ANNUITY INVESTORS VARIABLE ACCOUNT A, 485BPOS, 1996-04-24

ANNUITY INVESTORS VARIABLE ACCOUNT A
485BPOS, 1996-04-24

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<PAGE>

As filed with the Securities and Exchange Commission on April 24, 1996

File No. 33-59861
File No. 811-07299

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-----------------------
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ( )
Pre-effective Amendment No. _____ ( )
Post-effective Amendment No. __1__ ( X )
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT
COMPANY ACT OF 1940 ( )
Amendment No. __4__ ( X )
(Check appropriate box or boxes)
_________________________________

ANNUITY INVESTORS[SERVICEMARK] VARIABLE ACCOUNT A
(Exact Name of Registrant)

ANNUITY INVESTORS LIFE INSURANCE COMPANY[REGISTERED TRADEMARK]
(Name of Depositor)
P.O. Box 5423
Cincinnati, Ohio 45201-5423
(Address of Depositor's Principal Executive Offices) (Zip Code)

Depositor's Telephone Number, including Area Code:
(800) 789-6771
__________________________________________________________________
Mark F. Muething, Esq.
Senior Vice President, Secretary and General Counsel
Annuity Investors Life Insurance Company
P.O. Box 5423
Cincinnati, Ohio 45201-5423
(Name and Address of Agent for Service)

Copy to:

Catherine S. Bardsley, Esq.
Kirkpatrick & Lockhart LLP
1800 M Street, N.W.
South Lobby - Suite 900
Washington, D.C. 20036
__________________________________________________________________________

Approximate Date of Proposed Public Offering: As soon as practicable
after the effective date of the Registration Statement

<PAGE>

It is proposed that this filing will become effective (check appropriate
box):

___
/__/ Immediately upon filing pursuant to paragraph (b).
___
/_X/ On May 1, 1996 pursuant to paragraph (b).
___
/__/ Sixty days after filing pursuant to paragraph (a).
___
/__/ On _________ pursuant to paragraph (a)(1).

If appropriate, check the following box:
___
/__/ This post-effective amendment designates a new effective date for
a previously filed post-effective amendment.

Pursuant to Rule 24f-2 under the Investment Company Act of 1940,
the Registrant declares that an indefinite number of its securities is
being registered under the Securities Act of 1933. Pursuant to Rule 24f-
2(b)(2), the Registrant has not filed a Rule 24f-2 Notice because the
Registrant did not sell any securities pursuant to the above declaration
during the fiscal year ended December 31, 1995.

<PAGE>

CROSS REFERENCE SHEET
Pursuant to Rule 495

Showing Location in Part A (Prospectus),
Part B (Statement of Additional Information) and Part C
of Registration Statement Information Required by Form N-4

PART A
------

<TABLE>
<CAPTION>
Item of Form N-4 Prospectus Caption
---------------- ------------------

1. Cover Page . . . . . . . . . . . . . . Cover Page

2. Definitions . . . . . . . . . . . . . . Definitions

3. Synopsis . . . . . . . . . . . . . . . Highlights

4. Condensed Financial Information

(a) Accumulation Unit Values . . . Not Applicable

(b) Performance Data . . . . . . . Not Applicable

5. General Description of Registrant,
Depositor and Portfolio Companies

(a) Depositor . . . . . . . . . . Annuity Investors Life Insurance
Company

(b) Registrant . . . . . . . . . . The Separate Account

(d) Fund Prospectus . . . . . . . The Funds

(e) Voting Rights . . . . . . . . Voting Rights
<PAGE>

6. Deductions and Expenses

(a) General . . . . . . . . . . . Charges and Deductions

(b) Sales Load % . . . . . . . . . Contingent Deferred Sales Charge

(c) Special Purchase Plan . . . . Contingent Deferred Sales Charge;
Reduction or Elimination of Contract
and Certificate Charges

(d) Commissions . . . . . . . . . Distribution of the Contract

(e) Fund Expenses . . . . . . . . The Funds

(f) Operating Expenses . . . . . . Summary of Expenses

7. General Description of Variable Annuity
Contracts

(a) Persons with Rights . . . . . The Contract; Surrenders; Contract
Loans; Death Benefit; Voting Rights

(b) (i) Allocation of Premium Payments Enrollment and Purchase Payments

(ii) Transfers . . . . . . . . . . Transfers

(iii) Exchanges . . . . . . . . . . Additions, Deletions or
Substitutions

(d) Inquiries . . . . . . Contacting the Company

8. Annuity Period . . . . . . . . . . . . Settlement Options

9. Death Benefit . . . . . . . . . . . . . Death Benefit

10. Purchases and Contract Values

(a) Purchases . . . . . . . . . . Enrollment and Purchase Payments

(b) Valuation . . . . . . . . . . Fixed Account Value; Variable
Account Value

(d) Underwriter . . . . . . . . . Distribution of the Contract

11. Redemptions

(a) By Contract Owners . . . . . . Surrender Value; Systematic
Withdrawal Option

By Annuitant . . . . . . . . . Not Applicable

(b) Texas ORP . . . . . . . . . . Texas Optional Retirement Program

(d) Free Look . . . . . . . . . . Not Applicable

12. Taxes . . . . . . . . . . . . . . . . . Federal Tax Matters

13. Legal Proceedings . . . . . . . . . . . Legal Proceedings

14. Table of Contents of the Statement of Statement of Additional Information
Additional Information . . . . . . . .

PART B
------

Statement of Additional Information
Item of Form N-4 Caption
---------------- -----------------------------------

15. Cover Page . . . . . . . . . . . . . . Cover Page

16. Table of Contents . . . . . . . . . . . Table of Contents

17. General Information and General Information and History
History . . . . . . . . . . . . . . . .

18. Services
(a) Fees and Expenses of Registrant (Prospectus) Summary of Expenses

(b) Management Contracts . . . . . Not Applicable

Independent Auditors . . . . . Experts

(d) Assets of Registrant . . . . . Not Applicable

(e) Affiliated Person . . . . . . Not Applicable

(f) Principal Underwriter . . . . Not Applicable

19. Purchase of Securities Being Offered . (Prospectus) Distribution of the
Contract

Offering Sales Load . . . . . . . . . . (Prospectus) Contingent Deferred
Sales Charge

20. Underwriters . . . . . . . . . . . . . Distribution of the Contract

21. Calculation of Performance Data

(a) Money Market Funded Sub Money Market Sub-Account Yield
Accounts . . . . . . . . . . . Calculation

(b) Other Sub-Accounts . . . . . . Other Sub-Account Yield Calculation

22. Annuity Payments . . . . . . . . . . . (Prospectus) Fixed Dollar Annuity
Benefit; Variable Dollar Annuity
Benefit

23. Financial Statements . . . . . . . . . Financial Statements

PART C
------

Item of Form N-4 Part C Caption
---------------- --------------

24. Financial Statements and Exhibits . . . Financial Statements and Exhibits

(a) Financial Statements . . . . . Financial Statements
(b) Exhibits . . . . . . . . . . . Exhibits

25. Directors and Officers of the Depositor Directors and Officers of Annuity
Investors Life Insurance Company
<PAGE>

26. Persons Controlled By or Under Common Persons Controlled By Or Under
Control With the Depositor or Common Control With the Depositor or
Registrant . . . . . . . . . . . . . . Registrant

27. Number of Contract Owners . . . . . . . Number of Certificate Owners

28. Indemnification . . . . . . . . . . . . Indemnification

29. Principal Underwriters . . . . . . . . Principal Underwriter

30. Location of Accounts and Location of Accounts and Records
Records . . . . . . . . . . . . . . . .

31. Management Services . . . . . . . . . . Management Services

32. Undertakings . . . . . . . . . . . . . Undertakings

SIGNATURES . . . . . . . . . . . . . . . . . Signature Page

</TABLE>
<PAGE>

ANNUITY INVESTORS[SERVICEMARK] VARIABLE ACCOUNT A
of
ANNUITY INVESTORS LIFE INSURANCE COMPANY[REGISTERED TRADEMARK]
PROSPECTUS
for the
Commodore Nauticus[SERVICEMARK]
Group Flexible Premium Deferred Annuity
Issued by
ANNUITY INVESTORS LIFE INSURANCE COMPANY
P.O. Box 5423, Cincinnati, Ohio 45201-5423, (800) 789-6771

This Prospectus describes the Commodore Nauticus, a Group
Flexible Premium Deferred Annuity Contract (the "Contract") issued
by Annuity Investors Life Insurance Company (the "Company") and the
Certificates of Participation under the Contract ("Certificates").

A Certificate provides for the accumulation of an Account Value
on a fixed or variable basis, or a combination of both. The Certificate
also provides for the payment of periodic annuity payments on a fixed or
variable basis, or a combination of both. If the variable basis is
chosen, annuity values will be held in Annuity Investors Variable Account
A (the "Separate Account") and will vary according to the investment
performance of the mutual funds in which the Sub-Accounts of the Separate
Account invest. If the fixed basis is chosen, periodic annuity payments
from the Company's general account will be fixed and will not vary.

The Separate Account is divided into Sub-Accounts. Each Sub-
Account uses its assets to purchase, at their net asset value, shares of a
designated registered investment company or portfolio thereof (each, a
"Fund"). The Funds available for investment in the Separate Account under
the Contract are as follows: from Janus Aspen Series, (1) the Aggressive
Growth Portfolio, (2) the Worldwide Growth Portfolio, (3) the Balanced
Portfolio, and (4) the Short-Term Bond Portfolio; (5) Dreyfus Variable
Investment Fund-Capital Appreciation Portfolio; (6) The Dreyfus Socially
Responsible Growth Fund, Inc.; (7) Dreyfus Stock Index Fund; and from
Merrill Lynch Variable Series Funds, Inc., (8) the Basic Value Focus Fund,
(9) the Global Strategy Focus Fund, (10) the High Current Income Fund and
(11) the Domestic Money Market Fund.

This Prospectus sets forth the basic information that a
prospective investor should know before investing. A "Statement of
Additional Information" containing more detailed information about the
Contract is available free of charge by writing to the Company's
Administrative Office at P.O. Box 5423, Cincinnati, Ohio 45201-5423. The
Statement of Additional Information, which has the same date as this
Prospectus, as it may be supplemented from time to time, has been filed
with the Securities and Exchange Commission and is incorporated herein by
reference. The table of contents of the Statement of Additional
Information is included at the end of this Prospectus.

* * *
<PAGE>

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY
THE SECURITIES AND EXCHANGE COMMISSION
OR ANY STATE SECURITIES REGULATORY AUTHORITIES
NOR HAS THE COMMISSION PASSED UPON THE ACCURACY
OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE
CONTRARY IS A CRIMINAL OFFENSE.

Please Read this Prospectus Carefully and
Retain It for Future Reference.
The Date of this Prospectus is May 1, 1996.

__________________________________________________________________________

THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY JURISDICTION IN
WHICH SUCH OFFERING MAY NOT LAWFULLY BE MADE. NO DEALER, SALESMAN, OR
OTHER PERSON IS AUTHORIZED TO GIVE ANY INFORMATION OR MAKE ANY
REPRESENTATIONS IN CONNECTION WITH THIS OFFERING OTHER THAN THOSE
CONTAINED IN THIS PROSPECTUS, AND, IF GIVEN OR MADE, SUCH OTHER
INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON.
__________________________________________________________________________

VARIABLE ANNUITY CONTRACTS ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED
OR GUARANTEED BY, ANY FINANCIAL INSTITUTION, NOR ARE THEY FEDERALLY
INSURED OR OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY; THEY ARE
SUBJECT TO INVESTMENT RISKS, INCLUDING POSSIBLE LOSS OF PRINCIPAL
INVESTMENT.

THIS PROSPECTUS IS VALID ONLY WHEN ACCOMPANIED BY THE CURRENT PROSPECTUS
FOR EACH UNDERLYING FUND. BOTH THIS PROSPECTUS AND THE UNDERLYING FUND
PROSPECTUSES SHOULD BE READ AND RETAINED FOR FUTURE REFERENCE.

2
<PAGE>

TABLE OF CONTENTS
-----------------

Page
----

DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3

HIGHLIGHTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
The Contract and Certificates . . . . . . . . . . . . . . . 6
The Separate Account . . . . . . . . . . . . . . . . . . . . 6
The Fixed Account . . . . . . . . . . . . . . . . . . . . . 7
Transfers Before the Annuity Commencement Date . . . . . . . 7
Surrenders . . . . . . . . . . . . . . . . . . . . . . . . . 7
Contingent Deferred Sales Charge ("CDSC") . . . . . . . . . 8
Other Charges and Deductions . . . . . . . . . . . . . . . . 8
Annuity Benefits . . . . . . . . . . . . . . . . . . . . . . 9
Death Benefit . . . . . . . . . . . . . . . . . . . . . . . 9
Federal Income Tax Consequences . . . . . . . . . . . . . . 9
Contacting the Company . . . . . . . . . . . . . . . . . . . 9

SUMMARY OF EXPENSES . . . . . . . . . . . . . . . . . . . . . . . . . 10
Examples . . . . . . . . . . . . . . . . . . . . . . . . . . 13

FINANCIAL STATEMENTS FOR THE COMPANY . . . . . . . . . . . . . . . . 15

THE FUNDS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
Janus Aspen Series . . . . . . . . . . . . . . . . . . . . . 15
Aggressive Growth Portfolio . . . . . . . . . . . . 15
Worldwide Growth Portfolio . . . . . . . . . . . . . 15
Balanced Portfolio . . . . . . . . . . . . . . . . . 15
Short-Term Bond Portfolio . . . . . . . . . . . . . 15
Dreyfus Funds . . . . . . . . . . . . . . . . . . . . . . . 16
Capital Appreciation Portfolio (Dreyfus Variable
Investment Fund) . . . . . . . . . . . . . 16
The Dreyfus Socially Responsible Growth Fund, Inc . 16
Dreyfus Stock Index Fund . . . . . . . . . . . . . . 16
Merrill Lynch Variable Series Funds, Inc. . . . . . . . . . 17
Basic Value Focus Fund . . . . . . . . . . . . . . . 17
Global Strategy Focus Fund . . . . . . . . . . . . . 17
High Current Income Fund . . . . . . . . . . . . . . 17
Domestic Money Market Fund . . . . . . . . . . . . . 17
Additions, Deletions, or Substitutions . . . . . . . . . . . 18

PERFORMANCE INFORMATION . . . . . . . . . . . . . . . . . . . . . . . 19
Yield Data . . . . . . . . . . . . . . . . . . . . . . . . . 19
Total Return Data . . . . . . . . . . . . . . . . . . . . . 20

ANNUITY INVESTORS LIFE INSURANCE COMPANY AND THE SEPARATE ACCOUNT . . 20
Annuity Investors Life Insurance Company . . . . . . . . . . 20
Published Ratings . . . . . . . . . . . . . . . . . . . . . 21
The Separate Account . . . . . . . . . . . . . . . . . . . . 21
<PAGE>

THE FIXED ACCOUNT . . . . . . . . . . . . . . . . . . . . . . . . . . 22
Fixed Account Options . . . . . . . . . . . . . . . . . . . 23
Renewal of Fixed Account Options . . . . . . . . . . . . . . 23

THE CONTRACT . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24

ENROLLMENT AND PURCHASE PAYMENTS . . . . . . . . . . . . . . . . . . 24
Purchase Payments . . . . . . . . . . . . . . . . . . . . . 24
Allocation of Purchase Payments . . . . . . . . . . . . . . 25

ACCOUNT VALUE . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
Fixed Account Value . . . . . . . . . . . . . . . . . . . . 25
Variable Account Value . . . . . . . . . . . . . . . . . . . 25
Accumulation Unit Value . . . . . . . . . . . . . . . . . . 26
Net Investment Factor . . . . . . . . . . . . . . . . . . . 26

TRANSFERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
Telephone Transfers . . . . . . . . . . . . . . . . . . . . 28
Dollar Cost Averaging . . . . . . . . . . . . . . . . . . . 28
Portfolio Rebalancing . . . . . . . . . . . . . . . . . . . 29
Interest Sweep . . . . . . . . . . . . . . . . . . . . . . . 29

SURRENDERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
Surrender Value . . . . . . . . . . . . . . . . . . . . . . 30
Suspension or Delay in Payment of Surrender Value . . . . . 31
Systematic Withdrawal Option . . . . . . . . . . . . . . . . 32

CONTRACT LOANS . . . . . . . . . . . . . . . . . . . . . . . . . . . 32

DEATH BENEFIT . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
Death of Participant . . . . . . . . . . . . . . . . . . . . 33
Death Benefit . . . . . . . . . . . . . . . . . . . . . . . 33
Beneficiary . . . . . . . . . . . . . . . . . . . . . . . . 34

CHARGES AND DEDUCTIONS . . . . . . . . . . . . . . . . . . . . . . . 35
Contingent Deferred Sales Charge . . . . . . . . . . . . . . 35
Maintenance and Administrative Charges . . . . . . . . . . . 37
Mortality and Expense Risk Charge . . . . . . . . . . . . . 38
Premium Taxes . . . . . . . . . . . . . . . . . . . . . . . 40
Transfer Fee . . . . . . . . . . . . . . . . . . . . . . . . 40
Fund Expenses . . . . . . . . . . . . . . . . . . . . . . . 40
Reduction or Elimination of Contract and Certificate Charges 40

SETTLEMENT OPTIONS . . . . . . . . . . . . . . . . . . . . . . . . . 40
Annuity Commencement Date . . . . . . . . . . . . . . . . . 40
Election of Settlement Option . . . . . . . . . . . . . . . 41
Annuity Benefit . . . . . . . . . . . . . . . . . . . . . . 41
Fixed Dollar Annuity Benefit . . . . . . . . . . . . . . . . 42
Variable Dollar Annuity Benefit . . . . . . . . . . . . . . 42
Transfers After the Annuity Commencement Date . . . . . . . 43
Annuity Transfer Formula . . . . . . . . . . . . . . . . . . 43
Settlement Options . . . . . . . . . . . . . . . . . . . . . 44
Minimum Amounts . . . . . . . . . . . . . . . . . . . . . . 45
Settlement Option Tables . . . . . . . . . . . . . . . . . . 45
<PAGE>

GENERAL PROVISIONS . . . . . . . . . . . . . . . . . . . . . . . . . 46
Non-participating . . . . . . . . . . . . . . . . . . . . . 46
Misstatement of Age . . . . . . . . . . . . . . . . . . . . 46
Proof of Existence and Age . . . . . . . . . . . . . . . . . 46
Facility of Payment . . . . . . . . . . . . . . . . . . . . 46
Transfer and Assignment . . . . . . . . . . . . . . . . . . 46
Annuity Data . . . . . . . . . . . . . . . . . . . . . . . . 47
Annual Report . . . . . . . . . . . . . . . . . . . . . . . 47
Incontestability . . . . . . . . . . . . . . . . . . . . . . 47
Entire Contract . . . . . . . . . . . . . . . . . . . . . . 47
Changes in the Contract . . . . . . . . . . . . . . . . . . 47
Waiver of the Certificate Maintenance Fee . . . . . . . . . 48
Notices and Directions . . . . . . . . . . . . . . . . . . . 48

FEDERAL TAX MATTERS . . . . . . . . . . . . . . . . . . . . . . . . . 48
Introduction . . . . . . . . . . . . . . . . . . . . . . . . 48
Taxation of Annuities In General . . . . . . . . . . . . . . 49
Surrenders . . . . . . . . . . . . . . . . . . . . . . . . . 50
Annuity Payments . . . . . . . . . . . . . . . . . . . . . . 50
Penalty Tax . . . . . . . . . . . . . . . . . . . . . . . . 50
Taxation of Death Benefit Proceeds . . . . . . . . . . . . . 51
Transfers, Assignments, or Exchanges of the Contract . . . . 51
Texas Optional Retirement Program . . . . . . . . . . . . . 51
Qualified Pension and Profit Sharing Plans and H.R. 10 Plans 51
Withholding . . . . . . . . . . . . . . . . . . . . . . . . 52
Possible Changes in Taxation . . . . . . . . . . . . . . . . 52
Other Tax Consequences . . . . . . . . . . . . . . . . . . . 52
General . . . . . . . . . . . . . . . . . . . . . . . . . . 52

DISTRIBUTION OF THE CONTRACT . . . . . . . . . . . . . . . . . . . . 53

LEGAL PROCEEDINGS . . . . . . . . . . . . . . . . . . . . . . . . . . 53

VOTING RIGHTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . 54

AVAILABLE INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . 55

STATEMENT OF ADDITIONAL INFORMATION . . . . . . . . . . . . . . . . . 56

APPENDIX A . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 58

<PAGE>

DEFINITIONS

ACCOUNT(S): The Sub-Account(s) and/or the Fixed Account options.

ACCOUNT VALUE: The aggregate value of the Participant's interest in the
Sub-Account(s) and the Fixed Account options as of the end of any
Valuation Period.

ACCUMULATION PERIOD: The period prior to the Annuity Commencement Date
during which the Participant is eligible for benefits under the Contract.

ACCUMULATION UNIT: The unit of measurement used to calculate the value of
the Sub-Account(s) prior to the Annuity Commencement Date.

ADMINISTRATIVE OFFICE: The home office of the Company or any other office
the Company may designate for administration.

AGE: Age as of most recent birthday.

ANNUITANT: The Annuitant is the Participant and is the person on whose
life Annuity Benefit payments are based.

ANNUITY BENEFIT: Periodic payments made by the Company under a Settlement
Option, which payments commence after the Annuity Commencement Date and
continue during the Annuity Payment Period, for the life of a person or
for a specific period. A Variable Dollar Annuity Benefit will provide
payments that vary in amount. Fixed Dollar Annuity Benefit payments
remain constant.

ANNUITY COMMENCEMENT DATE: The date on which Annuity Benefits are to
begin.

ANNUITY PAYMENT PERIOD: The period commencing with the Annuity
Commencement Date, during which Annuity Benefits are payable under the
Contract with respect to a Participant's participation interest.

ANNUITY UNIT: The unit of measurement used to determine the value of any
Variable Dollar Annuity Benefit payments after the first Annuity Benefit
payment is made by the Company.

BENEFICIARY: The person or persons entitled to receive the Death Benefit
if the Participant dies prior to the Annuity Commencement Date.

CERTIFICATE ANNIVERSARY: An annual anniversary of the Certificate
Effective Date.

CERTIFICATE EFFECTIVE DATE: The date shown on the Certificate
Specifications page.

CERTIFICATE YEAR: Any period of twelve months commencing on the
Certificate Effective Date and on each Certificate Anniversary thereafter.

3
<PAGE>

CODE: The Internal Revenue Code of 1986, as amended, and the rules and
regulations issued thereunder.

CONTRACT OWNER: The person shown as such on the Application for the
Contract, the Participant Enrollment Form, the Contract Specifications
page and the Certificate Specifications page.

DUE PROOF OF DEATH: Any of (1) a certified copy of a death certificate;
(2) a certified copy of a decree of a court of competent jurisdiction as
to the finding of death; (3) a written statement by a medical doctor who
attended the deceased; or (4) any other proof satisfactory to the Company.

FIXED ACCOUNT: An account which is part of the Company's general account,
the values of which are not dependent upon the investment performance of
the Sub-Accounts.

FIXED ACCOUNT VALUE: The value of a Participant's interest in all Fixed
Account options.

FUND: A management investment company or a portfolio thereof, registered
under the Investment Company Act of 1940, in which a Sub-Account of the
Separate Account invests.

NET ASSET VALUE: The amount computed by an investment company, no less
frequently than each Valuation Period, as the price at which its shares or
units, as the case may be, are redeemed in accordance with the rules of
the Securities and Exchange Commission.

PARTICIPANT: The person identified on the Certificate Specifications
page, who participates in the benefits of the Contract.

PURCHASE PAYMENT: A contribution after the deduction of premium tax, if
any, made to the Company in consideration for the Participant's
participation under the Contract.

SEPARATE ACCOUNT: Annuity Investors Variable Account A (also referred to
as the "Variable Account") which has been established by the Company
pursuant to the laws of the State of Ohio.

SETTLEMENT OPTION: The option elected by the Participant for the payment
of Annuity Benefits.

SUB-ACCOUNT: The Separate Account is divided into Sub-Accounts, each of
which invests in the shares of a designated Fund.

SURRENDER VALUE: The amount payable under a Certificate if the
Certificate is surrendered.

VALUATION PERIOD: The period commencing at the close of regular trading
on the New York Stock Exchange on any Valuation Date and ending at the
close of trading on the next succeeding Valuation Date. "Valuation Date"
means each day on which the New York Stock Exchange is open for business.

4
<PAGE>

VARIABLE ACCOUNT VALUE: The value of a Participant's interest in all Sub-
Accounts.

WRITTEN REQUEST: Information provided, or a request made, that is
complete and satisfactory to the Company and in writing, that is sent to
the Company on the Company's form or in a form satisfactory to the
Company, and that is received by the Company at the Administrative Office.
A Written Request is subject to any payment made or any action the Company
takes before the Written Request is acknowledged by the Company. A
Participant may be required to return his or her Certificate to the
Company in connection with a Written Request.

5
<PAGE>

HIGHLIGHTS

The Contract and Certificates

The Group Flexible Premium Deferred Annuity Contract described in
this Prospectus is designed for use in connection with certain retirement
arrangements that qualify for favorable tax treatment under Sections 401,
403, or 457 of the Code, and for non-tax qualified deferred compensation
arrangements.

The Contract Owner is the person shown as such on the Application
for the Contract, the Participant Enrollment Form, the Contract
Specifications page and the Certificate Specifications page. The Contract
is held by the Contract Owner for the benefit of Participants and
Beneficiaries. Each participant for whom Purchase Payment(s) are made
will participate in the Contract as a Participant. A Participant account
will be established for each Participant. Subject to the terms of a
Certificate, the Account Value, after certain adjustments, will be applied
to the payment of an Annuity Benefit under the Settlement Option elected
by the Participant.

The Account Value will depend on the investment experience of the
amounts allocated to each Sub-Account of the Separate Account elected by
the Participant and/or interest credited on amounts allocated to the Fixed
Account option(s) elected. All Annuity Benefits and other values provided
under the Certificate when based on the investment experience of the
Separate Account are variable and are not guaranteed as to dollar amount.
Therefore, prior to the Annuity Commencement Date the Participant bears
the entire investment risk with respect to amounts allocated to the
Separate Account under the Certificate.

THERE IS NO GUARANTEED OR MINIMUM SURRENDER VALUE WITH RESPECT TO
AMOUNTS ALLOCATED TO THE SEPARATE ACCOUNT, SO THE PROCEEDS OF A SURRENDER
COULD BE LESS THAN THE TOTAL PURCHASE PAYMENTS.

The Separate Account

Annuity Investors Variable Account A is a separate account of the
Company that is divided into Sub-Accounts (See "The Separate Account,"
page ___.) Each Sub-Account uses its assets to purchase, at their Net
Asset Value, shares of a Fund. The Funds available for investment in the
Separate Account under the Contract are as follows: from Janus Aspen
Series, (1) the Aggressive Growth Portfolio, (2) the Worldwide Growth
Portfolio, (3) the Balanced Portfolio, and (4) the Short-Term Bond
Portfolio; (5) Dreyfus Variable Investment Fund-Capital Appreciation
Portfolio; (6) The Dreyfus Socially Responsible Growth Fund, Inc.; (7)
Dreyfus Stock Index Fund; and from Merrill Lynch Variable Series Funds
Inc., (8) the Basic Value Focus Fund, (9) the Global Strategy Focus Fund,
(10) the High Current Income Fund and (11) the Domestic Money Market Fund.
Each Fund has distinct investment objectives and policies which are
described in the accompanying prospectus for the Fund.

6
<PAGE>

Each Fund pays its investment adviser and other service providers
certain fees charged against the assets of the Fund. The Account Value of
a Certificate and the amount of any Annuity Benefits will vary to reflect
the investment performance of all the Sub-Accounts elected by the
Participant and the deduction of the charges described under "Charges and
Deductions," page ___. For more information about the Funds, see "The
Funds," page __, and the accompanying Funds' prospectuses.

The Fixed Account

The Fixed Account is an account within the Company's general
account. There are currently four Fixed Account options available under
the Fixed Account: a Fixed Accumulation Account option and three fixed-
term options. Purchase Payments allocated or amounts transferred to the
Fixed Account options are credited with interest at a rate declared by the
Company's Board of Directors, but in any event at a minimum guaranteed
annual rate of 3.0% corresponding to a daily rate of 0.0081%. (See "The
Fixed Account," page ___.)

Transfers Before the Annuity Commencement Date

Prior to the Annuity Commencement Date, the Participant may
transfer values between the Separate Account and the Fixed Account, within
the Fixed Account and between the Sub-Accounts, by Written Request to the
Company or by telephone in accordance with the Company's telephone
transfer rules. (See "Transfers," page___.)

The Company currently charges a fee of $25 for each transfer
("Transfer Fee") in excess of twelve made during the same Certificate
Year. (See "Transfers," page __.)

For transfers after the Annuity Commencement Date, see "Transfers
After the Annuity Commencement Date," page __.

Surrenders

All or part of the Surrender Value of a Certificate may be
surrendered by the Participant on or before the Annuity Commencement Date
by Written Request to the Company. Amounts surrendered may be subject to
a Contingent Deferred Sales Charge ("CDSC") depending upon how long the
Purchase Payments to be withdrawn have been held under the Certificate.
Amounts withdrawn also may be subject to a premium tax or similar tax,
depending upon the jurisdiction in which the Participant lives.
Surrenders may be subject to a 10% premature distribution penalty tax if
made before the Participant reaches age 59 1/2. Surrenders may further be
subject to federal, state or local income tax. (See "Federal Tax Matters,"
page ___.)

7
<PAGE>

Contingent Deferred Sales Charge ("CDSC")

A CDSC may be imposed on surrenders. The maximum CDSC is 7% of
Purchase Payments withdrawn during the first year after that Purchase
Payment is received, decreasing by 1% annually to 0% after year seven.
The CDSC may be reduced or waived under certain circumstances. (See
"Charges and Deductions," page ___.)

Other Charges and Deductions

The Company deducts a daily charge ("Mortality and Expense Risk
Charge") at an effective annual rate of 1.25% of the daily Net Asset Value
of each Sub-Account. In connection with certain Contracts that allow the
Company to reduce administrative expenses, the Company will offer an
Enhanced Contract with a Mortality and Expense Risk Charge at an effective
annual rate of 0.95% of the daily Net Asset Value of each Sub-Account.
The Company may offer an Enhanced Contract to a group of employees of the
Company, its subsidiaries and/or affiliates.

The Company deducts a Certificate maintenance charge each year
("Certificate Maintenance Fee"). This Fee is currently $25 and is
deducted from a Participant's Variable Account Value on each Certificate
Anniversary. The Certificate Maintenance Fee may be waived under certain
circumstances, at the Company's discretion.

The Company does not currently intend to deduct a charge to help
cover the costs of administering the Contract, the Certificates and the
Separate Account ("Administration Charge"); however, the Company reserves
the right to impose an Administration Charge at a future date. Any such
Administration Charge is guaranteed not to exceed a maximum effective
annual rate of .20% of the daily Net Asset Value of each Sub-Account.

Charges for premium taxes may be imposed in some jurisdictions.
Depending on the applicability of such taxes, the charges may be deducted
from Purchase Payments, from surrenders, and from other payments made
under the Certificate. (See "Charges and Deductions," page ___.)

Annuity Benefits

Annuity Benefits are paid on a fixed or variable basis, or a
combination of both. (See "Annuity Benefit," page __.)

Death Benefit

The Certificate provides for the payment of a death benefit if
the Participant dies prior to the Annuity Commencement Date. The death
benefit may be paid as either a lump sum or pursuant to one of the
Settlement Options offered under the Certificate. (See "Death Benefit,"
page ___.)

8
<PAGE>

Federal Income Tax Consequences

A Participant generally should not be taxed on increases in the
Account Value until a distribution under the Certificate occurs (e.g., a
surrender or Annuity Benefit) or is deemed to occur (e.g., a loan in
default). Generally, a portion (up to 100%) of any distribution or deemed
distribution is taxable as ordinary income. The taxable portion of
distributions is generally subject to income tax withholding unless the
recipient elects otherwise. In addition, a federal penalty tax may apply
to certain distributions. (See "Federal Tax Matters," page __.)

Contacting the Company

All Written Requests and any questions or inquiries should be
directed to the Company's Administrative Office, P.O. Box 5423,
Cincinnati, Ohio 45201-5423, (800) 789-6771. All inquiries should
include the Certificate Number and the Participant's name.

NOTE: THE FOREGOING SUMMARY IS QUALIFIED IN ITS ENTIRETY BY THE DETAILED
INFORMATION IN THE REMAINDER OF THIS PROSPECTUS AND IN THE ACCOMPANYING
PROSPECTUSES FOR THE FUNDS WHICH SHOULD BE REFERRED TO FOR MORE DETAILED
INFORMATION. THE REQUIREMENTS OF A PARTICULAR RETIREMENT PLAN, AN
ENDORSEMENT TO THE CONTRACT OR CERTIFICATE, OR LIMITATIONS OR PENALTIES
IMPOSED BY THE CODE OR THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF
1974, AS AMENDED, MAY IMPOSE ADDITIONAL LIMITS OR RESTRICTIONS ON PURCHASE
PAYMENTS, SURRENDERS, DISTRIBUTIONS, OR BENEFITS, OR ON OTHER PROVISIONS
OF THE CONTRACT OR THE CERTIFICATES THEREUNDER. THIS PROSPECTUS DOES NOT
DESCRIBE SUCH LIMITATIONS OR RESTRICTIONS. (SEE "FEDERAL TAX MATTERS,"
PAGE ____.)

9
<PAGE>

SUMMARY OF EXPENSES

Participant Transaction Expenses

Sales Load Imposed on Purchase Payments None

Contingent Deferred Sales Charge (as a
percentage of Purchase Payments withdrawn)

Certificate Years since Purchase
Payment Receipt

less than 1 year 7%

1 year but less than 2 years 6%

2 years but less than 3
years 5%

3 years but less than 4
years 4%

4 years but less than 5
years 3%

5 years but less than 6
years 2%

6 years but less
than 7 years 1%

7 years or more 0%

Surrender Fees None

Transfer Fee 1/ $25

Annual Certificate Maintenance Fee $25

__________________________

1/ The first twelve transfers in a Certificate Year are free.
Thereafter, a $25 fee will be charged on each subsequent transfer.

10
<PAGE>

Separate Account Annual Janus A.S. Janus A.S. Janus A.S. Dreyfus V.I.F.
Expenses 2/ (as a percentage Aggressive Worldwide Janus A.S. Short-Term Capital Appre-
of average Separate Account Growth Growth Balanced Bond ciation
assets) Portfolio Portfolio Portfolio Portfolio Portfolio
---------------------------- ----------- ----------- ---------- ----------- --------------

Mortality and Expense 1.25% 1.25% 1.25% 1.25% 1.25%
Risk Charge

Administration Charge 0.00% 0.00% 0.00% 0.00% 0.00%

Other Fees and 0.00% 0.00% 0.00% 0.00% 0.00%
Expenses of the
Separate Account

Total Separate Account 1.25% 1.25% 1.25% 1.25% 1.25%
Annual Expenses

Fund Annual Expenses3/
(as a percentage of Fund
average net assets after fee
waiver and/or expense
reimbursement, if any)

Management Fees 0.75% 0.68% 0.82% 0.00% 0.73%

Other Expenses 0.11% 0.22% 0.55% 0.70% 0.12%

Total Fund Annual 0.86% 0.90% 1.37% 0.70% 0.85%
Expenses

Merrill Merrill
Separate Account Annual Dreyfus Dreyfus Merrill Lynch V.S.F. Merrill Lynch V.S.F.
Expenses2/ (as a percentage Socially Stock Lynch V.S.F. Global Lynch V.S.F. Domestic
of average Separate Account Responsible Index Basic Value Strategy High Current Money Market
assets) Growth Fund Fund Focus Fund Focus Fund Income Fund Fund
--------------------------- ----------- ------- ------------ ------------ ------------ ------------

Mortality and 1.25% 1.25% 1.25% 1.25% 1.25% 1.25%
Expense Risk
Charge

Administration 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%
Charge

Other Fees and 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%
Expenses of the
Separate Account

Total Separate 1.25% 1.25% 1.25% 1.25% 1.25% 1.25%
Account Annual
Expenses

11
<PAGE>

Merrill Merrill
Fund Annual Expenses3/ Dreyfus Dreyfus Merrill Lynch V.S.F. Merrill Lynch V.S.F.
(as a percentage of Fund Socially Stock Lynch V.S.F. Global Lynch V.S.F. Domestic
average net assets after Responsible Index Basic Value Strategy High Current Money Market
fee waiver and/or expense Growth Fund Fund Focus Fund Focus Fund Income Fund Fund
reimbursement, if any) ----------- ------- ------------ ------------ ------------ ------------

Management Fees 0.69% 0.25% 0.60% 0.65% 0.50% 0.50%

Other Expenses 0.58% 0.14% 0.06% 0.07% 0.05% 0.05%

Total Fund Annual 1.27% 0.39% 0.66% 0.72% 0.55% 0.55%
Expenses

</TABLE>

The purpose of this table is to assist a Participant in understanding the
various costs and expenses that the Participant will bear directly and
indirectly with respect to investment in the Separate Account. The table

_____________________________

2/ Annual expenses are anticipated to be the same for each Sub-
Account. These expenses are based on estimated amounts for the current
fiscal year.

