to such increase will be limited to a refund of the monthly charges for
the cost of such additional insurance.

INCONTESTABILITY.  Except for nonpayment of monthly deductions, this certificate
will be incontestable after it has been in force during the Insured's lifetime
for 2 years from its Certificate Date. This means that the Company will not use
any misstatement in the application to challenge a claim or avoid liability
after that time. Any increase in the Specified Amount effective after the
Certificate Date will be incontestable only after such increase has been in
force for 2 years during the Insured's lifetime.

The basis for contesting an increase in Specified Amount will be limited to
material misrepresentations made in the supplemental application for the
increase. The basis for contesting after reinstatement will be (a) limited for a
period of 2 years from the date of reinstatement and (b) limited to material
misrepresentations made in the reinstatement application.

ANNUAL REPORT. The Company will send a report to the Certificate Owner at least
once a year without charge. The report will show the Accumulation Value as of
the reporting date and the amounts deducted from or added to the Accumulation
Value since the last report.  The report will also show (a) the current death
benefit, (b) the current certificate values, (c) premiums paid and all
deductions made since the last report, (d) outstanding certificate loans, and
(e) any other information required by the Superintendent of Insurance.

PROJECTION OF BENEFITS AND VALUES.  The Company will provide a projection of
illustrative future death benefits and values to the Certificate Owner at any
time upon written request and payment of a reasonable service fee.

CHANGE OF PLAN.  Within the first 2 Certificate Years the Certificate Owner may
exchange this certificate without any evidence of insurability for any one of
the permanent insurance policies then being issued by the Company to the same
class to which this certificate belongs.  The request for the exchange must be
received by the Company within 24 months from the Certificate Date.  Unless
otherwise agreed to between the Certificate Owner and the Company, the new
policy shall have the same amount of insurance and surrender value as this
certificate as of the date of exchange, its date of issue shall be the date of
exchange, and the Insured's issue age under the new policy shall be the
Insured's then attained age (as of the date of exchange).

CERTIFICATE CHANGES - APPLICABLE LAW.  This certificate must qualify initially
and continue to qualify as life insurance under the Internal Revenue Code in
order for the Certificate Owner to receive the tax treatment accorded to life
insurance under Federal law.  Therefore, to maintain this qualification to the
maximum extent permitted by law, the Company reserves the right to return any
premium payments that would cause this certificate to fail to qualify as life
insurance under applicable tax law as interpreted by the Company.  Further, the
Company reserves the right to make changes in this certificate or to make
distributions from the certificate to the extent it deems necessary, in its sole
discretion, to continue to qualify this certificate as life insurance.  Any such
changes will apply uniformly to all policies that are affected.  The Certificate
Owner will be given advance written notice of such changes.


LN617                                                                         24

<PAGE>























                   CONNECTICUT GENERAL LIFE INSURANCE COMPANY
           FLEXIBLE PREMIUM GROUP VARIABLE LIFE INSURANCE CERTIFICATE
 Variable life insurance payable in the event of death before the Coverage Date.
                  Surrender Value payable on the Coverage Date
   Flexible premiums payable to Coveratge Date or prior death of the Insured.
    Non-participating.  Investment results reflected in certificate benefits.


LN617
<PAGE>

                         OPTIONAL METHODS OF SETTLEMENT

This rider is made part of the certificate to which it is attached as of the
Certificate Date.  Upon written request, the Company will agree to pay in
accordance with any one of the options shown below all or part of the net
proceeds that may be payable under the certificate.

If any income optional settlement provides for instalment payments for a given
age of payee for an amount which would be the same for different periods
certain, the Company will deem that an election has been made for the longest
period certain for such age and amount.

While the Insured is alive, the request, including the designation of the payee,
may be made by the Certificate Owner.  At the time a Death Benefit becomes
payable under the certificate, the request, including the designation of the
payee, may then be made by the Beneficiary.  Once Income Payments have begun,
the certificate cannot be surrendered and the payee cannot be changed, nor can
the settlement option be changed.

PAYMENT DATES.  The first Income Payment under the settlement option selected
will become payable on the date proceeds are settled under the option.
Subsequent payments will be made on the first day of each month in accordance
with the manner of payment selected.

MINIMUM PAYMENT AMOUNT.  The settlement option elected must result in an Income
Payment at least equal to the minimum payment amount in accordance with the
Company's rules then in effect.  If at any time payments are less than the
minimum payment amount, the Company has the right to change the frequency to an
interval that will provide the minimum payment amount.  If any amount due is
less than the minimum per year, the Company may make other arrangements that are
equitable.

INCOME PAYMENTS.  Income Payments will remain constant pursuant to the terms of
the settlement option(s) selected.  The amount of each Income Payment shall be
determined in accordance with the terms of the settlement option and the
table(s) set forth in this rider, as applicable.  The mortality table used is
the 1983 Individual Annuitant Mortality (IAM) Table "a" and 3% interest.  In
determining the settlement amount, the settlement age of the payee will be
reduced by one year when the first installment is payable during the 1990's,
reduced by two years when the first installment is payable during the decade
2000-2009, and so on.

FIRST OPTION:  LIFE ANNUITY.  An annuity payable monthly to the payee during the
lifetime of the payee, ceasing with the last payment due prior to the death of
the payee.

SECOND OPTION:  LIFE ANNUITY WITH CERTAIN PERIOD.  An annuity providing monthly
income to the payee for a fixed period of 60, 120, 180, or 240 months (as
selected), and for as long thereafter as the payee shall live.

THIRD OPTION:  ANNUITY CERTAIN. An amount payable monthly for the number of
years selected which may be from 5 to 30 years.

FOURTH OPTION:  AS A DEPOSIT AT INTEREST.  The Company will retain the proceeds
while the payee is alive and will pay interest annually thereon at a rate of not
less than 3% per year.  Upon the payee's death, the amount on deposit will be
paid.

EXCESS INTEREST.  At the sole discretion of the Company, excess interest may be
paid or credited from time  to time in addition to the payments guaranteed under
any Optional Method of Settlement.

ADDITIONAL OPTIONS.  Any proceeds payable under the certificate may also be
settled under any other method of settlement offered by the Company at the time
of the request.

                                    CONNECTICUT GENERAL LIFE INSURANCE COMPANY


                                        /s/ Thomas G. Jones

                                             PRESIDENT


LR462                                                             LR462 (Page 1)
<PAGE>

                   OPTIONAL METHODS OF SETTLEMENT (CONTINUED)

LIFE ANNUITY AND LIFE ANNUITY WITH CERTAIN PERIOD TABLE
FOR EACH $1,000 APPLIED - MALE

<TABLE>
<CAPTION>
- ---------------------------------------------------
 Settlement age of    Number of instalments certain
 payee nearest
     birthday        60      120      180      240
- ---------------------------------------------------
 Age  Life Annuity
 <S>  <C>           <C>     <C>      <C>      <C>
 10      $2.87      $2.87   $2.87    $2.87    $2.87
 11       2.89       2.89    2.89     2.88     2.88
 12       2.90       2.90    2.90     2.90     2.90
 13       2.92       2.92    2.91     2.91     2.91
 14       2.93       2.93    2.93     2.93     2.92