3/ Information regarding each underlying Fund has been provided to
the Company by each Fund, and the Company has not independently verified
such information. Data for each Fund are for its fiscal year ended
December 31, 1995. Actual expenses in future years may be higher or
lower.

Fund expenses are net of management fees and other expenses
waived and/or reimbursed (except for those Funds noted below). In the
absence of such fee waivers and/or expense reimbursements, Management
Fees, Other Expenses and Total Portfolio Expenses would have been as
follows for the fiscal year ended December 31, 1995: 0.82%, 0.11% and
0.93%, respectively, for the Janus A.S. Aggressive Growth Portfolio;
0.87%, 0.22% and 1.09%, respectively, for the Janus A.S. Worldwide Growth
Portfolio; 1.00%, 0.55% and 1.55%, respectively, for the Janus A.S.
Balanced Portfolio; and 0.65%, 0.72% and 1.37%, respectively, for the
Janus A.S. Short-Term Bond Portfolio; 0.75%, 0.12% and 0.87%,
respectively, for the Dreyfus V.I.F. Capital Appreciation Portfolio;
0.75%, 0.58% and 1.33%, respectively, for the Dreyfus Socially Responsible
Growth Fund; and 0.25%, 0.17% and 0.42%, respectively, for the Dreyfus
Stock Index Fund.

Fees and expenses for the Merrill Lynch V.S.F. Basic Value Focus
Fund, the Merrill Lynch V.S.F. Global Strategy Focus Fund, the Merrill
Lynch V.S.F. High Current Income Fund and the Merrill Lynch V.S.F.
Domestic Money Market Fund are based on 1995 fees and expenses but do not
take into account management fee waivers and expense reimbursements
because none were in effect for those Funds in 1995.

12
<PAGE>

reflects expenses of each Sub-Account as well as of the Fund in which the
Sub-Account invests. See "Charges and Deductions" on page _____ of this
Prospectus and the accompanying prospectus for the applicable Fund for a
more complete description of the various costs and expenses. In addition
to the expenses listed above, premium taxes may be applicable. The dollar
figures should not be considered a representation of past or future
expenses. Actual expenses may be greater or less than those shown. The
$25 Contract Maintenance Charge is included in the Examples as $1.

Examples4/

If you surrender your Certificate at the end of the applicable time
period, you would pay the following expenses on a $1,000 investment,
assuming a 5% annual return on assets:

1 Year 3 Years
Sub-Account ------ -------

Janus A.S. Aggressive Growth Portfolio $93 $122

Janus A.S. Worldwide Growth Portfolio 93 123

Janus A.S. Balanced Portfolio 98 138

Janus A.S. Short-Term Bond Portfolio 91 116

Dreyfus V.I.F. Capital Appreciation 95 130
Portfolio

The Dreyfus Socially Responsible Growth 113 184
Fund, Inc.

Dreyfus Stock Index Fund 87 104

Merrill Lynch V.S.F. Basic Value Focus 91 115
Fund

Merrill Lynch V.S.F. Global Strategy 91 117
Focus Fund

______________________________

4/ The examples assume the reinvestment of all dividends and
distributions, no transfers among Sub-Accounts or between Accounts, and a
5% annual rate of return as mandated by Securities and Exchange Commission
regulations. Annual Certificate Maintenance Fees are based on an
estimated amount for the Separate Account's current fiscal year.

13
<PAGE>

1 Year 3 Years
Sub-Account ------ -------

Merrill Lynch V.S.F. High Current 90 112
Income Fund

Merrill Lynch V.S.F. Domestic Money 90 112
Market Fund

If you do not surrender your Certificate, or if you annuitize it, you
would pay the following expenses on a $1,000 investment at the end of the
applicable time period, assuming a 5% annual return on assets:

1 Year 3 Years
Sub-Account ------ -------

Janus A.S. Aggressive Growth Portfolio $23 $72

Janus A.S. Worldwide Growth Portfolio 23 73

Janus A.S. Balanced Portfolio 28 88

Janus A.S. Short-Term Bond Portfolio 21 66

Dreyfus V.I.F. Capital Appreciation 25 80
Portfolio

The Dreyfus Socially Responsible 43 134
Growth Fund, Inc.

Dreyfus Stock Index Fund 17 54

Merrill Lynch V.S.F. Basic Value Focus 21 65
Fund

Merrill Lynch V.S.F. Global Strategy 21 67
Focus Fund

Merrill Lynch V.S.F. High Current 20 62
Income Focus Fund

Merrill Lynch V.S.F. Domestic Money 20 62
Market Fund

The examples should not be considered a representation of past or future
expenses or annual rates of return of any Fund. Actual expenses and
annual rates of return may be more or less than those assumed for the
purpose of the examples.

14
<PAGE>

The fee table and examples do not include charges to Participants
for premium taxes.

FINANCIAL STATEMENTS FOR THE COMPANY

The financial statements and report of independent public
accountants for the Company are contained in the Statement of Additional
Information. No financial information is included for the Separate
Account, because as of December 31, 1995, no financial transactions had
occurred within the Separate Account.

THE FUNDS

The Separate Account currently has eleven Funds that are
available for investment under a Certificate. Each Fund has separate
investment objectives and policies. As a result, each Fund operates as a
separate investment portfolio and the investment performance of one Fund
has no effect on the investment performance of any other Fund. There is
no assurance that any of these Funds will achieve their stated objectives.
The Securities and Exchange Commission does not supervise the management
or the investment practices and/or policies of any of the Funds.

The Separate Account invests exclusively in shares of the Funds
listed below (followed by a brief overview of each Fund's investment
objective(s) and policies):

Janus Aspen Series:

Aggressive Growth Portfolio. A nondiversified portfolio that
seeks long-term growth of capital by investing primarily in
common stocks, with an emphasis on securities issued by medium-
sized companies. The Portfolio may invest in debt securities,
including junk bonds.

Worldwide Growth Portfolio. A diversified portfolio that seeks
long-term growth of capital by investing primarily in common
stocks of foreign and domestic issuers. The Portfolio may invest
in debt securities, including junk bonds.

Balanced Portfolio. A diversified portfolio that seeks long-term
growth of capital balanced by current income. The Fund normally
invests 40-60% of its assets in securities selected primarily for
their growth potential and 40-60% of its assets in securities
selected primarily for their income potential. The Portfolio may
invest in junk bonds.

Short-Term Bond Portfolio. A diversified portfolio that seeks a
high level of current income while minimizing interest rate risk

15
<PAGE>

by investing in shorter term fixed-income securities. Its
average-weighted maturity is normally less than three years. The
Portfolio may invest in junk bonds.

Janus Capital Corporation serves as the investment adviser to each of
these Funds.

Dreyfus Funds:

Capital Appreciation Portfolio (Dreyfus Variable Investment
Fund). The Capital Appreciation Portfolio's primary investment
objective is to provide long-term capital growth consistent with
the preservation of capital, current income is a secondary goal.
It seeks to achieve its goals by investing principally in common
stocks of domestic and foreign issuers, common stocks with
warrants attached and debt securities of foreign governments.

The Dreyfus Corporation serves as the investment adviser and
Fayez Sarofim & Co. serves as the sub-investment adviser to this
Fund.

The Dreyfus Socially Responsible Growth Fund, Inc. The Dreyfus
Socially Responsible Growth Fund Inc.'s primary goal is to
provide capital growth. It seeks to achieve this goal by
investing principally in common stocks, or securities convertible
into common stock, of companies which, in the opinion of the
Fund's management, not only meet traditional investments
standards, but also show evidence that they conduct their
business in a manner that contributes to the enhancement of the
quality of life in America. Current income is a secondary goal.

The Dreyfus Corporation serves as the investment adviser and NCM
Capital Management Group, Inc. serves as the sub-investment
adviser to this Fund.

Dreyfus Stock Index Fund. The Dreyfus Stock Index Fund's
investment objective is to provide investment results that
correspond to the price and yield performance of publicly traded
common stocks in the aggregate, as represented by the Standard &
Poor's 500 Composite Stock Price Index. The Stock Index Fund is
neither sponsored by nor affiliated with Standard & Poor's
Corporation.

The Dreyfus Corporation, located at 200 Park Avenue, New York,
New York 10166, acts as the Fund's manager, and Mellon Equity
Associates, an affiliate of Dreyfus, located at 500 Grant Street,
Pittsburgh, Pennsylvania 15258, is the index manager.

16
<PAGE>

Merrill Lynch Variable Series Funds, Inc.:

Basic Value Focus Fund. The investment objective of the Fund is
to seek capital appreciation and, secondarily, income by
investing in securities, primarily equities, that management of
the Fund believes are undervalued and therefore represent basic
investment value. The Fund seeks special opportunities in
securities that are selling at a discount, either from book value
or historical price-earnings ratios, or seem capable of
recovering from temporarily out-of-favor considerations.
Particular emphasis is placed on securities that provide an
above-average dividend return and sell at a below-average price-
earnings ratio.

Global Strategy Focus Fund. The investment objective of the Fund
is to seek high total investment return by investing primarily in
a portfolio of equity and fixed income securities, including
convertible securities, of U.S. and foreign issuers. The Fund
seeks to achieve its objective by investing primarily in
securities of issuers located in the U.S., Canada, Western Europe
and the Far East. Geographical allocation of the Fund's
investments is not limited, and will be made on the basis of
anticipated total return from investments, considering various
economic, market, and political factors.

High Current Income Fund. The investment objective of the Fund
is to obtain as high a level of current income as is consistent
with its investment policies and prudent investment management,
and capital appreciation to the extent consistent with the
foregoing objective. The Fund seeks to achieve its objective by
investing principally in fixed-income securities that are rated
in the lower rating categories of the established rating services
or in unrated securities of comparable quality, including junk
bonds.

Domestic Money Market Fund. The investment objectives of the
Fund are to seek preservation of capital, maintain liquidity and
achieve the highest possible current income consistent with the
foregoing objectives by investing in short-term domestic money
market securities.

Merrill Lynch Asset Management, L.P. serves as the investment adviser to
these Funds.

Meeting Fund objectives depends on various factors including, but
not limited to, how well portfolio managers anticipate changing economic
and market conditions.

17
<PAGE>

THERE IS NO ASSURANCE THAT ANY OF THESE FUNDS WILL ACHIEVE THEIR STATED
OBJECTIVES.

INVESTMENTS IN THESE FUNDS ARE NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT OR ANY OTHER ENTITY OR PERSON.

Since each of the Funds is available to separate accounts
offering variable annuity and variable life products of other insurance
companies and certain Funds may be available to qualified pension and
retirement plans, there is a possibility that a material conflict may
arise between the interests of the Separate Account and one or more other
separate accounts or plans investing in the Fund. In the event of a
material conflict, the affected insurance companies will take any
necessary steps to resolve the matter, including stopping their separate
accounts from investing in the particular Fund. See the Funds'
prospectuses for greater detail.

Additional information concerning the investment objectives and
policies of each Fund, the investment advisory services and administrative
services and charges can be found in the current prospectus for the Fund
which accompanies this Prospectus. THE APPROPRIATE FUNDS' PROSPECTUSES
SHOULD BE READ CAREFULLY BEFORE ANY DECISION IS MADE CONCERNING THE
ALLOCATION OF PURCHASE PAYMENTS TO, OR TRANSFERS AMONG, THE SUB-ACCOUNTS.

Additions, Deletions, or Substitutions

The Company does not control the Funds and cannot guarantee that
any of the Sub-Accounts or any of the Funds will always be available for
allocation of Purchase Payments or transfers. The Company retains the
right to make changes in the Separate Account and its investments.

The Company reserves the right to eliminate the shares of any
Fund held by a Sub-Account and to substitute shares of another investment
company for the shares of any Fund, if the shares of that Fund are no
longer available for investment or if, in the Company's judgment,
investment in any Fund would be inappropriate in view of the purposes of
the Separate Account. To the extent required by the Investment Company
Act of 1940, as amended ("1940 Act"), or other applicable law, a
substitution of shares attributable to the Participant's interest in a
Sub-Account will not be made without prior notice to the Participant and
the prior approval of the Securities and Exchange Commission. Nothing
contained herein shall prevent the Separate Account from purchasing other
securities for other series or classes of variable annuity policies, or
from effecting an exchange between series or classes of variable policies
on the basis of requests made by Participants.

New Sub-Accounts may be established when, in the sole discretion
of the Company, marketing, tax, investment or other conditions so warrant.
Any new Sub-Accounts will be made available to existing Participants on a
basis to be determined by the Company. Each additional Sub-Account will
purchase shares in a Fund or in another mutual fund or investment vehicle.
The Company may also eliminate one or more Sub-Accounts, if in its sole

18
<PAGE>

discretion, marketing, tax, investment or other conditions so warrant. In
the event any Sub-Account is eliminated, the Company will notify
Participants and request a re-allocation of the amounts invested in the
eliminated Sub-Account.

In the event of any substitution or change, the Company may make
such changes in the Contract and Certificate as may be necessary or
appropriate to reflect such substitution or change. Furthermore, if
deemed to be in the best interests of persons having voting rights under
the Certificates, the Separate Account may be operated as a management
company under the 1940 Act or any other form permitted by law, may be de-
registered under such Act in the event such registration is no longer
required, or may be combined with one or more separate accounts.

PERFORMANCE INFORMATION

From time to time, the Company may advertise yields and/or total
returns for the Sub-Accounts. THESE FIGURES ARE BASED ON HISTORICAL
INFORMATION AND ARE NOT INTENDED TO INDICATE FUTURE PERFORMANCE. For a
description of the methods used to determine yield and total return, see
the Statement of Additional Information.

Yield Data

The yield of the Money Market Sub-Account refers to the
annualized income generated by an investment in that Sub-Account over a
specified seven-day period. The Company may also advertise the effective
yield of the Money Market Sub-Account which is calculated similarly but,
when annualized, the income earned by an investment in that Sub-Account is
assumed to be reinvested. The effective yield will be slightly higher
than the yield because of the compounding effect of this assumed
reinvestment.

The yield of a Sub-Account other than the Money Market Sub-
Account refers to the annualized income generated by an investment in the
Sub-Account over a specified 30-day period.

The yield calculations do not reflect the effect of any CDSC or
premium taxes that may be applicable to a particular Certificate which
would reduce the yield of that Certificate.

Total Return Data

The average annual total return of a Sub-Account refers to return
quotations assuming an investment has been held in the Sub-Account for
various periods of time including, but not limited to, a period measured
from the date the Sub-Account commenced operations. When a Sub-Account
has been in operation for one, five and ten years, respectively, the
average annual total return presented will be presented for these periods,
although other periods may also be provided. The average annual total
return quotations reflect the deduction of all applicable charges except

19
<PAGE>

for premium taxes. In addition to average annual total return for a Sub-
Account, the Company may provide cumulative total return and/or other non-
standardized total return for the Sub-Account.

Reports and promotional literature may contain the ranking of any
Sub-Account derived from rankings of variable annuity separate accounts or
their investment products tracked by Lipper Analytical Services, Inc.,
VARDS, IBC/Donoghue's Money Fund Report, Financial Planning Magazine,
Money Magazine, Bank Rate Monitor, Standard & Poor's Indices, Dow Jones
Industrial Average, and other rating services, companies, publications, or
other persons who rank separate accounts or other investment products on
overall performance or other criteria. The Company may compare the
performance of a Sub-Account with applicable indices and/or industry
averages. Performance information may present the effects of tax-deferred
compounding on Sub-Account investment returns, or returns in general,
which may be illustrated by graphs, charts, or otherwise, and which may
include comparisons of investment return on a tax-deferred basis with
currently taxable investment return.

The Company may also advertise performance figures for the Sub-
Accounts based on the performance of a Fund prior to the time the Separate
Account commenced operations.

ANNUITY INVESTORS LIFE INSURANCE COMPANY AND THE SEPARATE ACCOUNT

Annuity Investors Life Insurance Company

Annuity Investors Life Insurance Company (the "Company"),
formerly known as Carillon Life Insurance Company, is a stock life
insurance company incorporated under the laws of the State of Ohio in
1981. The Company is principally engaged in the sale of fixed and
variable annuity policies.

The Company is a wholly-owned subsidiary of Great American Life
Insurance Company which is a wholly-owned subsidiary of American Annuity
Group, Inc., a publicly traded insurance holding company. That company is
in turn indirectly controlled by American Financial Group, Inc., a
publicly traded holding company.

The home office of the Company is located at 250 East Fifth
Street, Cincinnati, Ohio 45202.

Published Ratings

The Company may from time to time publish in advertisements,
sales literature and reports to Contract Owners and Participants, the
ratings and other information assigned to it by one or more independent
rating organizations such as A.M. Best Company, Standard & Poor's, and
Duff & Phelps. The purpose of the ratings is to reflect the financial
strength and/or claims-paying ability of the Company and should not be
considered as reflecting on the investment performance of assets held in

20
<PAGE>

the Separate Account. Each year the A.M. Best Company reviews the
financial status of thousands of insurers, culminating in the assignment
of Best's Ratings. These ratings reflect their current opinion of the
relative financial strength and operating performance of an insurance
company in comparison to the norms of the life/health insurance industry.
In addition, the claims-paying ability of the Company as measured by
Standard & Poor's or Duff & Phelps may be referred to in advertisements or
sales literature or in reports to Contract Owners and Participants. These
ratings are opinions of those agencies as to an operating insurance
company's financial capacity to meet the obligations of its insurance and
annuity policies in accordance with their terms. Such ratings do not
reflect the investment performance of the Separate Account or the degree
of risk associated with an investment in the Separate Account.

The Separate Account

Annuity Investors Variable Account A was established by the
Company as an insurance company separate account under the laws of the
State of Ohio on May 26, 1995, pursuant to resolutions of the Company's
Board of Directors. The Separate Account is registered with the
Securities and Exchange Commission under the 1940 Act as a unit investment
trust. However, the Securities and Exchange Commission does not supervise
the management or the investment practices or policies of the Separate
Account.

The assets of the Separate Account are owned by the Company but
they are held separately from the other assets of the Company. The Ohio
Revised Code provides that the assets of a separate account are not
chargeable with liabilities incurred in any other business operation of
the Company. Income, gains and losses incurred on the assets in the
Separate Account, whether or not realized, are credited to or charged
against the Separate Account, without regard to other income, gains or
losses of the Company. Therefore, the investment performance of the
Separate Account is entirely independent of the investment performance of
the Company's general account assets or any other separate account
maintained by the Company.

Under Ohio law, the assets of the Separate Account will be held
for the exclusive benefit of Contract Owners and Participants under the
Contracts offered by this Prospectus and under all other contracts which
provide for accumulated values or dollar amount payments to reflect
investment results of the Separate Account. The obligations arising under
the Contract and Certificates are obligations of the Company.

The Separate Account has eleven Sub-Accounts, each of which
invests solely in a specific corresponding Fund. (See "The Funds,"
page ____.) Changes to the Sub-Accounts may be made at the discretion of
the Company. (See "Additions, Deletions, or Substitutions," page ____.)

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<PAGE>

THE FIXED ACCOUNT

The Fixed Account is a part of the Company's general account.
Because of exemptive and exclusionary provisions, interests in the general
account have not been registered under the Securities Act of 1933, nor is
the general account registered as an investment company under the 1940
Act. Accordingly, neither the general account nor any interest therein is
generally subject to the provisions of these Acts, and the staff of the
Securities and Exchange Commission does not generally review the
disclosures in the prospectus relating to the Fixed Account. Disclosures
regarding the Fixed Account and the general account may, however, be
subject to certain generally applicable provisions of the federal
securities laws relating to the accuracy and completeness of statements
made in the prospectus.

The Company has sole discretion to invest the assets of the fixed
account, subject to applicable law. The Company delegates the investment
of the assets of the Fixed Account to American Money Management
Corporation. Allocation of any amounts to the Fixed Account does not
entitle Participants to share directly in the investment experience of
these assets. The Company assumes the risk of investment gain or loss on
the portion of the account value allocated to the Fixed Account. All
assets held in the general account are subject to the Company's general
liabilities from business operations.

Fixed Account Options

There are currently four options under the Fixed Account: the
Fixed Accumulation Account option; and the guarantee period options
referred to in the Certificate as the Fixed Account options One-Year,
Three-Year and Five-Year Fixed, respectively. Additional Fixed Account
options may be offered by the Company at any time. Purchase Payments
allocated and amounts transferred to the Fixed Account options accumulate
interest at the applicable current interest rate declared by the Company's
Board of Directors, and if applicable, for the duration of the guarantee
period selected.

The Company guarantees a minimum rate of interest for the Fixed
Account options. The guaranteed rate is 3% per year. For any Fixed
Account option, the Company's Board of Directors may declare and pay
current interest higher than the guaranteed rate at any time. Once
declared, such rate will be paid until changed by the Company for new
allocations to that Fixed Account option, but such change will not be
applicable with respect to amounts previously allocated to such Fixed
Account option.

Renewal of Fixed Account Options

The following provisions apply to all Fixed Account Options
except the Fixed Accumulation Account option.

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<PAGE>

At the end of a guarantee period, and for the thirty days
immediately preceding the end of such guarantee period, the Participant
may elect a new option to replace the Fixed Account option that is then
expiring. The entire amount maturing may be reallocated to any of the
then current options under the Certificate (including the various Sub-
Accounts within the Separate Account), except that a Fixed Account option
with a guarantee period that would extend past the Annuity Commencement
Date may not be selected. In particular, in the case of renewals
occurring within one year of the Annuity Commencement Date, the only Fixed
Account option available is the Fixed Accumulation Account.

If the Participant does not specify a new option in accordance
with the preceding paragraph, the Participant will be deemed to have
elected the same Fixed Account option, so long as the guarantee period of
such option does not extend beyond the Annuity Commencement Date. In the
event that such a period would extend beyond the Annuity Commencement
Date, the Participant will be deemed to have selected the Fixed Account
option with the longest available guarantee period that expires prior to
the Annuity Commencement Date.

THE CONTRACT

The Contract is a group flexible premium deferred annuity. The
rights and benefits are described below and in the Certificate and the
Contract. The Company reserves the right to make any modification to
conform the Contract and Certificates thereunder to, or give the
Participant the benefit of, any applicable law. The obligations under the
Contract and Certificates are obligations of the Company.

For each Certificate, a different Account will be established and
Fixed Account Values, Variable Account Values, and benefits and charges
will be calculated separately. The various administrative rules described
below will apply separately to each Certificate, unless otherwise noted.
The Company reserves the right to terminate any Certificate for which the
Account Value is less than $500 and no Purchase Payment has been received
for at least two years.

ENROLLMENT AND PURCHASE PAYMENTS

Purchase Payments

All Purchase Payments must be received at the Administrative
Office.

Each Purchase Payment will be applied by the Company to the
credit of a Participant's Account. If the Participant Enrollment Form is
in good order, the Company will apply the initial Purchase Payment to an
account for the Participant within two business days of receipt of the
Purchase Payment at the Administrative Office. If the Enrollment Form is
not in good order, the Company will attempt to get the Enrollment Form in

23
<PAGE>

good order within five business days. If the Enrollment Form is not in
good order at the end of this period, the Company will inform the Contract
Owner of the reason for the delay and that the Purchase Payment will be
returned immediately unless he or she specifically consents to the Company
keeping the Purchase Payment until the Enrollment Form is in good order.
Once the Enrollment Form is in good order, the Purchase Payment will be
applied to the Participant's Account within two business days.

Additional Purchase Payments may be made at any time prior to the
Annuity Commencement Date, as long as the Participant is living. Each
additional Purchase Payment is credited to a Certificate as of the next
valuation following the receipt of such additional Purchase Payment.

No Purchase Payment for any Certificate may exceed $500,000
without prior approval of the Company.

Allocation of Purchase Payments

Purchase Payments will be allocated to the Fixed Account and/or
to the Sub-Accounts according to the instructions in the Participant
Enrollment Form or subsequent Written Request. Allocations are made in
percentages, and whole percentages must be used.

ACCOUNT VALUE

Before the Annuity Commencement Date, the Account Value is equal
to the Fixed Account Value plus the Variable Account Value.

Fixed Account Value

The Fixed Account Value at any time is equal to (a) the Purchase
Payment(s) allocated to the Fixed Account; plus (b) amounts transferred to
the Fixed Account; plus (c) interest credited to the Fixed Account; less
(d) any charges, surrenders, deductions, amounts transferred from the
Fixed Account or other adjustments made in accordance with the provisions
of the Contract.

Variable Account Value

The Variable Account Value for the Certificate at any time is the
sum of the value of each Sub-Account ("Sub-Account Value") selected by the
Participant for the Certificate on the Valuation Date most recently
completed.

Purchase Payments may be allocated among, and Account Values may
be transferred to, the various Sub-Accounts within the Separate Account,
subject to the provisions of the Contract governing transfers. For each
Sub-Account, the Purchase Payment(s) or amounts transferred are converted
into Accumulation Units. The number of Accumulation Units credited is
determined by dividing the dollar amount directed to each Sub-Account by
the Accumulation Unit Value for that Sub-Account at the end of the

24
<PAGE>

Valuation Period on which the Purchase Payment(s) or transferred amount is
received.

The following events will result in the cancellation of an
appropriate number of Accumulation Units of a Sub-Account:

(1) transfer from a Sub-Account;

(2) full or partial surrender of a Participant's Variable
Account Value;

(3) payment of a Death Benefit;

(4) application of a Participant's Variable Account Value to
a Settlement Option;

(5) deduction of the Certificate Maintenance Fee; or

(6) deduction of a Transfer Fee.

Accumulation Units will be canceled as of the end of the
Valuation Period during which the Company received a Written Request
regarding the event giving rise to such cancellation, or Due Proof of
Death and a Written Request regarding payment of the Death Benefit, or the
Valuation Period on which the Certificate Maintenance Fee is due, as the
case may be.

The Variable Account Value for a Certificate at any time is equal
to the sum of the number of Accumulation Units attributable to that
Certificate for each Sub-Account multiplied by the Accumulation Unit value
("Accumulation Unit Value") for each Sub-Account at the end of the
Valuation Period.

Accumulation Unit Value

The initial Accumulation Unit Value for each Sub-Account, with
the exception of the Money Market Sub-Account, was set at $10 when the
Sub-Account was created. The initial Accumulation Unit Value for the
Money Market Sub-Account was set at $1.00. Thereafter, the Accumulation
Unit Value at the end of each Valuation Period is the Accumulation Unit
Value at the end of the previous Valuation Period multiplied by the Net
Investment Factor, as described below.

Net Investment Factor

The Accumulation Unit Value for each Sub-Account for any
Valuation Period is determined by the Net Investment Factor. The Net
Investment Factor is a factor applied to measure the investment
performance of a Sub-Account from one Valuation Period to the next. Each
Sub-Account has a Net Investment Factor for each Valuation Period which
may be greater or less than one. Therefore, the value of an Accumulation
Unit may increase or decrease. The Net Investment Factor for any Sub-

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<PAGE>

Account for any Valuation Period is determined by dividing (1) by (2) and
subtracting (3) from the result, where:

(1) is equal to:

a. the Net Asset Value per share of the
Fund held in the Sub-Account, determined at the
end of the current Valuation Period; plus

b. the per share amount of any dividend or
net capital gain distributions made by the Fund
held in the Sub-Account, if the "ex-dividend"
date occurs during the current Valuation Period;
plus or minus

c. a per share charge or credit for any
taxes reserved for, which is determined by the
Company to have resulted from the investment
operations of the Sub-Account;

(2) is the Net Asset Value per share of the Fund held in the
Sub-Account, determined at the end of the most recent
Valuation Period; and

(3) is the factor representing the Mortality and Expense Risk
Charge and the Administration Charge deducted from the
Sub-Account for the number of days in the Valuation
Period.

TRANSFERS

By Written Request prior to the Annuity Commencement Date, the
Participant may transfer amounts in a Sub-Account to a different Sub-
Account and/or one or more of the Fixed Account options. The minimum
transfer amount is $500. If the Sub-Account balance is less than $500 at
the time of the transfer, the entire amount of the Sub-Account balance
must be transferred. The Participant may also transfer amounts from any
Fixed Account options to any different Fixed Account option and/or one or
more of the Sub-Accounts. If a transfer is being made from a Fixed
Account option pursuant to the "Renewal" provision of the "FIXED ACCOUNT"
section of this Prospectus, then the entire amount of that Fixed Account
option may be transferred to any one or more of the Sub-Accounts. In any
other case, transfers from any Fixed Account options are subject to a
cumulative limit during each Certificate Year of 20% of the most recent
Certificate Year-end values of that Fixed Account option, and are not
permitted during the first Certificate Year. However, if the Account
Value of the Fixed Account option being transferred is less than $500 at
the time of the transfer, then the entire balance will be transferred.
The Company may from time to time change the amount available for transfer
from the Fixed Accumulation Account. Amounts previously transferred from
Fixed Account options to the Sub-Accounts may not be transferred back to

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<PAGE>

the Fixed Account options for a period of at least six months from the
date of transfer.

The Company charges a Transfer Fee of $25 for each transfer in
excess of twelve during the same Certificate Year.

The Company reserves the right, in the Company's sole discretion
and at any time without prior notice, to terminate, suspend or modify the
transfer privileges described above.

See "Transfers After the Annuity Commencement Date," page ____.

Telephone Transfers

A Participant also may place a request for all or part of the
Account Value to be transferred by telephone. All transfers must be in
accordance with the terms of the Certificate. Transfer instructions are
currently accepted on each Valuation Date between 9:30 a.m. and 4:00 p.m.
Eastern Time at (800) 789-6771. Once instructions have been accepted,
they may not be rescinded; however, new telephone instructions may be
given the following day.

The Company will not be liable for complying with telephone
instructions the Company reasonably believes to be genuine or for any
loss, damage, cost or expense in acting on such telephone instructions.
The Participant will bear the risk of such loss. The Company will employ
reasonable procedures to determine that telephone instructions are
genuine. If the Company does not employ such procedures, the Company may
be liable for losses due to unauthorized or fraudulent instructions.
These procedures may include, among others, tape recording telephone
instructions.

Dollar Cost Averaging

Prior to the Annuity Commencement Date, the Participant may
establish automatic transfers from the Money Market Sub-Account to any of
the other Sub-Accounts, on a monthly or quarterly basis, by submitting to
the Administrative Office a Dollar Cost Averaging Enrollment Form. No
Dollar Cost Averaging transfers may be made to any of the Fixed Account
options. The transfers will begin within 30 days of the receipt of such
Enrollment Form.

In order to be eligible for Dollar Cost Averaging the value of
the Money Market Sub-Account must be at least $10,000 and the minimum
amount that can be transferred is $500 per month.

Dollar Cost Averaging will automatically terminate if any Dollar
Cost Averaging transfer would cause the balance of the Money Market Sub-
Account to fall below $500. At that time, the Company will then transfer
the balance of the Money Market Sub-Account to the other Sub-Accounts in
the same percentage distribution as directed in the Dollar Cost Averaging
Enrollment Form.

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<PAGE>

Dollar Cost Averaging transfers will not count toward the twelve
transfers permitted under the Certificate without charge.

Before electing Dollar Cost Averaging, a Participant should
consider the risks involved in switching between investments available
under the Certificate. Dollar Cost Averaging requires regular investments
regardless of fluctuating price levels and does not guarantee profits or
prevent losses in a declining market. A Participant should consider his
or her financial ability to continue Dollar Cost Averaging transfers
through periods of changing price levels.

The Participant may terminate Dollar Cost Averaging services, at
any time, by Written Request to the Company. In addition, the Company
reserves the right to terminate, modify or suspend the Dollar Cost
Averaging option at any time. Currently, the Company does not charge a
fee for Dollar Cost Averaging services. However, the Company reserves the
right to impose an annual fee not to exceed $25 for each Dollar Cost
Averaging service performed by the Company.

Portfolio Rebalancing

In connection with the allocation of Purchase Payments to the
Sub-Accounts and/or the Fixed Accumulation Account, the Participant may
elect to have the Company perform Portfolio Rebalancing services. The
election of Portfolio Rebalancing instructs the Company to automatically
transfer amounts between the Sub-Accounts and the Fixed Accumulation
Account in percentage allocations selected by the Participant.

The Participant may elect Portfolio Rebalancing by Written
Request. In order to elect Portfolio Rebalancing after the Certificate
has been issued, the Participant must submit a Written Request for
Portfolio Rebalancing to the Company and the Participant must have a
minimum Account Value of $10,000. Portfolio Rebalancing will be performed
on a quarterly basis.

The Participant may terminate Portfolio Rebalancing services, at
any time, by Written Request to the Company. In addition, the Company
reserves the right to terminate, modify or suspend the Portfolio
Rebalancing option at any time. Currently, the Company does not charge a
fee for Portfolio Rebalancing services. However, the Company reserves the
right to impose an annual fee not to exceed $25 for each Portfolio
Rebalancing service performed by the Company.

Interest Sweep

Prior to the Annuity Commencement Date, the Participant may
establish automatic transfers of the income from each Fixed Account option
selected on the Interest Sweep Enrollment Form to the Sub-Accounts, on a
quarterly basis. Transfers will begin on the next quarterly Interest
Sweep date that is at least 30 days after receipt of such Enrollment Form
at the Administrative Office. The Company may, at its sole discretion,
set the quarterly interest Sweep date.

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<PAGE>

In order to be eligible for the Interest Sweep option the value
of each Fixed Account option selected on the Interest Sweep Enrollment
Form must be at least $5,000 and the maximum amount that can be
transferred from each Fixed Account option so selected is 20% of such
Fixed Account option's value per year.

Interest Sweep transfers will not count toward the twelve
transfers permitted under the Certificate without charge.

The Participant may terminate participation in the Interest Sweep
option, at any time, by Written Request to the Company. In addition, the
Company reserves the right to terminate, modify or suspend the Interest
Sweep option at any time. Currently, the Company does not charge a fee
for Interest Sweep services. However, the Company reserves the right to
impose an annual fee not to exceed $25 for each Interest Sweep service
performed by the Company.

The Company reserves the right, at any time, to terminate,
suspend or modify the transfer privileges described above without prior
notice to Participants, as permitted by applicable law.

SURRENDERS

Surrender Value

The Participant may surrender all or part of the Surrender Value
of a Certificate. Full or partial surrenders of the Surrender Value may
be made by Written Request at any time prior to the Annuity Commencement
Date; the Surrender Value will be the Surrender Value at the end of the
Valuation Period in which the Written Request is received. The Surrender
Value at any time is equal to the Account Value as of that Valuation
Period less any applicable Contingent Deferred Sales Charge ("CDSC"), less
any outstanding loans and less any applicable premium tax not previously
deducted. On full surrender, an annual Certificate Maintenance Fee also
will be deducted as part of the calculation of the Surrender Value. A
full or partial surrender prior to the Annuity Commencement Date may be
subject to a CDSC as set forth in this prospectus, except that such charge
will not apply to: (1) any portion of the Account Value in excess of total
Purchase Payments; (2) any portion of the Account Value attributable to
Purchase Payment(s) that are no longer subject to the charge; or (3)
payment of the Death Benefit.