 15       2.95       2.95    2.95     2.94     2.94
 16       2.96       2.96    2.96     2.96     2.96
 17       2.98       2.98    2.98     2.98     2.97
 18       3.00       3.00    3.00     2.99     2.99
 19       3.02       3.02    3.01     3.01     3.01

 20       3.04       3.04    3.03     3.03     3.03
 21       3.06       3.05    3.05     3.05     3.05
 22       3.08       3.08    3.07     3.07     3.07
 23       3.10       3.10    3.09     3.09     3.09
 24       3.12       3.12    3.12     3.11     3.11

 25       3.14       3.14    3.14     3.14     3.13
 26       3.17       3.17    3.16     3.16     3.15
 27       3.19       3.19    3.19     3.19     3.18
 28       3.22       3.22    3.22     3.21     3.20
 29       3.25       3.25    3.24     3.24     3.23

 30       3.28       3.28    3.27     3.27     3.26
 31       3.31       3.31    3.30     3.30     3.29
 32       3.34       3.34    3.33     3.33     3.32
 33       3.37       3.37    3.37     3.36     3.35
 34       3.41       3.41    3.40     3.39     3.38

<CAPTION>
- ---------------------------------------------------
 Settlement age of    Number of instalments certain
 payee nearest
     birthday        60      120      180      240
- ---------------------------------------------------
 Age  Life Annuity
 <S>  <C>           <C>     <C>      <C>      <C>
 35      $3.44      $3.44   $3.44    $3.43    $3.41
 36       3.48       3.48    3.48     3.46     3.45
 37       3.52       3.52    3.52     3.50     3.48
 38       3.57       3.56    3.56     3.54     3.52
 39       3.61       3.61    3.60     3.58     3.56

 40       3.66       3.65    3.65     3.63     3.60
 41       3.71       3.70    3.69     3.67     3.64
 42       3.76       3.75    3.74     3.72     3.68
 43       3.81       3.81    3.79     3.77     3.73
 44       3.87       3.86    3.85     3.82     3.77

 45       3.93       3.92    3.90     3.87     3.82
 46       3.99       3.98    3.96     3.92     3.87
 47       4.05       4.05    4.02     3.98     3.92
 48       4.12       4.11    4.09     4.04     3.97
 49       4.19       4.18    4.15     4.10     4.03

 50       4.27       4.26    4.22     4.17     4.08
 51       4.34       4.33    4.30     4.23     4.14
 52       4.43       4.41    4.37     4.30     4.20
 53       4.51       4.50    4.45     4.37     4.26
 54       4.60       4.59    4.54     4.45     4.32

 55       4.70       4.68    4.62     4.53     4.39
 56       4.80       4.78    4.72     4.61     4.45
 57       4.91       4.89    4.82     4.69     4.51
 58       5.03       5.00    4.92     4.78     4.58
 59       5.15       5.12    5.03     4.87     4.65

<CAPTION>
- ---------------------------------------------------
 Settlement age of    Number of instalments certain
 payee nearest
     birthday        60      120      180      240
- ---------------------------------------------------
 Age  Life Annuity
 <S>  <C>           <C>     <C>      <C>      <C>
 60      $5.28      $5.25   $5.14    $4.96    $4.71
 61       5.43       5.39    5.27     5.06     4.78
 62       5.58       5.53    5.39     5.16     4.84
 63       5.74       5.69    5.53     5.26     4.90
 64       5.91       5.85    5.66     5.36     4.96

 65       6.10       6.03    5.81     5.46     5.02
 66       6.30       6.21    5.96     5.56     5.08
 67       6.51       6.41    6.12     5.66     5.13
 68       6.73       6.62    6.28     5.77     5.18
 69       6.97       6.84    6.44     5.86     5.23

 70       7.23       7.07    6.61     5.96     5.27
 71       7.51       7.32    6.79     6.05     5.31
 72       7.80       7.58    6.96     6.14     5.34
 73       8.12       7.85    7.14     6.23     5.37
 74       8.46       8.14    7.32     6.31     5.40

 75       8.82       8.45    7.50     6.38     5.42
 76       9.21       8.76    7.67     6.45     5.44
 77       9.63       9.10    7.84     6.51     5.45
 78      10.08       9.44    8.01     6.57     5.47
 79      10.56       9.80    8.17     6.62     5.48

 80      11.07      10.17    8.33     6.66     5.49
 81      11.62      10.55    8.48     6.70     5.49
 82      12.20      10.94    8.61     6.73     5.50
 83      12.82      11.33    8.74     6.76     5.50
 84      13.47      11.73    8.86     6.79     5.51

 85      14.17      12.12    8.97     6.81     5.51
</TABLE>


LR462                                                            LR462 (Page 3)

<PAGE>

                   OPTIONAL METHODS OF SETTLEMENT (CONTINUED)

LIFE ANNUITY AND LIFE ANNUITY WITH CERTAIN PERIOD TABLE
FOR EACH $1,000 APPLIED - FEMALE

<TABLE>
<CAPTION>
- ---------------------------------------------------
 Settlement age of    Number of instalments certain
 payee nearest
     birthday        60      120      180      240
- ---------------------------------------------------
 Age  Life Annuity
 <S>  <C>           <C>     <C>      <C>      <C>
 10      $2.80      $2.80   $2.80    $2.80    $2.80
 11       2.81       2.81    2.81     2.81     2.81
 12       2.82       2.82    2.82     2.82     2.82
 13       2.83       2.83    2.83     2.83     2.83
 14       2.85       2.85    2.85     2.84     2.84

 15       2.86       2.86    2.86     2.86     2.86
 16       2.87       2.87    2.87     2.87     2.87
 17       2.89       2.89    2.89     2.88     2.88
 18       2.90       2.90    2.90     2.90     2.90
 19       2.92       2.92    2.92     2.91     2.91

 20       2.93       2.93    2.93     2.93     2.93
 21       2.95       2.95    2.95     2.95     2.94
 22       2.96       2.96    2.96     2.96     2.96
 23       2.98       2.98    2.98     2.98     2.98
 24       3.00       3.00    3.00     3.00     2.99

 25       3.02       3.02    3.02     3.02     3.01
 26       3.04       3.04    3.04     3.03     3.03
 27       3.06       3.06    3.06     3.06     3.05
 28       3.08       3.08    3.08     3.08     3.07
 29       3.10       3.10    3.10     3.10     3.09

 30       3.13       3.13    3.12     3.12     3.12
 31       3.15       3.15    3.15     3.14     3.14
 32       3.18       3.18    3.17     3.17     3.16
 33       3.20       3.20    3.20     3.20     3.19
 34       3.23       3.23    3.23     3.22     3.22

<CAPTION>
- ---------------------------------------------------
 Settlement age of    Number of instalments certain
 payee nearest
     birthday        60      120      180      240
- ---------------------------------------------------
 Age  Life Annuity
 <S>  <C>           <C>     <C>      <C>      <C>
 35      $3.26      $3.26   $3.26    $3.25    $3.24
 36       3.29       3.29    3.29     3.28     3.27
 37       3.32       3.32    3.32     3.31     3.30
 38       3.35       3.35    3.35     3.34     3.33
 39       3.39       3.39    3.38     3.38     3.37

 40       3.42       3.42    3.42     3.41     3.40
 41       3.46       3.46    3.46     3.45     3.43
 42       3.50       3.50    3.50     3.49     3.47
 43       3.54       3.54    3.54     3.53     3.51
 44       3.59       3.59    3.58     3.57     3.55

 45       3.64       3.63    3.63     3.61     3.59
 46       3.68       3.68    3.67     3.66     3.63
 47       3.73       3.73    3.72     3.71     3.68
 48       3.79       3.79    3.77     3.76     3.72
 49       3.84       3.84    3.83     3.81     3.77

 50       3.90       3.90    3.89     3.86     3.82
 51       3.97       3.96    3.95     3.92     3.88
 52       4.03       4.03    4.01     3.98     3.93
 53       4.10       4.10    4.08     4.04     3.99
 54       4.18       4.17    4.15     4.11     4.04

 55       4.25       4.25    4.22     4.18     4.11
 56       4.34       4.33    4.30     4.25     4.17
 57       4.42       4.41    4.38     4.32     4.23
 58       4.52       4.51    4.47     4.40     4.30
 59       4.61       4.60    4.56     4.48     4.37

<CAPTION>
- ---------------------------------------------------
 Settlement age of    Number of instalments certain
 payee nearest
     birthday        60      120      180      240
- ---------------------------------------------------
 Age  Life Annuity
 <S>  <C>           <C>     <C>      <C>      <C>
 60      $4.72      $4.70   $4.66    $4.57    $4.44
 61       4.83       4.81    4.76     4.66     4.51
 62       4.95       4.93    4.87     4.75     4.58
 63       5.08       5.05    4.98     4.85     4.65
 64       5.21       5.18    5.10     4.95     4.72

 65       5.36       5.32    5.22     5.05     4.79
 66       5.51       5.47    5.36     5.16     4.86
 67       5.67       5.63    5.50     5.26     4.93
 68       5.85       5.80    5.65     5.37     5.00
 69       6.04       5.98    5.80     5.49     5.06

 70       6.25       6.18    5.97     5.60     5.12
 71       6.47       6.39    6.14     5.71     5.18
 72       6.71       6.62    6.32     5.83     5.23
 73       6.98       6.86    6.50     5.94     5.28
 74       7.26       7.12    6.69     6.04     5.32

 75       7.57       7.40    6.89     6.14     5.35
 76       7.90       7.69    7.09     6.24     5.39
 77       8.26       8.01    7.29     6.33     5.41
 78       8.65       8.34    7.49     6.41     5.43
 79       9.08       8.70    7.69     6.49     5.45

 80       9.54       9.07    7.89     6.55     5.47
 81      10.03       9.47    8.08     6.61     5.48
 82      10.58       9.88    8.26     6.66     5.49
 83      11.16      10.31    8.43     6.70     5.49
 84      11.80      10.75    8.59     6.74     5.50

 85      12.48      11.20    8.74     6.77     5.50
</TABLE>


ANNUITY CERTAIN TABLE FOR EACH $1,000 APPLIED

<TABLE>
<CAPTION>
- -----------------------------------------------------
     Number of years        Amount of each instalment
      during which
   instalments will be
          paid                Annual         Monthly
- -----------------------------------------------------
   <S>                      <C>              <C>
          5                   $211.99        $17.91
          6                    179.22         15.14
          7                    155.83         13.16
          8                    138.31         11.68
          9                    124.69         10.53
         10                    113.82          9.61
         11                    104.93          8.86

<CAPTION>
- -----------------------------------------------------
    Numbers of years       Amount of each instalment
      during which
   instalments will be
          paid                 Annual        Monthly
- -----------------------------------------------------
   <S>                     <C>               <C>
         12                    $97.54         $8.24
         13                     91.29          7.71
         14                     85.95          7.26
         15                     81.33          6.87
         16                     77.29          6.53
         17                     73.74          6.23
         18                     70.59          5.96

<CAPTION>
- -----------------------------------------------------
    Numbers of years       Amount of each instalment
      during which
   instalments will be
          paid                 Annual         Monthly
- -----------------------------------------------------
   <S>                     <C>                <C>
         19                    $67.78         $5.73
         20                     65.26          5.51
         25                     55.76          4.71
         30                     49.53          4.18
</TABLE>


LR462                                                             LR462 (Page 4)
<PAGE>

                         OPTIONAL METHODS OF SETTLEMENT

This rider is made part of the certificate to which it is attached as of the
Certificate Date.  Upon written request, the Company will agree to pay in
accordance with any one of the options shown below all or part of the net
proceeds that may be payable under the certificate.

If any income optional settlement provides for instalment payments for a given
age of payee for an amount which would be the same for different periods
certain, the Company will deem that an election has been made for the longest
period certain for such age and amount.

While the Insured is alive, the request, including the designation of the payee,
may be made by the Certificate Owner.  At the time a Death Benefit becomes
payable under the certificate, the request, including the designation of the
payee, may then be made by the Beneficiary.  Once Income Payments have begun,
the certificate cannot be surrendered and the payee cannot be changed, nor can
the settlement option be changed.

PAYMENT DATES.  The first Income Payment under the settlement option selected
will become payable on the date proceeds are settled under the option.
Subsequent payments will be made on the first day of each month in accordance
with the manner of payment selected.

MINIMUM PAYMENT AMOUNT.  The settlement option elected must result in an Income
Payment at least equal to the minimum payment amount in accordance with the
Company's rules then in effect.  If at any time payments are less than the
minimum payment amount, the Company has the right to change the frequency to an
interval that will provide the minimum payment amount.  If any amount due is
less than the minimum per year, the Company may make other arrangements that are
equitable.

INCOME PAYMENTS.  Income Payments will remain constant pursuant to the terms of
the settlement option(s) selected.  The amount of each Income Payment shall be
determined in accordance with the terms of the settlement option and the
table(s) set forth in this rider, as applicable.  The mortality table used is
the 1983 Individual Annuitant Mortality (IAM) Table "a" and 3% interest.  In
determining the settlement amount, the settlement age of the payee will be
reduced by one year when the first installment is payable during the 1990's,
reduced by two years when the first installment is payable during the decade
2000-2009, and so on.

FIRST OPTION:  LIFE ANNUITY.  An annuity payable monthly to the payee during the
lifetime of the payee, ceasing with the last payment due prior to the death of
the payee.

SECOND OPTION:  LIFE ANNUITY WITH CERTAIN PERIOD.  An annuity providing monthly
income to the payee for a fixed period of 60, 120, 180, or 240 months (as
selected), and for as long thereafter as the payee shall live.

THIRD OPTION:  ANNUITY CERTAIN. An amount payable monthly for the number of
years selected which may be from 5 to 30 years.

FOURTH OPTION:  AS A DEPOSIT AT INTEREST.  The Company will retain the proceeds
while the payee is alive and will pay interest annually thereon at a rate of not
less than 3% per year.  Upon the payee's death, the amount on deposit will be
paid.

EXCESS INTEREST.  At the sole discretion of the Company, excess interest may be
paid or credited from time  to time in addition to the payments guaranteed under
any Optional Method of Settlement.

ADDITIONAL OPTIONS.  Any proceeds payable under the certificate may also be
settled under any other method of settlement offered by the Company at the time
of the request.