The CDSC is calculated separately for each Purchase Payment.
Surrenders will be deemed to be withdrawn first from the portion of the
Account Value in excess of total Purchase Payments and then from Purchase
Payments. For this purpose, Purchase Payment(s) are deemed to be
withdrawn on a "first-in, first-out" (FIFO) basis. Surrenders will result
in the cancellation of Accumulation Units from each applicable Sub-
Account(s) and/or a reduction of the Participant's Fixed Account Value.
In the case of a full surrender, the Participant's participation interest

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<PAGE>

under the Contract and the Certificate will be canceled. The CDSC may be
waived in whole or in part under certain circumstances.

The Company reserves the right to terminate a Certificate if a
partial surrender would reduce a Participant's Account Value to less than
the $500 minimum balance and no Purchase Payments have been received by
the Company for at least two years.

The Certificate Maintenance Fee, unless waived, will be deducted
from a full surrender before the application of any CDSC. (See "Charges
and Deductions," page __.)

Surrenders may be subject to a 10% premature distribution penalty
tax if made before the Participant reaches age 59 1/2, and may further be
subject to federal, state or local income tax. (See "Federal Tax
Matters," page___.)

Suspension or Delay in Payment of Surrender Value

The Company may suspend or delay the date of payment of a partial
or full surrender of the Variable Account Value for any period if:

(1) the New York Stock Exchange ("NYSE") is closed or trading
on the NYSE is restricted;

(2) an emergency exists (as determined by the Securities and
Exchange Commission) as a result of which (a) the
disposal of securities in the Separate Account is not
reasonably practicable; or (b) it is not reasonably
practicable to determine fairly the value of the net
assets in the Separate Account; or

(3) the Securities and Exchange Commission so permits for the
protection of security holders.

The Company further reserves the right to delay payment of any
partial or full surrender of the Fixed Account Value for up to six months.

A surrender request will be effective when all appropriate
surrender request forms are received. Payments of any amounts derived
from a Purchase Payment paid by check may be delayed until the check has
cleared.

SINCE THE PARTICIPANT ASSUMES THE INVESTMENT RISK AND BECAUSE
CERTAIN SURRENDERS ARE SUBJECT TO A CDSC, THE TOTAL AMOUNT PAID UPON
SURRENDER OF THE CERTIFICATE (TAKING INTO ACCOUNT ANY PRIOR SURRENDERS)
MAY BE MORE OR LESS THAN THE TOTAL PURCHASE PAYMENTS.

Since the qualified contracts offered by this Prospectus will be
issued in connection with retirement plans which meet the requirements of
Sections 401, 403 or 457 of the Code, as applicable, reference should be

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<PAGE>

made to the terms of the particular plans for any additional limitations
or restrictions on surrenders.

Systematic Withdrawal Option

Prior to the Annuity Commencement Date, the Participant, by
Written Request to the Administrative Office, may elect to automatically
withdraw money from the Fixed Account and/or the Sub-Accounts. To be
eligible for the Systematic Withdrawal Option, the Account Value must be
at least $10,000 at the time of election. The minimum monthly amount that
can be withdrawn is $100. Systematic withdrawals will be subject to the
CDSC to the extent the amount withdrawn exceeds the Free Withdrawal
Allowance (See "Charges and Deductions," page __.) The Company reserves
the right to discontinue offering systematic withdrawals or to assess a
processing fee not to exceed $25 per service performed upon 30 days'
written notice to Contract Owners and Participants. The Participant may
begin or discontinue systematic withdrawals at any time by Written Request
to the Company, but at least 30 days' notice must be given to change any
systematic withdrawal instructions that are currently in place.

Systematic withdrawals may have tax consequences. (See "Federal
Tax Matters," page ___.)

CONTRACT LOANS

Certain Contracts may contain a loan provision issued in
connection with certain qualified plans. Participants under such
Contracts may obtain loans using their interest under such Contract as the
only security for the loan. Loans are subject to provisions of the Code
and to applicable retirement program rules. Tax advisers and retirement
plan fiduciaries should be consulted prior to exercising loan privileges.
Loan provisions are described in the loan endorsement.

The amount of any loan will be deducted from the minimum death
benefit. In addition, a loan, whether or not repaid, will have a
permanent effect on the Account Value because the investment results of
the investment options will only apply to the unborrowed portion of the
Account Value. The longer the loan is outstanding, the greater the effect
is likely to be. The effect could be favorable or unfavorable. If the
investment results are greater than the rate being credited on amounts
held in the loan account while the loan is outstanding, the Account Value
will not increase as rapidly as it would if no loan were outstanding. If
investment results are below that rate, the Account Value will be higher
than it would have been if no loan had been outstanding.

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<PAGE>

DEATH BENEFIT

Death of Participant

If a Participant dies before the Annuity Commencement Date, a
death benefit will be paid to the primary Beneficiary(ies) then living at
the time of the Participant's death. If no primary Beneficiary is living
at the time of the Participant's death or if the primary Beneficiary dies
within 30 days after the Participant's death and no death benefit has been
paid, the death benefit will be paid to the person(s) named as contingent
Beneficiary(ies). If no primary or contingent Beneficiary is living at
the time of the Participant's death, the death benefit will be paid to the
Participant's estate. No death benefit is payable on or after the Annuity
Commencement Date. Only one death benefit is payable with respect to a
Participant's participation interest under the Contract.

Death Benefit

The Death Benefit will be determined as of the Death Benefit
Valuation Date. The Death Benefit Valuation Date is the Valuation Period
during which the Company receives both Due Proof of Death of the
Participant and a Written Request regarding payment of the Death Benefit.
If both documents are not received at the same time, the Death Benefit
Valuation Date is the Valuation Period during which the Company receives
the latter of Due Proof of Death or a Written Request regarding payment of
the Death Benefit.

If a Participant dies before attaining age 75 and before the
Annuity Commencement Date, the death benefit is an amount equal to the
greatest of:

(1) the Account Value on the Death Benefit Valuation Date,
less any applicable premium tax not previously deducted,
and less any outstanding loans;

(2) the total Purchase Payments, less any applicable premium
tax not previously deducted, less any partial surrenders,
and less any outstanding loans; or

(3) the largest death benefit amount on any Certificate
Anniversary prior to death that is an exact multiple of
five and occurs prior to the Death Benefit Valuation
Date, less any applicable premium tax not previously
deducted, less any partial surrenders after such death
benefit was determined and less any outstanding loans.

If the Participant dies after attaining age 75 and before the
Annuity Commencement Date, the death benefit is an amount equal to the
greatest of:

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<PAGE>

(1) the Account Value on the Death Benefit Valuation Date,
less any applicable premium tax not previously deducted,
and less any outstanding loans;

(2) the total Purchase Payments, less any applicable premium
tax not previously deducted, less any partial surrenders,
and less any outstanding loans; or

(3) the largest death benefit amount on any Certificate
Anniversary prior to death that is both an exact multiple
of five and occurs prior to the date on which the
Participant attained age 75, less any applicable premium
tax not previously deducted, less any partial surrenders
after such death benefit was determined and less any
outstanding loans.

Payment of the death benefit is not subject to a CDSC.

Beneficiary

The primary Beneficiary(ies) and contingent Beneficiary(ies) are
named on the Participant Enrollment Form. The Beneficiaries may be
changed at any time prior to the Participant's death. The Company must
receive a Written Request to change a Beneficiary. Any such change will
relate back to and take effect on the date the Written Request was signed.
The Company will not be liable for any payment it makes before such
Written Request has been received and acknowledged at the Administrative
Office.

In determining the identity or non-existence of any Beneficiary
not identified by name, the Company may rely on an affidavit by any person
whom the Company reasonably believes to be a reliable source for that
information.

CHARGES AND DEDUCTIONS

There are two types of charges and deductions. First, there are
charges assessed under the Certificate. These charges include the CDSC,
the Administration Charge, the Mortality and Expense Risk Charge, Premium
Taxes and Transfer Fees. All of these charges are described below and
some may not be applicable to every Certificate. Second, there are Fund
expenses for fund management fees and administration expenses. These fees
are described in the prospectus and statement of additional information
for each Fund.

Contingent Deferred Sales Charge ("CDSC")

No deduction for front-end sales charges is made from Purchase
Payments. However, the Company may deduct a CDSC of up to 7% of Purchase
Payments on certain surrenders to partially cover certain expenses
incurred by the Company relating to the sale of the Contract, including

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<PAGE>

commissions paid, the costs of preparation of sales literature and other
promotional costs and acquisition expenses.

The CDSC percentage varies according to the number of full years
elapsed between the date of receipt of a Purchase Payment and the date a
Written Request for surrender is made. The amount of the CDSC is
determined by multiplying the amount withdrawn subject to the CDSC by the
CDSC percentage in accordance with the following table. Surrenders will
be applied first to accumulated earnings (which may be surrendered without
charge) and then to Purchase Payments on a first-in, first-out basis;
surrenders will be made from the oldest Purchase Payment first.

Number of Full Years
Elapsed Between Date Contingent Deferred
of Receipt of Purchase Sales Charge as a
Payment and Date Percentage of
Written Request for Associated Purchase
Surrender Received Payment Surrendered
---------------------- ---------------------

0 7%

1 6%

2 5%

3 4%

4 3%

5 2%

6 1%

7 0%

In no event shall the CDSC assessed against the Certificate
exceed 7% of the aggregate Purchase Payment(s).

Any Purchase Payments that have been held by the Company for at
least seven years may be surrendered free of any CDSC. In addition,
during any Certificate Year after the first Certificate Year for
Certificates qualified under Section 403(b) of the Code, the CDSC will not
be imposed on the surrender of up to 10% of the Account Value as of the
last day of the previous Certificate Year ("Free Withdrawal Allowance").
If the Free Withdrawal Allowance is not withdrawn during a Certificate
Year, it does not carry over to the next Certificate Year.

No CDSC is assessed upon payment of the death benefit. Any
applicable CDSC will be deducted from the amount requested for partial and
full surrenders.

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<PAGE>

The CDSC arising from a surrender of the Certificate will be
waived in all cases if: (i) all or part of the Account Value is applied to
the purchase of an annuity from the Company for life or for a non-
commutable period of five years or more; or (ii) the Participant is
"disabled" as that term is defined in the Social Security Act of 1935, as
amended.

The CDSC arising from a surrender of the Certificate will be
waived for Certificates held by Participants in plans qualified under
Section 403(b) of the Code that are subject to the Employee Retirement
Income Security Act of 1974, as amended ("ERISA"), and regulations
thereunder, or qualified under Section 401 of the Code, if the Participant
incurs a separation from service.

The CDSC arising from a surrender of the Certificate will be
waived for Certificates held by Participants in plans qualified under
Section 403(b) of the Code that are not subject to ERISA if: (i) the
Participant incurs a separation from service, has attained age 55 and has
held the Certificate for at least seven years, provided the Account Value
is not transferred on a tax-free basis to another insurance carrier; or
(ii) the Participant has held the Certificate for fifteen years or more.

The CDSC also will be waived in all cases if the Participant is
confined in a licensed Hospital or Long-Term Care Facility, as those terms
are defined in the Long Term-Care Waiver Rider, for at least 90 days
beginning on or after the first Certificate Anniversary. This Rider may
not be available in all jurisdictions.

The Company may reduce or eliminate the CDSC under the Contract
and Certificates when certain sales of the Contract and Certificates
result in savings or reduction of sales expenses. The entitlement to such
a reduction in the CDSC will be based on: (i) the size and type of the
group to which sales are to be made; (ii) the anticipated total amount of
Purchase Payments to be received; and/or (iii) any prior or existing
relationship with the Company. The CDSC may be reduced or waived in
connection with a Contract offered to a group of employees of the Company,
its subsidiaries and/or affiliates. There may be other circumstances, of
which the Company is not presently aware, which could result in reduced
sales expenses. In no event will reduction or elimination of the CDSC be
permitted where such reduction or elimination will be unfairly
discriminatory to any purchaser.

The Company reserves the right to terminate, suspend or modify
waivers of the CDSC, without prior notice to Participants, as permitted by
applicable law.

Maintenance and Administrative Charges

On each Certificate Anniversary, the Company deducts an annual
Certificate Maintenance Fee as partial compensation for expenses relating
to the issue and maintenance of the Certificate, and the Separate Account.
The annual Certificate Maintenance Fee is $25. The Company reserves the

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<PAGE>

right to increase the Certificate Maintenance Fee and guarantees that the
Certificate Maintenance Fee will not exceed $40. Any increase in the
Certificate Maintenance Fee will apply only to deductions after the
effective date of the change. If the Certificate is surrendered on any
day other than on the Certificate Anniversary, the Certificate Maintenance
Fee will be deducted in full at the time of such surrender. Before the
Annuity Commencement Date and after the Annuity Commencement Date, if a
Variable Annuity Benefit is elected, the Certificate Maintenance Fee will
be deducted on a pro rata basis from each Sub-Account in which the
Participant's Account is invested.

The Certificate Maintenance Fee may be waived for sales of
Contracts to a trustee, employer or similar entity representing a group
where the Company determines that such sales result in savings of sales
and/or administrative expenses. The Certificate Maintenance Fee also may
be waived with respect to a Contract offered to a group of employees of
the Company, its subsidiaries and/or affiliates.

Currently, the Company imposes no Administration Charge to
reimburse the Company for those administrative expenses attributable to
the Certificate and the Separate Account which exceed the revenues
received from the Certificate Maintenance Fee and any Transfer Fee.
However, the Company reserves the right to impose an Administration Charge
to be deducted at the end of each Valuation Period (both before and after
the Annuity Commencement Date) from the Net Asset Value of each Sub-
Account of the Separate Account at an effective annual rate guaranteed not
to exceed 0.20%. There will be no Administration Charge imposed unless
administrative expenses exceed revenues received from the Certificate
Maintenance Fee and any Transfer Fee.

The Company will provide 30 days written notice in advance of any
change in fees. The Company has not imposed an Administration Charge and
has set the Certificate Maintenance Fee at a level such that the Company
will recover no more than the anticipated and estimated costs associated
with administering the Certificate and Separate Account. The Company does
not expect to make a profit from the actual administrative costs of a
particular Certificate. The Company does not expect to make a profit from
the Certificate Maintenance Fee.

Mortality and Expense Risk Charge

The Company imposes a Mortality and Expense Risk Charge as
compensation for bearing certain mortality and expense risks under the
Certificate. For assuming these risks, the Company makes a daily charge
equal to .003403% corresponding to an effective annual rate of 1.25% of
the daily Net Asset Value of each Sub-Account in the Separate Account.
The approximate portion of this charge estimated to be attributable to
mortality risks is 0.75%; the approximate portion of this charge
attributable to expense risks is 0.50%. In connection with certain
Contracts that allow the Company to reduce administrative expenses, the
Company will issue an Enhanced Contract with a Mortality and Expense Risk
Charge equal to an effective annual rate of 0.95%. This is equal to a

36
<PAGE>

daily charge of 0.002590%. The Company estimates that 0.20% is for
expense risks and 0.75% is for mortality risks. The Company's decision to
offer an Enhanced Contract to a particular group will be based primarily
on whether the Company is designated as a preferred variable annuity
contract provider by the employer or by the trustee of the employee
benefit plan. Where the Company is so designated, the Company anticipates
that it will recognize administrative expense savings from various
economies of scale and routine operations. In addition, the Company may
offer an Enhanced Contract to a group of employees of the Company, its
subsidiaries and/or affiliates. The Mortality and Expense Risk Charge is
imposed before the Annuity Commencement Date and after the Annuity
Commencement Date if a Variable Annuity Benefit is selected. The Company
guarantees that the applicable charge will never increase for a Contract.
The Mortality and Expense Risk Charge is reflected in the Accumulation
Unit values for each Sub-Account.

The mortality risks assumed by the Company arise from its
contractual obligations to make annuity payments (determined in accordance
with the annuity tables and other provisions contained in the Certificate)
and to pay death benefits prior to the Annuity Commencement Date.

The Company also bears substantial risk in connection with the
Death Benefit before the Annuity Commencement Date, since in connection
with the death of a Participant who dies prior to attaining age 75, the
Company will pay a Death Benefit at least equal to the greatest of: (i)
the Account Value on the Death Benefit Valuation Date, less any applicable
premium tax not previously deducted, and less any outstanding loans; (ii)
the total Purchase Payments, less any applicable premium tax not
previously deducted, less any partial surrenders, and less any outstanding
loans; or (iii) the largest Death Benefit on any Certificate Anniversary
prior to death that is an exact multiple of five and occurs prior to the
Death Benefit Valuation Date, less any applicable premium tax not
previously deducted, less any partial surrenders after the Death Benefit
was determined, and less any outstanding loans. In connection with the
death of a Participant who dies after attaining age 75, the Company will
pay a Death Benefit at least equal to the greatest of: (i) the Account
Value on the Death Benefit Valuation Date, less any applicable premium tax
not previously deducted, and less any outstanding loans; (ii) the total
Purchase Payments, less any applicable premium tax not previously
deducted, less any partial surrenders, and less any outstanding loans; or
(iii) the largest Death Benefit on any Certificate Anniversary prior to
death that is both an exact multiple of five and occurs prior to the date
on which the Participant attained age 75, less any applicable premium tax
not previously deducted, less any partial surrenders after the Death
Benefit was determined, and less any outstanding loans.

The expense risk assumed by the Company is the risk that the
Company's actual expenses in administering the Certificates and the
Separate Account will exceed the amount recovered through the Certificate
Maintenance Fees and Transfer Fees.

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<PAGE>

If the Mortality and Expense Risk Charge is insufficient to cover
actual costs and risks assumed, the loss will fall on the Company.
Conversely, if this charge is more than sufficient, any excess will be
profit to the Company. Currently, the Company expects a profit from this
charge.

The Company recognizes that the CDSC may not generate sufficient
funds to pay the cost of distributing the Contracts and Certificates
thereunder. To the extent that the CDSC is insufficient to cover the
actual cost of Contract and Certificate distribution, the deficiency will
be met from the Company's general corporate assets which may include
amounts, if any, derived from the Mortality and Expense Risk Charge.

Premium Taxes

Certain state and local governments impose premium taxes. These
taxes currently range up to 5.0% depending upon the jurisdiction. The
Company, in its sole discretion and in compliance with any applicable
state law, will determine the method used to recover premium tax expenses
incurred. The Company will deduct any applicable premium taxes from the
Account Value either upon death, surrender, annuitization, or at the time
Purchase Payments are made to the Certificate, but no earlier than when
the Company has a tax liability under state law.

Transfer Fee

The Company currently imposes a $25 fee for each transfer in
excess of twelve in a single Certificate Year. The Company will deduct
the charge from the amount transferred.

Fund Expenses

The value of the assets in the Separate Account reflects the
value of Fund shares and therefore the fees and expenses paid by each
Fund. The annual expenses of each Fund are set out in the "Summary of
Expenses" tables at the front of this Prospectus. A complete description
of the fees, expenses, and deductions from the Funds are found in the
respective prospectuses for the Funds. (See "The Funds" page __.)

Reduction or Elimination of Contract and Certificate Charges

The CDSC and the administrative charges under the Contract and
Certificates may be reduced or eliminated when certain sales of the
Contract and Certificates result in savings or reduction of sales
expenses. The entitlement to such a reduction in the CDSC or the
administrative charges will be based on the following: (1) the size and
type of the group to which sales are to be made; (2) the total amount of
Purchase Payments to be received; and (3) any prior or existing
relationship with the Company. There may be other circumstances, of which
the Company is not presently aware, which could result in fewer sales
expenses. In no event will reduction or elimination of the CDSC or the

38
<PAGE>

administrative charge be permitted where such reduction or elimination
will be unfairly discriminatory to any person.

SETTLEMENT OPTIONS

Annuity Commencement Date

Unless otherwise specified, the Annuity Commencement Date will be
the Participant's 70th birthday. The Annuity Commencement Date may be
changed by the Participant or by the Contract Owner by Written Request at
least 30 days prior to the then-current Annuity Commencement Date. The
Annuity Commencement Date may be changed to any date not later than such
date as may be required or permitted by law or by any applicable
retirement plan.

Election of Settlement Option

If the Participant is alive on the Annuity Commencement Date and
unless otherwise directed, the Company will apply the Account Value, less
premium taxes, if any, according to the Settlement Option elected.

If the payee of a Settlement Option is not a human being, the
Company may reject the election of a Settlement Option. If payment under
a Settlement Option depends on whether a payee is living, that payee must
be a human being.

If no election has been made on the Annuity Commencement Date and
if the Participant is living and has a spouse, the Company will begin
payments based on the life of the Participant as primary payee and the
spouse as secondary payee, in accordance with Settlement Option 3 (Joint
and One Half Survivor Annuity) described below. If no election has been
made on the Annuity Commencement Date and if the Participant is living and
does not have a spouse, the Company will begin payments based on the life
of the Participant in accordance with Settlement Option 1 (Life Annuity
with Payments for at Least a Fixed Period), described below, with a fixed
period of 120 monthly payments assured.

Annuity Benefit

The Annuity Benefit may be calculated and paid: (1) as a Fixed
Dollar Annuity Benefit; (2) as a Variable Dollar Annuity Benefit; or (3)
as a combination of both.

If a Fixed Dollar Annuity Benefit only is elected, the Company
will transfer all of the Separate Account Value to the Fixed Account prior
to the Annuity Commencement Date. Similarly, if a Variable Dollar Annuity
Benefit only is elected, the Company will transfer all of the Fixed
Account Value to the Sub-Accounts prior to the Annuity Commencement Date.
The Company will allocate the amount transferred among the Sub-Accounts in
accordance with a Written Request. No transfers between the Fixed Dollar
Annuity Benefit and the Variable Dollar Annuity Benefit will be allowed

39
<PAGE>

after the Annuity Commencement Date. However, after the Variable Dollar
Annuity Benefit has been paid for at least twelve months, the Participant
may, no more than once each twelve months, transfer all or part of the
Annuity Units upon which the Variable Dollar Annuity Benefit is based from
the Sub-Account(s) held to Annuity Units in different Sub-Accounts.

If a Variable Dollar Annuity Benefit is elected, the amount
applied under that benefit is the Variable Account Value as of the end of
the Valuation Period immediately preceding the Annuity Commencement Date.
If a Fixed Dollar Annuity Benefit is elected, the amount applied under
that benefit is the Fixed Account Value as of the Annuity Commencement
Date.

Fixed Dollar Annuity Benefit

Fixed Dollar Annuity Benefits are determined by multiplying the
Fixed Account Value (expressed in thousands of dollars and after deduction
of any premium taxes not previously deducted) by the amount of the monthly
payment per $1,000 of value obtained from the Settlement Option Table for
the Annuity Benefit elected. The Fixed Dollar Annuity Benefit will remain
level for the duration of the Annuity.

Variable Dollar Annuity Benefit

The first monthly Variable Dollar Annuity Benefit payment is
equal to a Participant's Variable Account Value (expressed in thousands of
dollars and after deduction of any fees and charges, loans, or applicable
premium tax or other taxes not previously deducted) as of the end of the
Valuation Period immediately preceding the Annuity Commencement Date
multiplied by the amount of the monthly payment per $1,000 of value
obtained from the Settlement Option Table for the Settlement Option
elected less the pro-rata portion of the Contract Maintenance Fee.

The number of Annuity Units in each Sub-Account held by a
Participant is determined by dividing the dollar amount of the first
monthly Variable Dollar Annuity Benefit payment from each Sub-Account by
the value of an Annuity Unit ("Annuity Unit Value") for that Sub-Account
as of the Annuity Commencement Date. The number of Annuity Units remains
fixed during the Annuity Payment Period, except as a result of any
transfers among Sub-Accounts after the Annuity Commencement Date.

The dollar amount of the second and any subsequent Variable
Dollar Annuity Benefit payment will reflect the investment performance of
the Sub-Account(s) selected and may vary from month to month. The total
amount of the second and any subsequent Variable Dollar Annuity Benefit
payment will be equal to the sum of the payments from each Sub-Account
less a pro-rata portion of the Contract Maintenance Fee.

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<PAGE>

The payment from each Sub-Account is found by multiplying the
number of Annuity Units held in each Sub-Account by the Annuity Unit Value
for that Sub-Account as of the end of the fifth Valuation Period preceding
the due date of the payment.

The Annuity Unit Value for each Sub-Account is originally
established in the same manner as Accumulation Unit values. Thereafter,
the value of a Annuity Unit for a Sub-Account is determined by multiplying
the Annuity Unit Value as of the end of the preceding Valuation Period by
the Net Investment Factor, determined as set forth above under
"Accumulation Unit Value", for the Valuation Period just ended. The
product is then multiplied by the assumed daily investment factor
(0.99991781), for the number of days in the Valuation Period. The factor
is based on the assumed net investment rate of three percent (3%) per
year, compounded annually, that is reflected in the Settlement Option
Tables.

Transfers After the Annuity Commencement Date

After the Annuity Commencement Date, no transfers between the
Fixed Account and the Separate Account are permitted. However, after a
Variable Dollar Annuity Benefit has been paid for at least twelve months,
the Participant may, by Written Request to the Administrative Office,
transfer Annuity Units between Sub-Accounts no more than once during a
twelve month period.

Annuity Transfer Formula

Transfers after the Annuity Commencement Date are implemented
according to the following formulas:

(1) Determine the number of units to be transferred from the
Sub-Account as follows:

= AT/AUV1

(2) Determine the number of Annuity Units remaining in such
Sub-Account (after the transfer):

= UNIT1 - AT/AUV1

(3) Determine the number of Annuity Units in the transferee
Sub-Account (after the transfer):

= UNIT2 + AT/AUV2

(4) Subsequent Variable Dollar Annuity Benefit payments will
reflect the changes in Annuity Units in each Sub-Account
as of the next Variable Dollar Annuity Benefit payment's
due date.

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<PAGE>

Where:

(AUV1) is the Annuity Unit Value of the Sub-Account that the
transfer is being made from as of the end of the Valuation Period
in which the transfer request was received.

(AUV2) is the Annuity Unit Value of the Sub-Account that the
transfer is being made to as of the end of the Valuation Period
in which the transfer request was received.

(UNIT1) is the number of Annuity Units in the Sub-Account that
the transfer is being made from, before the transfer.

(UNIT2) is the number of Annuity Units in the Sub-Account that
the transfer is being made to, before the transfer.

(AT) is the dollar amount being transferred from the Sub-Account.

Settlement Options

Option 1: LIFE ANNUITY WITH PAYMENTS FOR AT LEAST A FIXED
PERIOD. The Company will make a monthly payment
for at least a fixed period. If the Annuitant
lives longer than the fixed period, then the
Company will make payments until the Annuitant's
death. The fixed periods available are reflected
in Annuity Table 1.

If, at the death of the Annuitant, payments have
been made for less than the fixed period elected,
the Company will continue to make payments:
(i) to the contingent payee designated on the
Settlement Option election form; and (ii) during
the remainder of the fixed period.

Option 2: LIFE ANNUITY. The Company will make annuity
payments until the Annuitant's death. Annuity
Table 2 applies to this Option.

Option 3: JOINT AND ONE-HALF SURVIVOR ANNUITY. The Company
will provide a monthly payment to an Annuitant
during his/her lifetime; thereafter, upon the
death of the Annuitant and receipt by the Company
of Due Proof of Death, one-half of the monthly
payments will continue to a designated survivor,
if living, and until his/her death. Annuity
Table 3 applies to this Option.

Option 4: INCOME FOR A FIXED PERIOD. The Company will make
payments for a fixed period. Payment intervals

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<PAGE>

and amounts are shown in Annuity Table 4 and are
based on a 3% guaranteed interest rate.

Option 5: ANY OTHER FORM. The Company will make payments
in the form of any other annuity which is
acceptable to the Company.

Minimum Amounts

If the Participant's Account Value is less than $5,000 on the
Annuity Commencement Date, the Company reserves the right to pay that
amount in one lump sum. If monthly payments under a Settlement Option
would be less than $100, the Company may make payments quarterly, semi-
annually or annually at its discretion.

All elected Settlement Options must comply with current
applicable laws, regulations and rulings issued by any governmental
agency. If at the time a Fixed Dollar Annuity Benefit is elected, the
Company has available options or rates on a more favorable basis than
those guaranteed, the higher benefits shall be applied and guaranteed for
as long as that election remains in force.

To the extent applicable, all factors, values, benefits and
reserves will not be less than those required by the law of the state in
which the Contract is delivered.

Settlement Option Tables

The Settlement Option Tables in Appendix A reflect the dollar
amount of the monthly payments for each $1,000 applied.

Rates for monthly payments for ages or fixed periods not shown in
the Settlement Option Tables will be calculated on the same basis as those
shown and may be obtained from the Company. Fixed periods shorter than
five years are not available.

GENERAL PROVISIONS

Non-participating

The Contract and the Certificates thereunder are non-
participating. Neither the Contract nor the Certificates thereunder are
eligible to share in the profits or surplus earnings of the Company's
general account and will not receive dividends from the general account.

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<PAGE>

Misstatement of Age

If the age of the Participant has been misstated in the
Certificate Application, Annuity Benefit payments under the Certificate
will be whatever the Account Value on the Annuity Commencement Date would
purchase on the basis of the correct age of the Participant. If the
Company has made underpayments based on any misstatement, the Company
shall promptly pay the amount of any underpayment, with interest, in one
lump sum. Any overpayments made shall be charged, with interest, against
the next Annuity Benefit payment or succeeding Annuity Benefit payments
due under the Certificate. The interest rate used will not be less than
3% per year.

Proof of Existence and Age

The Company may require proof of age of the Annuitant and, if
applicable, any joint payee, before any Annuity Benefit involving lifetime
payments will be made.

Facility of Payment

If any person receiving payments under a Certificate is incapable
of giving valid receipt of payment, the Company may make such payment to
the person who has legally assumed responsibility for his or her care and
principal support. Any such payment shall fully discharge the Company to
the extent of that payment.

Transfer and Assignment

Neither any one Participant nor the Contract Owner may transfer,
sell, assign, pledge, charge, encumber or in any way alienate his or her
interest under a Certificate or the Contract, respectively. To the extent
permitted by law, no benefits payable under the Contract or a Certificate
will be subject to the claims of creditors.

Annuity Data

The Company will not be liable for obligations which depend on
the Company receiving information from a Participant until such
information is received by the Company in a satisfactory form.

Annual Report

At least once each Certificate Year prior to the Annuity
Commencement Date, the Participant will be given a report of the current
Account Value allocated to each Sub-Account, and each Fixed Account
option. This report will also include any other information required by
law or regulation, including all transactions which have occurred during
the accounting period shown in the report.

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<PAGE>

Incontestability

Each Certificate shall not be contestable by the Company.

Entire Contract

The Company issues the Certificate in consideration and
acceptance of the payment of the initial Purchase Payment and, where state
law requires, the Participant Enrollment Form. In those states that
require a written application, a copy of the Enrollment Form will be
attached to and become part of the Certificate and along with the
Certificate constitutes the entire Certificate. All statements made by
the Participant will be considered representations and not warranties.
The Company will not use any statement in defense of a claim unless it is
made in the Participant Enrollment Form (or other application form) and a
copy of the Participant Enrollment Form (or other application form) is
attached to the Certificate when issued.

Changes in the Contract

Only the Company's President, Vice President and Secretary have
the authority to bind the Company or to make any change in the Contract or
the Certificates thereunder and then only in writing. The Company will
not be bound by any promise or representation made by any other persons.

The Company may not change or amend the Contract or Certificates
thereunder, except as expressly provided therein, without the
Participant's consent. However, the Company may change or amend the
Contract or Certificates thereunder if such change or amendment is
necessary for the Contract or Certificates thereunder to comply with any
state or federal law, rule or regulation.

Waiver of the Certificate Maintenance Fee

The Company may waive the Certificate Maintenance Fee in certain
situations where the Company expects to realize significant economies of
scale with respect to sales of Contracts and Certificates. This is
possible because sales costs do not increase in proportion to the Purchase
Payments under the Contracts and Certificates sold; for example, the per
dollar transaction cost for a sale of a Contract and Certificates with
$500,000 of Purchase Payments is generally much higher than the per dollar
cost for a sale of a Contract and Certificates with $1,000,000 of Purchase
Payments. Thus, the applicable sales costs decline as a percentage of the
Purchase Payments as the amount of Purchase Payments increases. In such a
situation, the Company may be designated as a preferred variable annuity
contract provider by the employer or trustee or the employee benefit plan.

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<PAGE>

Notices and Directions

The Company will not be bound by any authorization, election or
notice which is not in writing and received at the Company's
Administrative Office.

Any written notice requirement by the Company to the Participant
will be satisfied by the mailing of any such required written notice, by
first-class mail, to the Participant's last known address as shown on the
Company's records.

FEDERAL TAX MATTERS

Introduction

The following discussion is a general description of federal tax
considerations relating to the Contract and is not intended as tax advice.
This discussion is not intended to address the tax consequences resulting
from all of the situations in which a person may be entitled to or may
receive a distribution under the Contract. Any person concerned about tax
implications should consult a competent tax adviser before initiating any
transaction. This discussion is based upon the Company's understanding of
the present federal income tax laws as they are currently interpreted by
the Internal Revenue Service. No representation is made as to the
likelihood of the continuation of the present federal income tax laws or
of the current interpretation by the Internal Revenue Service. Moreover,
no attempt has been made to consider any applicable state or other tax
laws.

The ultimate effect of federal income taxes on the amounts held
under a Contract, on Annuity Payments, and on the economic benefit to the
Participant or the Beneficiary may depend on the type of retirement plan,
and on the tax status of the individual concerned. Certain requirements
must be satisfied in purchasing a Contract for a qualified plan and
receiving distributions from such a Contract in order to continue to
receive favorable tax treatment. The Company makes no attempt to provide
more than general information about use of the Contracts with the various
types of retirement plans. Participants under retirement plans and
Beneficiaries are cautioned that the rights of any person to any benefits
may be subject to the terms and conditions of the plans themselves,
regardless of the terms and conditions of the Contract issued in
connection with such a plan. Some retirement plans are subject to
distribution and other requirements that are not incorporated in the
administration of the Contracts. Participants are responsible for
determining that contributions, distributions and other transactions with
respect to the Contracts satisfy applicable law. Therefore, purchasers of
Contracts should seek competent legal and tax advice regarding the
suitability of the Contract for their situation, the applicable
requirements, and the tax treatment of the rights and benefits of the
Contract. The following discussion assumes that a Contract is purchased
with proceeds from and/or contributions under retirement plans that

46
<PAGE>

qualify for the intended special federal income tax treatment ("Qualified
Contracts").

The following discussion also is based on the assumption that the
Contract qualifies as an annuity contract for federal income tax purposes.
The Statement of Additional Information discusses the requirements for
qualifying as an annuity.

Taxation of Annuities In General

Section 72 of the Code governs taxation of annuities in general.
The Company believes that the Participant who is a natural person
generally is not taxed on increases in the value of an Account until
distribution occurs by withdrawing all or part of the Account Value (e.g.,
surrenders or annuity payments under the Settlement Option elected). For
this purpose, the assignment, pledge, or agreement to assign or pledge any
portion of the Account Value or any portion of an interest in the
qualified plan generally will be treated as a distribution. The taxable
portion of a distribution (in the form of a single sum payment or an
annuity) is generally taxable as ordinary income.

The following discussion generally applies to a Certificate
owned by a natural person under a group Contract.

Surrenders

In the case of a surrender under a Qualified Contract, including
withdrawals under the Systematic Withdrawal Option, a pro-rata portion of
the amount received is taxable, generally based on the ratio of the
"investment in the contract" to the individual's total accrued benefit
under the retirement plan. The "investment in the contract" generally
equals the amount of any non-deductible Purchase Payments paid by or on
behalf of any individual. For a Contract issued in connection with
qualified plans, the "investment in the contract" is often zero. Special
tax rules may be available for certain distributions from a Qualified
Contract.

Annuity Payments

Although the tax consequences may vary depending on the Annuity
Payment and Settlement Option elected under the Contract, in general, only
the portion of the Annuity Payment that represents the amount by which the
Account Value exceeds the "investment in the contract" will be taxed;
after the "investment in the contract" is recovered, the full amount of
any additional Annuity Payments is taxable. For Variable Dollar Annuity
Payments, the taxable portion is generally determined by an equation that
establishes a specific dollar amount of each payment that is not taxed.
The dollar amount is determined by dividing the "investment in the
contract" by the total number of expected periodic payments. However, the
entire distribution will be taxable once the recipient has recovered the
dollar amount of his or her "investment in the contract." For Fixed

47
<PAGE>

Dollar Annuity Payments, in general there is no tax on the portion of each
payment which represents the same ratio that the "investment in the
contract" bears to the total expected value of the Annuity Payments for
the term of the payments; however, the remainder of each Annuity Payment
is taxable. Once the "investment in the contract" has been fully
recovered, the full amount of any additional Annuity Payments is taxable.
If Annuity Payments cease as a result of a Participant's death before full
recovery of the "investment in the contract," consult a competent tax
adviser regarding deductibility of the unrecovered amount.

Penalty Tax

In general, a 10% premature distribution penalty tax applies to
distributions unless: (1) made on or after the date on which the
Participant attains age 59 1/2; (2) made as a result of death or
disability of the Participant; (3) received in substantially equal
periodic payments as a life annuity or a joint and one-half survivor
annuity for the lives or life expectancies of the Participant and a
"designated beneficiary;" (4) made to the Participant after separation
from service and attainment of age 55; (5) made under a qualified domestic
relations order; or (6) to the extent they do not exceed the Participant's
allowable deduction for medical care for that year. Other tax penalties
may apply to certain distributions under a qualified plan.

Taxation of Death Benefit Proceeds

Amounts may be distributed from the Account because of the death
of a Participant. Generally such amounts are includible in the income of
the recipient as follows: (1) if distributed in a lump sum, they are
taxed in the same manner as a full surrender as described above, or (2) if
distributed under a Settlement Option, they are taxed in the same manner
as Annuity Payments, as described above.

Transfers, Assignments, or Exchanges of the Contract

A transfer of ownership of a Contract, the designation of a
Beneficiary who is not also the Participant, or the exchange of a Contract
may result in certain tax consequences to the Participant that are not
discussed herein.

Texas Optional Retirement Program

Section 36.105 of the Texas Educational Code permits participants
in the Texas Optional Retirement Program ("ORP") to withdraw their
interests in a variable annuity policy issued under the ORP only upon: (1)
termination of employment in the Texas public institutions of higher
education; (2) retirement; or (3) death. Accordingly, a participant in
the ORP (or the participant's estate if the participant has died) will be
required to obtain a certificate of termination from the employer or a
certificate of death before all or part of the Account Value can be
withdrawn.

48
<PAGE>

Qualified Pension and Profit Sharing Plans and H.R. 10 Plans

Code section 401(a) permits employers to establish various types
of retirement plans for employees, and permit self-employed individuals to
establish retirement plans for themselves and their employees. These
retirement plans may permit the purchase of the Contracts to accumulate
retirement savings under the plans.

Purchasers of a Contract for use with such plans should seek
competent advice regarding the suitability of the proposed plan documents
and the Contract to their specific needs.

Withholding

Pension and annuity distributions generally are subject to
withholding for the recipient's federal income tax liability at rates that
vary according to the type of distribution and the recipient's tax status.
Federal withholding at a flat 20% of the taxable part of the distribution
is required if the distribution is eligible for rollover and the
distribution is not paid as a direct rollover. In other cases, recipients
generally are provided the opportunity to elect not to have tax withheld
from distributions.

Possible Changes in Taxation

Although as of the date of this prospectus, Congress is not
actively considering any legislation regarding the taxation of annuities
issued in connection with a qualified plan, there is always the
possibility that the tax treatment of such annuities could change by
legislation or other means (such as IRS regulations, revenue rulings,
judicial decisions, etc.). Moreover, it is also possible that any change
could be retroactive (that is, effective prior to the date of the change).

Other Tax Consequences

As noted above, the foregoing discussion of the federal income
tax consequences is not exhaustive and special rules are provided with
respect to other tax situations not discussed in this Prospectus.
Further, the federal income tax consequences discussed herein reflect the
Company's understanding of current law and the law may change. Federal
estate tax consequences and state and local estate, inheritance, and other
tax consequences of ownership or receipt of distributions under the
Contract depend on the individual circumstances of each Participant or
recipient of the distribution. A competent tax adviser should be
consulted for further information.

General

At the time the initial Purchase Payment is paid, a prospective
purchaser must specify whether the purchase is a Qualified Contract. If
the initial purchase payment is derived from an exchange or surrender of
another annuity contract, the Company may require that the prospective

49
<PAGE>

purchaser provide information with regard to the federal income tax status
of the previous annuity contract. The Company will require that persons
purchase separate Contracts if they desire to invest monies qualifying for
different annuity tax treatment under the Code. Each such separate
Contract would require the minimum initial Purchase Payment stated above.
Additional Purchase Payments under a Contract must qualify for the same
federal income tax treatment as the Initial Purchase Payment under the
Contract; the Company will not accept an additional Purchase Payment under
a Contract if the federal income tax treatment of such Purchase Payment
would be different from that of the Initial Purchase Payment.

DISTRIBUTION OF THE CONTRACT

AAG Securities, Inc. ("AAG Securities") is the principal
underwriter and distributor of the Contracts. AAG Securities may also
serve as an underwriter and distributor of other contracts issued through
the Separate Account and certain other Separate Accounts of the Company
and any affiliates of the Company. AAG Securities is a wholly-owned
subsidiary of American Annuity Group, Inc., a publicly-traded company
which is an indirect subsidiary of American Financial Group, Inc. AAG
Securities is registered with the Securities and Exchange Commission as a
broker-dealer and is a member of the National Association of Securities
Dealers, Inc. ("NASD"). Its principal offices are located at 250 East
Fifth Street, Cincinnati, Ohio 45202. The Company pays AAG Securities
for acting as underwriter under a distribution agreement.

AAG Securities has entered into sales agreements with other
broker-dealers to solicit applications for the Contracts through
registered representatives who are licensed to sell securities and
variable insurance products. These agreements provide that applications
for the Contracts may be solicited by registered representatives of the
broker-dealers appointed by the Company to sell its variable life
insurance and variable annuities. These broker-dealers are registered
with the Securities and Exchange Commission and are members of the NASD.
The registered representatives are authorized under applicable state
regulations to sell variable annuities.

Under the agreements, Contracts will be sold by registered
representatives which will receive commissions from AAG Securities of up
to 8% of any Purchase Payments. From time to time the Company may pay or
permit other promotional incentives, in cash or credit or other
compensation.

LEGAL PROCEEDINGS

There are no pending legal proceedings affecting the Separate
Account or AAG Securities. The Company is involved in various kinds of
routine litigation which, in management's judgment, are not of material
importance to the Company's assets or the Separate Account.

50
<PAGE>

VOTING RIGHTS

To the extent required by applicable law, all Fund shares held in
the Separate Account will be voted by the Company at regular and special
shareholder meetings of the respective Funds in accordance with
instructions received from persons having voting interests in the
corresponding Sub-Account. If, however, the 1940 Act or any regulation
thereunder should be amended, or if the present interpretation thereof
should change, or if the Company determines that it is allowed to vote all
shares in its own right, the Company may elect to do so.

The person with the voting interest is the Participant. The
number of votes which are available to a Participant will be calculated
separately for each Sub-Account. Before the Annuity Commencement Date,
that number will be determined by applying his or her percentage interest,
if any, in a particular Sub-Account to the total number of votes
attributable to that Sub-Account. The Participant holds a voting interest
in each Sub-Account to which the Account Value is allocated. After the
Annuity Commencement Date, the number of votes decreases as Annuity
Payments are made and as the number of Accumulation Units for a
Certificate decreases.

The number of votes of a Fund will be determined as of the date
coincident with the date established by that Fund for shareholders
eligible to vote at the meeting of the Fund. Voting instructions will be
solicited by written communication prior to such meeting in accordance
with procedures established by the respective Funds.

Shares as to which no timely instructions are received and shares
held by the Company as to which Participants have no beneficial interest
will be voted in proportion to the voting instructions which are received
with respect to all Certificates participating in the Sub-Account. Voting
instructions to abstain on any item will be applied on a pro-rata basis to
reduce the votes eligible to be cast.

Each person or entity having a voting interest in a Sub-Account
will receive proxy material, reports and other material relating to the
appropriate Fund.

It should be noted that the Funds are not required to hold annual
or other regular meetings of shareholders.

AVAILABLE INFORMATION

The Company has filed a registration statement (the Registration
Statement) with the Securities and Exchange Commission under the
Securities Act of 1933 relating to the Contract and Certificates
thereunder offered by this Prospectus. This Prospectus has been filed as
a part of the Registration Statement and does not contain all of the
information set forth in the Registration Statement and exhibits thereto,
and reference is hereby made to such Registration Statement and exhibits

51
<PAGE>

for further information relating to the Company, the Contract and the
Certificates. Statements contained in this Prospectus, as to the content
of the Contract, the Certificates and other legal instruments, are
summaries. For a complete statement of the terms thereof, reference is
made to the instruments filed as exhibits to the Registration Statement.
The Registration Statement and the exhibits thereto may be inspected and
copied at the office of the Commission, located at 450 Fifth Street, N.W.,
Washington, D.C.

52
<PAGE>

STATEMENT OF ADDITIONAL INFORMATION

A Statement of Additional Information is available which contains
more details concerning the subjects discussed in this Prospectus. The
following is the Table of Contents for that Statement:
Page
----

ANNUITY INVESTORS LIFE INSURANCE COMPANY . . . . . . . . . . . . . . 1
General Information and History . . . . . . . . . . . . . . 1
State Regulation . . . . . . . . . . . . . . . . . . . . . . 1

SERVICES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
Safekeeping of Separate Account Assets . . . . . . . . . . . 1
Records and Reports . . . . . . . . . . . . . . . . . . . . 2
Experts . . . . . . . . . . . . . . . . . . . . . . . . . . 2

DISTRIBUTION OF THE CONTRACTS . . . . . . . . . . . . . . . . . . . . 2

CALCULATION OF PERFORMANCE INFORMATION . . . . . . . . . . . . . . . 2
Money Market Sub-Account Yield Calculation . . . . . . . . . 2
Other Sub-Account Yield Calculation . . . . . . . . . . . . 3
Standardized Total Return Calculation . . . . . . . . . . . 4
Hypothetical Performance Data . . . . . . . . . . . . . . . 5
Other Performance Data . . . . . . . . . . . . . . . . . . . 5

FEDERAL TAX MATTERS . . . . . . . . . . . . . . . . . . . . . . . . . 7
Taxation of the Company . . . . . . . . . . . . . . . . . . 8
Tax Status of the Contract . . . . . . . . . . . . . . . . . 8

FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . . . . . . . . . 9

53
<PAGE>

--------------------------------------------------------------------------

Copies of the Statement of Additional Information dated May 1,
1996, are available without charge. To request a copy, please clip this
coupon on the dotted line above, enter your name and address in the spaces
provided below, and mail to: Annuity Investors Life Insurance Company,
P.O. Box 5423, Cincinnati, Ohio 45201-5423.

Name: _________________________________________________________

Address: ________________________________________________________

City: _________________________________________________________

State: _________________________________________________________

Zip Code: _______________________________________________________

54
<PAGE>

APPENDIX A
----------

Settlement Option Tables

The Settlement Option Tables show the guaranteed dollar amount,
based on unisex rates, of the monthly payments under various Settlement
options for each $1,000 applied.

OPTION 1 TABLES -- LIFE ANNUITY
With Payments For At Least A Fixed Period

60 Months 120 Months 180 Months 240 Months
Age

55 $4.55 $4.51 $4.44 $4.33
56 4.65 4.61 4.52 4.39
57 4.76 4.71 4.61 4.46
58 4.87 4.81 4.70 4.53
59 4.99 4.92 4.79 4.60
60 5.12 5.04 4.89 4.67
61 5.25 5.16 4.99 4.74
62 5.40 5.29 5.09 4.81
63 5.55 5.42 5.19 4.87
64 5.72 5.56 5.30 4.94
65 5.89 5.71 5.40 5.00
66 6.08 5.86 5.51 5.06
67 6.27 6.02 5.62 5.11
68 6.48 6.19 5.72 5.17
69 6.71 6.36 5.83 5.22
70 6.95 6.54 5.93 5.26
71 7.20 6.72 6.03 5.30
72 7.46 6.90 6.12 5.34
73 7.75 7.08 6.21 5.37
74 8.04 7.27 6.30 5.40

55
<PAGE>

OPTION 2 TABLE - LIFE ANNUITY

60 Months 120 Months 180 Months 240 Months
Age Age Age Age

55 $4.65 60 $5.14 65 $5.95 70 $7.08
56 4.67 61 5.28 66 6.14 71 7.36
57 4.77 62 5.43 67 6.35 72 7.66
58 4.89 63 5.59 68 6.58 73 7.98
59 5.01 64 5.76 69 6.82 74 8.33

<TABLE>
<CAPTION>
OPTION 3 TABLE - JOINT AND ONE-HALF SURVIVOR ANNUITY
Monthly payments for each $1,000 of proceeds by ages of persons named.*

Secondary Age
Primary
Age 60 61 62 63 64 65 66 67 68 69 70
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>

60 $4.73 $4.75 $4.78 $4.80 $4.83 $4.85 $4.87 $4.89 $4.92 $4.93 $4.95
61 4.81 4.84 4.87 4.90 4.92 4.95 4.97 5.00 5.02 5.04 5.06
62 4.90 4.93 4.96 4.99 5.02 5.05 5.08 5.11 5.13 5.16 5.18
63 4.99 5.03 5.06 5.09 5.13 5.16 5.19 5.22 5.25 5.28 5.30
64 5.09 5.12 5.16 5.20 5.23 5.27 5.30 5.34 5.37 5.40 5.43
65 5.18 5.22 5.26 5.31 5.35 5.38 5.42 5.46 5.49 5.53 5.56
66 5.28 5.33 5.37 5.42 5.46 5.50 5.54 5.58 5.62 5.66 5.70
67 5.38 5.43 5.48 5.53 5.58 5.62 5.67 5.72 5.76 5.80 5.84
68 5.49 5.54 5.59 5.65 5.70 5.75 5.80 5.85 5.90 5.95 5.99
69 5.60 5.65 5.71 5.77 5.82 5.88 5.93 5.99 6.04 6.10 6.15
70 5.71 5.77 5.83 5.89 5.95 6.01 6.07 6.13 6.19 6.25 6.31

</TABLE>
* Payments after the death of the Primary Payee will be one-half of
the amount shown.

56
<PAGE>

<TABLE>
<CAPTION>
OPTION 4 TABLE - INCOME FOR A FIXED PERIOD
Payments for fixed number of years for each $1,000 applied.

Terms Terms Terms
of of of
Pay- Semi- Pay- Semi- Pay- Semi-
ments Annual Annual Quarterly Monthly ments Annual Annual Quarterly Monthly ments Annual Annual Quarterly Monthly

Years Years Years
----- ----- -----

6 184.60 91.62 45.64 15.18 11 108.08 53.64 26.72 8.88 16 79.61 39.51 19.68 6.54

7 160.51 79.66 39.68 13.20 12 100.46 49.88 24.84 8.26 17 75.95 37.70 18.78 6.24

8 142.46 70.70 35.22 11.71 13 94.03 46.67 23.25 7.73 18 72.71 36.09 17.98 5.98

9 128.43 63.74 31.75 10.56 14 88.53 43.94 21.89 7.28 19 69.81 34.65 17.26 5.74

10 117.23 58.18 28.98 9.64 15 83.77 41.57 20.71 6.89 20 67.22 33.36 16.82 5.53

</TABLE>

Rates for monthly payments for ages or fixed periods not shown in the
above tables will be calculated on the same basis as those shown and may
be obtained from the Company. Fixed periods shorter than five years are
not available.

57
<PAGE>

ANNUITY INVESTORS[SERVICEMARK] VARIABLE ACCOUNT A
of
ANNUITY INVESTORS LIFE INSURANCE COMPANY[REGISTERED TRADEMARK]
STATEMENT OF ADDITIONAL INFORMATION
for the
Commodore Nauticus[SERVICEMARK]
Group Flexible Premium Deferred Annuity
Issued by
ANNUITY INVESTORS LIFE INSURANCE COMPANY
P.O. Box 5423, Cincinnati, Ohio 45201-5423, (800) 789-6771

The Statement of Additional Information expands upon subjects
discussed in the current Prospectus for the Commodore Nauticus, a Group
Flexible Premium Deferred Annuity Contract ("Contract") offered by Annuity
Investors Life Insurance Company and the Certificates of Participation
under the Contract ("Certificates"). A copy of the Prospectus dated
[December 29], 1995, as supplemented from time to time, may be obtained
free of charge by writing to Annuity Investors Life Insurance Company,
Administrative Office, P.O. Box 5423, Cincinnati, Ohio 45201-5423. Terms
used in the current Prospectus for the Contract are incorporated in this
Statement of Additional Information.

THIS STATEMENT OF ADDITIONAL INFORMATION IS NOT A PROSPECTUS AND SHOULD BE
READ ONLY IN CONJUNCTION WITH THE PROSPECTUS FOR THE CONTRACT.

May 1, 1996

<PAGE>

TABLE OF CONTENTS
-----------------

Page
----

ANNUITY INVESTORS[SERVICEMARK] LIFE INSURANCE COMPANY[REGISTERED
TRADEMARK] . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
General Information and History . . . . . . . . . . 1
State Regulation . . . . . . . . . . . . . . . . . . 1

SERVICES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
Safekeeping of Separate Account Assets . . . . . . . 1
Records and Reports . . . . . . . . . . . . . . . . 2
Experts . . . . . . . . . . . . . . . . . . . . . . 2

DISTRIBUTION OF THE CONTRACTS . . . . . . . . . . . . . . . . . . . . 2

CALCULATION OF PERFORMANCE INFORMATION . . . . . . . . . . . . . . . 2
Money Market Sub-Account Yield Calculation . . . . . 2
Other Sub-Account Yield Calculation . . . . . . . . 3
Standardized Total Return Calculation . . . . . . . 4
Hypothetical Performance Data . . . . . . . . . . . 5
Other Performance Data . . . . . . . . . . . . . . . 5

FEDERAL TAX MATTERS . . . . . . . . . . . . . . . . . . . . . . . . . 7
Taxation of the Company . . . . . . . . . . . . . . 8
Tax Status of the Contract . . . . . . . . . . . . . 8

FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . . . . . . . . . 9

<PAGE>

The following information supplements the information in the
Prospectus about the Contract and Certificates. Terms used in this
Statement of Additional Information have the same meaning as in the
Prospectus.

ANNUITY INVESTORS LIFE INSURANCE COMPANY

General Information and History

Annuity Investors Life Insurance Company (the "Company"),
formerly known as Carillon Life Insurance Company, is a stock life
insurance company incorporated under the laws of the State of Ohio in
1981. The name change occurred in the state of domicile on April 12,
1995. The Company is principally engaged in the sale of fixed and
variable annuity policies.

The Company was acquired in November, 1994, by American Annuity
Group, Inc. ("AAG") a Delaware corporation that is a publicly traded
insurance holding company. Great American Insurance Company ("GAIC"), an
Ohio corporation, owns 80% of the common stock of AAG. GAIC is a multi-
line insurance carrier and a wholly-owned subsidiary of Great American
Holding Company ("GAHC"), an Ohio corporation. GAHC is a wholly-owned
subsidiary of American Financial Corporation ("AFC"), an Ohio corporation.
AFC is a wholly-owned subsidiary of American Financial Group, Inc.
("AFG"), an Ohio corporation. AFG is a publicly traded holding company
which is engaged, through its subsidiaries, in financial businesses that
include annuities, insurance and portfolio investing, and non-financial
businesses that include food products and television and radio operations.

State Regulation

The Company is subject to the insurance laws and regulations of
all the jurisdictions where it is licensed to operate. The availability
of certain Contract rights and provisions depends on state approval and/or
filing and review processes in each such jurisdiction. Where required by
law or regulation, the Contract will be modified accordingly.

SERVICES

Safekeeping of Separate Account Assets

Title to assets of the Separate Account is held by the Company.
The Separate Account assets are kept separate and apart from the Company's
general account assets. Records are maintained of all purchases and
redemptions of Fund shares held by each of the Sub-Accounts.

Title to assets of the Fixed Account is held by the Company
together with the Company's general account assets.
<PAGE>

Records and Reports

All records and accounts relating to the Fixed Account and the
Separate Account will be maintained by the Company. As presently required
by the provisions of the Investment Company Act of 1940, as amended ("1940
Act"), and rules and regulations promulgated thereunder which pertain to
the Separate Account, reports containing such information as may be
required under the 1940 Act or by other applicable law or regulation will
be sent to each Participant semi-annually at the Participant's last known
address of record.

Experts

The statutory-basis financial statements of the Company included
in this Statement of Additional Information have been audited by Ernst &
Young LLP, independent auditors, to the extent indicated in their report
thereon also appearing elsewhere herein. Such statutory-basis financial
statements have been included herein in reliance upon such report given
upon the authority of such firm as experts in accounting and auditing.

DISTRIBUTION OF THE CONTRACTS

The offering of the Contracts is expected to be continuous, and
the Company does not anticipate discontinuing the offering of the
Contracts. However, the Company reserves the right to discontinue the
offering of the Contracts.

CALCULATION OF PERFORMANCE INFORMATION

Money Market Sub-Account Yield Calculation

In accordance with rules and regulations adopted by the
Securities and Exchange Commission, the Company computes the Money Market
Sub-Account's current annualized yield for a seven-day period in a manner
which does not take into consideration any realized or unrealized gains or
losses on shares of the Money Market Fund or on its portfolio securities.
This current annualized yield is computed by determining the net change
(exclusive of realized gains and losses on the sale of securities and
unrealized appreciation and depreciation) in the value of a hypothetical
account having a balance of one unit of the Money Market Sub-Account at
the beginning of such seven-day period, dividing such net change in the
value of the hypothetical account by the value of the hypothetical account
at the beginning of the period to determine the base period return and
annualizing this quotient on a 365-day basis. The net change in the value
of the hypothetical account reflects the deductions for the Mortality and
Expense Risk and Administration Charges and income and expenses accrued
during the period. Because of these deductions, the yield for the Money
Market Sub-Account of the Separate Account will be lower than the yield
for the Money Market Fund or any comparable substitute funding vehicle.

2
<PAGE>

The Securities and Exchange Commission also permits the Company
to disclose the effective yield of the Money Market Sub-Account for the
same seven-day period, determined on a compounded basis. The effective
yield is calculated according to the following formula:

365/7
EFFECTIVE YIELD = [(BASE PERIOD RETURN + 1) ] - 1

The yield on amounts held in the Money Market Sub-Account
normally will fluctuate on a daily basis. Therefore, the disclosed yield
for any given past period is not an indication or representation of future
yields. The Money Market Sub-Account's actual yield is affected by
changes in interest rates on money market securities, average portfolio
maturity of the Money Market Fund or substitute funding vehicle, the types
and quality of portfolio securities held by the Money Market Fund or
substitute funding vehicle, and operating expenses. IN ADDITION, THE
YIELD FIGURES DO NOT REFLECT THE EFFECT OF ANY CONTINGENT DEFERRED SALES
CHARGE ("CDSC") (OF UP TO 7% OF PURCHASE PAYMENTS) THAT MAY BE APPLICABLE
ON SURRENDER.

Other Sub-Account Yield Calculation

The Company may from time to time disclose the current annualized
yield of one or more of the Sub-Accounts (other than the Money Market Sub-
Account) for 30-day periods. The annualized yield of a Sub-Account refers
to the income generated by the Sub-Account over a specified 30-day period.
Because this yield is annualized, the yield generated by a Sub-Account
during the 30-day period is assumed to be generated each 30-day period.
The yield is computed by dividing the net investment income per
Accumulation Unit earned during the period by the price per unit on the
last day of the period, according to the following formula:

6
YIELD = 2[(a-b + 1) - 1]
----
cd

Where:

a = net investment income earned during the period by the
Portfolio attributable to the shares owned by the Sub-
Account.

b = expenses for the Sub-Account accrued for the period (net
of reimbursements).

c = the average daily number of Accumulation Units
outstanding during the period.

d = the maximum offering price per Accumulation Unit on the
last day of the period.

3
<PAGE>

Net investment income will be determined in accordance with rules
and regulations established by the Securities and Exchange Commission.
Accrued expenses will include all recurring fees that are charged to all
Contracts. The yield calculations do not reflect the effect of any CDSC
that may be applicable to a particular Contract. CDSCs range from 7% to
0% of the Purchase Payments withdrawn depending on the elapsed time since
the receipt of such Purchase Payments.

Because of the charges and deductions imposed by the Separate
Account, the yield for a Sub-Account will be lower than the yield for the
corresponding Fund. The yield on amounts held in a Sub-Account normally
will fluctuate over time. Therefore, the disclosed yield for any given
period is not an indication or representation of future yields or rates of
return. The Sub-Account's actual yield will be affected by the types and
quality of portfolio securities held by the Fund and its operating
expenses.

Standardized Total Return Calculation

The Company may from time to time also disclose average annual
total returns for one or more of the Sub-Accounts for various periods of
time. Average annual total return quotations are computed by finding the
average annual compounded rates of return over one, five and ten year
periods that would equal the initial amount invested to the ending
redeemable value, according to the following formula:

n
P(1 + T) = ERV

Where:

P = a hypothetical initial payment of $1,000.

T = average annual total return.

n = number of years.

ERV = "ending redeemable value" of a hypothetical $1,000
payment made at the beginning of the one, five or ten-
year period at the end of the one, five, or ten-year
period (or fractional portion thereof).

All recurring fees that are charged to all Contracts are
recognized in the ending redeemable value. The average annual total
return calculations will reflect the effect of any CDSCs that may be
applicable to a particular period.

Hypothetical Performance Data

The Company may also disclose "hypothetical" performance data for
a Sub-Account, for periods before the Sub-Account commenced operations.

4
<PAGE>

Such performance information for the Sub-Account will be calculated based
on the performance of the corresponding Fund and the assumption that the
Sub-Account was in existence for the same periods as those indicated for
the Fund, with a level of Contract charges currently in effect. The Fund
used for these calculations will be the actual Fund in which the Sub-
Account invests.

This type of hypothetical performance data may be disclosed on
both an average annual total return and a cumulative total return basis.
Moreover, it may be disclosed assuming that the Contract is not
surrendered (i.e., with no deduction for a CDSC) or assuming that the
Contract is surrendered at the end of the applicable period (i.e.,
reflecting a deduction for any applicable CDSC).

Other Performance Data

The Company may from time to time disclose non-standardized total
return in conjunction with the standardized performance data described
above. Non-standardized data may reflect no CDSC or present performance
data for a period other than that required by the standardized format.

The Company may from time to time also disclose cumulative total
return calculated using the following formula assuming that the CDSC
percentage is 0%.

CTR = (ERV/P) - 1

Where:

CTR = the cumulative total return net of Sub-Account recurring
charges for the period.

ERV = ending redeemable value of a hypothetical $1,000 payment
at the beginning of the one, five or ten-year period at
the end of the one, five or ten-year period (or
fractional portion thereof).

P = a hypothetical initial payment of $1,000.

All non-standardized performance data will be advertised only if
the requisite standardized performance data is also disclosed.

The Contracts may be compared in advertising materials to
Certificates of Deposit ("CDs") or other investments issued by banks or
other depository institutions. Variable annuities differ from bank
investments in several respects. For example, variable annuities may
offer higher potential returns than CDs. However, unless you have elected
to invest in only the Fixed Account Options, the Company does not
guarantee your return. Also, none of your investments under the Contract,
whether allocated to the Fixed Account or a Sub-Account, are FDIC-insured.

5
<PAGE>

Advertising materials for the Contracts may, from time to time,
address retirement needs and investing for retirement, the usefulness of a
tax-qualified retirement plan, saving for college, or other investment
goals. Advertising materials for the Contracts may discuss, generally,
the advantages of investing in a variable annuity and the Contract's
particular features and their desirability and may compare Contract
features with those of other variable annuities and investment products of
other issuers. Advertising materials may also include a discussion of the
balancing of risk and return in connection with the selection of
investment options under the Contract and investment alternatives
generally, as well as a discussion of the risks and attributes associated
with the investment options under the Contract. A description of the tax
advantages associated with the Contract, including the effects of tax-
deferral under a variable annuity or retirement plan generally, may be
included as well. Advertising materials for the Contracts may quote or
reprint financial or business publications and periodicals, including
model portfolios or allocations, as they relate to current economic and
political conditions, management and composition of the underlying Funds,
investment philosophy, investment techniques, the desirability of owning
the Contract and other products and services offered by the Company or AAG
Securities, Inc. ("AAG Securities").

The Company or AAG Securities may provide information designed to
help individuals understand their investment goals and explore various
financial strategies. Such information may include: information about
current economic, market and political conditions; materials that describe
general principles of investing, such as asset allocation,
diversification, risk tolerance and goal setting; questionnaires designed
to help create a personal financial profile; worksheets used to project
savings needs based on assumed rates of inflation and hypothetical rates
of return; and alternative investment strategies and plans.

Ibbotson Associates of Chicago, Illinois ("Ibbotson") provides
historical returns of the capital markets in the United States, including
common stocks, small capitalization stocks, long-term corporate bonds,
intermediate-term government bonds, long-term government bonds, Treasury
bills, the U.S. rate of inflation (based on the Consumer Price Index), and
combinations of various capital markets. The performance of these capital
markets is based on the returns of different indices.

Advertising materials for the Contracts may use the performance
of these capital markets in order to demonstrate general risk-versus-
reward investment scenarios. Performance comparisons may also include the
value of a hypothetical investment in any of these capital markets. The
risk associated with the security types in any capital market may or may
not correspond directly to those of the Sub-Accounts and the Funds.
Advertising materials may also compare performance to that of other
compilations or indices that may be developed and made available in the
future.

6
<PAGE>

In addition, advertising materials may quote various measures of
volatility and benchmark correlations for the Sub-Accounts and the
respective Funds and compare these volatility measures and correlations
with those of other separate accounts and their underlying funds.
Measures of volatility seek to compare a sub-account's, or its underlying
fund's, historical share price fluctuations or total returns to those of a
benchmark. Measures of benchmark correlation indicate how valid a
comparative benchmark may be. All measures of volatility and correlation
are calculated using averages of historical data.

FEDERAL TAX MATTERS

The Contract and Certificates thereunder are designed for use by
individuals in retirement plans which qualify for special tax treatment
under Sections 401, 403, or 457 of the Code, and for non-tax qualified
deferred compensation arrangements. The ultimate effect of federal taxes
on the Account Value, on Annuity Benefits, and on the economic benefit to
the Participant or the Beneficiary may depend on the type of retirement
plan for which the Contract is purchased, on the tax and employment status
of the individual concerned and on the Company's tax status. THE
FOLLOWING DISCUSSION IS GENERAL AND IS NOT INTENDED AS TAX ADVICE. Any
person concerned about tax implications should consult a competent tax
adviser. This discussion is based upon the Company's understanding of the
present federal income tax laws as they are currently interpreted by the
Internal Revenue Service. No representation is made as to the likelihood
of continuation of present federal income tax laws or of the current
interpretations by the Internal Revenue Service. Moreover, no attempt has
been made to consider any applicable state or other tax laws.

Taxation of the Company

The Company is taxed as a life insurance company under Part I of
Subchapter L of the Code. Since the Separate Account is not an entity
separate from the Company, and its operations form a part of the Company,
it will not be taxed separately as a "regulated investment company" under
Subchapter M of the Code. Investment income and realized capital gains
are automatically applied to increase reserves under the Contracts. Under
existing federal income tax law, the Company believes that the Separate
Account investment income and realized net capital gains will not be taxed
to the extent that such income and gains are applied to increase the
reserves under the Contracts.

Accordingly, the Company does not anticipate that it will incur
any federal income tax liability attributable to the Separate Account and,
therefore, the Company does not intend to make provisions for any such
taxes. However, if changes in the federal tax laws or interpretations
thereof result in the Company being taxed on income or gains attributable
to the Separate Account, then the Company may impose a charge against the
Separate Account (with respect to some or all Contracts) in order to set
aside provisions to pay such taxes.

7
<PAGE>

Tax Status of the Contract

In certain circumstances, participants under group variable
annuity contracts may be considered the owners, for federal income tax
purposes, of the assets of the separate accounts used to support their
contracts. In those circumstances, income and gains from the separate
account assets would be includible in the variable contract owner's gross
income. The Internal Revenue Service has stated in published rulings that
a variable contract owner will be considered the owner of separate account
assets if the contract owner possesses incidents of ownership in those
assets, such as the ability to exercise investment control over the
assets. The Treasury Department has also announced, in connection with
the issuance of regulations concerning diversification, that those
regulations "do not provide guidance concerning the circumstances in which
investor control of the investments of a segregated asset account may
cause the investor (i.e., the participant), rather than the insurance
company, to be treated as the owner of the assets in the account." This
announcement also stated that guidance would be issued by way of
regulations or rulings on the "extent to which policyholders may direct
their investments to particular subaccounts without being treated as
owners of the underlying assets." As of the date of this Statement of
Additional Information, no guidance has been issued.

The ownership rights under the Contract are similar to, but
different in certain respects from, those described by the Internal
Revenue Service in rulings in which it was determined that contract owners
were not owners of separate account assets. For example, the Participant
has additional flexibility in allocating Purchase Payments and Account
Value. These differences could result in a Participant's being treated as
the owner of a pro rata portion(s) of the assets of the Separate Account
and/or Fixed Account. In addition, the Company does not know what
standards will be set forth, if any, in the regulations or rulings which
the Treasury Department has stated it expects to issue. The Company
therefore reserves the right to modify the Contract as necessary to
attempt to prevent a Participant from being considered the owner of a pro
rata share of the assets of the Separate Account.

FINANCIAL STATEMENTS

The Company's audited statutory-basis financial statements for
the years ended December 31, 1995 and 1994, are included herein.

The financial statements of the Company included in this
Statement of Additional Information should be considered only as bearing
on the ability of the Company to meet its obligations under the Contract.
They should not be considered as bearing on the investment performance of
the assets held in the Separate Account.

8
<PAGE>

Statutory Financial Statements

ANNUITY INVESTORS LIFE INSURANCE COMPANY

Years ended December 31, 1995 and 1994

9
<PAGE>

REPORT OF INDEPENDENT AUDITORS

Board of Directors
Annuity Investors Life Insurance Company

We have audited the accompanying statutory-basis balance sheets of Annuity
Investors Life Insurance Company ("the Company") as of December 31, 1995
and 1994, and the related statutory-basis statements of operations,
changes in capital and surplus, and cash flows for the years then ended.
These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.

The Company presents its financial statements in conformity with the
accounting practices prescribed or permitted by the Insurance Department
of the State of Ohio. The variances between such practices and generally
accepted accounting principles and the effects on the accompanying
financial statements are described in Notes A and I.

In our opinion, because of the materiality of the effects of the variances
between generally accepted accounting principles and the accounting
practices referred to in the preceding paragraph, the financial statements
referred to above are not intended to and do not present fairly, in
conformity with generally accepted accounting principles, the financial
position of Annuity Investors Life Insurance Company at December 31, 1995
and 1994, or the results of its operations or its cash flows for the years
then ended. However, in our opinion, the supplementary information
included in Note I presents fairly, in all material respects, capital and
surplus at December 31, 1995 and 1994 and net income for the years then
ended in conformity with generally accepted accounting principles.

Also, in our opinion, the statutory-basis financial statements referred to
above present fairly, in all material respects, the financial position of
Annuity Investors Life Insurance Company at December 31, 1995 and 1994,
and the results of its operations and its cash flows for the years then

10
<PAGE>

ended, in conformity with accounting practices prescribed or permitted by
the Insurance Department of the State of Ohio.