                                    CONNECTICUT GENERAL LIFE INSURANCE COMPANY


                                        /s/ Thomas G. Jones

                                             PRESIDENT


LR463                                                             LR463 (Page 1)
<PAGE>

                   OPTIONAL METHODS OF SETTLEMENT (CONTINUED)

LIFE ANNUITY AND LIFE ANNUITY WITH CERTAIN PERIOD
TABLE FOR EACH $1,000 APPLIED - UNISEX
<TABLE>
<CAPTION>

- ---------------------------------------------------------
  Settlement age of       Number of instalments certain
    payee nearest
      birthday            60      120      180       240
- ---------------------------------------------------------
    Age   Life Annuity
<S>           <C>        <C>      <C>      <C>       <C>
    10        2.84       2.84     2.84     2.84      2.83
    11        2.85       2.85     2.85     2.85      2.85
    12        2.86       2.86     2.86     2.86      2.86
    13        2.88       2.88     2.88     2.87      2.87
    14        2.89       2.89     2.89     2.89      2.89

    15        2.91       2.90     2.90     2.90      2.90
    16        2.92       2.92     2.92     2.92      2.91
    17        2.94       2.94     2.93     2.93      2.93
    18        2.95       2.95     2.95     2.95      2.95
    19        2.97       2.97     2.97     2.96      2.96

    20        2.99       2.99     2.98     2.98      2.98
    21        3.00       3.00     3.00     3.00      3.00
    22        3.02       3.02     3.02     3.02      3.01
    23        3.04       3.04     3.04     3.04      3.03
    24        3.06       3.06     3.06     3.06      3.05

    25        3.08       3.08     3.08     3.08      3.07
    26        3.11       3.11     3.10     3.10      3.10
    27        3.13       3.13     3.13     3.12      3.12
    28        3.15       3.15     3.15     3.15      3.14
    29        3.18       3.18     3.17     3.17      3.16

    30        3.20       3.20     3.20     3.20      3.19
    31        3.23       3.23     3.23     3.22      3.22
    32        3.26       3.26     3.26     3.25      3.24
    33        3.29       3.29     3.29     3.28      3.27
    34        3.32       3.32     3.32     3.31      3.30

<CAPTION>

- ---------------------------------------------------------
  Settlement age of       Number of instalments certain
    payee nearest
      birthday            60      120      180       240
- ---------------------------------------------------------
    Age   Life Annuity
<S>           <C>        <C>      <C>      <C>       <C>
    35        3.35       3.35     3.35     3.34      3.33
    36        3.39       3.39     3.38     3.38      3.36
    37        3.42       3.42     3.42     3.41      3.40
    38        3.46       3.46     3.46     3.45      3.43
    39        3.50       3.50     3.49     3.48      3.47

    40        3.54       3.54     3.54     3.52      3.50
    41        3.59       3.59     3.58     3.56      3.54
    42        3.63       3.63     3.62     3.61      3.58
    43        3.68       3.68     3.67     3.65      3.62
    44        3.73       3.73     3.72     3.70      3.67

    45        3.78       3.78     3.77     3.74      3.71
    46        3.84       3.84     3.82     3.79      3.76
    47        3.90       3.89     3.88     3.85      3.80
    48        3.96       3.95     3.93     3.90      3.85
    49        4.02       4.02     3.99     3.96      3.91

    50        4.09       4.08     4.06     4.02      3.96
    51        4.16       4.15     4.13     4.08      4.01
    52        4.23       4.22     4.20     4.15      4.07
    53        4.31       4.30     4.27     4.21      4.13
    54        4.39       4.38     4.35     4.28      4.19

    55        4.48       4.47     4.43     4.36      4.25
    56        4.57       4.56     4.51     4.43      4.32
    57        4.67       4.65     4.60     4.51      4.38
    58        4.78       4.76     4.70     4.60      4.45
    59        4.89       4.87     4.80     4.68      4.51

<CAPTION>

- ---------------------------------------------------------
  Settlement age of       Number of instalments certain
   payee nearest
      birthday            60      120      180       240
- ---------------------------------------------------------
    Age   Life Annuity
<S>           <C>        <C>      <C>      <C>       <C>
    60        5.00       4.98     4.91     4.77      4.58
    61        5.13       5.10     5.02     4.87      4.65
    62        5.27       5.23     5.13     4.96      4.72
    63        5.41       5.37     5.26     5.06      4.79
    64        5.56       5.52     5.39     5.16      4.85

    65        5.73       5.68     5.52     5.27      4.92
    66        5.90       5.84     5.67     5.37      4.98
    67        6.09       6.02     5.82     5.48      5.04
    68        6.29       6.21     5.97     5.58      5.10
    69        6.51       6.41     6.13     5.69      5.15

    70        6.74       6.63     6.30     5.79      5.20
    71        6.99       6.86     6.47     5.90      5.25
    72        7.25       7.10     6.65     6.00      5.29
    73        7.54       7.36     6.83     6.09      5.33
    74        7.85       7.63     7.02     6.19      5.36

    75        8.19       7.92     7.21     6.27      5.39
    76        8.55       8.23     7.39     6.36      5.42
    77        8.93       8.56     7.58     6.43      5.44
    78        9.35       8.90     7.77     6.50      5.45
    79        9.80       9.26     7.95     6.56      5.47

    80       10.29       9.63     8.12     6.61      5.48
    81       10.81      10.02     8.29     6.66      5.49
    82       11.37      10.42     8.45     6.70      5.49
    83       11.98      10.83     8.60     6.74      5.50
    84       12.62      11.25     8.74     6.76      5.50

    85       13.31      11.67     8.86     6.79      5.51
</TABLE>


ANNUITY CERTAIN TABLE FOR EACH $1,000 APPLIED
<TABLE>
<CAPTION>
- --------------------------------------------------
 Numbers of years        Amount of each instalment
   during which
instalments will be
       paid               Annual        Monthly
- --------------------------------------------------
<S>                       <C>           <C>
         5                $211.99       $17.91
         6                 179.22        15.14
         7                 155.83        13.16
         8                 138.31        11.68
         9                 124.69        10.53
        10                 113.82         9.61
        11                 104.93         8.86
<CAPTION>

- --------------------------------------------------
  Number of years        Amount of each instalment
   during which
instalments will be
       paid                Annual        Monthly
- --------------------------------------------------
<S>                        <C>           <C>
        12                 $97.54        $8.24
        13                  91.29         7.71
        14                  85.95         7.26
        15                  81.33         6.87
        16                  77.29         6.53
        17                  73.74         6.23
        18                  70.59         5.96
<CAPTION>

- --------------------------------------------------
  Number of years        Amount of each instalment
   during which
instalments will be
       paid                Annual        Monthly
- --------------------------------------------------
<S>                        <C>           <C>
        19                 $67.78        $5.73
        20                  65.26         5.51
        25                  55.76         4.71
        30                  49.53         4.18
</TABLE>


LR463                                                            LR463 (Page 3)
<PAGE>

                    WAIVER OF MONTHLY DEDUCTION BENEFIT RIDER

This rider is made part of the certificate to which it is attached if "Form
LR464, Waiver of Monthly Deduction Benefit" is shown in the Certificate
Specifications. As used in this rider the Date of Expiry is the certificate
anniversary nearest to the Insured's 65th birthday.

BENEFITS. The Company will waive the monthly deductions falling due under the
certificate, during the continuance of Total Disability (as defined below)
provided: (a) Total Disability commences prior to the certificate anniversary
nearest to the Insured's 60th birthday, (b) the Home Office is furnished due
proof that the Insured has become so disabled, and (c) the Insured has remained
continuously so disabled for at least 6 consecutive months.