February 29, 1996 Ernst & Young LLP

11
<PAGE>

ANNUITY INVESTORS LIFE INSURANCE COMPANY
BALANCE SHEETS
STATUTORY BASIS

December
-----------------------------
1995 1994
---- ----
ASSETS

Cash and investments:
Bonds - at amortized cost
(market value: $8,648,412
and $7,545,390) $ 8,554,641 $8,291,079
Short-term investments 15,169,930 425,660
Cash 93,584 79,862
----------- ----------
Total cash and investments 23,818,155 8,796,601

Investment income due and accrued 220,028 150,193
Federal income tax recoverable 0 23,181
----------- ----------

Total assets $24,038,183 $8,969,975
=========== ==========

LIABILITIES, CAPITAL AND SURPLUS
Annuity reserves $ 2,842,013 $2,684,376
Interest maintenance reserve 8 0
Commissions due and accrued 966 0
General expenses due and accrued 7,000 3,445
Taxes, licenses and fees due and
accrued 3,000 0
Federal income tax payable 8,952 0
Asset valuation reserve 2,848 0
Payable to parent and affiliate 58,415 11,264
----------- ----------

Total liabilities 2,923,202 2,699,085
----------- ---------
Common stock, $100 par value:
- 25,000 shares authorized
- 20,000 shares issued and
outstanding 2,000,000 2,000,000
Gross paid in and contributed
surplus 18,050,000 3,350,000
Unassigned surplus 1,064,981 920,890
----------- ----------

Total capital and surplus 21,114,981 6,270,890
----------- ---------
Total liabilities, capital $24,038,183 $8,969,975
and surplus =========== ==========

See notes to statutory financial statements

12
<PAGE>

ANNUITY INVESTORS LIFE INSURANCE COMPANY
SUMMARY OF OPERATIONS
STATUTORY BASIS

Year ended December 31,
-------------------------
1995 1994
---- ----
Revenues:
Premiums and annuity $ 58,695 $219,308
considerations
Deposit type funds 16,107 0
Net investment income 552,141 432,932
------- --------

Total revenue 626,943 652,240

Benefits and expenses:
Increase in aggregate reserves 157,637 61,627
Policyholders' benefits 109,607 280,517
Commissions and expense 49,655 47,023
allowances on reinsurance
assumed
General insurance expenses 34,588 25,630
Taxes, licenses and fees 53,577 38,951
-------- --------

Total benefits and 405,064 453,748
expenses -------- --------

Income from operations before federal 221,879 198,492
income taxes

Provision for federal income taxes 74,941 69,000
-------- --------

Net income after federal income taxes
before net realized capital gains 146,938 129,492

Net realized capital gains:
Pretax 15 0
Capital gains tax (5) 0
Interest maintenance reserve (8) 0
transfer (net of tax) -------- --------
Net realized capital gains 2 0
transferred to IMR -------- --------

Net income $146,940 $129,492
======== ========

See notes to statutory financial statements

13
<PAGE>

ANNUITY INVESTORS LIFE INSURANCE COMPANY
STATEMENTS OF CHANGES IN CAPITAL AND SURPLUS
STATUTORY BASIS

Year ended December 31,
---------------------------
1995 1994
---- ----
Common stock:
Balance at beginning and end $ 2,000,000 $ 2,000,000
of period =========== ===========

Gross paid-in and contributed
surplus:
Balance at beginning of year $ 3,350,000 $3,350,000
Surplus paid in 14,700,000 0
----------- ----------

Balance at end of year $18,050,000 $ 3,350,000
=========== ===========

Unassigned funds:
Balance at beginning of year $ 920,890 $ 791,398
Net income 146,940 129,492
Change in asset valuation (2,849) 0
reserve ----------- -----------

Balance at end of year $ 1,064,981 $ 920,890
=========== ===========

Total capital and surplus $21,114,981 $ 6,270,890
=========== ===========

See notes to statutory financial statements

14
<PAGE>

ANNUITY INVESTORS LIFE INSURANCE COMPANY
STATEMENTS OF CASH FLOWS
STATUTORY BASIS

Year ended December 31,
-----------------------------
1995 1994
---- ----
Operating activities:
Premiums and annuity $ 58,695 $ 219,308
considerations
Deposit type funds 16,107 0
Net investment income 512,777 398,729
Surrender benefits paid (109,607) (280,517)
Commissions, expenses and (128,854) (111,604)
premium and other taxes paid
Federal income tax paid (42,813) (76,483)
Increase (Decrease) in payable 47,151 (29,837)
to parent and affiliate ----------- --------

Total operating 353,456 119,596
activities

Investing activities:
Sale, maturity or repayment of 1,167,103 0
bonds
Purchase of bonds (1,462,567) (2,637,891)
----------- ----------

Total investing (295,464) (2,637,891)
activities

Financing activities:
Surplus paid in 14,700,000 0
----------- ----------

Total financing activities 14,700,000 0
-----------

Net increase (decrease) in cash 14,757,992 (2,518,295)
and short-term investments

Cash and short-term investments 505,522 3,023,817
at beginning of year ----------- ----------

Cash and short-term investments $15,263,514 $ 505,522
at end of year =========== ===========

See notes to statutory financial statements

15
<PAGE>

ANNUITY INVESTORS LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS

A. ACCOUNTING POLICIES

BASIS OF PRESENTATION Annuity Investors Life Insurance Company ("AILIC"),
a life insurance company domiciled in the State of Ohio, is an indirectly
owned subsidiary of American Annuity Group, Inc.,("AAG"), a publicly
traded financial services holding company of which American Financial
Group, Inc. ("AFG") owns 81%. On November 29, 1994, AILIC, formerly
Carillon Life Insurance Company, was purchased from Great American
Insurance Company, a wholly-owned subsidiary of AFG.

The accompanying financial statements have been prepared in conformity
with accounting practices prescribed or permitted by the National
Association of Insurance Commissioners ("NAIC") and the Insurance
Department of the State of Ohio, which vary in some respects from
generally accepted accounting principles ("GAAP"). The more significant
of these differences are as follows: (a) annuity receipts are accounted
for as revenues versus liabilities; (b) an Interest Maintenance Reserve
("IMR") is provided whereby interest related realized gains and losses are
deferred and amortized into investment income over the expected remaining
life of the security sold; (c) Asset Valuation Reserves ("AVR") are
provided which reclassify a portion of surplus to liabilities; and (d)
investments in bonds considered "available for sale" (as defined under
GAAP) are generally recorded at amortized cost versus market.

The preparation of the financial statements of insurance companies
requires management to make estimates and assumptions that affect amounts
reported in the financial statements and accompanying notes. Such
estimates and assumptions could change in the future as more information
becomes known, which could impact the amounts reported and disclosed
herein.

Short-term investments having original maturities of three months or less
when purchased are considered to be cash equivalents for purposes of the
financial statements.

INVESTMENTS Asset values are generally stated as follows: Bonds not
backed by other loans, where permitted, at amortized cost using the
interest method, all others at association values as determined by the
NAIC Securities Valuation Office ("association value"); loan backed bonds
and structured securities, where permitted, at amortized cost using the
interest method, including anticipated prepayments at the date of
purchase; significant changes in estimated cash flows from the original

16
<PAGE>

purchase assumptions accounted for on a prospective basis, all others at
association value; short-term investments at cost.

As prescribed by the NAIC, the market value for investments in bonds is
determined by the values included in the Valuations of Securities manual
published by the NAIC's Security Valuation Office. Those values generally
represent quoted market value prices for securities traded in the public
marketplace or analytically determined values by the Securities Valuation
Office.

The carrying values of cash and short-term investments approximate their
fair values.

ANNUITY RESERVES Annuity reserves are developed by actuarial methods and
are determined based on published tables using statutorily specified
interest rates and valuation methods that will provide, in the aggregate,
reserves that are greater than or equal to the minimum amounts required by
law. The fair market value of the reserves approximates the statement
value.

REINSURANCE Reinsurance premiums, benefits and expenses are accounted for
on a basis consistent with those used in accounting for the original
policies issued and the terms of the reinsurance contracts.

ANNUITY INVESTORS LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS - CONTINUED

B. INVESTMENTS
-----------

At December 31, 1995, fixed maturity investments in U.S. Government and
government agencies and authorities had a carrying value and market value
of $7.3 million, gross unrealized gains of $74,700 and gross unrealized
(losses) of ($45,100). All other corporate fixed maturity investments at
December 31, 1995 had a carrying value of $1.3 million, market value of
$1.4 million, gross unrealized gains of $64,700 and gross unrealized
(losses) of ($600). At December 31, 1994, all fixed maturity investments
consisted entirely of publicly traded U.S. Treasury bonds with a carrying
value of $8.3 million, market value of $7.5 million, gross unrealized
gains of $1,000 and gross unrealized (losses) of ($746,000).

Proceeds from sales of fixed maturity investments were $1.2 million in
1995. There were no sales of fixed maturity investments in 1994.

17
<PAGE>

U.S. Treasury Notes with a carrying value of $6.0 million at December 31,
1995, were on deposit as required by the insurance departments of various
states.

C. FEDERAL INCOME TAXES
--------------------

AILIC's amount of federal income taxes incurred for recoupment in the
event of future losses are approximately $75,000 in 1995, $69,000 in 1994
and $57,000 in 1993.

D. RELATED PARTY TRANSACTIONS
--------------------------

On December 30, 1993, AILIC entered into a reinsurance agreement with
Great American Life Insurance Company ("GALIC"), an affiliated Ohio
domiciled insurance company, which became AILIC's immediate parent in
1995. As a result of the transaction, AILIC assumed $2.6 million in
deferred annuity reserves and received an equivalent amount of assets.
AILIC will continue to assume premiums, surrenders and other transactions
on certain policies directly written and administered by GALIC. The
majority of premium income in 1995 and all premium income in 1994
consisted of assumed reinsurance from GALIC in accordance with the
agreement.

Certain investment, administrative, management, accounting and data
processing services are provided to AILIC through the use of shared
facilities and personnel or under agreements between AILIC and affiliates.

E. DIVIDEND RESTRICTIONS
---------------------

The amount of dividends which can be paid by AILIC without prior approval
of regulatory authorities is subject to restrictions relating to capital
and surplus and net income. AILIC may pay approximately $1.1 million in
dividends in 1996 based on capital and surplus, without prior approval.

F. ANNUITY RESERVES
----------------

At December 31, 1995, 99% of AILIC's annuity reserves were subject to
discretionary withdrawal without adjustment.

18
<PAGE>

ANNUITY INVESTORS LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS - CONTINUED

G. OTHER ITEMS
-----------

The increase in the number of insurance companies that are under
regulatory supervision has resulted, and is expected to continue to
result, in increased assessments by state guaranty funds to cover losses
to policyholders of insolvent or rehabilitated insurance companies. Those
mandatory assessments may be partially recovered through deduction in
future premium taxes in certain states. GALIC is responsible for
payment of all assessments relating to premiums earned in accordance with
the reinsurance agreement discussed in Note D.

19
<PAGE>

H. SELECTED FINANCIAL DATA
-----------------------

The following tables present selected statutory-basis financial data as of
December 31, 1995 and 1994 and for the years then ended for purposes of
complying with paragraph 9 of the Annual Audited Financial Reports in the
General section of the National Association of Insurance Commissioners'
Annual Statement Instructions and agrees to or is included in the amounts
reported in AILIC's 1995 and 1994 Statutory Annual Statements as filed
with the insurance department of the State of Ohio:

1995 1994
---- ----
Gross investment income earned:
Bonds $ 447,488 $ 431,170
Short-term investments 72,980 18,168
Cash on hand and on deposit 41,582 0
Aggregate write-ins for 0 106
investment income ----------- -----------
$ 562,050 $ 449,444
=========== ===========
Bonds by class
Class "1" $ 8,444,399 $ 8,291,079
Class 2" 110,242 0
----------- -----------
$ 8,554,641 $ 8,291,079
=========== ===========

Total bonds publicly traded $ 8,554,641 $ 8,291,079
=========== ===========

Short-term investments (book $15,169,930 $ 425,660
value) =========== ===========

Cash on deposit $ 93,584 $ 79,862
=========== ===========

Group annuities not fully paid - $ 2,842,013 $ 2,684,376
account balance =========== ===========

1995 1995
---- ----
Carrying Value Market Value
Total Bonds by maturity:
Due within 1 year or less $ 100,137 $ 8,291,079
Over 1 year through 5 years 4,372,211 4,366,586
Over 5 years through 10 years 3,796,802 3,870,899
Over 10 years through 20 years 139,901 150,719
Over 20 years 145,590 158,521
----------- -----------
$ 8,554,641 $ 8,648,412
=========== ===========

20
<PAGE>

ANNUITY INVESTORS LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS - CONTINUED

I. VARIANCES FROM GENERALLY ACCEPTED ACCOUNTING PRINCIPLES

These financial statements have been presented in conformity with the
accounting practices prescribed or permitted by the insurance department
of the State of Ohio. The following table summarizes the differences
between net income and surplus as determined in accordance with statutory
accounting practices and GAAP for the years ended December 31, 1995 and
1994:

Net Income Capital and Surplus
-------------------------- ---------------------------
1995 1994 1995 1994
---- ---- ---- ----
<S> <C> <C> <C> <C>
As reported on a statutory basis $146,940 $129,492 $21,114,981 $6,270,890

Commissions capitalized to DAC and amortized 954 0 954 0
Capital gains transferred to IMR, net of tax 8 0 8 0
Federal income taxes (3,051) 0 (3,051) 0
Unrealized gain (loss) adjustment 0 0 38,109 (485,000)
AVR adjustment 0 0 2,848 0
-------- -------- ----------- ----------
Total GAAP adjustments (2,089) 0 38,868 (485,000)
-------- -------- ----------- ----------

GAAP basis $144,851 $129,492 $21,153,849 $5,785,890
======== ======== =========== ==========

</TABLE>

21
<PAGE>

PART C
Other Information

Item 24. Financial Statements and Exhibits

(a) Financial Statements

All required financial statements are included in Parts A or B of
this Registration Statement.

(b) Exhibits

(1) Resolution of the Board of Directors of Annuity Investors
Life Insurance Company[REGISTERED TRADEMARK] authorizing
establishment of Annuity Investors[SERVICEMARK] Variable
Account A.*****

(2) Not Applicable.

(3) (a) Distribution Agreement between Annuity Investors
Life Insurance Company and AAG Securities,
Inc.******

(b) Form of Selling Agreement between Annuity
Investors Life Insurance Company, AAG Securities,
Inc. and another Broker-Dealer.**

(4) Group Contract Form, Certificate Form, and Endorsements.

(a) Group Contract Forms and Endorsements.

(i) Form of Group Flexible Premium Deferred
Annuity Contract.*

(ii) Form of Enhanced Group Flexible Premium
Deferred Annuity Contract.*

(iii) Form of Loan Endorsement to Group
Contract.*

__________________________

***** Filed with Pre-Effective Amendment No. 2 to Form N-4 on
November 8, 1995.

****** Filed with Pre-Effective Amendment No. 3 to Form N-4 on
December 4, 1995.

22
<PAGE>

(iv) Form of Employer Plan Endorsement to
Group Contract.*

(v) Form of Tax Sheltered Annuity
Endorsement to Group Contract.*

(vi) Form of Qualified Pension, Profit
Sharing and Annuity Plan Endorsement to
Group Contract.*

(vii) Form of Long-Term Care Waiver Rider to
Group Contract.*

(b) Certificate of Participation Form and
Endorsements.

(i) Form of Certificate of Participation.*

(ii) Form of Certificate of Participation
under Enhanced Contract.*

(iii) Form of Loan Endorsement to
Certificate.*

(iv) Form of Employer Plan Endorsement to
Certificate.*

(v) Form of Tax Sheltered Annuity
Endorsement to Certificate.*

(vi) Form of Qualified Pension, Profit
Sharing and Annuity Plan Endorsement to
Certificate.*

(vii) Form of Long-Term Care Waiver Rider to
Certificate.*

(viii) Form of Deferred Compensation
Endorsement to Certificate.

(i) Form of Group Flexible Premium Deferred
Annuity Contract for use in South
Dakota.

(ii) Form of Certificate of Participation for
use in South Dakota.

23
<PAGE>

(d) Group Contract Form and Certificate of
Participation Form for use in Wisconsin.

(i) Form of Group Flexible Premium Deferred
Annuity Contract for use in Wisconsin.

(ii) Form of Certificate of Participation for
use in Wisconsin.

(e) Certificate of Participation Form for use in
North Dakota.

(i) Form of Certificate of Participation for
use in North Dakota.

(f) Form of Endorsements for use in Virginia.

(i) Form of Employer Plan Endorsement to
Group Contract for use in Virginia.

(ii) Form of Employer Plan Endorsement to
Certificate of Participation for use in
Virginia.

(iii) Form of Qualified Pension, Profit
Sharing and Annuity Plan Endorsement to
Group Contract for use in Virginia.

(iv) Form of Qualified Pension, Profit
Sharing and Annuity Plan Endorsement to
Certificate of Participation for use in
Virginia.

(v) Form of Tax Sheltered Annuity
Endorsement to Group Contract for use in
Virginia.

(5) (a) Form of Application for Group Flexible Premium
Deferred Annuity Contract.*

(b) Form of Participant Enrollment Form under Group
Flexible Premium Deferred Annuity Contract
(ERISA).*

24
<PAGE>

(6) (a) Articles of Incorporation of Annuity Investors
Life Insurance Company.***

(b) Code of Regulations of Annuity Investors Life
Insurance Company.***

(7) Not Applicable.

(8) (a) Participation Agreement between Annuity
Investors Life Insurance Company and
Dreyfus Variable Fund.**

(b) Participation Agreement between Annuity Investors
Life Insurance Company and Dreyfus Stock Index
Fund.**

(c) Participation Agreement between Annuity
Investors Life Insurance Company and The
Dreyfus Socially Responsible Growth
Fund, Inc.**

(d) Participation Agreement between Annuity Investors
Life Insurance Company and Janus Aspen Series.**

(e) Participation Agreement with Merrill Lynch
Variable Series Funds, Inc.

(i) Participation Agreement between Annuity
Investors Life Insurance Company and
Merrill Lynch Variable Series Funds,
Inc.**

(ii) Amended and Restated Participation
Agreement between Annuity Investors Life
Insurance Company and Merrill Lynch
Variable Series Funds, Inc.

(f) Service Agreement between Annuity Investors Life
Insurance Company and American Annuity Group,
Inc.**

(g) Agreement between AAG Securities, Inc. and AAG
Insurance Agency, Inc.**

(h) Investment Service Agreement between Annuity
Investors Life Insurance Company and American
Annuity Group, Inc.**

_________________________

*** Filed with Form N-4 on June 2, 1995.

25
<PAGE>

(i) Agreement between Annuity Investors Life
Insurance Company and Merrill Lynch Asset
Management, L.P.

(9) Opinion and Consent of Counsel.*

(10) Consent of Independent Auditors.

(11) No financial statements are omitted from Item 23.

(12) Not Applicable.

(13) Not Applicable.

(14) Not Applicable.

Item 25. Directors and Officers of Annuity Investors Life Insurance
Company

<TABLE>
<CAPTION>
Principal Positions and Offices
Name Business Address With the Company
---- ---------------- ---------------------

Robert Allen Adams (1) President, Director

Stephen Craig Lindner (1) Director

William Jack Maney, II (1) Assistant Treasurer and
Director

James Michael Mortensen (1) Executive Vice President,
Assistant Secretary and
Director

Mark Francis Muething (1) Senior Vice President,
Secretary, General Counsel and
Director

Jeffrey Scott Tate (1) Director

Thomas Kevin Liguzinski (1) Senior Vice President

Charles Kent McManus (1) Senior Vice President

26
<PAGE>

Principal Positions and Offices
Name Business Address With the Company
---- ---------------- ---------------------

Robert Eugene Allen (1) Vice President and Treasurer

Arthur Ronald Greene, III (1) Vice President

Betty Marie Kasprowicz (1) Vice President and Assistant
Secretary

Michael Joseph O'Connor (1) Vice President and Chief
Actuary

Lynn Edward Laswell (1) Assistant Vice President and
Assistant Treasurer

=================================

(1) P.O. Box 5423, Cincinnati, Ohio 45201-5423.

Item 26. Persons Controlled by or Under Common Control With the
Depositor or Registrant.

The Depositor, Annuity Investors Life Insurance Company, is a
wholly-owned subsidiary of Great American Life Insurance Company, which
is a wholly-owned subsidiary of American Annuity Group, Inc. The
Registrant, Annuity Investors Separate Account A, is a segregated asset
account of Annuity Investors Life Insurance Company.

The following chart indicates the persons controlled by or under
common control with the Company.

27
<PAGE>

STATE OF DATE OF STATE OF
AMERICAN FINANCIAL GROUP, INC. DOMICILE INCORP. DOMICILE NATURE OF BUSINESS
------------------------------ ---------- -------- ---------- --------------------
<S> <C> <C> <C> <C>
American Financial Corporation Ohio 11/15/55 Ohio Holding Company
American Barge & Towing Company Ohio 03/25/82 Ohio Inactive
Spartan Transportation Corporation Ohio 07/19/83 Ohio Mgmt-River
Transportation Equipment
American Financial Corporation Ohio 08/27/63 Ohio Inactive
American Money Management Corporation Ohio 03/01/73 Ohio Investment Management
American Money Management International, N.V. Netherland 05/10/85 Netherland Securities Management
Antilles Antilles
Chiquita Brands International, Inc. (and New Jersey 03/30/99 New Jersey Production/Processing/
subsidiaries) Distribution of Food
Products
Citicasters Inc. Florida 06/18/80 Florida Holding Company
FMI Pennsylvania, Inc. Pennsylvania 11/19/75 Pennsylvania Holding Company
GACC-340, Inc. Delaware 06/09/88 Delaware Co-Owner Corporate
Aircraft
GACC-N26LB, Inc. Delaware 02/02/88 Delaware Co-Owner Corporate
Aircraft
Citicasters Corp. Delaware 12/18/90 Delaware Holding Company
Citicasters Co. Ohio 12/22/83 Ohio Operation of
Television/Radio
Stations
Taft-TCI Satellite Services, Inc. Colorado 12/17/81 Colorado Satellite Communications
Great American Television Productions, California 03/19/81 California Television Program
Inc. Development
Cine Films, Inc. California 05/15/75 California Prod./Motion
Picture/Television Films
Cine Guarantors, Inc. California 01/06/71 California Financial Bonding
Cine Guarantors II, Inc. California 09/04/75 California Inactive
Great American Merchandising Group, Inc. New York 09/04/81 New York Inactive
Location Productions, Inc. California 08/07/68 California Prod./Motion
Picture/Television Films
Location Productions II, Inc. California 05/15/75 California Prod./Motion
Picture/Television Films
The Sy Fisher Company Agency, Inc. California 07/31/72 California Inactive
VTTV Productions California 01/30/78 California Inactive
Dixie Terminal Corporation Ohio 04/23/70 Ohio Commercial Leasing
Fairmont Holdings, Inc. Ohio 12/15/83 Ohio Holding Company
Fairmont Pa. Holdings, Inc. Pennsylvania 08/18/83 Pennsylvania Holding Company
FWC Corporation Ohio 03/16/83 Ohio Financial Services
Great American Holding Corporation Ohio 11/30/77 Ohio Holding Company
Great American Insurance Company Ohio 3/7/1872 Ohio Property/Casualty
Insurance
A B I Group, Inc. Minnesota 07/27/78 Minnesota Inactive

28
<PAGE>

STATE OF DATE OF STATE OF
AMERICAN FINANCIAL GROUP, INC. DOMICILE INCORP. DOMICILE NATURE OF BUSINESS
------------------------------ ---------- -------- ---------- --------------------
American Business Risk Services, Inc. Minnesota 04/19/78 Minnesota Inactive
American Insurance Management Agency, Inc. Minnesota 11/16/82 Minnesota Inactive
Consolidated Underwriters, Inc. Texas 10/14/80 Texas Inactive
Agricultural Excess and Surplus Insurance Delaware 02/28/79 Delaware Excess & Surplus Lines
Company Insurance
Agricultural Insurance Company Ohio 03/23/05 Ohio Property/Casualty
Insurance
American Alliance Insurance Company Arizona 09/11/45 Arizona Property/Casualty
Insurance
American Annuity Group, Inc. Delaware 05/15/87 Delaware Holding Company
AAG Insurance Agency, Inc. Kentucky 12/06/94 Kentucky Life Insurance Agency
AAG Insurance Agency of Massachusetts, Massachusetts 05/25/95 Massachusetts Insurance Agency
Inc.
AAG Securities, Inc. Ohio 12/10/93 Ohio Broker-Dealer
CSW Management Services, Inc. Texas 06/27/85 Texas Pre-need Trust Admin.
Services
GALIC Disbursing Company Ohio 05/31/94 Ohio Payroll Servicer
Great American Life Insurance Company Ohio 12/15/59 Ohio Life Insurance
Annuity Investors Life Insurance Ohio 11/31/81 Ohio Life Insurance Company
Company
CHATBAR, Inc. Massachusetts 11/02/93 Massachusetts Hotel Operator
Driskill Holding, Inc. Texas 06/07/95 Texas Hotel Management
GALIC Brothers, Inc. Ohio 11/12/93 Ohio Real Estate Management
GALIC Life Insurance Company Ohio 06/21/94 Ohio Life Insurance Co.
(License Pending)
Great American Life Assurance Company California 08/10/67 California Life Insurance Company
Loyal American Life Insurance Company Alabama 05/18/55 Alabama Life Insurance Company
ADL Financial Services, Inc. North Carolina 09/10/70 North Carolina Marketing Services
Purity Financial Corporation Florida 12/21/91 Florida Marketing Services
Prairie National Life Insurance Company South Dakota 02/11/76 South Dakota Life Insurance Company
American Memorial Life Insurance South Dakota 03/18/59 South Dakota Life Insurance Company
Company
Assured Security Life Insurance South Dakota 05/12/78 South Dakota Life Insurance Company
Company, Inc.
Great Western Life Insurance Montana 05/01/80 Montana Life Insurance Company
Company
Rushmore National Life Insurance South Dakota 04/16/37 South Dakota Life Insurance Company
Company
International Funeral Associates, Inc. Delaware 05/07/86 Delaware Coop. Buying Funeral
Dirs.
Laurentian Capital Corporation Delaware 04/13/87 Delaware Inactive
Laurentian Credit Services Corporation Delaware 10/07/94 Delaware Inactive
Laurentian Investment Services, Inc. Delaware 06/15/90 Delaware Pre-need Trust Services
Laurentian Marketing Services, Inc. Delaware 12/23/87 Delaware Marketing Services
Laurentian Securities Corporation Delaware 01/30/90 Delaware Inactive

29
<PAGE>

STATE OF DATE OF STATE OF
AMERICAN FINANCIAL GROUP, INC. DOMICILE INCORP. DOMICILE NATURE OF BUSINESS
------------------------------ ---------- -------- ---------- --------------------
Lifestyle Financial Investments, Inc. Ohio 12/29/93 Ohio Marketing Services
Lifestyle Financial Investments Agency Ohio 03/07/94 Ohio Life Insurance Agency
of Ohio, Inc.
Lifestyle Financial Investments of Alabama 09/22/95 Alabama Life Insurance Agency
Alabama, Inc.
Lifestyle Financial Investments of Indiana 02/24/94 Indiana Life Insurance Agency
Indiana, Inc.
Lifestyle Financial Investments of Kentucky 10/03/94 Kentucky Insurance Agency
Kentucky, Inc.
Lifestyle Financial Investments of the Minnesota 06/10/85 Minnesota Insurance Agency
Northwest, Inc.
Lifestyle Financial Investments of the North Carolina 07/13/94 North Carolina Insurance Agency
Southeast, Inc.
Loyal Marketing Services, Inc. Alabama 07/20/90 Alabama Marketing Services
Prairie States Marketing Services, Inc. Washington 06/19/80 Washington Marketing Services
Purple Cross Insurance Agency, Inc. Delaware 11/07/89 Delaware Insurance Agency
Retirement Resources Group, Inc. Indiana 02/07/95 Indiana Insurance Agency
RRG of Texas, Inc. Texas 06/02/95 Texas Life Insurance Agency
SPELCO (UK) Ltd. United Kingdom 00/00/00 United Kingdom Inactive
SWTC, Inc. Delaware 00/00/00 Delaware Inactive
SWTC Hong Kong Ltd. Hong Kong 00/00/00 Hong Kong Inactive
Technomil Ltd. Delaware 00/00/00 Delaware Inactive
American Custom Insurance Services Holding Ohio 07/27/83 Ohio Management Holding
Company Company
American Custom Insurance Services California 05/18/92 California Insurance Agency &
California, Inc. Brokerage
Eden Park Insurance Brokers, Inc. California 02/13/90 California Wholesale Brokerage for
Surplus Lines
Professional Risk Brokers, Inc. Illinois 03/01/90 Illinois Insurance Agency
Professional Risk Brokers insurance, Inc. Massachusetts 04/19/94 Massachusetts Surplus Lines Brokerage
Professional Risk Brokers of Connecticut, Connecticut 07/09/92 Connecticut Insurance Agency &
Inc. Brokerage
Professional Risk Brokers of Ohio, Inc. Ohio 12/17/86 Ohio Insurance Agency and
Brokerage
Utility Insurance Services, Inc. Texas 04/06/95 Texas Texas Local Recording
Agency
Utility Management Services, Inc. Texas 09/07/65 Texas Texas Managing General
Agency
American Custom Insurance Services Illinois, Illinois 07/08/92 Illinois Underwriting Office
Inc.
American Dynasty Surplus Lines Insurance Delaware 1/12/82 Delaware Excess & Surplus Lines
Company Insurance
American Empire Surplus Lines Insurance Delaware 07/15/77 Delaware Excess & Surplus Lines
Company Insurance

30
<PAGE>

STATE OF DATE OF STATE OF
AMERICAN FINANCIAL GROUP, INC. DOMICILE INCORP. DOMICILE NATURE OF BUSINESS
------------------------------ ---------- -------- ---------- --------------------
American Empire Insurance Company Ohio 11/26/79 Ohio Property/Casualty
Insurance
Stonewall Underwriters, Inc. Texas 05/19/75 Texas Insurance Agency
Fidelity Environmental Insurance Company New Jersey 06/30/87 New Jersey Property/Casualty
Insurance
American Financial Enterprises, Inc. Connecticut 1871 Connecticut Closed End Investment
Company
American Insurance Agency, Inc. Kentucky 07/27/67 Kentucky Insurance Agency
American National Fire Insurance Company New York 08/22/47 New York Property/Casualty
Insurance
American Special Risk, Inc. Illinois 12/29/81 Illinois Insurance
Broker/Managing General
Agency
American Special Risk 1 of Arizona, Inc. Arizona 02/06/90 Arizona Inactive
American Spirit Insurance Company Indiana 04/05/88 Indiana Property/Casualty
Insurance
Brothers Property Corporation Ohio 09/08/87 Ohio Real Estate Investment
Brothers Barrington Corporation Oklahoma 03/18/94 Oklahoma Real Estate Holding
Corporation
Brothers Cincinnatian Corporation Ohio 01/25/94 Ohio Hotel Manager
Brothers Columbine Corporation Oklahoma 03/18/94 Oklahoma Real Estate Holding
Corporation
Brothers Landing Corporation Louisiana 02/24/94 Louisiana Real Estate Holding
Corporation
Brothers Pennsylvanian Corporation Pennsylvania 12/23/94 Pennsylvania Real Estate Holding
Corporation
Brothers Port Richey Corporation Florida 12/06/93 Florida Apartment Manager
Brothers Property Management Corporation Ohio 09/25/87 Ohio Real Estate Management
Brothers Railyard Corporation Texas 12/14/93 Texas Apartment Manager
Crop Managers Insurance Agency, Inc. Kansas 08/09/89 Kansas Insurance Agency
Dempsey & Siders Agency, Inc. Ohio 05/09/56 Ohio Insurance Agency
Eagle American Insurance Company Ohio 07/01/87 Ohio Property/Casualty
Insurance
Eden Park Insurance Company Indiana 01/08/90 Indiana Special Risk Surplus
Lines
FCIA Management Company, Inc. New York 09/17/91 New York Servicing Agent
The Gains Group, Inc. Ohio 01/26/82 Ohio Marketing of Advertising
Great American Lloyd's, Inc. Texas 08/02/83 Texas Attorney-in-Fact--Texas
Lloyd's Company
Great American Lloyd's Insurance Company Texas 10/09/79 Texas Lloyd's Plan Insurer
Great American Management Services, Inc. Ohio 12/05/74 Ohio Data Processing and
Equipment Leasing
American Payroll Services, Inc. Ohio 02/20/87 Ohio Payroll Services
Great American Re Inc. Delaware 05/14/71 Delaware Reinsurance Intermediary

31
<PAGE>

STATE OF DATE OF STATE OF
AMERICAN FINANCIAL GROUP, INC. DOMICILE INCORP. DOMICILE NATURE OF BUSINESS
------------------------------ ---------- -------- ---------- --------------------
Great American Risk Management, Inc. Ohio 04/21/80 Ohio Insurance Risk
Management
Great Texas County Mutual Insurance Company Texas 04/29/54 Texas Property/Casualty
Insurance
Grizzly Golf Center, Inc. Ohio 11/08/93 Ohio Operate Golf Courses
Homestead Snacks Inc. California 03/02/79 California Meat Snack Distribution
Giant Snacks, Inc. Delaware 07/06/89 Delaware Meat Snack Distribution
Key Largo Group, Inc. Florida 07/28/81 Florida Land Developer & Resort
Operator
Key Largo Group Utility Company Florida 11/26/84 Florida Water & Sewer Utility
Mid-Continent Casualty Company Oklahoma 02/26/47 Oklahoma Property/Casualty
Insurance
Mid-Continent Insurance Company Oklahoma 08/13/92 Oklahoma Property/Casualty
Insurance
Oklahoma Surety Company Oklahoma 08/05/68 Oklahoma Property/Casualty
Insurance
Millenium Dynamics, Inc. Ohio 7/31/95 Ohio Design, Marketing &
Servicing of Comp.
Software
National Interstate Corporation Ohio 01/26/89 Ohio Holding Company
American Highways Insurance Agency California 05/05/94 California Insurance Agency
National Interstate Insurance Agency of Texas 06/07/89 Texas Insurance Agency
Texas, Inc.
National Interstate Insurance Agency, Inc. Ohio 02/13/89 Ohio Insurance Agency
National Interstate Insurance Company Ohio 02/10/89 Ohio Property/Casualty
Insurance
North America Livestock, Inc. Florida 12/03/82 Florida Managing General Agency
OBGC Corporation Florida 11/23/77 Florida Real Estate Development
Pointe Apartments, Inc. Minnesota 06/24/93 Minnesota Real Estate Holding
Corporation
Seven Hills Insurance Company New York 06/30/32 New York Property/Casualty
Reinsurance
Stonewall Insurance Company Alabama 02/18/66 Alabama Property/Casualty
Insurance
Stone Mountain Professional Liability Georgia 08/07/95 Georgia Insurance Agency
Agency, Inc.
Tamarack American, Inc. Delaware 06/10/86 Delaware Management Holding
Company
Transport Insurance Company Ohio 05/25/76 Ohio Property/Casualty
Insurance
American Commonwealth Development Company Texas 07/23/63 Texas Real Estate Development
ACDC Holdings Corporation Texas 05/04/81 Texas Real Estate Development
Instech Corporation Texas 09/02/75 Texas Claim & Claim Adjustment
Services