If Total Disability commences on or after the certificate anniversary nearest to
the Insured's 60th birthday but prior to the Date of Expiry, such monthly
deductions falling due will be waived subject to the above due proof and
continuous disability requirements.

If Total Disability commences prior to the certificate anniversary nearest to
the Insured's 60th birthday and the Insured remains continuously so disabled to
the certificate anniversary nearest to the Insured's 65th birthday, Total
Disability will be deemed to be permanent. In such event, all such monthly
deductions falling due subsequent to the certificate anniversary nearest the
Insured's 65th birthday will be waived automatically as long as the Insured
shall live.

All monthly deductions made which subsequently qualify for waiver will be added
to the Accumulation Value in the same manner in which monthly deductions are
made under the certificate.

DEFINITION OF TOTAL DISABILITY. The term "Total Disability" as used in this
rider means the complete incapacity of the Insured which (a) results from bodily
injury or disease beginning while the certificate and this rider are in force,
and (b) during the first 24 months of disability prevents the Insured from
performing the duties of the Insured's occupation for remuneration or profit and
thereafter prevents the Insured from engaging in any occupation for remuneration
or profit for which the Insured is qualified or may reasonably become qualified
by education, training or experience.

The term "Total Disability" also means the total and irrecoverable loss of the
sight of both eyes, or of the use of both hands, or both feet, or of one hand
and one foot whether or not such loss prevents the Insured from engaging in any
occupation or business provided, however, the cause of such loss occurs after
the effective date of this rider.

RISKS NOT COVERED. The insurance under this rider does not cover disability
resulting from (a) intentionally self-inflicted injury or (b) military or naval
service with any country at war. "Military or naval service" includes service in
any air force or branch of any country or international organization or
combination of countries. "War" includes undeclared war and armed conflict
involving the military, naval or air forces of any country, international
organization or combination of countries.

CHANGE IN DEATH BENEFIT. The Company will not allow an increase in the Specified
Amount under the certificate during the continuance of Total Disability.

Unless provided otherwise, if Death Benefit Option 1 is in effect when waiver of
monthly deductions commence, the Company will automatically change it to Death
Benefit Option 2. In such event, the Company will reduce the Specified Amount to
equal the death benefit less the Accumulation Value of the certificate as of the
date Total Disability commenced.

COST OF INSURANCE. The cost for the insurance provided by this rider will be
part of the monthly deduction made under the certificate. The amount so deducted
each month will be determined by multiplying the applicable Rate Factor from the
table below by the sum of all the other covered monthly charges for the
certificate and all riders.


LR464                                                             LR464 (Page 1)

<PAGE>

If the Insured is in a rated premium class, the rate factor used in determining
the cost for the insurance will be the Rate Factor from the table multiplied by
the Risk Factor, if any, shown in the Certificate Specifications.

          ------------------------------------------------------------
          ------------------------------------------------------------
                      ATTAINED
                         AGE         MALE RATE      FEMALE RATE
                 (NEAREST BIRTHDAY)    FACTOR          FACTOR
          ------------------------------------------------------------
                         5-24          .0270           .0315
                        25-39          .0300           .0350
                        40-44          .0300           .0425
                        45-49          .0350           .0500
                        50-54          .0500           .0600
                         55            .0650           .0800
                         56            .0750           .0900
                         57            .0850           .1000
                         58            .0950           .1100
                         59            .1050           .1200
                         60            .0750           .0900
                         61            .0700           .0850
                         62            .0650           .0800
                         63            .0500           .0600
                         64            .0200           .0300
          ------------------------------------------------------------
          ------------------------------------------------------------

WRITTEN NOTICE AND PROOF OF CLAIM. Written notice of claim and due proof of
Total Disability must be given to the Company at the Home Office (a) while the
Insured is alive and during the continuance of Total Disability.

Failure to give such timely notice and proof will not, however, invalidate or
diminish any claim if it is shown that such notice and proof were given as soon
as was reasonably possible.

PROOF OF CONTINUATION OF TOTAL DISABILITY. While the Insured is disabled, the
Company may require proof of the continuance of Total Disability and may require
the Insured to be examined at reasonable intervals by a physician other than the
Insured.  The Company may not, however, require such proof more often than once
a year if at least 2 years have elapsed since the approval of the claim.  If
such proof is not furnished or if the Insured fails to submit to such
examination no further monthly deductions will be waived.

RECOVERY FROM DISABILITY. If and when the Insured has recovered from Total
Disability, no further monthly deductions will be waived. Monthly deductions
becoming due after such recovery will be made in accordance with the terms of
the certificate.

TERMINATION. This rider and all insurance provided under it will terminate
automatically upon whichever of the following occurs first: (a) the Date of
Expiry, except with respect to benefits accruing during the continuance of any
then existing Total Disability for which the Company has received due proof as
required, (b) nonpayment of a premium within the grace period as specified in
the certificate, (c) the date the certificate matures or is continued in force
under a settlement option, or (d) surrender or other termination of the
certificate.  If, however, the certificate is reinstated prior to the Date of
Expiry, this rider will likewise be reinstated.

Upon written request and the return of the certificate for endorsement, this
rider may be terminated as of any Monthly Anniversary Day. In such event,
subsequent monthly deductions will be reduced accordingly.

Any termination of the coverage provided by this rider would be without
prejudice to any claim beginning while this rider was in effect.


LR464                                                             LR464 (Page 2)
<PAGE>

INCONTESTABILITY.  Except for nonpayment of monthly deductions, this rider will
be incontestable after it has been in force during the Insured's lifetime and
without the occurrence of Total Disability (a) for 2 years from its date of
issue, or (b) with respect to any requested increase in Specified Amount under
the certificate, for 2 years from the date of such increase.

CONSIDERATION. The consideration for the Waiver of Monthly Deductions Benefit is
the application for this benefit, a copy of which is attached to and made a part
of the certificate, and the payment of the additional cost for this benefit.

EFFECTIVE DATE. This rider becomes effective as of its date of issue which is
the Certificate Date unless a later date is shown in the Certificate
Specifications.


                                   CONNECTICUT GENERAL LIFE INSURANCE COMPANY


                                        /s/ Thomas G. Jones

                                             PRESIDENT


LR464                                                             LR464 (Page 3)
<PAGE>

                    WAIVER OF MONTHLY DEDUCTION BENEFIT RIDER

This rider is made part of the certificate to which it is attached if "Form
LR465, Waiver of Monthly Deduction Benefit" is shown in the Certificate
Specifications. As used in this rider the Date of Expiry is the certificate
anniversary nearest to the Insured's 65th birthday.

BENEFITS. The Company will waive the monthly deductions falling due under the
certificate, during the continuance of Total Disability (as defined below)
provided: (a) Total Disability commences prior to the certificate anniversary
nearest to the Insured's 60th birthday, (b) the Home Office is furnished due
proof that the Insured has become so disabled, and (c) the Insured has remained
continuously so disabled for at least 6 consecutive months.

If Total Disability commences on or after the certificate anniversary nearest to
the Insured's 60th birthday but prior to the Date of Expiry, such monthly
deductions falling due will be waived subject to the above due proof and
continuous disability requirements.

If Total Disability commences prior to the certificate anniversary nearest to
the Insured's 60th birthday and the Insured remains continuously so disabled to
the certificate anniversary nearest to the Insured's 65th birthday, Total
Disability will be deemed to be permanent. In such event, all such monthly
deductions falling due subsequent to the certificate anniversary nearest the
Insured's 65th birthday will be waived automatically as long as the Insured
shall live.

All monthly deductions made which subsequently qualify for waiver will be added
to the Accumulation Value in the same manner in which monthly deductions are
made under the certificate.

DEFINITION OF TOTAL DISABILITY. The term "Total Disability" as used in this
rider means the complete incapacity of the Insured which (a) results from bodily
injury or disease beginning while the certificate and this rider are in force,
and (b) during the first 24 months of disability prevents the Insured from
performing the duties of the Insured's occupation for remuneration or profit and
thereafter prevents the Insured from engaging in any occupation for remuneration
or profit for which the Insured is qualified or may reasonably become qualified
by education, training or experience.

The term "Total Disability" also means the total and irrecoverable loss of the
sight of both eyes, or of the use of both hands, or both feet, or of one hand
and one foot whether or not such loss prevents the Insured from engaging in any
occupation or business provided, however, the cause of such loss occurs after
the effective date of this rider.

RISKS NOT COVERED. The insurance under this rider does not cover disability
resulting from (a) intentionally self-inflicted injury or (b) military or naval
service with any country at war. "Military or naval service" includes service in
any air force or branch of any country or international organization or
combination of countries. "War" includes undeclared war and armed conflict
involving the military, naval or air forces of any country, international
organization or combination of countries.

CHANGE IN DEATH BENEFIT. The Company will not allow an increase in the Specified
Amount under the certificate during the continuance of Total Disability.

Unless provided otherwise, if Death Benefit Option 1 is in effect when waiver of
monthly deductions commence, the Company will automatically change it to Death
Benefit Option 2. In such event, the Company will reduce the Specified Amount to
equal the death benefit less the Accumulation Value of the certificate as of the
date Total Disability commenced.

COST OF INSURANCE. The cost for the insurance provided by this rider will be
part of the monthly deduction made under the certificate. The amount so deducted
each month will be determined by multiplying the applicable Rate Factor from the
table below by the sum of all the other covered monthly charges for the
certificate and all riders.


LR465                                                             LR465 (Page 1)

<PAGE>

If the Insured is in a rated premium class, the rate factor used in determining
the cost for the insurance will be the Rate Factor from the table multiplied by
the Risk Factor, if any, shown in the Certificate Specifications.

                         --------------------------------
                         --------------------------------
                              ATTAINED
                                 AGE            RATE
                              (NEAREST        FACTOR
                              BIRTHDAY)
                         --------------------------------
                                 5-24          .0270
                                25-39          .0300
                                40-44          .0300
                                45-49          .0350
                                50-54          .0500
                                 55            .0650
                                 56            .0750
                                 57            .0850
                                 58            .0950
                                 59            .1050
                                 60            .0750
                                 61            .0700
                                 62            .0650
                                 63            .0500
                                 64            .0200
                         --------------------------------
                         --------------------------------

WRITTEN NOTICE AND PROOF OF CLAIM. Written notice of claim and due proof of
Total Disability must be given to the Company at the Home Office (a) while the
Insured is alive and during the continuance of Total Disability.

Failure to give such timely notice and proof will not, however, invalidate or
diminish any claim if it is shown that such notice and proof were given as soon
as was reasonably possible.

PROOF OF CONTINUATION OF TOTAL DISABILITY. While the Insured is disabled, the
Company may require proof of the continuance of Total Disability and may require
the Insured to be examined at reasonable intervals by a physician other than the
Insured.  The Company may not, however, require such proof more often than once
a year if at least 2 years have elapsed since the approval of the claim.  If
such proof is not furnished or if the Insured fails to submit to such
examination no further monthly deductions will be waived.

RECOVERY FROM DISABILITY. If and when the Insured has recovered from Total
Disability, no further monthly deductions will be waived. Monthly deductions
becoming due after such recovery will be made in accordance with the terms of
the certificate.

TERMINATION. This rider and all insurance provided under it will terminate
automatically upon whichever of the following occurs first: (a) the Date of
Expiry, except with respect to benefits accruing during the continuance of any
then existing Total Disability for which the Company has received due proof as
required, (b) nonpayment of a premium within the grace period as specified in
the certificate, (c) the date the certificate matures or is continued in force
under a settlement option, or (d) surrender or other termination of the
certificate.  If, however, the certificate is reinstated prior to the Date of
Expiry, this rider will likewise be reinstated.

Upon written request and the return of the certificate for endorsement, this
rider may be terminated as of any Monthly Anniversary Day. In such event,
subsequent monthly deductions will be reduced accordingly.

Any termination of the coverage provided by this rider would be without
prejudice to any claim beginning while this rider was in effect.


LR465                                                             LR465 (Page 2)
<PAGE>

INCONTESTABILITY.  Except for nonpayment of monthly deductions, this rider will
be incontestable after it has been in force during the Insured's lifetime and
without the occurrence of Total Disability (a) for 2 years from its date of
issue, or (b) with respect to any requested increase in Specified Amount under
the certificate, for 2 years from the date of such increase.

CONSIDERATION. The consideration for the Waiver of Monthly Deductions Benefit is
the application for this benefit, a copy of which is attached to and made a part
of the certificate, and the payment of the additional cost for this benefit.

EFFECTIVE DATE. This rider becomes effective as of its date of issue which is
the Certificate Date unless a later date is shown in the Certificate
Specifications.


                                   CONNECTICUT GENERAL LIFE INSURANCE COMPANY


                                        /s/ Thomas G. Jones

                                             PRESIDENT


LR465                                                             LR465 (Page 3)

<PAGE>

CERTIFICATE OWNER                     CIGNA INDIVIDUAL INSURANCE  [LOGO]
VARIABLE LIFE INSURANCE APPLICATION   Connecticut General Life Insurance Company
PART 1                                Hartford, CT 06152-2249



                                    MAILING ADDRESS:  CIGNA INDIVIDUAL INSURANCE
                                                      VARIABLE PRODUCTS SERVICE
                                                      CENTER, S249
                                                      HARTFORD, CT   06152-2249
<TABLE>

<S>                   <C>
1. CERTIFICATE
   OWNER              Name
                           -----------------------------------------------------------------------------------------
                                First             Middle                 Last
   (FOR JOINT OR
   MULTIPLE OWNER-    Address
   SHIP, ENTER "1,"           --------------------------------------------------------------------------------------
   "2," ETC. ALONG-            Number       Street           City      State     Zip Code
   SIDE OWNERS'
   NAMES AND ALONG-   Date of      /     /     SS#
   SIDE CORRESPOND-    Birth   --------------     ----------------   Sex / / M  Telephone (   )
   ING RESPONSES TO            Mo.  Day   Yr.     (or Tax Iden. #)       / / F            --------------------------(HOME)
   EACH ITEM)                                                                             (   )
                                                                                          --------------------------(WORK)

                      Full Name of Trust (If applicable) ---------------------------------------    ----------------
(Also complete Address, Tax Iden. # and Telephone items above)                                      (Date of Trust)

                      Name(s) of Trustee(s) (If applicable)
                                                             -------------------------------------------------------