32
<PAGE>

STATE OF DATE OF STATE OF
AMERICAN FINANCIAL GROUP, INC. DOMICILE INCORP. DOMICILE NATURE OF BUSINESS
------------------------------ ---------- -------- ---------- --------------------
TICO Insurance Company Ohio 06/03/80 Ohio Property/Casualty
Insurance
Transport Managing General Agency, Inc. Texas 05/19/89 Texas Managing General Agency
Transport Insurance Agency, Inc. Texas 08/21/89 Texas Insurance Agency
Transport Underwriters Association California 05/11/45 California Holding Company/Agency
One East Fourth, Inc. Ohio 02/03/64 Ohio Commercial Leasing
Pioneer Carpet Mills, Inc. Ohio 04/29/76 Ohio Carpet Manufacturing
Provident Travel Corporation Ohio 07/09/84 Ohio Travel Agency
TEJ Holdings, Inc. Ohio 12/04/84 Ohio Real Estate Holdings
TEJ II, Inc. Delaware 10/28/94 Delaware General Partner
American Financial Warrant Holding Limited Delaware 10/28/94 Delaware Securities Holder
Partnership
Three East Fourth, Inc. Ohio 08/10/66 Ohio Commercial Leasing
American Premier Underwriters, Inc. Pennsylvania 1846 Pennsylvania Diversified
Pennsylvania Company Delaware 12/05/58 Delaware Holding Company
Atlanta Casualty Company Illinois 06/13/72 Illinois Property/Casualty
Insurance
American Premier Insurance Company Indiana 11/30/89 Indiana Property/Casualty
Insurance
Atlanta Specialty Insurance Company Iowa 02/06/74 Iowa Property/Casualty
Insurance
Mr. Agency of Georgia, Inc. Georgia 04/01/77 Georgia Insurance Agency
Atlanta Casualty General Agency, Inc. Texas 03/15/61 Texas Managing General Agency
Atlanta Insurance Brokers, Inc. Georgia 02/06/71 Georgia Insurance Agency
Treaty House, Ltd. (d/b/a Mr. Budget) Nevada 11/02/71 Nevada Insurance Premium
Finance
Penn Central U.K. Limited United Kingdom 10/28/92 United Kingdom Insurance Holding
Company
Insurance (GB) Limited United Kingdom 05/13/92 United Kingdom Property/Casualty
Insurance
Buckeye Management Company Delaware 09/18/86 Delaware General Partner/Manager
of Pipeline l.p.
Buckeye Pipe Line Company Delaware 09/19/86 Delaware Pipeline Manager
Great Southwest Corporation Delaware 10/25/78 Delaware Real Estate Developer
World Houston, Inc. Delaware 08/17/77 Delaware Real Estate Developer
Hangar Acquisition Corp. Ohio 10/06/95 Ohio Aircraft Investment
Infinity Insurance Company Florida 07/09/55 Florida Property/Casualty
Insurance
Infinity Agency of Texas, Inc. Texas 07/15/92 Texas Managing General Agency
The Infinity Group, Inc. Indiana 07/22/92 Indiana Insurance Holding
Company
Infinity Select Insurance Company Indiana 06/11/91 Indiana Property/Casualty
Insurance
Infinity Southern Insurance Corporation Alabama 08/05/92 Alabama Property/Casualty
Insurance

33
<PAGE>

STATE OF DATE OF STATE OF
AMERICAN FINANCIAL GROUP, INC. DOMICILE INCORP. DOMICILE NATURE OF BUSINESS
------------------------------ ---------- -------- ---------- --------------------
Leader National Insurance Company Ohio 03/20/63 Ohio Property/Casualty
Insurance
Budget Insurance Premiums, Inc. Ohio 02/14/64 Ohio Premium Finance Company
Leader National Agency, Inc. Ohio 04/05/63 Ohio Brokering Agent
Leader National Agency of Texas, Inc. Texas 01/25/94 Texas Managing General Agency
Leader National Insurance Agency of Arizona 12/05/73 Arizona Brokering Agent
Arizona
Leader Preferred Insurance Company Ohio 11/07/94 Ohio Property/Casualty
Insurance
Leader Specialty Insurance Company Indiana 03/10/94 Indiana Property/Casualty
Insurance
PCC Technical Industries, Inc. California 03/07/55 California Holding Company
ESC, Inc. California 11/02/62 California Connector Accessories
Marathon Manufacturing Companies, Inc. Delaware 11/18/83 Delaware Holding Company
Marathon Manufacturing Company Delaware 12/07/79 Delaware Inactive
PCC Maryland Realty Corp. Maryland 08/18/93 Maryland Real Estate Holding
Company
Penn Camarillo Realty Corp. California 11/24/92 California Real Estate Holding
Company
Republic Indemnity Company of America California 12/05/72 California Workers' Compensation
Insurance
Republic Indemnity Company of California California 10/13/82 California Workers' Compensation
Insurance
Timberglen Limited United Kingdom 10/28/92 United Kingdom Investments
Risico Management Corporation Delaware 01/10/89 Delaware Risk Management
Windsor Insurance Company Indiana 11/05/87 Indiana Property/Casualty
Insurance
American Deposit Insurance Company Oklahoma 12/28/66 Oklahoma Property/Casualty
Insurance
Granite Finance Co., Inc. Texas 11/09/65 Texas Premium Financing
Coventry Insurance Company Ohio 09/05/89 Ohio Property/Casualty
Insurance
El Aguila Compania de Seguros, S.A. de C.V. Mexico 11/24/94 Mexico Property/Casualty
Insurance
Moore Group Inc. Georgia 12/19/62 Georgia Insurance Holding
Company/Agency
Casualty Underwriters, Inc. Georgia 10/01/54 Georgia Insurance Agency
Dudley L. Moore Insurance, Inc. Louisiana 03/30/78 Louisiana Insurance Agency
Hallmark General Insurance Agency, Inc. Oklahoma 06/16/72 Oklahoma Insurance Agency
Middle Tennessee Underwriters, Inc. Tennessee 11/14/69 Tennessee Insurance Agency
Insurance Finance Company Tennessee 01/03/62 Tennessee Premium Financing
Windsor Group, Inc. Georgia 05/23/91 Georgia Insurance Holding
Company
Regal Insurance Company Indiana 11/05/87 Indiana Property/Casualty
Insurance

34
<PAGE>

STATE OF DATE OF STATE OF
AMERICAN FINANCIAL GROUP, INC. DOMICILE INCORP. DOMICILE NATURE OF BUSINESS
------------------------------ ---------- -------- ---------- --------------------
Texas Windsor Group, Inc. Texas 06/23/88 Texas Insurance Agency
PCC Real Estate, Inc. New York 12/15/86 New York Holding Company
PCC Chicago Realty Corp. New York 12/23/86 New York Real Estate Developer
PCC Gun Hill Realty Corp. New York 12/18/85 New York Real Estate Developer
PCC Michigan Realty, Inc. Michigan 11/09/87 Michigan Real Estate Developer
PCC Scarsdale Realty Corp. New York 06/01/86 New York Real Estate Developer
Scarsdale Depot Associates, L.P. Delaware 05/05/89 Delaware Real Estate Developer
Penn Central Energy Management Company Delaware 05/11/87 Delaware Energy Operations
Manager
The Ann Arbor Railroad Company Michigan 1895 Michigan Inactive
The Associates of the Jersey Company New Jersey 1804 New Jersey Inactive
Delbay Corporation Delaware 12/27/62 Delaware Inactive
The Indianapolis Union Railway Company Indiana 1872 Indiana Inactive
Lehigh Valley Railroad Company Pennsylvania 1846 Pennsylvania Inactive
The New York and Harlem Railroad Company New York 1831 New York Inactive
The Owasco River Railway, Inc. New York 1881 New York Inactive
Penn Towers, Inc. Pennsylvania 04/27/59 Pennsylvania Inactive
Terminal Realty Penn Co. District of 09/23/68 District of Inactive
United Railroad Corp. Delaware 11/25/81 Delaware Inactive
Detroit Manufacturers Railroad Company Michigan 01/30/02 Michigan Inactive
Waynesburg Southern Railroad Company Pennsylvania 09/01/66 Pennsylvania Inactive
Pennsylvania-Reading Seashore Line New Jersey 06/14/01 New Jersey Inactive
Pittsburgh and Cross Creek Railroad Company Pennsylvania 08/14/70 Pennsylvania Inactive

(1) Except Director's Qualifying Shares.

(2) Total percentage owned by parent shown and by other affiliated
company(ies).

</TABLE>

Item 27. Number of Certificate Owners

As of March 20, 1996 there were 374 Participants (Certificate
Owners).

Item 28. Indemnification

(a) The Code of Regulations of Annuity Investors Life Insurance
Company provides in Article V as follows:

The Corporations shall, to the full extent permitted by the General
Corporation Law of Ohio, indemnify any person who is or was a

35
<PAGE>

director or officer of the Corporation and whom it may indemnify
pursuant thereto. The Corporation may, within the sole discretion of
the Board of Directors, indemnify in whole or in part any other
persons whom it may indemnify pursuant thereto.

Insofar as indemnification for liability arising under the Securities
Act of 1933 ("1933 Act") may be permitted to directors, officers and
controlling persons of the Depositor pursuant to the foregoing provisions,
or otherwise, the Depositor has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against public
policy as expressed in the 1933 Act and is, therefore, unenforceable. In
the event that a claim for indemnification against such liabilities (other
than the payment by the Depositor of expenses incurred or paid by the
director, officer or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities
being registered, the Depositor will, unless in the opinion of its counsel
the matter has been settled by controlling precedent, submit to a court of
appropriate jurisdiction the question whether such indemnification by it
is against public policy as expressed in the 1933 Act and will be governed
by the final adjudication of such issue.

(b) The directors and officers of Annuity Investors Life Insurance
Company are covered under a Directors and Officers Reimbursement Policy.
Under the Reimbursement Policy, directors and officers are indemnified for
loss arising from any covered claim by reason of any Wrongful Act in their
capacities as directors or officers, except to the extent the Company has
indemnified them. In general, the term "loss" means any amount which the
directors or officers are legally obligated to pay for a claim for
Wrongful Acts. In general, the term "Wrongful Acts" means any breach of
duty, neglect, error, misstatement, misleading statement, omission or act
by a director or officer while acting individually or collectively in
their capacity as such claimed against them solely by reason of their
being directors and officers. The limit of liability under the program is
$20,000,000 for the policy year ending September 1, 1995. The primary
policy under the program is with National Union Fire Insurance Company of
Pittsburgh, PA. in the name of American Premier Underwriters, Inc.

Item 29. Principal Underwriter

AAG Securities, Inc. is the underwriter and distributor of the
Contracts as defined in the Investment Company Act of 1940 ("1940 Act").

(a) AAG Securities, Inc. does not act as a principal underwriter,
depositor, sponsor or investment adviser for any investment company other
than Annuity Investors Variable Account A.

36
<PAGE>

(b) Directors and Officers of AAG Securities, Inc.

<TABLE>
<CAPTION>
Name and Principal Position with
Business Address AAG Securities, Inc.
------------------ ---------------------

<S> <C>

Thomas Kevin Liguzinski (1) Chief Executive Officer and Director

Mark Francis Muething (1) Vice President, Secretary and
Director

William Jack Maney, II (1) Director

Jeffrey Scott Tate (1) Director

James Medford Tarkington (1) President

James Lee Henderson (1) Vice President

Andrew Conrad Bambeck, III (1) Vice President

William Claire Bair, Jr. (1) Treasurer

=================================

</TABLE>

(1) 250 East Fifth Street, Cincinnati, Ohio 45202

Item 30. Location of Accounts and Records

All accounts and records required to be maintained by Section 31(a) of
the 1940 Act and the rules under it are maintained by Lynn E. Laswell,
Assistant Vice President, of the Company at the Administrative Office.

Item 31. Management Services

Not applicable.

Items 32. Undertakings

(a) Registrant undertakes that it will file a post-effective amendment
to this registration statement as frequently as necessary to ensure

37
<PAGE>

that the audited financial statements in the registration statement
are never more than 16 months old for so long as payments under the
variable annuity contracts may be accepted.

(b) Registrant undertakes that it will include either (1) as part of
any application to purchase a Certificate offered by the
Prospectus, a space that an applicant can check to request a
Statement of Additional Information, or (2) a post card or similar
written communication affixed to or included in the Prospectus that
the applicant can remove to send for a Statement of Additional
Information.

(c) Registrant undertakes to deliver any Prospectus and Statement of
Additional Information and any financial statements required to be
made available under this Form promptly upon written or oral
request to the Company at the address or phone number listed in the
Prospectus.

38
<PAGE>

SIGNATURES

As required by the Securities Act of 1933 and the Investment Company
Act of 1940, the Registrant certifies that it meets the requirements of
Securities Act Rule 485(b) for effectiveness of this amendment to its
Registration Statement and has caused this Post-Effective Amendment No. 1
to its Registration Statement to be signed on its behalf by the
undersigned in the City of Cincinnati, State of Ohio on the 24th day of
April, 1996. No other material event requiring prospectus disclosure has
occurred since the latest of the three dates specified in Rule 485(b)(2).

ANNUITY INVESTORS VARIABLE ACCOUNT A
(REGISTRANT)

By:/s/ Robert Allen Adams
---------------------------------
Robert Allen Adams
Chairman of the Board, President
and Director, Annuity Investors
Life Insurance Company

ANNUITY INVESTORS LIFE INSURANCE COMPANY
(DEPOSITOR)

By:/s/ Robert Allen Adams
----------------------------------
Robert Allen Adams
Chairman of the Board, President
and Director

As required by the Securities Act of 1933, as amended, this Post-
Effective Amendment No. 1 to the Registration Statement has been signed by
the following persons in the capacities and on the dates indicated.

/s/ Robert Allen Adams April 24, 1996
----------------------------
Robert Allen Adams
Principal Executive
Officer, Director

/s/ Robert Eugene Allen April 24, 1996
----------------------------
Robert Eugene Allen
Principal Financial Officer

39
<PAGE>

/s/ Lynn Edward Laswell April 24, 1996

----------------------------
Lynn Edward Laswell
Principal Accounting Officer

/s/ Stephen Craig Lindner April 24, 1996
----------------------------
Stephen Craig Lindner
Director

/s/ William Jack Maney, II April 24, 1996
---------------------------
William Jack Maney, II
Director

/s/ James Michael Mortensen April 24, 1996
---------------------------
James Michael Mortensen
Director

/s/ Mark Francis Muething April 24, 1996
---------------------------
Mark Francis Muething
Director

/s/ Jeffrey Scott Tate April 24, 1996
---------------------------
Jeffrey Scott Tate

40
<PAGE>

EXHIBIT INDEX
-------------

Exhibit No. Description of Exhibit
----------- ----------------------

(1) Resolution of the Board of Directors of
Annuity Investors Life Insurance Company
authorizing establishment of Annuity Investors
Variable Account A*

(3)(a) Distribution Agreement between Annuity
Investors Life Insurance Company and AAG
Securities, Inc.**

(3)(b) Form of Selling Agreement between Annuity
Investors Life Insurance Company, AAG
Securities, Inc. and another Broker-Dealer**

(4)(a)(i) Form of Group Flexible Premium Deferred
Annuity Contract*

(4)(a)(ii) Form of Enhanced Group Flexible Premium
Deferred Annuity Contract*

(4)(a)(iii) Form of Loan Endorsement to Individual
Contract*

(4)(a)(iv) Form of Employer Plan Endorsement to
Individual Contract*

(4)(a)(v) Form of Tax Sheltered Annuity Endorsement to
Individual Contract*

(4)(a)(vi) Form of Qualified Pension, Profit Sharing and
Annuity Plan Endorsement to Individual
Contract*

(4)(a)(vii) Form of Long-Term Care Waiver Rider to
Individual Contract*

(4)(b)(i) Form of Certificate of Participation*

____________________________

* Filed with Pre-Effective Amendment No. 2 to Form N-4 on
November 8, 1995.

** Filed with Pre-Effective Amendment No. 3 to Form N-4 on December 4,
1995.

- i -
<PAGE>

Exhibit No. Description of Exhibit
----------- ----------------------

(4)(b)(ii) Form of Certificate of Participation under
Enhanced Contract*

(4)(b)(iii) Form of Loan Endorsement to Certificate*

(4)(b)(iv) Form of Employer Plan Endorsement to
Certificate*

(4)(b)(v) Form of Tax Sheltered Annuity Endorsement to
Certificate*

(4)(b)(vi) Form of Qualified Pension, Profit Sharing and
Annuity Plan Endorsement to Certificate*

(4)(b)(vii) Form of Long-Term Care Waiver Rider to
Certificate*

(4)(b)(viii) Form of Deferred Compensation Endorsement to
Certificate.

(4)(c)(i) Form of Group Flexible Premium Deferred
Annuity Contract for use in South Dakota.

(4)(c)(ii) Form of Certificate of Participation for use
in South Dakota.

(4)(d)(i) Form of Group Flexible Premium Deferred
Annuity Contract for use in Wisconsin.

(4)(d)(ii) Form of Certificate of Participation for use
in Wisconsin.

(4)(e)(i) Form of Certificate of Participation for use
in North Dakota.

(4)(f)(i) Form of Employer Plan Endorsement to Group
Contract for use in Virginia.

(4)(f)(ii) Form of Employer Plan Endorsement to
Certificate of Participation for use in
Virginia.

(4)(f)(iii) Form of Qualified Pension, Profit Sharing and
Annuity Plan Endorsement to Group Contract for
use in Virginia.

- ii -
<PAGE>

Exhibit No. Description of Exhibit
----------- ----------------------

(4)(f)(iv) Form of Qualified Pension, Profit Sharing and
Annuity Plan Endorsement to Certificate of
Participation for use in Virginia.

(4)(f)(v) Form of Tax Sheltered Annuity Endorsement to
Group Contract for use in Virginia.

(5)(a) Form of Application for Group Flexible Premium
Deferred Annuity Contract*

(5)(b) Form of Participant Enrollment Form under
Group Flexible Premium Deferred Annuity
Contract (ERISA)*

(5)(c) Form of Participant Enrollment Form under
Group Flexible Premium Deferred Annuity
Contract (Non-ERISA)*

(6)(a) Articles of Incorporation of Annuity Investors
Life Insurance Company***

(6)(b) Code of Regulations of Annuity Investors Life
Insurance Company***

(8)(a) Participation Agreement between Annuity
Investors Life Insurance Company and Dreyfus
Variable Investment Fund**

(8)(b) Participation Agreement between Annuity
Investors Life Insurance Company and Dreyfus
Stock Index Fund**

(8)(c) Participation Agreement between Annuity
Investors Life Insurance Company and The
Dreyfus Socially Responsible Growth Fund,
Inc.**

(8)(d) Participation Agreement between Annuity
Investors Life Insurance Company and Janus
Aspen Series**

__________________________

*** Filed with Form N-4 on June 2, 1995.

- iii -
<PAGE>

Exhibit No. Description of Exhibit
----------- ----------------------

(8)(e)(i) Participation Agreement between Annuity
Investors Life Insurance Company and Merrill
Lynch Variable Series Funds, Inc.**

(8)(e)(ii) Amended and Restated Participation Agreement
between Annuity Investors Life Insurance
Company and Merrill Lynch Variable Series
Funds, Inc.

(8)(f) Service Agreement between Annuity Investors
Life Insurance Company and American Annuity
Group, Inc.**

(8)(g) Agreement between AAG Securities Inc. and AAG
Insurance Agency, Inc.**

(8)(h) Investment Service Agreement between Annuity
Investors Life Insurance Company and American
Annuity Group, Inc.**

(8)(i) Agreement between Annuity Investors Life
Insurance Company and Merrill Lynch Asset
Management, L.P.

(9) Opinion and Consent of Counsel*

(10) Consent of Independent Auditors

- iv -
<PAGE>

<PAGE>

EXHIBIT (4)(b)(viii)

Annuity Investors(SERVICEMARK)
Life Insurance Company

DEFERRED COMPENSATION
ENDORSEMENT

Your Certificate of Participation under the Group Contract (your
"Certificate") is changed as set out below for use with a non-
qualified deferred compensation plan or Internal Revenue Code Section
457 plan:

RIGHTS IN GROUP CONTRACT AND CERTIFICATE.
The Group Contract Owner as employer shall possess all rights
under this Certificate and the Group Contract. Any request,
designation, election, power, or right otherwise permitted or
given to a Participant, Annuitant, Beneficiary, or other payee
under this Certificate shall be owned, controlled, and
exercised only by the Group Contract Owner. No Participant,
Annuitant, Beneficiary, or payee (other than the Group
Contract Owner) shall have any legal or equitable rights under
this Certificate or the Group Contract.

The entire rights of the Group Contract Owner under this
Certificate and the Group Contract shall at all times be
subject to the claims of the Group Contract Owner's general
creditors and to legal process.

BENEFICIARY DESIGNATIONS.
The Beneficiary may be designated by the Group Contract Owner
at any time before a Death Benefit payment is made by us, and
regardless of any designation of Beneficiary previously
received or acknowledged by us.

PAYEE DESIGNATIONS.
Any Annuity Benefit shall be paid to the Group Contract Owner
or to the Annuitant and/or any joint or survivor or contingent
payee. Any Death Benefit shall be paid to the Group Contract
Owner or to the Beneficiary and/or any joint or survivor or
contingent payee. Any other payment or proceeds shall be paid
to the Group Contract Owner or the Annuitant. Subject to
these limits, the Group Contract Owner shall designate the
person to whom payments shall be made, and may make or change
any such designation at any time subject to any prior action
taken by us.

This is a part of your Certificate. It is not a contract. In all
cases of conflict with the other terms of your Certificate, the
<PAGE>

provisions of this endorsement shall control. It changes your
Certificate only as and to the extent stated.

Signed for us at our office as of the date of issue.

/s/ Betty Kasprowicz /s/ James M. Mortensen
-------------------- ----------------------
Assistant Secretary Executive Vice President

- 2 -
<PAGE>

<PAGE>

EXHIBIT (4)(c)(i)

ANNUITY INVESTORS(SERVICEMARK)
LIFE INSURANCE COMPANY

Group Flexible Premium Deferred Variable Annuity Contract

In consideration of the application, the enrollment forms of participants
hereunder ("Participants"), and the payment of Purchase Payments for the
benefit of Participants, we have issued this Group Flexible Premium
Deferred Annuity Contract ("Contract") to the Contract Owner identified on
the Contract Specifications page, effective as of the Contract Effective
Date and subject to all of the terms and conditions set out on the
following pages. As you read through this Contract, please note that the
words "we", "us", "our", and "Company" refer to Annuity Investors Life
Insurance Company. The words "you" and "your" refer to the Contract
Owner.

/s/ Betty Kasprowicz /s/ James M. Mortensen
-------------------- ------------------------
Betty Kasprowicz James M. Mortensen
Assistant Secretary Executive Vice President

ANNUITY INVESTORS LIFE INSURANCE COMPANY

(A Stock Insurance Company)

Nonparticipating

ANNUITY BENEFITS AND OTHER VALUES DESCRIBED IN THIS CONTRACT, WHEN BASED
ON THE INVESTMENT EXPERIENCE OF THE SEPARATE ACCOUNT, MAY INCREASE OR
DECREASE AND ARE NOT GUARANTEED AS TO FIXED DOLLAR AMOUNTS. NO MINIMUM
CONTRACT VALUE IS GUARANTEED, EXCEPT FOR AMOUNTS IN THE FIXED ACCOUNT.
<PAGE>

CONTRACT SPECIFICATIONS

CONTRACT OWNER

CONTRACT NUMBER

CONTRACT EFFECTIVE DATE

SEPARATE ACCOUNT: Annuity Investors Variable Account A
----------------
Following is a list of the Funds in which the currently available Sub-
Accounts invest:

[Janus Aspen Series Aggressive Growth Portfolio]
[Janus Aspen Series Worldwide Growth Portfolio]
[Janus Aspen Series Balanced Portfolio]
[Janus Aspen Series Short-term Bond Portfolio]

[Dreyfus Variable Investment Fund's Capital Appreciation Portfolio]
[Dreyfus Socially Responsible Growth Fund]
[Dreyfus Stock Index Fund]

[Merrill Lynch Variable Series Basic Value Focus Fund]
[Merrill Lynch Variable Series Global Strategy Focus Fund]
[Merrill Lynch Variable Series High Current Income Fund]
[Merrill Lynch Variable Series Domestic Money Market Fund]

FIXED ACCOUNT:
-------------
Following is a list of the currently available Fixed Account options, with
guarantee periods as may be applicable:

Fixed Accumulation Account Option
[Fixed Account Option One-Year Guarantee Period]
[Fixed Account Option Three-Year Guarantee Period]
[Fixed Account Option Five-Year Guarantee Period]

Minimum guaranteed interest rate credited to the Fixed Account: Three
percent (3%) effective annual rate.

TRANSFER FEE: [$25] per transfer in excess of 12 in any Certificate Year.
------------

- 2 -
<PAGE>

CONTINGENT DEFERRED SALES CHARGE: An amount deducted on each partial or
full surrender of a Purchase Payment, as follows:

Number of full years elapsed between
the date of receipt of a Purchase Contingent Deferred Sales
Payment and date Written Charge as a percentage
Request for surrender is of the associated Purchase
received Payment surrendered
--------------------------------- ----------------------------

0 7%
1 6%
2 5%
3 4%
4 3%
5 2%
6 1%
7+ 0%

CERTIFICATE MAINTENANCE FEE: [$25]
---------------------------
MORTALITY AND EXPENSE RISK CHARGE: A charge equal to an effective annual
rate of [1.25 %] of the daily Net Asset Value of the Sub-Accounts.

ADMINISTRATION CHARGE: A charge equal to an effective annual rate of
[0.00%] of the daily Net Asset Value of the Sub-Accounts.

TERMINATION: We reserve the right to terminate any Participant's interest
under this Contract, if at any time the Account Value of his/her
Certificate is less than $500 and no Purchase Payment has been received by
us for at least two years.

[We reserve the right to terminate this Contract, if
_________________________________________]

INQUIRIES: For information, write to:
--------- -------------------------
Variable Annuity Services
Annuity Investors Life Insurance Company
Post Office Box 5423
Cincinnati, Ohio 45201-5423

- 3 -
<PAGE>

INDEX Page

Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
General Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Entire Contract . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Participant Certificate . . . . . . . . . . . . . . . . . . . . . . . 8
Changes -- Waivers . . . . . . . . . . . . . . . . . . . . . . . . . 8
Nonparticipating . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Misstatement . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Settlement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Facility of Payment . . . . . . . . . . . . . . . . . . . . . . . . . 8
Required Proof . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Required Reports . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Voting Rights . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Incontestability . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Discharge of Liability . . . . . . . . . . . . . . . . . . . . . . . 9
Termination . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9

Purchase Payment(s) . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Allocation of Purchase Payment(s) . . . . . . . . . . . . . . . . . . 9
No Default . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9

Fixed Account . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Fixed Account . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Fixed Account Value . . . . . . . . . . . . . . . . . . . . . . . . . 10

Separate Account . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
General Description . . . . . . . . . . . . . . . . . . . . . . . . . 11
Sub-Accounts of the Separate Account . . . . . . . . . . . . . . . . 11
Valuation of Assets . . . . . . . . . . . . . . . . . . . . . . . . . 11
Variable Account Value . . . . . . . . . . . . . . . . . . . . . . . 11
Accumulation Unit Value . . . . . . . . . . . . . . . . . . . . . . . 12

Transfers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
Fees and Charges . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Mortality and Expense Risk Charge . . . . . . . . . . . . . . . . . . 13
Administration Charge . . . . . . . . . . . . . . . . . . . . . . . . 13
Certificate Maintenance Fee . . . . . . . . . . . . . . . . . . . . . 13

Surrenders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Surrender Value . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Suspension or Delay in Payment of Surrender . . . . . . . . . . . . . 14

Owner and Beneficiary Provisions . . . . . . . . . . . . . . . . . . . 14
Ownership of Separate Account . . . . . . . . . . . . . . . . . . . . 14
Ownership of Group Contract and Participant Account . . . . . . . . . 14
Transfer and Assignment . . . . . . . . . . . . . . . . . . . . . . . 14
Beneficiary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14

Death Benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
Death of Participant . . . . . . . . . . . . . . . . . . . . . . . . 15
Death Benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15

- 4 -
<PAGE>

Settlement Options . . . . . . . . . . . . . . . . . . . . . . . . . . 16
Annuity Commencement Date . . . . . . . . . . . . . . . . . . . . . . 16
Election of Settlement Option . . . . . . . . . . . . . . . . . . . . 16
Annuity Benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
Fixed Dollar Annuity Benefit . . . . . . . . . . . . . . . . . . . . 16
Variable Dollar Annuity Benefit . . . . . . . . . . . . . . . . . . . 16
Settlement Options . . . . . . . . . . . . . . . . . . . . . . . . . 17
Minimum Amounts . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
Settlement Option Tables . . . . . . . . . . . . . . . . . . . . . . 18

- 5 -
<PAGE>

DEFINITIONS

Account(s): The Sub-Account(s) and/or the Fixed Account options.

Account Value: The aggregate value of a Participant's interest in the
Sub-Account(s) and the Fixed Account options as of the end of any
Valuation Period. The value of a Participant's interest in all Sub-
Accounts is his or her "Variable Account Value," and the value of a
Participant's interest in all Fixed Account options is his or her "Fixed
Account Value."

Accumulation Period: The period prior to the Annuity Commencement Date of
a Participant, during which he or she is eligible for benefits under this
Contract.

Accumulation Unit: A unit of measurement used to calculate the value of
the Sub-Account(s) prior to the Annuity Commencement Date.

Administrative Office: The home office of the Company or any other office
which we may designate for administration.

Age: Age as of most recent birthday.

Annuitant: For each participation interest under this Contract, the
Annuitant is the Participant, and is the person on whose life Annuity
Benefit payments are based.

Annuity Benefit: Periodic payments made by the Company under a Settlement
Option, which payments commence on or after the Annuity Commencement Date
and continue during the Annuity Payment Period, for the life of a person
or for a specific period. A Variable Dollar Annuity Benefit will provide
payments that vary in amount. Fixed Dollar Annuity Benefit payments remain
constant.

Annuity Commencement Date: For each Participant, the date on which Annuity
Benefits are to begin.

Annuity Payment Period: The period commencing with the Annuity
Commencement Date, during which Annuity Benefits are payable under this
Contract with respect to a Participant's participation interest, as
evidenced by his/her Certificate.

Annuity Unit: A unit of measurement used to determine the dollar value of
any Variable Dollar Annuity Benefit payments after the first Annuity
Benefit payment is made by us.

Beneficiary: The person or persons entitled to receive a Death Benefit
under a Participant's participation interest, if the Participant dies
prior to his/her Annuity Commencement Date. The following rules apply to
the determination of Beneficiary:

- 6 -
<PAGE>

Primary: Where a Primary Beneficiary is living and has survived the
Participant by at least 30 days, such person is a Beneficiary.

Contingent: Where no Primary Beneficiary is living, a Contingent
Beneficiary is the Beneficiary.

Certificate Anniversary: An annual anniversary of a Participant's
Certificate Effective Date.

Certificate Effective Date: The date shown on a Participant's Certificate
Specifications page.

Certificate Year: For a Participant's Certificate, any period of twelve
months commencing on the Certificate Effective Date and on each
Certificate Anniversary thereafter.

Code: The Internal Revenue Code of 1986, as amended, and the rules and
regulations thereunder.

Due Proof of Death: Any of (1) a certified copy of a death certificate;
(2) a certified copy of a decree of a court of competent jurisdiction as
to the finding of death; or (3) any other proof of death satisfactory to
us

Fixed Account: An account which is part of the Company's general account
and the values of which are not dependent upon the investment performance
of the Sub-Account(s).

Fund: A management investment company or portfolio thereof, registered
under the Investment Company Act of 1940, in which a Sub-Account of the
Separate Account invests.

Net Asset Value: The amount computed by an investment company, no less
frequently than each Valuation Period, as the price at which its shares or
units, as the case may be, are redeemed in accordance with the rules of
the Securities and Exchange Commission.

Participant: A person who participates in the benefits of this Contract
pursuant to the enrollment form for such person, and as evidenced by a
Certificate.

Purchase Payment: A contribution after the deduction of premium tax, if
any, made to us in consideration for a Participant's participation under
this Contract.

Separate Account: An account, which may be an investment company, which is
established and maintained by the Company pursuant to the laws of the
State of Ohio.

Sub-Account: The Separate Account is divided into Sub-Accounts, each of
which invests in the shares of a designated Fund.

- 7 -
<PAGE>

Valuation Period: The period commencing at the close of regular trading on
the New York Stock Exchange on any Valuation Date, and ending at the close
of trading on the next succeeding Valuation Date. "Valuation Date" means
each day on which the New York Stock Exchange is open for business.

Written Request: Information provided, or a request made, that is complete
and satisfactory to us and in writing, that is sent to us on our form or
in a form satisfactory to us, and that is received by us at our
Administrative Office. A Written Request is subject to any payment made or
any action we take before we acknowledge it. A Participant may be required
to return his or her Certificate to us in connection with a Written
Request.

- 8 -
<PAGE>

GENERAL PROVISIONS
------------------
Entire Contract
We have issued this Contract to the Contract Owner identified on the
Contract Specifications page. This Contract is a group flexible premium
deferred annuity contract. This Contract is restricted by endorsement as
required by the Code, and is not valid without the requisite
endorsement(s) being attached. This Contract and the endorsement(s)
hereto, the application for it, and the enrollment forms of all
participants under it, form the entire contract between you and us.
Certificates are not contracts and are not a part of this Contract.

Only statements made in the application for this Contract or in a
Participant's enrollment form will be used to void a Participant's
participation interest hereunder, or to defend a claim based on it. Such
statements are representations and not warranties.

Participant Certificate

A Certificate is evidence of a Participant's participation interest under
this Contract.

Changes -- Waivers
No changes or waivers of the terms of this Contract are valid unless made
in writing by our President, Vice President, or Secretary. We reserve the
right both to administer and to change the provisions of this Contract to
conform to any applicable laws, regulations or rulings issued by a
governmental agency.

In any event, the Company reserves the right to add or delete
Sub-Accounts, to substitute shares of a different Fund or different class
or series of a Fund for shares held in a Sub-Account, to merge or combine
Sub-Accounts, to merge or combine the Separate Account with any other
separate account of the Company, to transfer the assets of the Separate
Account to another life insurance company by means of a merger or
reinsurance, to convert the Separate Account into a managed separate
account, and to deregister the Separate Account under the Investment
Company Act of 1940. Any such change will be made in accordance with
applicable insurance and securities laws and after obtaining any necessary
approvals, including those of the Ohio Department of Insurance and the
Securities and Exchange Commission.

Nonparticipating
This Contract is nonparticipating. It is not eligible to share in the
Company's divisible surplus.

Misstatement
If the age of an Annuitant is misstated, Annuity Benefit payments shall be
adjusted to the amount which would have been payable based on the correct
age. If we make any underpayments based on any misstatement, the amount of
any underpayment with interest shall be immediately paid in one sum. Any
overpayments made, with interest, shall be deducted from the next or

- 9 -
<PAGE>

succeeding Annuity Benefit payments. The interest rate used will not be
less than three percent (3 %) per year.

Settlement
Any payment by us will be made from our Administrative Office.

Facility of Payment
If any person receiving payments under this Contract is incapable of
giving a valid receipt, we may make such payment to whomever has legally
assumed his or her care and principal support. Any such payment shall
fully discharge us to the extent of that payment.

Required Proof
We may require proof of the age of the Annuitant and, if applicable, any
joint payee, before any Annuity Benefit involving lifetime payments will
be made.

Required Reports
We will provide a report for each Certificate, prior to the Annuity
Commencement Date, at least once each Certificate Year showing the Account
Value and any other information required by law.

Voting Rights
To the extent required by law, we will vote all shares of the Funds held
in the Separate Account, at regular and special shareholder meetings of
the Funds, in accordance with instructions received from you and from
owners of other contracts participating in the Separate Account, and/or
those received from Participants, Annuitants or beneficiaries hereunder.
If there is a change in the law which permits us to vote the shares of the
Funds without instructions from you or from the others identified above,
then we reserve the right to do so.

Incontestability This Contract, and the participation interest of
Participants under it, shall not be contestable by us.

Discharge of Liability
Upon payment of any partial or full surrender, Death Benefit, or any
Annuity Benefit payments, we shall be discharged from all liability to the
extent of each such payment.

We shall not be bound by any instrument or other action taken by you, nor
shall we be responsible for any failure by you to perform your duties, or
for the application or disposition by you of any money properly paid to
you by us.