2. PROPOSED           (If Proposed Insured is same as Certificate Owner, skip to Age Nearest Birthday, Place of Birth, and
   INSURED            Occupation/Employment items)

   (MAY NOT BE A      Name
   CORPORATION OR A        -----------------------------------------------------------------------------------------
   TRUST; MUST BE A              First                           Middle                             Last
   NATURAL PERSON)    Address
                             ---------------------------------------------------------------------------------------
                                 Number           Street                        City          State         Zip Code

                      Date of       /    /        SS#                     Sex   / / M  Telephone (      )
                       Birth    -------------        ---------------            / / F            ---------------------(HOME)
                                                                                                 (      )
                                                                                                 ---------------------(WORK)


                      Age Nearest Birthday __________________    Place of Birth  ___________________________________
                                                                                             CITY, STATE

                      Regular Occupation:                                   How long so employed?
                                           --------------------                                  -------------------

                      Name of employer and nature of business:
                                                                -----------------------------------------------------

                      -----------------------------------------------------------------------------------------------


3.BENEFICIARY         ALL PRIMARY BENEFICIARIES SHALL SHARE EQUALLY UNLESS OTHERWISE INDICATED.  IF NO PRIMARY BENEFICIARY IS ALIVE
                      AT THE TIME DEATH BENEFITS ARE PAYABLE, BENEFITS WILL BE PAID IN EQUAL SHARES TO THE CONTINGENT BENEFICIARIES,
                      IF SURVIVING THE INSURED, UNLESS OTHERWISE SPECIFIED.

                        Primary Beneficiary(s) and relationship to              Contingent Beneficiary(s) and relationship to
                        Proposed Insured                                        Proposed Insured

                        ___________________________________                     ____________________________________
                        ___________________________________                     ____________________________________
                        ___________________________________                     ____________________________________


                     If Beneficiary or Certificate Owner is other than an individual, indicate whether:
                     Beneficiary is a   / / Corporation                 Certificate Owner is a  / / Corporation
                                        / / Partnership                                         / / Partnership

<PAGE>

4. PLAN                  Initial Specified Amount (Face Amount)  $ ______________
     INFORMATION

                         Death Benefit Option                         Waiver of Monthly Deduction Benefit
                         / / Option 1:  Specified Amount            / / Yes
                         / / Option 2:  Specified Amount Plus       / / No
                                        Accumulation Value
5. PREMIUM
   PAYMENT(S)            Initial Premium Payment       $ ____________      (MAKE CHECK PAYABLE TO "CGLIC")

   IF CERTICATE          Planned Periodic Payments     $ ____________      Payable   / / Annually        / / Quarterly
   IS FOR USE
   WITH A                (FILL-INS OPTIONAL)                                    / / Semi-Annually   / / PAC
   QUALIFIED                                                                    / / Other  ______________________
   PLAN, CHECK
   HERE:                 To whom shall premium notices be sent?  (MAY NOT CHECK MORE THAN 2)

   / /    QUALIFIED         / / Certificate Owner        / / Insured            / / Other _______________________


6. INITIAL               FIXED ACCOUNT       ________%
   PREMIUM
   PAYMENT
   ALLOCATION

   (Allocation to any    VARIABLE ACCOUNT - SUB-ACCOUNTS (FUNDS)
   one % line must be
   10% or more. Use      AIM                                             QUEST FOR VALUE
   whole percentages     ___% AIM V.I. Capital Appreciation Fund         ___% Quest Global Equity Portfolio
   only.  Grand Total    ___% AIM V.I. Diversified Income Fund           ___% Quest Managed Portfolio
   of all allocations    ___% AIM V.I. Growth Fund                       ___% Quest Small Cap Portfolio
   made in this section  ___% AIM V.I. Value Fund
   of the application
   must equal 100%)
                         FIDELITY INVESTMENTS                            TEMPLETON
   If DOLLAR
   COST AVERAG-          ___% Asset Manager Portfolio                    ___% Templeton Asset Allocation Fund
   ING is employed,      ___% Equity-Income Portfolio                    ___% Templeton International Fund
   an allocation must    ___% Investment Grade Bonds Portfolio           ___% Templeton Stock Fund
   be made to the
   Fixed Account and
   the % allocation
   must result in at     MASSACHUSETTS FINANCIAL SERVICES                OTHER (IF AVAILABLE FOR THESE PRODUCTS)
   least $12,000 to
   such account.         ___% MFS Total Return Series                    ___% ___________________________________
   Please complete       ___% MFS Utilities Series                       ___% ___________________________________
   Section 9.            ___% MFS World Governments Series

                         NOTE:  ALL PAYMENTS AND VALUES PROVIDED BY THE LIFE INSURANCE CERTIFICATE WHEN BASED ON THE INVESTMENT
                         EXPERIENCE OF THE VARIABLE ACCOUNT ARE VARIABLE AND ARE NOT GUARANTEED AS TO DOLLAR AMOUNT.  THE DURATION
                         OF COVERAGE IS VARIABLE AND MAY INCREASE OR DECREASE WHEN BASED UPON THE INVESTMENT EXPERIENCE OF THE
                         VARIABLE ACCOUNT.


7. REPLACEMENT           Will you discontinue, stop paying premiums or initiate a reduction in face amount/cash value on any Life
                         Insurance if this insurance is issued?  / / Yes   / / No

                         IF "YES," GIVE FULL DETAILS BELOW.  FORWARD PROPER REPLACEMENT FORMS, IF REQUIRED.

                              Company                            Policy Number                           Amount

                          ________________________          _________________________           _____________________
                          ________________________          _________________________           _____________________

<PAGE>

8. DOLLAR COST
   AVERAGING

   (FOLLOW INSTRUCTIONS   SELECT ONE TRANSFER OPTION ($1,000 MINIMUM PER TRANSFER):
   IN SECTION 6 BEFORE      / /    $_____________ monthly     / / $_____________ quarterly
   COMPLETING THIS
   SECTION)               Each amount transferred is to be applied to the following Fund(s) in these percentages (USE WHOLE
                          PERCENTAGES ONLY.  TOTAL MUST EQUAL 100%).

                          AIM                                                      QUEST FOR VALUE
                          ___% AIM V.I. Capital Appreciation Fund                  ___% Quest Global Equity Portfolio
                          ___% AIM V.I. Diversified Income Fund                    ___% Quest Managed Portfolio
                          ___% AIM V.I. Growth Fund                                ___% Quest Small Cap Portfolio
                          ___% AIM V.I. Value Fund

                          FIDELITY INVESTMENTS                                     TEMPLETON
                          ___% Asset Manager Portfolio                             ___% Templeton Asset Allocation Fund
                          ___% Equity-Income Portfolio                             ___% Templeton International Fund
                          ___% Investment Grade Bonds Portfolio                    ___% Templeton Stock Fund

                          MASSACHUSETTS FINANCIAL SERVICES                         OTHER (IF AVAILABLE FOR THESE PRODUCTS)
                          ___% MFS Total Return Series                             ___% ________________________________
                          ___% MFS Utilities Series                                ___% ________________________________
                          ___% MFS World Governments Series

                         I(We) understand that these transfers will be made on the 20th day of the month (or the next business day)
                         and will continue for the period specified or until the value of the Fund noted above with respect to the
                         certificate is exhausted or I(we) terminate the program, whichever occurs earlier.  I(We) also understand
                         that I(we) may add to such Fund at any time to continue this program or may change the periodic amounts.