Termination
Either we or you may terminate this Contract by giving sixty days advance
notice in writing. Refer to the Contract Specifications page for
information regarding the benefits and charges, if any, in the event of
termination of this Contract. If this Contract is terminated, a
Participant may continue his or her participation under it on a deferred
paid-up basis, subject to all of the terms and conditions of this

- 10 -
<PAGE>

Contract, unless he or she surrenders his or her participation as a whole.
Termination of this Contract will not affect Annuity Benefit payments
being made by us.

PURCHASE PAYMENTS

Allocation of Purchase Payment(s)
Purchase Payment(s) for a Participant must be received by us at our
Administrative Office prior to the Annuity Commencement Date for that
Participant. They will then be allocated to the Fixed Account options
and/or to the Sub-Accounts according to the instructions in the
Participant's enrollment form or subsequent Written Request. Allocations
must be made in whole percentages.

You shall be responsible to collect Purchase Payment(s) by payroll
deduction or otherwise and to remit Purchase Payment(s) to us in the
proper amount, together with all information necessary to apply such
amounts properly under the terms of this Contract and with respect to the
participation interests of Participants hereunder.

No Default
Except as stated elsewhere in this Contract, neither this Contract nor the
participation of a Participant under it shall be in default if additional
Purchase Payments are not made.

FIXED ACCOUNT

Fixed Account
Purchase Payment(s) allocated to the Fixed Account and any transfers made
to the Fixed Account will become part of the general account of the
Company.

Fixed Account Options. The Fixed Account options available as of the
Contract Effective Date are listed on the Contract Specifications page.
Additional Fixed Account options may be offered by us at any time.

Interest Credited. We guarantee a minimum rate of interest for the Fixed
Account options of three percent (3%) per year. We may, at any time,
declare and pay a current interest rate for each of the Fixed Account
options that is higher than the guaranteed rate.

The interest rate initially credited to Purchase Payment(s) allocated to
the Fixed Accumulation Account Option will not be changed any sooner than
twelve months following the date of receipt. Thereafter, and in any other
case, the interest rate credited to amounts allocated to the Fixed
Accumulation Account option will not be changed more frequently than once
per calendar quarter.

The interest rate credited to amounts allocated to the Fixed Account
options other than the Fixed Accumulation Account Option will not be
changed during the duration of the applicable guarantee period.

- 11 -
<PAGE>

Renewal. The following Renewal provisions apply to all Fixed Account
options except the Fixed Accumulation Account Option.

At the end of a guarantee period, and for the thirty days immediately
preceding the end of such guarantee period, a Participant may elect a new
option to replace the Fixed Account option that is then expiring. The
entire amount maturing may be re-allocated to any of the then-current
options under the Contract (including the various Sub-Accounts within the
Separate Account), except that a Fixed Account option with a guarantee
period that would extend past the Participant's Annuity Commencement Date
may not be selected. In particular, in the case of renewals occurring
within one year of such Annuity Commencement Date, the only Fixed Account
option available to the Participant is the Fixed Accumulation Account.

If a new Fixed Account option is not specified in accordance with the
preceding paragraph, the Participant will be deemed to have selected the
same Fixed Account option as is expiring, so long as the guarantee period
of such option does not extend beyond the Annuity Commencement Date of the
Participant. In the event that such a period would extend beyond that
date, the Participant will be deemed to have selected the Fixed Account
option with the longest available guarantee period that expires prior to
that date.

Any renewal of a Fixed Account option under this provision will be
effective on the day after the expiration of the guarantee period that is
then expiring.

Fixed Account Value
A Participant's Fixed Account Value at any time is equal to:
(a) Purchase Payment(s) received by us for him or her which are
allocated to the Fixed Account; plus
(b) amounts that relate to his or her participation which are
transferred to the Fixed Account; plus
(c) interest credited to the Fixed Account; less
(d) any charges, surrenders, deductions, amounts transferred from
the Fixed Account or other adjustments made as described
elsewhere in this Contract, which relate to his or her
participation.

SEPARATE ACCOUNT

General Description
The variable benefits under this Contract are provided through the
Separate Account. The Separate Account is registered with the Securities
and Exchange Commission as a unit investment trust under the Investment
Company Act of 1940.

- 12 -
<PAGE>

accumulations thereon remain the property of the Company, but that portion
of the assets of the Separate Account that is equal to the reserves and
other contractual liabilities under all policies, annuities, and other
contracts identified with the Separate Account, is not chargeable with
liabilities arising out of any other business of the Company. The Company
is not, and does not hold itself out to be, a trustee in respect of such
amounts.

We have the right to transfer to our general account, in our sole
discretion and at any time without prior written notice, any assets of the
Separate Account which are in excess of the required reserves and other
contractual liabilities.

Sub-Accounts of the Separate Account
The assets of the Separate Account are divided into Sub-Accounts. The
Sub-Accounts available as of the Contract Effective Date are listed on the
Contract Specifications page. Each Sub-Account invests exclusively in
shares of an underlying Fund as shown on the Contract Specifications page.
Any amounts of income and any gains on the shares of a Fund will be
reinvested in additional shares of that Fund at its Net Asset Value.

Valuation of Assets
Shares of Funds held by each Sub-Account will be valued at their Net Asset
Value at the end of each Valuation Period, as reported by each such Fund.

Variable Account Value
Purchase Payment(s) may be allocated among and, as described elsewhere in
this Contract, Account Values may be transferred to the various
Sub-Accounts within the Separate Account. For each Sub-Account, the
Purchase Payment(s) or amounts transferred are converted into Accumulation
Units. The number of Accumulation Units credited is determined by dividing
the dollar amount directed to each Sub-Account by the value of the
Accumulation Unit for that Sub-Account at the end of the Valuation Period
on which the Purchase Payment(s) or transferred amount is received.

The following events will result in the cancellation of an appropriate
number of Accumulation Units of a Sub-Account:
(1) transfer from a Sub-Account;
(2) full or partial surrender of a Participant's Variable Account
Value;
(3) payment of a Death Benefit;
(4) application of a Participant's Variable Account Value to a
Settlement Option;
(5) deduction of a Certificate Maintenance Fee; or
(6) deduction of a Transfer Fee.

Accumulation Units will be canceled as of the end of the Valuation Period
during which the Company receives a Written Request regarding the event
giving rise to such cancellation, or Due Proof of Death and a Written
Request regarding payment of the Death Benefit, or the end of the
Valuation Period on which a Certificate Maintenance Fee or Transfer Fee is
due, as the case may be.

- 13 -
<PAGE>

A Participant's Variable Account Value at any time is equal to the sum of
the number of Accumulation Units for each Sub-Account attributable to his
or her participation interest, multiplied by the Accumulation Unit Value
for each Sub-Account at the end of the preceding Valuation Period.

Accumulation Unit Value
The initial Accumulation Unit Value for each Sub-Account, with the
exception of the money market sub- account, was set at $10.00 when the
Separate Account was created. The initial Accumulation Unit Value for the
money market sub-account was set at $1.00. Thereafter, the Accumulation
Unit Value at the end of each Valuation Period is the Accumulation Unit
Value at the end of the previous Valuation Period multiplied by the Net
Investment Factor, as described below.

The Net Investment Factor is a factor applied to measure the investment
performance of a Sub-Account from one Valuation Period to the next. Each
Sub-Account has a Net Investment Factor for each Valuation Period which
may be greater or less than one. Therefore, the value of an Accumulation
Unit value for each Sub-Account may increase or decrease. The Net
Investment Factor for any Sub-Account for any Valuation Period is
determined by dividing (1) by (2) and subtracting (3) from the result,
where:

(1) is equal to:
a. the Net Asset Value per share of the Fund held in the
Sub-Account, determined at the end of the applicable Valuation
Period; plus
b. the per share amount of any dividend or net capital gain
distributions made by the Fund held in the Sub-Account, if the
"ex-dividend" date occurs during the applicable Valuation
Period; plus or minus
c. a per share charge or credit for any taxes reserved for, which
is determined by the Company to have resulted from the
investment operations of the Sub-Account;

(2) is the Net Asset Value per share of the Fund held in the
Sub-Account, determined at the end of the immediately
preceding Valuation Period; and

(3) is the factor representing the Mortality and Expense Risk
Charge and the Administration Charge deducted from the
Sub-Account for the number of days in the applicable Valuation
Period.

TRANSFERS

- 14 -
<PAGE>

must be transferred. A Participant may also transfer amounts from any
Fixed Account option to any different Fixed Account option and/or one or
more of the Sub-Accounts. If a transfer is being made from a Fixed Account
option pursuant to the RENEWAL provision of the "FIXED ACCOUNT" section
above, then the entire amount of that Fixed Account may be transferred to
any one or more of the Sub-Accounts. In any other case, transfers from any
Fixed Account option are subject to a cumulative limit for each
Participant during each Certificate Year of 20% of his or her account
value for that option as of the most recent Certificate Anniversary. In
any event, i) Fixed Account transfers are not permitted for a Participant
during his or her first Certificate Year, and ii) if the account value for
the Fixed Account option being transferred by the Participant is less than
$500 at the time of the transfer, then the entire balance must be
transferred. Amounts previously transferred from Fixed Account options to
the Sub-Accounts may not be transferred back to the Fixed Account options
for a period of six months from the date of transfer.

The number of transfers per year permitted for each Participant, over
which we will charge a Transfer Fee on each additional transfer, and the
amount of the Transfer Fee, are shown on the Contract Specifications page.

We reserve the right, in our sole discretion and at any time without prior
notice, to terminate, suspend or modify the transfer privileges described
above.

FEES AND CHARGES

Mortality and Expense Risk Charge
The Mortality and Expense Risk Charge is shown on the Contract
Specifications page and is deducted daily from each Sub-Account. This
deduction is made to compensate the Company for assuming the mortality and
expense risks under this Contract.

Administration Charge
The Administration Charge is shown on the Contract Specifications page and
is deducted daily from each Sub-Account. This deduction is made to
reimburse the Company for expenses incurred in the administration of this
Contract, the participation interests of Participants, and the Separate
Account.

Certificate Maintenance Fee
The Certificate Maintenance Fee is shown on the Contract Specifications
page and is deducted for each Participant on the Certificate Anniversary
prior to the Annuity Commencement Date. In addition, the full annual
Certificate Maintenance Fee will be charged at the time of a Participant's
full surrender. The Certificate Maintenance Fee will be allocated to the
Sub-Accounts in the same proportion as the Sub-Account Values on such
Valuation Period. The Certificate Maintenance Fee does not apply to the
Fixed Account. The Certificate Maintenance Fee may be waived in whole or
in part in our sole discretion.

- 15 -
<PAGE>

After his or her Annuity Commencement Date, if a Variable Dollar Annuity
Benefit is elected by a Participant, the Certificate Maintenance Fee will
be deducted pro-rata on a monthly basis and will result in a reduction of
the monthly annuity payments.

SURRENDERS

Surrender Value
A surrender in full may be made for a Participant's Surrender Value, or
partial surrenders may be made by Written Request at any time prior to the
Participant's Annuity Commencement Date. The amount of a surrender will be
based on the Participant's Surrender Value at the end of the Valuation
Period in which the Written Request is received. The Surrender Value of a
Participant's participation interest at any time is equal to his or her
Account Value as of that Valuation Period less any applicable Contingent
Deferred Sales Charge, less any outstanding loans and less any applicable
premium tax not previously deducted. On full surrender, an annual
Certificate Maintenance Fee also will be deducted as part of the
calculation of the Surrender Value.

A full or partial surrender of a Participant's participation interest may
be subject to a Contingent Deferred Sales Charge as set forth on the
Certificate Specifications page, except that such charge will not apply
to: (1) any portion of his or her Account Value in excess of the total
accumulated Purchase Payment(s); (2) any portion of his or her Account
Value attributable to Purchase Payment(s) that are no longer subject to
the charge; or (3) payment of a Death Benefit upon his or her death.

The Contingent Deferred Sales Charge is calculated separately for each
Purchase Payment. Surrenders will be deemed to be withdrawn first from the
portion of the Account Value in excess of total Purchase Payment(s) and
then from Purchase Payment(s). For this purpose, Purchase Payment(s) are
deemed to be withdrawn on a "first-in, first-out" (FIFO) basis. Surrenders
will result in the cancellation of Accumulation Units from each applicable
Sub-Account(s) and/or a reduction of the Participant's Fixed Account
Value. In the case of a full surrender, a Participant's participation
interest under this Contract will be canceled. The Contingent Deferred
Sales Charge may be waived in whole or in part in our sole discretion.

Suspension or Delay in Payment of Surrender
The Company has the right to suspend or delay the date of payment of a
partial or full surrender of the Variable Account Value for any period:

1) when the New York Stock Exchange is closed, or when trading on
the New York Stock Exchange is restricted; or
2) when an emergency exists (as determined by the Securities and
Exchange Commission) as a result of which (a) the disposal of
securities in the Separate Account is not reasonably
practicable; or (b) it is not reasonably practicable to
determine fairly the value of the net assets in the Separate
Account; or

- 16 -
<PAGE>

3) when the Securities and Exchange Commission, by order, so
permits for the protection of security holders.

The Company further reserves the right to delay payment of a partial or
full surrender of the Fixed Account Value for up to six months.

OWNER AND BENEFICIARY PROVISIONS

Ownership of Separate Account
The Company has absolute ownership of the assets in the Separate Account.
However, the Company is not, and does not hold itself out to be, a trustee
in respect of any amounts under the Separate Account.

Ownership of Group Contract and Participant Account
The Contract Owner must be an employer or the trustee for an employer's
retirement plan. The Contract Owner is shown on the Contract
Specifications page. This Contract is held by the Contract Owner for the
benefit of the Participants and beneficiaries.

Each participant for whom Purchase Payment(s) are made will participate in
this Contract as a Participant. A participant account will be established
for each Participant.

Transfer and Assignment
Neither you nor a Participant may transfer, sell, assign, pledge, charge,
encumber or in any way alienate an interest under this Contract. To the
extent permitted by law, the interests of Participants and all benefits
payable under this Contract are not subject to the claims of your or their
creditors or to legal process.

Beneficiary
A Participant's Beneficiary is named on his or her enrollment form. The
Beneficiary may be changed at any time prior to the death of the
Participant. We must receive a Written Request to change the Beneficiary.
Any such change will relate back to and take effect on the date the
Written Request was signed. We will not be liable for any payment we make
before such Written Request has been received and acknowledged at our
Administrative Office.

DEATH BENEFIT

- 17 -
<PAGE>

Benefit will be paid to the estate of the Participant. No Death Benefit is
payable if the Participant dies on or after his or her Annuity
Commencement Date. Only one Death Benefit is payable with respect to a
Participant's participation interest under this Contract.

Death Benefit
The Death Benefit will be determined as of the Death Benefit Valuation
Date. The "Death Benefit Valuation Date" is the Valuation Period on which
we receive both Due Proof of Death of the Participant and a Written
Request regarding payment of the Death Benefit.

If the Participant dies before attaining Age 75 and before his or her
Annuity Commencement Date, the Death Benefit is an amount equal to the
greatest of:

(1) the Participant's Account Value on the Death Benefit Valuation
Date, less any applicable premium tax not previously deducted,
and less any outstanding loans;

(2) the total Purchase Payment(s) received by us for him or her,
less any applicable premium tax not previously deducted, less
any partial surrenders, and less any outstanding loans; or

(3) the largest Death Benefit amount for the Participant on any
Certificate Anniversary prior to death that is both an exact
multiple of five and occurs prior to the Death Benefit
Valuation Date, less any applicable premium tax not previously
deducted, less any partial surrenders after such Death Benefit
was determined, and less any outstanding loans.

If the Participant dies after attaining Age 75 and before his or her
Annuity Commencement Date, the Death Benefit is an amount equal to the
greatest of:

(1) the Participant's Account Value on the Death Benefit Valuation
Date, less any applicable premium tax not previously deducted,
and less any outstanding loans;

(2) the total Purchase Payment(s) received by us for him or her,
less any applicable premium tax not previously deducted, less
any partial surrenders, and less any outstanding loans; or

(3) the largest Death Benefit amount for the Participant on any
Certificate Anniversary prior to death that is both an exact
multiple of five and occurs prior to the date on which the
Participant attained Age 75, less any applicable premium tax
not previously deducted, less any partial surrenders after
such Death Benefit was determined, and less any outstanding
loans.

- 18 -
<PAGE>

SETTLEMENT OPTIONS

Annuity Commencement Date
The Annuity Commencement Date for a Participant is the date on which we
will begin to make payments in accordance with the Settlement Option
selected by him or her. This date may be changed by Written Request at
least 30 days prior to the then applicable Annuity Commencement Date being
replaced. However, in no event may the Annuity Commencement Date be later
than the Certificate Anniversary nearest the Participant's 85th birthday,
or five years after his or her Certificate Effective Date, whichever is
later.

Election of Settlement Option
If a Participant is alive on his or her Annuity Commencement Date and
unless otherwise directed, the Company will apply the Participant's
Account Value, less any premium tax not previously deducted, and less any
outstanding loans, according to the Settlement Option elected.

If no Settlement Option election has been made or is in effect on the
Annuity Commencement Date, we will begin payments in accordance with
Settlement Option 1 with a fixed period of 120 monthly payments assured.

Annuity Benefit
The Annuity Benefit may be calculated and paid: (1) as a Fixed Dollar
Annuity Benefit; (2) as a Variable Dollar Annuity Benefit; or (3) as a
combination of both.

If a Fixed Dollar Annuity Benefit only is elected, we will transfer all of
the Participant's Account Value to the Company's general account on the
Annuity Commencement Date. Similarly, if a Variable Dollar Annuity Benefit
only is elected, we will transfer all of the Participant's Account Value
to the Sub-Accounts as of the end of the Valuation Period immediately
prior to the Annuity Commencement Date; we will allocate the amount
transferred among the Sub-Accounts in accordance with a Written Request.
No transfers between the Fixed Dollar Annuity Benefit and the Variable
Dollar Annuity Benefit will be allowed after the Annuity Commencement
Date. However, after the Variable Dollar Annuity Benefit has been paid for
at least twelve months, the Annuitant may, no more than once each twelve
months thereafter, transfer all or part of the Annuity Units upon which
the Variable Dollar Annuity Benefit is based from the Sub-Account(s) then
held, to Annuity Units in different Sub-Account(s).

If a Variable Dollar Annuity Benefit is elected, the amount to be applied
under that benefit is the Participant's Variable Account Value as of the
end of the Valuation Period immediately preceding the Annuity Commencement
Date. If a Fixed Dollar Annuity Benefit is elected, the amount to be
applied under that benefit is the Participant's Fixed Account Value as of
the Annuity Commencement Date.

Fixed Dollar Annuity Benefit
Fixed Dollar Annuity Benefits are determined by multiplying the
Participant's Fixed Account Value (expressed in thousands of dollars and

- 19 -
<PAGE>

after deduction of any premium taxes not previously deducted) by the
amount of the monthly payment per $1,000 of value obtained from the
Settlement Option Table for the Annuity Benefit elected. The Fixed Dollar
Annuity Benefit will remain level for the duration of the Annuity.

Variable Dollar Annuity Benefit
The first monthly Variable Dollar Annuity Benefit payment is equal to the
Participant's Variable Account Value as of the end of the Valuation Period
immediately preceding the Annuity Commencement Date (expressed in
thousands of dollars and after deduction of any premium taxes not
previously deducted) multiplied by the amount of the monthly payment per
$1,000 of value obtained from the Settlement Option Table for the Annuity
Benefit elected less the pro-rata portion of the Certificate Maintenance
Fee.

The dollar amount of the first monthly Variable Dollar Annuity Benefit
from each Sub-Account is determined in the same manner.

The dollar amount of the second and subsequent monthly Variable Dollar
Annuity Benefit payments is equal to the sum of the number of Annuity
Units for each Sub-Account in which amounts are held by the Participant,
multiplied by the Annuity Unit Value for that Sub-Account as of the fifth
Valuation Date preceding the due date of the payment. A pro-rata portion
of the Certificate Maintenance Fee is deducted from the total to arrive at
the actual payment.

The number of Annuity Units in each Sub-Account held by the Participant is
determined by dividing the dollar amount of the first monthly Variable
Dollar Annuity Benefit payment from each Sub-Account by the Annuity Unit
Value for that Sub-Account as of the Participant's Annuity Commencement
Date. The number of Annuity Units remains fixed during the Annuity Payment
Period, except as a result of any transfers among Sub-Accounts after the
Annuity Commencement Date.

The Annuity Unit Value for each Sub-Account was originally established in
the same manner as Accumulation Unit values. Thereafter, the value of an
Annuity Unit for a Sub-Account is determined by multiplying the Annuity
Unit Value as of the end of the preceding Valuation Period by the Net
Investment Factor, determined as set forth above under "Accumulation Unit
Value", for the Valuation Period just ended The product is then multiplied
by the assumed daily investment factor (0.99991781), for the number of
days in the Valuation Period. The factor is based on the assumed net
investment rate of three percent (3%) that is reflected in the Settlement
Option Tables.

The Annuitant receives an amount equal the value of the fixed number of
Annuity Units each month. Such value will reflect the investment
performance of the Sub-Accounts selected and the amount of each annuity
payment will vary accordingly.

Settlement Options
Option 1 Life Annuity with Payments for at Least a Fixed Period

- 20 -
<PAGE>

We will make a monthly payment for at least a fixed period. If the
Annuitant lives longer than the fixed period, then we will make
payments until his or her death. The fixed periods available are shown
in the Option 1 Table.

If at the death of the Annuitant payments have been made for less than
the fixed period elected, we will continue to make payments:

1) to the contingent payee designated on the Settlement
Option election form;
2) during the remainder of the fixed period.

Option 2 Life Annuity

We will make a monthly payment until the Annuitant's death. The Option
2 Table applies to this Option.

Option 3 Joint and One-half Survivor Annuity

We will make a monthly payment to the Annuitant until the Annuitant's
death; thereafter, and upon receipt by the Company of Due Proof of
Death of the Annuitant, one-half of the monthly payment will continue
to a designated survivor, if living, until his or her death. The
Option 3 Table applies to this Option.

Option 4 Income for a Fixed Period

We will make payments for a fixed period. Payment intervals and
amounts are shown in the Option 4 Table and are based on a three
percent (3 %) guaranteed interest rate.

If at the death of the Annuitant payments have been made for less than
the fixed period elected, we will continue to make payments:
1) to the contingent payee designated on the Settlement
Option election form;
2) during the remainder of the fixed period.

Option 5 Any Other Form

We will make payments in any other form of annuity which is acceptable
to us.

Minimum Amounts
If a Participant's Account Value is less than $5,000 on his or her Annuity
Commencement Date, we reserve the right to pay that amount in one lump
sum. If monthly payments under a Settlement Option would be less than
$100, we may make payments quarterly, semi-annually, or annually in our
sole discretion.

- 21 -
<PAGE>

rates on a more favorable basis than those guaranteed, the higher benefits
shall be applied and guaranteed for as long as that election remains in
force.

To the extent applicable, all factors, values, benefits and reserves will
not be less than those required by the law of the state in which this
Contract is delivered.

Settlement Option Tables
The Settlement Option Tables show the guaranteed dollar amount, based on
unisex rates, of the monthly payments under various Settlement options for
each $1,000 applied.
<TABLE>
<CAPTION>
OPTION 1 TABLES - LIFE ANNUITY
With Payments For At Least A Fixed Period

60 Months 120 Months 180 Months 240 Months
Age
<S> <C> <C> <C> <C>

OPTION 2 TABLE - LIFE ANNUITY

60 Months 120 Months 180 Months 240 Months
Age Age Age Age
55 $4.65 60 $5.14 65 55.95 70 $7.08
56 4.67 61 5.28 66 6.14 71 7.36
57 4.77 62 5.43 67 6.35 72 7.66
58 4.89 63 5.59 68 6.58 73 7.98
59 5.01 64 5.76 69 6.82 74 8.33

- 22 -
<PAGE>

OPTION 3 TABLE - JOINT AND ONE-HALF SURVIVOR ANNUITY
Monthly payments for each $1,000 of proceeds by ages of persons named*.

Secondary Age
Primary
Age 60 61 62 63 64 65 66 67 68 69 70

*Payments after the death of the Primary Payee will be one-half of the amount shown.

OPTION 4 TABLE - INCOME FOR A FIXED PERIOD
Payments for fixed number of years for each $1,000 applied.

Terms of Semi- Terms of Semi-
Payments Annual Annual Quarterly Monthly Payment Annual Annual Quarterly Monthly

Years Years
6 183.42 92.61 46.53 15.56 11 $109.76 $55.42 $27.84 $9.31
7 160.20 80.89 40.64 13.59 12 102.45 51.73 25.99 8.69
8 142.82 72.11 36.23 12.12 13 96.29 48.62 24.43 8.17
9 129.32 65.29 32.81 10.97 14 91.03 45.96 23.09 7.72
10 118.55 59.86 30.07 10.06 15 86.48 43.66 21.94 7.34

Terms of
Payments Annual Semi-Annual Quarterly Monthly

Years
16 $82.52 $41.66 $20.93 $7.00
17 79.04 39.91 20.05 6.71
18 75.96 38.35 19.27 6.44
19 73.21 36.96 18.57 6.21
20 70.75 35.72 17.95 6.00
</TABLE>

Rates for monthly payments for ages or fixed periods not shown in the
above tables will be calculated on the same basis as those shown and may
be obtained from us. Fixed periods shorter than five years are not
available?

- 23 -
<PAGE>

<PAGE>

EXHIBIT (4)(c)(ii)

Annuity Investors[SERVICEMARK]
Life Insurance Company

Certificate of Participation
Under a Group Flexible Premium Deferred Variable Annuity Contract

This is your Certificate of Participation ("Certificate"). It is evidence
of your participation interest in the Group Flexible Premium Deferred
Annuity Contract ("the Group Contract"), as identified on the Certificate
Specifications page, which has been issued by Annuity Investors Life
Insurance Company to the Group Contract Owner. As you read through this
Certificate, please note that the words "we", "us", "our", and "Company"
refer to Annuity Investors Life Insurance Company. The words "you" and
"your" refer to the Participant.

/s/Betty Kasprowicz /s/James M. Mortensen

Betty Kasprowicz James M. Mortensen
Assistant Secretary Executive Vice President

ANNUITY INVESTORS LIFE INSURANCE COMPANY

(A Stock Insurance Company)

Nonparticipating

ANNUITY BENEFITS AND OTHER VALUES DESCRIBED IN THIS CERTIFICATE, WHEN
BASED ON THE INVESTMENT EXPERIENCE OF THE SEPARATE ACCOUNT, MAY INCREASE
OR DECREASE AND ARE NOT GUARANTEED AS TO FIXED DOLLAR AMOUNTS. NO MINIMUM
CONTRACT VALUE IS GUARANTEED, EXCEPT FOR AMOUNTS IN THE FIXED ACCOUNT.
<PAGE>

CERTIFICATE SPECIFICATIONS

PARTICIPANT: JOHN DOE

AGE OF PARTICIPANT AS OF CERTIFICATE EFFECTIVE DATE: 35

GROUP CONTRACT OWNER: ANYTOWN TRUCKING COMPANY

GROUP CONTRACT NUMBER: 000000000

CERTIFICATE NUMBER: 000000000

CERTIFICATE EFFECTIVE DATE: JUNE 01, 1995

ANNUITY COMMENCEMENT DATE: JUNE 01, 2030
__________________________________________________________________________

SEPARATE ACCOUNT: Annuity Investors Variable Account A

Following is a list of the Funds in which the currently available Sub-
Accounts invest:

[Janus Aspen Series Aggressive Growth Portfolio]
[Janus Aspen Series Worldwide Growth Portfolio]
[Janus Aspen Series Balanced Portfolio]
[Janus Aspen Series Short-term Bond Portfolio]

[Dreyfus Variable Investment Fund's Capital Appreciation Portfolio]
[Dreyfus Socially Responsible Growth Fund]
[Dreyfus Stock Index Fund]

FIXED ACCOUNT:

Following is a list of the currently available Fixed Account options, with
guarantee periods as may be applicable:

Fixed Accumulation Account Option
[Fixed Account Option One-Year Guarantee Period]
[Fixed Account Option Three-Year Guarantee Period]
[Fixed Account Option Five-Year Guarantee Period]

Minimum guaranteed interest rate credited to the Fixed Account: Three
percent (3 %) effective annual rate.

TRANSFER FEE: [$25] per transfer in excess of 12 in any Certificate Year.

- 2 -
<PAGE>

CONTINGENT DEFERRED SALES CHARGE: An amount deducted on each partial or
full surrender of a Purchase Payment, as follows:

Number of full years elapsed Contingent Deferred Sales Charge
between the date of receipt as a percentage of the associated
of a Purchase Payment and Purchase Payment surrendered
date Written Request for
surrender is received
0 7%
1 6%
2 5%
3 4%
4 3%
5 2%
6 1%
7+ 0%

CERTIFICATE MAINTENANCE FEE: [$25]

MORTALITY AND EXPENSE RISK CHARGE: A charge equal to an effective annual
rate of [1.25 %] of the daily Net Asset Value of the Sub-Accounts.

ADMINISTRATION CHARGE: A charge equal to an effective annual rate of
[0.00%] of the daily Net Asset Value of the Sub-Accounts.

TERMINATION: We reserve the right to terminate your participation
interest in the Group Contract, and this Certificate, at any time the
Account Value is less than $500 and no Purchase Payment has been received
by us for at least two years.

INQUIRIES: For information, write to:

Variable Annuity Services
Annuity Investors Life Insurance Company
Post Office Box 5423
Cincinnati, Ohio 45201-5423

- 3 -
<PAGE>

INDEX
--------------------------------------------------------------------------

PAGE

Accumulation Unit Value . . . . . . . . . . . . . . . . . . . 10
Administration Charge . . . . . . . . . . . . . . . . . . . . 12
Allocation of Purchase Payment(s) . . . . . . . . . . . . . . 8
Annuity Benefit . . . . . . . . . . . . . . . . . . . . . . . 15
Annuity Commencement Date . . . . . . . . . . . . . . . . . . 14
Beneficiary . . . . . . . . . . . . . . . . . . . . . . . . . 13
Certificate Maintenance Fee . . . . . . . . . . . . . . . . . 12
Certificate of Participation . . . . . . . . . . . . . . . . . 1
Changes -- Waivers . . . . . . . . . . . . . . . . . . . . . . 7
Death Benefit . . . . . . . . . . . . . . . . . . . . . . . . 14
Death of Participant . . . . . . . . . . . . . . . . . . . . . 14
Definitions . . . . . . . . . . . . . . . . . . . . . . . . . 5
Discharge of Liability . . . . . . . . . . . . . . . . . . . . 8
Election of Settlement Option . . . . . . . . . . . . . . . . 15
Entire Contract . . . . . . . . . . . . . . . . . . . . . . . 7
Facility of Payment . . . . . . . . . . . . . . . . . . . . . 7
Fixed Account . . . . . . . . . . . . . . . . . . . . . . . . 8
Fixed Account Value . . . . . . . . . . . . . . . . . . . . . 9
Fixed Dollar Annuity Benefit . . . . . . . . . . . . . . . . . 15
General Description . . . . . . . . . . . . . . . . . . . . . 9
Incontestability . . . . . . . . . . . . . . . . . . . . . . . 8
Minimum Amounts . . . . . . . . . . . . . . . . . . . . . . . 17
Misstatement . . . . . . . . . . . . . . . . . . . . . . . . . 7
Mortality and Expense Risk Charge . . . . . . . . . . . . . . 12
Net Asset Value . . . . . . . . . . . . . . . . . . . . . . . 6
No Default . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Nonparticipating . . . . . . . . . . . . . . . . . . . . . . . 7
Ownership of Group Contract and Participant Account . . . . . 13
Ownership of Separate Account . . . . . . . . . . . . . . . . 13
Required Proof . . . . . . . . . . . . . . . . . . . . . . . . 8
Required Reports . . . . . . . . . . . . . . . . . . . . . . . 8
Settlement . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Settlement Option Tables . . . . . . . . . . . . . . . . . . . 17
Settlement Options . . . . . . . . . . . . . . . . . . . . . . 16
Sub-Account of the Separate Account . . . . . . . . . . . . . 6
Surrender Value . . . . . . . . . . . . . . . . . . . . . . . 12
Suspension or Delay in Payment of Surrender . . . . . . . . . 13
Termination . . . . . . . . . . . . . . . . . . . . . . . . . 8
Transfer and Assignment . . . . . . . . . . . . . . . . . . . 13
Variable Account Value . . . . . . . . . . . . . . . . . . . . 10
Variable Dollar Annuity Benefit . . . . . . . . . . . . . . . 15

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DEFINITIONS

Account(s): The Sub-Account(s) and/or the Fixed Account options.

Account Value: The aggregate value of the Participant's interest in the
Sub-Account(s) and the Fixed Account options as of the end of any
Valuation Period. The value of the Participant's interest in all Sub-
Accounts is the "Variable Account Value," and the value of the
Participant's interest in all Fixed Account options is the "Fixed Account
Value."

Accumulation Period: The period prior to the Annuity Commencement Date
during which the Participant is eligible for benefits under the Group
Contract.

Accumulation Unit: A unit of measurement used to calculate the values of
the Sub-Account(s) prior to the Annuity Commencement Date.

Administrative Office: The home office of the Company or any other office
which we may designate for administration.

Age: Age as of most recent birthday.

Annuitant: The Annuitant is the Participant and is the person on whose
life Annuity Benefit payments are based.

Annuity Commencement Date: The date on which Annuity Benefits are to
begin.

Annuity Payment Period: The period commencing with the Annuity
Commencement Date, during which Annuity Benefits are payable under the
Group Contract as evidenced by this Certificate.

Annuity Unit: A unit of measurement used to determine the dollar value of
any Variable Dollar Annuity Benefit payments after the first Annuity
Benefit payment is made by us.

Beneficiary: The person or persons entitled to receive the Death Benefit
if you die prior to the Annuity Commencement Date. The following rules
apply to the determination of Beneficiary:

Primary: Where a Primary Beneficiary is living and has
survived you by at least 30 days, such person is a
Beneficiary.

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<PAGE>

Contingent: Where no Primary Beneficiary is living, a Contingent
Beneficiary is the Beneficiary.

Certificate Anniversary: An annual anniversary of the Certificate
Effective Date.

Certificate Effective Date: The date shown on the Certificate
Specifications page.

Certificate Year: Any period of twelve months, commencing on the
Certificate Effective Date and on each Certificate Anniversary thereafter.

Code: The Internal Revenue Code of 1986, as amended, and the rules and
regulations thereunder.

Fixed Account: An account which is part of the Company's general account
and the values of which are not dependent upon the investment performance
of the Sub-Accounts.

Fund: A management investment company or portfolio thereof, registered
under the Investment Company Act of 1940, in which a Sub-Account of the
Separate Account invests.

Participant: The person identified on the Certificate Specifications page
who participates in the benefits of the Group Contract as evidenced by
this Certificate.

Purchase Payment: A contribution after the deduction of premium tax, if
any, made to us in consideration for the Participant's participation under
the Group Contract.

Separate Account: An account, which may be an investment company, which
is established and maintained by the Company pursuant to the laws of the
State of Ohio.

Sub-Account: The Separate Account is divided into Sub-Accounts, each of
which invests in the shares of a designated Fund.

Valuation Period: The period commencing at the close of regular trading
on the New York Stock Exchange on any Valuation Date, and ending at the
close of trading on the next succeeding Valuation Date. "Valuation Date"
means each day on which the New York Stock Exchange is open for business.

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<PAGE>

Written Request: Information provided, or a request made, that is
complete and satisfactory to us and in writing, that is sent to us on our
form or in a form satisfactory to us, and that is received by us at our
Administrative Office. A Written Request is subject to any payment made
or any action we take before we acknowledge it. You may be required to
return this Certificate to us in connection with a Written Request.

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GENERAL PROVISIONS

Entire Contract
We have issued the Group Contract to the Group Contract Owner identified
on the Certificate Specifications page. The Group Contract is a group
flexible premium deferred annuity contract. The Group Contract and this
Certificate are restricted by endorsement as required by the Code, and
neither is valid without the requisite endorsement(s) being attached. The
Group Contract and the endorsement(s) thereto, the application for it, and
the Participant Enrollment Forms of all participants under it, form the
entire contract between the Group Contract Owner and us. This Certificate
is not a contract and is not a part of the Group Contract.