 9.UNDERWRITING
   INFORMATION

   (IN THIS SECTION,     a.   Do you contemplate flying, or have you flown during the past 2 years as a pilot, student pilot or crew
   "YOU" REFERS TO THE        member?                                                                 / / Yes   / / No
   PROPOSED INSURED           IF YES, AN AVIATION SUPPLEMENT IS REQUIRED.
   AND RESPONSES ARE TO
   BE PROVIDED BY THE    b.   Do you plan to participate or have you participated within the past 2 years in motor vehicle or boat
   PROPOSED INSURED)          racing, hang gliding or sky, skin, or scuba diving or similar sports?   / / Yes   / / No
                              IF YES, COMPLETE AVOCATION QUESTIONNAIRE.
                         c.   Do you contemplate residence or travel outside of the United States or Canada for more than 30 days
                              within the next year?                                                   / / Yes   / / No
                              IF YES, COMPLETE FOREIGN TRAVEL OR RESIDENCE QUESTIONNAIRE.
                         d.   Have you ever been convicted of a felony?                               / / Yes   / / No
                              Have you within the last 3 years had convictions for motor vehicle violations, or had your license
                              suspended, revoked or restricted?                                       / / Yes   / / No
                              IF YES, PROVIDE DETAILS BELOW.
                         e.     Have you within the last 12 months used tobacco in any form?          / / Yes   / / No
                                IF YES, DESCRIBE BELOW, THE FREQUENCY, QUANTITY AND KIND OF TOBACCO USED.
                         f.     Have you ever applied for any Life or Health Insurance which resulted in your being turned down,
                                asked to pay extra premium or issued a reduced face amount?           / / Yes   / / No
                                IF YES, PROVIDE DETAILS BELOW.
                         g.   Are you negotiating or have you within the past 6 months negotiated for Life
                              Insurance?                                                              / / Yes   / / No
                              IF YES, INDICATE BELOW, THE COMPANY, AMOUNT, PLAN AND PURPOSE.

                         h.   What is the total amount of Life Insurance (Personal and Business) presently in force on your life
                              EXCLUDING ANY POLICIES BEING REPLACED?  The amount shown for each policy should also include coverage
                              under any term riders, but Group or Health Insurance policies should not be included.   List each
                              policy separately.  IF NONE, SO STATE.

                              Company                 When Issued            Amount               AI Amount

                             __________________   ___________________    ________________    __________________

                             __________________   ___________________    ________________    __________________

<PAGE>


10.    ADDITIONAL
       INFORMATION/
       INSTRUCTIONS


11.    HOME OFFICE    Changes or corrections made by the Company are ratified by the Certificate Owner upon acceptance of a life
       CHANGES OR     insurance certificate containing this Application with the changes or corrections noted below. In those
       CORRECTIONS    where written consent is required by statute or State Insurance Department regulation, amendments as to plan,
                      amount, age at issue, classification, or benefits will be made only with Certificate Owner's written consent.


12. CERTIFICATIONS    I (We) have read the above questions and answers and declare that they are complete and true to the best of my
                      (our) knowledge and belief.  I (We) agree, a) that this Application Part I (and Part II, or Part IIA, if
                      required) shall form a part of any certificate issued, and b) that no Agent/Representative of the Company
                      shall have the authority to waive a complete answer to any question in this Application, transfer
                      insurability, make or alter any certificate, or waive any of the Company's other rights or requirements. I
                      (We) further agree that no insurance shall take effect unless and until the certificate has been delivered to
                      and accepted by me (us) and the initial premium paid during the lifetime of the Proposed Insured, and while
                      the Proposed Insured is in the state of health and insurability represented in this Application.

                      I (We) acknowledge receipt of a current prospectus.  Please check here  / /  if you wish to receive a copy of
                      the Statement of Additional Information which supplements the information in the prospectus.  Under penalties
                      of perjury, I (the Certificate Owner) certify that the above Social Security and Taxpayer Identification
                      numbers are correct and that I am of legal age to enter into this agreement.

                      Illustrations of benefits, including death benefits, certificate values and cash surrender values are
                      available upon request.

13.    SIGNATURES     Signed at  ________________________________________________________                 On _____/_____/_____
                                                                      CITY / STATE                            MO.   DAY  YEAR

                      ___________________________________________________________________________________
                                                    SIGNATURE OF PROPOSED INSURED

                      ___________________________________________________________________________________
                                              SIGNATURE(S) OF CERTIFICATE OWNER(S) IF OTHER THAN PROPOSED INSURED

                      ___________________________________________________________________________________
                                                              SIGNATURE OF WITNESS

14.  CERTIFICATION/    The Registered Representative hereby certifies that the certificate / / IS  / / IS NOT  intended to replace
     REPORT BY         or change any existing annuity or life insurance.
     REGISTERED
     REPRESENTA-       Print Name   ______________________________      Signature       ________________________________
     TIVE/             SS#          ______________________________      Telephone       ________________________________
     WITNESS           Rep.Code Percentage ___________/___________%     Field Office Code  _____________________________

                       Print Name  ________________________________     Signature       ________________________________
                       SS#         ________________________________     Telephone       ________________________________
                       Rep.Code Percentage ___________/___________%     Field Office Code     __________________________

15.  BROKER/          Print Name   ________________________________     Telephone        _______________________________
     DEALER           Address      ________________________________     Broker Code      _______________________________
    INFORMATION                    ________________________________     Field Office Code     __________________________

</TABLE>

B10295                                                                 (PAGE 4)

<PAGE>

POLICYOWNER VARIABLE LIFE INSURANCE APPLICATION

                                      CONNECTICUT GENERAL LIFE INSURANCE COMPANY
                                 A CIGNA Company

                                                                      No. 000001
- --------------------------------------------------------------------------------
1a.  Name of  Policyowner          b.   Policyowner Tax Iden. #

                                        ___ ___ - ___ ___ - ___ ___ ___ ___ ___

- --------------------------------------------------------------------------------
  c. Address (No., Street, City, State & Zip Code) of Policyowner



- --------------------------------------------------------------------------------
ADDITIONAL INSTRUCTIONS             HOME OFFICE CHANGES OR CORRECTIONS




- --------------------------------------------------------------------------------
The Policyowner hereby applies to Connecticut General Life Insurance company for
a Flexible Premium Group Variable Life Insurance Policy.  Under penalties of
perjury, I (as an officer of the Policyowner) hereby certify that the above
Taxpayer Identification number is correct.
- --------------------------------------------------------------------------------
Dated at (City & State)

                                                       On  ___ / ___ / ___
                                                           Mo.   Day   Year
- --------------------------------------------------------------------------------
<TABLE>
<S>                                                   <C>
Registered Representative/Witness                     Signature and Title of Officer of Policyowner

a.   Print Name:                                      a.    Print Name:
                 -----------------------------                          -----------------------------

b.   Signature:                                       b.    Signature:
                 -----------------------------                          -----------------------------

c.   SS#:                                             c.    Title:
                ------------------------------                          -----------------------------

d.   Telephone:
                ------------------------------

e.   Rep Code:
                ------------------------------

f.   Field Office Code:
                         ---------------------
</TABLE>


B10296



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