Only statements in the application for the Group Contract or your
Participant Enrollment Form will be used to void your participation
interest under the Group Contract, or to defend a claim based on it. Such
statements are representations and not warranties.

Participant Certificate
This Certificate is evidence of your participation interest under the
Group Contract.

Changes -- Waivers
No changes or waivers of the terms of the Group Contract or this
Certificate, are valid unless made in writing by our President, Vice
President, or Secretary. We reserve the right both to administer and to
change the provisions of the Group Contract to conform to any applicable
laws, regulations or rulings issued by a governmental agency.

In any event, the Company reserves the right to add or delete Sub-
Accounts, to substitute shares of a different Fund or different class or
series of a Fund for shares held in a Sub-Account, to merge or combine
Sub-Accounts, to merge or combine the Separate Account with any other
separate account of the Company, to transfer the assets of the Separate
Account to another life insurance company by means of a merger or
reinsurance, to convert the Separate Account into a managed separate
account, and to de-register the Separate Account under the Investment
Company Act of 1940. Any such change will be made in accordance with
applicable insurance and securities laws and after obtaining any necessary
approvals, including those of the Ohio Department of Insurance and the
Securities and Exchange Commission.

Nonparticipating
The Group Contract is nonparticipating. It is not eligible to share in
the Company's divisible surplus.

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<PAGE>

immediately paid in one sum. Any overpayments made, with interest, shall
be deducted from the next or succeeding Annuity Benefit payments due under
this Certificate. The interest rate used will not be less than three
percent (3%) per year.

Settlement
Any payment by us under this Certificate will be made from our
Administrative Office.

Facility of Payment
If any person receiving payments under this Certificate is incapable of
giving a valid receipt, we may make such payment to whomever has legally
assumed his or her care and principal support. Any such payment shall
fully discharge us to the extent of that payment.

Required Proof
We may require proof of the age of the Annuitant and, if applicable, any
joint payee, before any Annuity Benefit involving lifetime payments will
be made.

Required Reports
We will provide a report at least once each Certificate Year showing the
Account Value and any other information required by law.

Incontestability
This Certificate shall not be contestable by us.

Discharge of Liability
Upon payment of any partial or full surrender, Death Benefit, or any
Annuity Benefit payments, we shall be discharged from all liability to the
extent of each such payment.

Termination
Either we or the Group Contract Owner may terminate the Group Contract by
giving advance notice in writing. The Group Contract describes the
benefits and charges, if any, in the event of termination of the Group
Contract. Refer to the Group Contract for information regarding these
benefits and charges. If the Group Contract is terminated, this
Certificate and your participation interest under the Group Contract may
be continued on a deferred paid-up basis, subject to all of the terms and
conditions of the Group Contract, unless you surrender as a whole.
Termination of the Group Contract will not affect Annuity Benefit payments
being made by us.

PURCHASE PAYMENTS

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<PAGE>

instructions in your Participant Enrollment Form or subsequent Written
Request. Allocations must be made in whole percentages.

No Default
Except as stated elsewhere in this Certificate, this Certificate will not
be in default due to failure to make additional Purchase Payment(s).

FIXED ACCOUNT

Fixed Account
Purchase Payment(s) allocated to the Fixed Account and any transfers made
to the Fixed Account will become part of the general account of the
Company.

Fixed Account Options. The Fixed Account options available as of the
Certificate Effective Date are listed on the Certificate Specifications
page. Additional Fixed Account options may be offered by us at any time.

The interest rate initially credited to Purchase Payment(s) allocated to
the Fixed Accumulation Account Option will not be changed any sooner than
twelve months following the date of receipt. Thereafter, and in any other
case, the interest rate credited to amounts allocated to the Fixed
Accumulation Account Option will not be changed more frequently than once
per calendar quarter.

Renewal. The following Renewal provisions apply to all Fixed Account
options except the Fixed Accumulation Account Option.

At the end of a guarantee period, and for the thirty days immediately
preceding the end of such guarantee period, you may elect a new option to
replace the Fixed Account option that is then expiring. The entire amount
maturing may be re-allocated to any of the then-current options under the
Certificate (including the various Sub-Accounts within the Separate
Account), except that a Fixed Account option with a guarantee period that
would extend past the Annuity Commencement Date may not be selected. In
particular, in the case of renewals occurring within one year of the
Annuity Commencement Date, the only Fixed Account option available is the
Fixed Accumulation Account.

If you do not specify a new Fixed Account option in accordance with the
preceding paragraph, you will be deemed to have selected the same Fixed

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<PAGE>

Account option as is expiring, so long as the guarantee period of such
option does not extend beyond the Annuity Commencement Date. In the event
that such a period would extend beyond the Annuity Commencement Date, you
will be deemed to have selected the Fixed Account option with the longest
available guarantee period that expires prior to the Annuity Commencement
Date.

Any renewal of a Fixed Account option under this provision will be
effective on the day after the expiration of the guarantee period that is
then expiring.

Fixed Account Value
The value of a Fixed Account at any time is equal to:

(a) the Purchase Payment(s) allocated to the Fixed Account; plus
(b) amounts transferred to the Fixed Account; plus
(c) interest credited to the Fixed Account; less
(d) any charges, surrenders, deductions, amounts transferred from the
Fixed Account or other adjustments made as described elsewhere in
this Certificate.

SEPARATE ACCOUNT

General Description
The variable benefits under this Certificate are provided through the
Separate Account. The Separate Account is registered with the Securities
and Exchange Commission as a unit investment trust under the Investment
Company Act of 1940.

The income, if any, and any gains or losses, realized or unrealized, on
the Separate Account will be credited to or charged against the amounts
allocated to such account without regard to other income, gains, or losses
of the Company. The amounts allocated to the Separate Account and the
accumulations thereon remain the property of the Company, but that portion
of the assets of the Separate Account that is equal to the reserves and
other contractual liabilities under all policies, annuities, and other
contracts identified with the Separate Account, is not chargeable with
liabilities arising out of any other business of the Company. The Company
is not, and does not hold itself out to be, a trustee in respect of such
amounts.

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<PAGE>

in shares of an underlying Fund as shown on the Certificate Specifications
page. Any amounts of income and any gains on the shares of a Fund will be
reinvested in additional shares of that Fund at its Net Asset Value.

Valuation of Assets
Shares of Funds held by each Sub-Account will be valued at their Net Asset
Value at the end of each Valuation Period, as reported by each such Fund.

Variable Account Value
Purchase Payment(s) may be allocated among and, as described elsewhere in
this Certificate, Account Values may be transferred to the various Sub-
Accounts within the Separate Account. For each Sub-Account, the Purchase
Payment(s) or amounts transferred are converted into Accumulation Units.
The number of Accumulation Units credited is determined by dividing the
dollar amount directed to each Sub-Account by the value of the
Accumulation Unit for that Sub-Account at the end of the Valuation Period
on which the Purchase Payment(s) or transferred amount is received.

The following events will result in the cancellation of an appropriate
number of Accumulation Units of a Sub-Account:

(1) transfer from a Sub-Account;
(2) full or partial surrender;
(3) payment of a Death Benefit;
(4) application of the Account Value to a Settlement Option;
(5) deduction of the Certificate Maintenance Fee; or
(6) deduction of any Transfer Fee.

Accumulation Units will be canceled as of the end of the Valuation Period
during which the Company receives a Written Request regarding the event
giving rise to such cancellation, or Due Proof of Death and instructions
regarding payment of the Death Benefit, or the end of the Valuation Period
on which the Certificate Maintenance Fee or Transfer Fee is due, as the
case may be.

The Variable Account Value for this Certificate at any time is equal to
the sum of the number of Accumulation Units for each Sub-Account
attributable to this Certificate multiplied by the Accumulation Unit Value
for each Sub-Account at the end of the preceding Valuation Period.

Accumulation Unit Value
The initial Accumulation Unit Value for each Sub-Account, with the
exception of the Money Market Sub-Account, was set at $10.00 when the
Separate Account was created. The initial Accumulation Unit Value for the
Money Market Sub-Account was set at $1.00. Thereafter, the Accumulation
Unit Value at the end of each Valuation Period is the Accumulation Unit
Value at the end of the previous Valuation Period multiplied by the Net
Investment Factor, as described below.

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<PAGE>

may be greater or less than one. Therefore, the value of an Accumulation
Unit value for each Sub-Account may increase or decrease. The Net
Investment Factor for any Sub-Account for any Valuation Period is
determined by dividing (1) by (2) and subtracting (3) from the result,
where:

(1) is equal to:

a. the Net Asset Value per share of the Fund held in the
Sub-Account, determined at the end of the applicable
Valuation Period; plus
b. the per share amount of any dividend or net capital gain
distributions made by the Fund held in the Sub-Account,
if the "ex-dividend" date occurs during the applicable
Valuation Period; plus or minus
c. a per share charge or credit for any taxes reserved for,
which is determined by the Company to have resulted from
the investment operations of the Sub-Account;

(2) is the Net Asset Value per share of the Fund held in the Sub-
Account, determined at the end of the immediately preceding
Valuation Period; and

(3) is the factor representing the Mortality and Expense Risk Charge
and the Administration Charge deducted from the Sub-Account for
the number of days in the applicable Valuation Period.

TRANSFERS

By Written Request prior to the Annuity Commencement Date, you may
transfer amounts in a Sub-Account to a different Sub-Account and/or one or
more of the Fixed Account options. The minimum transfer amount is $500.
If the Sub-Account balance is less than $500 at the time of the transfer,
the entire amount of the Sub-Account balance must be transferred. You may
also transfer amounts from any Fixed Account option to any different Fixed
Account option and/or one or more of the Sub-Accounts. If a transfer is
being made from a Fixed Account option pursuant to the Renewal provision
of the "FIXED ACCOUNT" section above, then the entire amount of that Fixed
Account may be transferred to any one or more of the Sub-Accounts. In any
other case, transfers from any Fixed Account option are subject to a
cumulative limit during each Certificate Year of 20% of the Fixed Account
option's value as of the most recent Certificate Anniversary. In any
event, i) Fixed Account transfers are not permitted during the first
Certificate Year, and ii) if the account value of the Fixed Account option
being transferred is less than $500 at the time of the transfer, then the
entire balance must be transferred. Amounts previously transferred from
Fixed Account options to the Sub-Accounts may not be transferred back to
the Fixed Account options for a period of six months from the date of
transfer.

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<PAGE>

The number of Transfers per year over which we will charge a Transfer Fee
on each additional transfer, and the amount of the Transfer Fee, are shown
on the Certificate Specifications page.

We reserve the right, in our sole discretion and at any time without prior
notice, to terminate, suspend or modify the transfer privileges described
above.

FEES AND CHARGES

Mortality and Expense Risk Charge
The Mortality and Expense Risk Charge is shown on the Certificate
Specifications page and is deducted daily from each Sub-Account. This
deduction is made to compensate the Company for assuming the mortality and
expense risks under the Group Contract.

Administration Charge
The Administration Charge is shown on the Certificate Specifications page
and is deducted daily from each Sub-Account. This deduction is made to
reimburse the Company for expenses incurred in the administration of the
Group Contract, the Certificates thereunder, and the Separate Account.

Certificate Maintenance Fee
The Certificate Maintenance Fee is shown on the Certificate Specifications
page and is deducted on each Certificate Anniversary prior to the Annuity
Commencement Date. In addition, the full annual Certificate Maintenance
Fee will be charged at the time of a full surrender. The Certificate
Maintenance Fee will be allocated to the Sub-Accounts in the same
proportion as the Sub-Account Values on such Valuation Period. The
Certificate Maintenance Fee does not apply to the Fixed Account. The
Certificate Maintenance Fee may be waived in whole or in part in our sole
discretion.

After the Annuity Commencement Date, if a Variable Dollar Annuity Benefit
is elected, the Certificate Maintenance Fee will be deducted pro-rata on a
monthly basis and will result in a reduction of the monthly annuity
payments.

SURRENDERS

Surrender Value
A surrender in full may be made for the Surrender Value, or partial
surrenders may be made, by Written Request at any time prior to the
Annuity Commencement Date. The amount of a surrender will be based on the
Surrender Value at the end of the Valuation Period in which the Written
Request is received. The Surrender Value at any time is equal to the
Account Value as of that Valuation Period less any applicable Contingent
Deferred Sales Charge, less any outstanding loans and less any applicable

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<PAGE>

premium tax not previously deducted. On full surrender, an annual
Certificate Maintenance Fee also will be deducted as part of the
calculation of the Surrender Value.

A full or partial surrender may be subject to a Contingent Deferred Sales
Charge as set forth on the Certificate Specifications page, except that
such charge will not apply to: (1) any portion of the Account Value in
excess of total accumulated Purchase Payment(s); (2) any portion of the
Account Value attributable to Purchase Payment(s) that are no longer
subject to the charge; or (3) payment of the Death Benefit.

The Contingent Deferred Sales Charge is calculated separately for each
Purchase Payment. Surrenders will be deemed to be withdrawn first from
the portion of the Account Value in excess of total Purchase Payment(s)
and then from Purchase Payment(s). For this purpose, Purchase Payment(s)
are deemed to be withdrawn on a "first-in, first-out" (FIFO) basis.
Surrenders will result in the cancellation of Accumulation Units from each
applicable Sub-Account(s) and/or a reduction of your Fixed Account Value.
In the case of a full surrender, your participation interest under the
Group Contract and this Certificate will be canceled. The Contingent
Deferred Sales Charge may be waived in whole or in part in our sole
discretion.

Suspension or Delay in Payment of Surrender
The Company has the right to suspend or delay the date of payment of a
partial or full surrender of the Variable Account Value for any period:

1) when the New York Stock Exchange is closed, or when
trading on the New York Stock Exchange is restricted; or
2) when an emergency exists (as determined by the Securities
and Exchange Commission) as a result of which (a) the
disposal of securities in the Separate Account is not
reasonably practicable; or (b) it is not reasonably
practicable to determine fairly the value of the net
assets in the Separate Account; or
3) when the Securities and Exchange Commission, by order, so
permits for the protection of security holders.

The Company further reserves the right to delay payment of a partial or
full surrender of the Fixed Account Value for up to six months.

OWNER AND BENEFICIARY PROVISIONS

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<PAGE>

Ownership of Group Contract and Participant Account
The owner of the Group Contract ("the Group Contract Owner") is your
employer or the trustee for your employer's retirement plan, as shown on
your Participant Enrollment Form and on the Certificate Specifications
page. The Group Contract is held by the Group Contract Owner for the
benefit of the participants and beneficiaries.

Each participant for whom Purchase Payment(s) are made will participate in
the Group Contract as a Participant. A participant account will be
established for each Participant.

Transfer and Assignment
Neither the Participant nor the Group Contract Owner may transfer, sell,
assign, pledge, charge, encumber or in any way alienate his or her
interest under this Certificate or the Group Contract, respectively. To
the extent permitted by law, no benefits payable under the Group Contract
or this Certificate will be subject to the claims of creditors.

Beneficiary
The Beneficiary is named on your Participant Enrollment Form. The
Beneficiary may be changed at any time prior to your death. We must
receive a Written Request to change the Beneficiary. Any such change will
relate back to and take effect on the date the Written Request was signed.
We will not be liable for any payment we make before such Written Request
has been received and acknowledged at our Administrative Office.

DEATH BENEFIT

Death of Participant
If you die before the Annuity Commencement Date, a Death Benefit will be
paid to the Primary Beneficiary, if any Primary Beneficiary is then
living. If no Primary Beneficiary is living at the time of your death, or
if the Primary Beneficiary dies within 30 days after your death and no
Death Benefit has been paid, the Death Benefit will be paid to the person
or persons named as Contingent Beneficiary. If no Primary or Contingent
Beneficiary is living at the time of your death, the Death Benefit will be
paid to your estate. No Death Benefit is payable if you die on or after
the Annuity Commencement Date. Only one Death Benefit is payable.

Death Benefit
The Death Benefit will be determined as of the Death Benefit Valuation
Date. The Death Benefit Valuation Date is the Valuation Period on which
we receive both Due Proof of Death and a Written Request regarding payment
of the Death Benefit.

If you die before attaining Age 75 and before the Annuity Commencement
Date, the Death Benefit is an amount equal to the greatest of:

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<PAGE>

(1) the Account Value on the Death Benefit Valuation Date,
less any applicable premium tax not previously deducted,
and less any outstanding loans;

(2) the total Purchase Payment(s), less any applicable
premium tax not previously deducted, less any partial
surrenders, and less any outstanding loans; or

(3) the largest Death Benefit amount on any Certificate
Anniversary prior to death that is an exact multiple of
five and occurs prior to the Death Benefit Valuation
Date, less any applicable premium tax not previously
deducted, less any partial surrenders after such Death
Benefit was determined, and less any outstanding loans.

If you die after attaining Age 75 and before the Annuity Commencement
Date, the Death Benefit is an amount equal to the greatest of:

(1) the Account Value on the Death Benefit Valuation Date,
less any applicable premium tax not previously deducted,
and less any outstanding loans;

(2) the total Purchase Payment(s), less any applicable
premium tax not previously deducted, less any partial
surrenders, and less any outstanding loans; or

(3) the largest Death Benefit amount on any Certificate
Anniversary prior to death that is both an exact multiple
of five and occurs prior to the date on which you
attained Age 75, less any applicable premium tax not
previously deducted, less any partial surrenders after
such Death Benefit was determined, and less any
outstanding loans.

SETTLEMENT OPTIONS

Annuity Commencement Date
The Annuity Commencement Date is shown on the Certificate Specifications
page. This is the date on which we will begin to make payments in
accordance with the Settlement Option selected by you. This date may be
changed by Written Request at least 30 days prior to the then applicable
Annuity Commencement Date being replaced. However, in no event may the
Annuity Commencement Date be later than the Certificate Anniversary
nearest your 85th birthday, or five years after the Certificate Effective
Date, whichever is later.

Election of Settlement Option
If you are alive on the Annuity Commencement Date and unless otherwise
directed, the Company will apply the Account Value, less any premium tax

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<PAGE>

not previously deducted, and less any outstanding loans, according to the
Settlement Option elected.

Annuity Benefit
The Annuity Benefit may be calculated and paid: (1) as a Fixed Dollar
Annuity Benefit; (2) as a Variable Dollar Annuity Benefit; or (3) as a
combination of both.

If a Fixed Dollar Annuity Benefit only is elected, we will transfer all of
the Account Value to the Company's general account on the Annuity
Commencement Date. Similarly, if a Variable Dollar Annuity Benefit only
is elected, we will transfer all of the Account Value to the Sub-Accounts
as of the end of the Valuation Period immediately prior to the Annuity
Commencement Date; we will allocate the amount transferred among the Sub-
Accounts in accordance with a Written Request. No transfers between the
Fixed Dollar Annuity Benefit and the Variable Dollar Annuity Benefit will
be allowed after the Annuity Commencement Date. However, after the
Variable Dollar Annuity Benefit has been paid for at least twelve months,
you may, no more than once each twelve months thereafter, transfer all or
part of the Annuity Units upon which the Variable Dollar Annuity Benefit
is based from the Sub-Account(s) then held, to Annuity Units in different
Sub-Account(s).

If a Variable Dollar Annuity Benefit is elected, the amount to be applied
under that benefit is the Variable Account Value as of the end of the
Valuation Period immediately preceding the Annuity Commencement Date. If
a Fixed Dollar Annuity Benefit is elected, the amount to be applied under
that benefit is the Fixed Account Value as of the Annuity Commencement
Date.

Fixed Dollar Annuity Benefit
Fixed Dollar Annuity Benefits are determined by multiplying the Fixed
Account Value (expressed in thousands of dollars and after deduction of
any premium taxes not previously deducted) by the amount of the monthly
payment per $1,000 of value obtained from the Settlement Option Table for
the Annuity Benefit elected. The Fixed Dollar Annuity Benefit will remain
level for the duration of the Annuity.

Variable Dollar Annuity Benefit
The first monthly Variable Dollar Annuity Benefit payment is equal to the
your Variable Account Value as of the end of the Valuation Period
immediately preceding the Annuity Commencement Date (expressed in
thousands of dollars and after deduction of any premium taxes not
previously deducted) multiplied by the amount of the monthly payment per
$1,000 of value obtained from the Settlement Option Table for the Annuity
Benefit elected less the pro-rata portion of the Certificate Maintenance
Fee. The dollar amount of the first monthly Variable Dollar Annuity
Benefit from each Sub-Account is determined in the same manner.

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<PAGE>

The dollar amount of the second and subsequent monthly Variable Dollar
Annuity Benefit payments is equal to the sum of the number of Annuity
Units for each Sub-Account in which amounts are held by you, multiplied by
the Annuity Unit Value for that Sub-Account as of the fifth Valuation Date
preceding the due date of the payment. A pro-rata portion of the
Certificate Maintenance Fee is deducted from the total to arrive at the
actual payment.

The Annuity Unit Value for each Sub-Account was originally established in
the same manner as Accumulation Unit values. Thereafter, the value of an
Annuity Unit for a Sub-Account is determined by multiplying the Annuity
Unit Value as of the end of the preceding Valuation Period by the Net
Investment Factor, determined as set forth above under "Accumulation Unit
Value", for the Valuation Period just ended. The product is then
multiplied by the assumed daily investment factor (0.99991781), for the
number of days in the Valuation Period. The factor is based on the
assumed net investment rate of three percent (3%) that is reflected in the
Settlement Option Tables.

Settlement Options

Option 1 Life Annuity with Payments for at Least a Fixed Period

We will make a monthly payment for at least a fixed period. If
the Annuitant lives longer than the fixed period, then we will
make payments until his or her death. The fixed periods
available are shown in the Option 1 Table.

If at the death of the Annuitant payments have been made for less
than the fixed period elected, we will continue to make payments:

1) to the contingent payee designated on the Settlement
Option election form;
2) during the remainder of the fixed period.

Option 2 Life Annuity

We will make a monthly payment until the Annuitant's death. The
Option 2 Table applies to this Option.

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<PAGE>

Option 3 Joint and One-half Survivor Annuity

We will make a monthly payment to the Annuitant until the
Annuitant's death; thereafter, and upon receipt by the Company of
Due Proof of Death of the Annuitant, one-half of the monthly
payment will continue to a designated survivor, if living, until
his or her death. The Option 3 Table applies to this Option.

Option 4 Income for a Fixed Period

We will make payments for a fixed period. Payment intervals and
amounts are shown in the Option 4 Table and are based on a three
percent (3 %) guaranteed interest rate.

If at the death of the Annuitant payments have been made for less
than the fixed period elected, we will continue to make payments:

1) to the contingent payee designated on the Settlement
Option election form;
2) during the remainder of the fixed period.

Option 5 Any Other Form

We will make payments in any other form of annuity which is
acceptable to us.

Minimum Amounts
If your Account Value is less than $5,000 on the Annuity Commencement
Date, we reserve the right to pay that amount in one lump sum. If monthly
payments under a Settlement Option would be less than $100, we may make
payments quarterly, semi-annually, or annually in our sole discretion.

All elected Settlement Options must comply with current applicable laws,
regulations and rulings issued by any governmental agency. If at the time
a Fixed Dollar Annuity Benefit is elected, we have available options or
rates on a more favorable basis than those guaranteed, the higher benefits
shall be applied and guaranteed for as long as that election remains in
force.

To the extent applicable, all factors, values, benefits and reserves will
not be less than those required by the law of the state in which the Group
Contract is delivered.

Settlement Option Tables
The Settlement Option Tables show the guaranteed dollar amount, based on
unisex rates, of the monthly payments under various Settlement options for
each $1,000 applied.

- 20 -
<PAGE>

OPTION 1 TABLES - LIFE ANNUITY
With Payments For At Least A Fixed Period
60 Months 120 Months 180 Months 240 Months
Age
55 $4.55 $4.51 $4.44 $4.33
56 4.65 4.61 4.52 4.39
57 4.76 4.71 4.61 4.46
58 4.87 4.81 4.70 4.53
59 4.99 4.92 4.79 4.60
60 5.12 5.04 4.89 4.67
61 5.25 5.16 4.99 4.74
62 5.40 5.29 5.09 4.81
63 5.55 5.42 5.19 4.87
64 5.72 5.56 5.30 4.94
65 5.89 5.71 5.40 5.00
66 6.08 5.86 5.51 5.06
67 6.27 6.02 5.62 5.11
68 6.48 6.19 5.72 5.17
69 6.71 6.36 5.83 5.22
70 6.95 6.54 5.93 5.26
71 7.20 6.72 6.03 5.30
72 7.46 6.90 6.12 5.34
73 7.75 7.08 6.21 5.37
74 8.04 7.27 6.30 5.40
<TABLE>
<CAPTION>
OPTION 2 TABLE - LIFE ANNUITY
60 Months 120 Months 180 Months 240 Months
--------- ---------- ------- --------
<S> <C> <C> <C> <C> <C> <C> <C>
Age Age Age Age
--- --- --- ---
55 $4.65 60 $5.14 65 $5.95 70 $7.08

56 4.67 61 5.28 66 6.14 71 7.36
57 4.77 62 5.43 67 6.35 72 7.66
58 4.89 63 5.59 68 6.58 73 7.98
59 5.01 64 5.76 69 6.82 74 8.33

OPTION 3 TABLE - JOINT AND ONE-HALF SURVIVOR ANNUITY
Monthly payments for each $1,000 of proceeds by ages of persons named*.

Secondary Age
Primary
Age 60 61 62 63 64 65 66 67 68 69 70
------ -- -- -- -- -- -- -- -- -- -- --
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
60 $4.73 $4.75 $4.78 $4.80 $4.83 $4.85 $4.87 $4.89 $4.92 $4.93 $4.95

61 4.81 4.84 4.87 4.90 4.92 4.95 4.97 5.00 5.02 5.04 5.06
62 4.90 4.93 4.96 4.99 5.02 5.05 5.08 5.11 5.13 5.16 5.18
63 4.99 5.03 5.06 5.09 5.13 5.16 5.19 5.22 5.25 5.28 5.30

64 5.09 5.12 5.16 5.20 5.23 5.27 5.30 5.34 5.37 5.40 5.43

- 21 -
<PAGE>

Secondary Age
Primary
Age 60 61 62 63 64 65 66 67 68 69 70
------ -- -- -- -- -- -- -- -- -- -- --
65 5.18 5.22 5.26 5.31 5.35 5.38 5.42 5.46 5.49 5.53 5.56
66 5.28 5.33 5.37 5.42 5.46 5.50 5.54 5.58 5.62 5.66 5.70
67 5.38 5.43 5.48 5.53 5.58 5.62 5.67 5.72 5.76 5.80 5.84
68 5.49 5.54 5.59 5.65 5.70 5.75 5.80 5.85 5.90 5.95 5.99
69 5.60 5.65 5.71 5.77 5.82 5.88 5.93 5.99 6.04 6.10 6.15
70 5.71 5.77 5.83 5.89 5.95 6.01 6.07 6.13 6.19 6.25 6.31

*Payments after the death of the Primary Payee will be one-half of the amount shown.

OPTION 4 TABLE - INCOME FOR A FIXED PERIOD
Payments for fixed number of years for each $1,000 applied.

Terms of Semi- Terms of Semi-
Payments Annual Annual Quarterly Monthly Payments Annual Annual Quarterly Monthly
-------- ------ ------ --------- ------- -------- ------ ------ --------- -------
<S> <C> <C> <C>
Years Years
183.42 92.61 46.53 15.56 11 $109.76 $55.42 $27.84 $9.316
7 160.20 80.89 40.64 13.59 12 102.45 51.73 25.99 8.69

8 142.82 72.11 36.23 12.12 13 96.29 48.62 24.43 8.17
9 129.32 65.29 32.81 10.97 14 91.03 45.96 23.09 7.72
10 118.55 59.86 30.07 10.06 15 86.48 43.66 21.94 7.34

Terms of Semi-
Payments Annual Annual Quarterly
Monthly
-------- ------ ------ --------- -------
<C> <C> <C>
Years
16 $82.52 $41.66 $20.93 $7.00
17 79.04 39.91 20.05 6.71
18 75.96 38.35 19.27 6.44
19 73.21 36.96 18.57 6.21
20 70.75 35.72 17.95 6.00

- 22 -
<PAGE>
</TABLE>

<PAGE>
EXHIBIT (4)(d)(i)

ANNUITY INVESTORS[SERVICEMARK]

LIFE INSURANCE COMPANY

GROUP FLEXIBLE PREMIUM DEFERRED ANNUITY CONTRACT

/s/ Betty Kasprowicz /s/ James M. Mortensen
Assistant Secretary Executive Vice President

ANNUITY INVESTORS LIFE INSURANCE COMPANY

(A Stock Insurance Company)

Nonparticipating

THE DETAILS OF THE VARIABLE BENEFITS AND VARIABLE VALUES MAY BE FOUND IN
THE SEPARATE ACCOUNT SECTION ON PAGES 11 AND 12 OF THIS CONTRACT.
<PAGE>

CONTRACT SPECIFICATIONS

CONTRACT OWNER

CONTRACT NUMBER

CONTRACT EFFECTIVE DATE
_________________________________________________________________________

SEPARATE ACCOUNT: Annuity Investors Variable Account A

Following is a list of the Funds in which the currently available Sub-
Accounts invest:

[Janus Aspen Series Aggressive Growth Portfolio]
[Janus Aspen Series Worldwide Growth Portfolio]
[Janus Aspen Series Balanced Portfolio]
[Janus Aspen Series Short-term Bond Portfolio]

[Dreyfus Variable Investment Fund's Capital Appreciation Portfolio]
[Dreyfus Socially Responsible Growth Fund]
[Dreyfus Stock Index Fund]

FIXED ACCOUNT:

Following is a list of the currently available Fixed Account options, with
guarantee periods as may be applicable:

Fixed Accumulation Account Option
[Fixed Account Option One-Year Guarantee Period]
[Fixed Account Option Three-Year Guarantee Period]
[Fixed Account Option Five-Year Guarantee Period]

Minimum guaranteed interest rate credited to the Fixed Account: Three
percent (3%) effective annual rate.

TRANSFER FEE: [$25] per transfer in excess of 12 in any Certificate Year.

CONTINGENT DEFERRED SALES CHARGE: An amount deducted on each partial or
full surrender of a Purchase Payment, as follows:

- 2 -
<PAGE>

Number of full years elapsed
between the date of receipt of a Contingent Deferred Sales Charge
Purchase Payment and date Written as a percentage of the associated
Request for surrender is received Purchase Payment surrendered
-------------------------------- --------------------------------

0 7%
1 6%
2 5%
3 4%
4 3%
5 2%
6 1%
7+ 0%

CERTIFICATE MAINTENANCE FEE: [$25]

MORTALITY AND EXPENSE RISK CHARGE: A charge equal to an effective annual
rate of [1.25%] of the daily Net Asset Value of the Sub-Accounts.

ADMINISTRATION CHARGE: A charge equal to an effective annual rate of
[0.00%] of the daily Net Asset Value of the Sub-Accounts.

[We reserve the right to terminate this Contract, if
_____________________________________]

INQUIRIES: For information, write to:
--------- -------------------------

Variable Annuity Services
Annuity Investors Life Insurance Company
Post Office Box 5423
Cincinnati, Ohio 45201-5423

- 3 -
<PAGE>

TABLE OF CONTENTS

INDEX Page

DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6

GENERAL PROVISIONS . . . . . . . . . . . . . . . . . . . . . . . . . 7
Entire Contract . . . . . . . . . . . . . . . . . . . . . . 7
Participant Certificate . . . . . . . . . . . . . . . . . . 7
Changes -- Waivers . . . . . . . . . . . . . . . . . . . . . 7
Nonparticipating . . . . . . . . . . . . . . . . . . . . . . 8
Misstatement . . . . . . . . . . . . . . . . . . . . . . . . 8
Settlement . . . . . . . . . . . . . . . . . . . . . . . . . 8
Facility of Payment . . . . . . . . . . . . . . . . . . . . 8
Required Proof . . . . . . . . . . . . . . . . . . . . . . . 8
Required Reports . . . . . . . . . . . . . . . . . . . . . . 8
Voting Rights . . . . . . . . . . . . . . . . . . . . . . . 8
Incontestability . . . . . . . . . . . . . . . . . . . . . . 8
Discharge of Liability . . . . . . . . . . . . . . . . . . . . 8
Termination . . . . . . . . . . . . . . . . . . . . . . . . . 8

PURCHASE PAYMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Allocation of Purchase Payment(s) . . . . . . . . . . . . . . 9
No Default . . . . . . . . . . . . . . . . . . . . . . . . . . 9

FIXED ACCOUNT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Fixed Account . . . . . . . . . . . . . . . . . . . . . . . . 9
Fixed Account Value . . . . . . . . . . . . . . . . . . . . 10

SEPARATE ACCOUNT . . . . . . . . . . . . . . . . . . . . . . . . . . 10
General Description . . . . . . . . . . . . . . . . . . . . 10
Sub-Accounts of the Separate Account . . . . . . . . . . . . 10
Valuation of Assets . . . . . . . . . . . . . . . . . . . . 10
Variable Account Value . . . . . . . . . . . . . . . . . . . 11
Accumulation Unit Value . . . . . . . . . . . . . . . . . . 11

TRANSFERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12

FEES AND CHARGES . . . . . . . . . . . . . . . . . . . . . . . . . . 12
Mortality and Expense Risk Charge . . . . . . . . . . . . . 12
Administration Charge . . . . . . . . . . . . . . . . . . . 12
Certificate Maintenance Fee . . . . . . . . . . . . . . . . 12

SURRENDERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Surrender Value . . . . . . . . . . . . . . . . . . . . . . 13
Suspension or Delay in Payment of Surrender . . . . . . . . 13

- 4 -
<PAGE>

OWNER AND BENEFICIARY PROVISIONS . . . . . . . . . . . . . . . . . . 13
Ownership of Separate Account . . . . . . . . . . . . . . . 13
Ownership of Group Contract and Participant Account . . . . 14
Transfer and Assignment . . . . . . . . . . . . . . . . . . 14
Beneficiary . . . . . . . . . . . . . . . . . . . . . . . . 14

DEATH BENEFIT . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Death of Participant . . . . . . . . . . . . . . . . . . . . 14
Death Benefit . . . . . . . . . . . . . . . . . . . . . . . 14

SETTLEMENT OPTIONS . . . . . . . . . . . . . . . . . . . . . . . . . 15
Annuity Commencement Date . . . . . . . . . . . . . . . . . 15
Election of Settlement Option . . . . . . . . . . . . . . . 15
Payee . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
Contingent Payee . . . . . . . . . . . . . . . . . . . . . . 15
Annuity Benefit . . . . . . . . . . . . . . . . . . . . . . 15
Fixed Dollar Annuity Benefit . . . . . . . . . . . . . . . . 16
Variable Dollar Annuity Benefit . . . . . . . . . . . . . . 16
Settlement Options . . . . . . . . . . . . . . . . . . . . . 16
Minimum Amounts . . . . . . . . . . . . . . . . . . . . . . 17
Settlement Option Tables . . . . . . . . . . . . . . . . . . 18

- 5 -
<PAGE>

DEFINITIONS

Account(s): The Sub-Account(s) and/or the Fixed Account options.

Accumulation Period: The period prior to the Annuity Commencement Date of
a Participant, during which he or she is eligible for benefits under this
Contract.

Accumulation Unit: A unit of measurement used to calculate the values of
the Sub-Account(s) prior to the Annuity Commencement Date.

Administrative Office: The home office of the Company or any other office
which we may designate for administration.

Age: Age as of most recent birthday.

Annuitant: For each participation interest under this Contract, the
Annuitant is the Participant, and is the person on whose life Annuity
Benefit payments are based.

Annuity Commencement Date: For each Participant, the date on which
Annuity Benefits are to begin.

Annuity Unit: A unit of measurement used to determine the dollar value of
any Variable Dollar Annuity Benefit payments after the first Annuity
Benefit payment is made by us.

- 6 -
<PAGE>

Primary: Where a Primary Beneficiary is living and has survived
the Participant by at least 30 days, such person is a
Beneficiary.