As filed with Securities and Exchange Commission on
February 25, 1999
Registration No. 33-94858
______________
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________
POST-EFFECTIVE AMENDMENT NO. 4 TO
FORM S-6
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
_______________
CARILLON LIFE ACCOUNT
(Exact Name of Trust)
THE UNION CENTRAL LIFE INSURANCE COMPANY
(Name of Depositor)
1876 Waycross Road
P.O. Box 40888
Cincinnati, Ohio 45240
(Address of depositor's principal executive offices)
JOHN F. LABMEIER, ESQ.
The Union Central Life Insurance Company
1876 Waycross Road
P.O. Box 40888
Cincinnati, Ohio 45240
(Name and address of agent for service)
Copies to:
KIMBERLY J. SMITH, ESQ.
Sutherland, Asbill & Brennan LLP
1275 Pennsylvania Ave.,N.W.
Washington, D.C. 20004-2404
______________
It is proposed that this filing will become effective (check
appropriate box)
[ ] Immediately upon filing pursuant to paragraph (b)
[ ] on (DATE) pursuant to paragraph (b)
[ ] 60 days after filing pursuant to paragraph (a)(1)
[ X ] on May 1, 1999 pursuant to paragraph (a)(1) of rule 485
[ ] this post effective amendment designates a new
effective date for a previously filed post-effective
amendment
<PAGE>
CARILLON LIFE ACCOUNT
Registration Statement on Form S-6
Reconciliation and Tie Between Items
In Form N-8B-2 and the Prospectus
<TABLE>
<CAPTION>
Form N-8B-2
Item No. Caption in Prospectus
- ----------- ---------------------
<S> <C>
1 Cover Page
2 Cover Page
3 Inapplicable
4 Sale of the Policies
5 Information about Union Central
6 Carillon Life Account
9 Inapplicable
10(a) Other Policy Benefits and Provisions
10(b) Summary and Diagram of the Policy
10(c), (d), (e) Death Benefit Options; Cash Value; Summary and Diagram of
the Policy; Other Policy Benefits and Provisions;
Surrendering the Policy for Cash Surrender Value; Partial
Cash Surrenders; Loans; Transfer Privilege; Premiums;
Supplemental and/or Rider Benefits
10(f), (g), (h) Voting Rights; Other Policy Benefits and Provisions
10(i) Other Policy Benefits and Provisions; Death Benefit
Options; Carillon Life Account; Supplemental and/or Rider
Benefits
11 Carillon Life Account
12 Carillon Life Account; The Portfolios; Sale of the Policies
13 Charges and Deductions; Sale of the Policies; The Portfolios
14 Premiums; Charges and Deductions; Sale of the Policies
15 Premiums
16 Carillon Life Account; The Portfolios
17 Captions referenced under Items 10(c), (d), (e) and (i) above
18 Carillon Life Account; Cash Value
19 Reports to Policy Owners; Sale of the Policies
20 Captions referenced under Items 6 and 10(g) above
21 Loans
22 Inapplicable
23 Sale of the Policies
24 Other Policy Benefits and Provisions
25 Information about Union Central
26 Sale of the Policies
27 Information about Union Central
28 Union Central Directors and Executive Directors
29 Information about Union Central
30 Inapplicable
31 Inapplicable
32 Inapplicable
33 Inapplicable
34 Sale of the Policies
35 Information about Union Central
36 Inapplicable
37 Inapplicable
38 Sale of the Policies
39 Sale of the Policies
40 Sale of the Policies
41(a) Sale of the Policies
42 Inapplicable
43 Inapplicable
44(a) Carillon Life Account; The Portfolios; Premiums;
Charges and Deductions
44(b) Charges and Deductions
44(c) Premiums; Charges and Deductions
45 Inapplicable
46 The Portfolios; Captions referenced under Items 10
(c), (d) and (e) above
47 Inapplicable
48 Inapplicable
49 Inapplicable
50 Inapplicable
51 Cover Page; Summary and Diagram of the Policy; Death
Benefit Options; Loan Repayment; Effect If Not Repaid;
Changes in Specified Amount; Charges and Deductions;
Supplemental and/or Rider Benefits; Other Policy Benefits
and Provisions; Premiums; Sale of the Policies
52 Other Policy Benefits and Provisions
53 Tax Considerations
54 Inapplicable
55 Inapplicable
59 Financial Statements
</TABLE>
<PAGE>
PROSPECTUS
Individual Flexible Premium Variable Universal Life
Insurance Policies
THE UNION CENTRAL LIFE INSURANCE COMPANY
CARILLON LIFE ACCOUNT
Home Office:
1876 Waycross Road
P.O. Box 40888
Cincinnati, Ohio 45240-4088
Telephone: 1-800-999-1840
This prospectus describes an individual flexible premium
variable universal life insurance policy offered by The Union
Central Life Insurance Company. Under this policy, we insure
the life of the person you specify, and give you flexibility in
the death benefit, and amount and timing of your premium
payments. With this flexibility, you can provide for your
changing insurance needs under a single policy.
You can allocate net premiums to one or more subdivisions of the
variable account, to the guaranteed account, or to both. If you
allocate net premiums to the variable account, we will deposit
them in subaccounts of the Carillon Life Account in proportions
that you specify. We invest the assets of each subaccount in a
corresponding portfolio of Carillon Fund, Inc., Scudder Variable
Life Investment Fund, American Century Variable Portfolios,
Inc., MFS Variable Insurance Trust, or Templeton Variable
Products Series Fund. To learn more about the portfolios, see
their accompanying prospectuses.
<TABLE>
<C> <C> <C>
Carillon Equity Portfolio Scudder Capital Growth MFS Growth With Income
Portfolio Class A Series
Carillon Bond Portfolio Scudder International MFS High Income Series
Portfolio Class A
Carillon Capital Portfolio Scudder Money Market MFS Emerging Growth
Series
Carillon S&P 500 Index Portfolio
Portfolio
American Century VP Templeton International
Capital Appreciation Fund Class 2
Portfolio
</TABLE>
Each of these portfolios is available through a subaccount.
This prospectus generally describes the variable account. For a
brief summary of the guaranteed account, see "The Guaranteed
Account," page 16. THERE ARE LIMITS ON TRANSFERS FROM THE
GUARANTEED ACCOUNT.
You can select from two death benefit options available under
the policy: a level death benefit ("Option A"), or a death
benefit that includes the account value ("Option B"). We
guarantee to keep the policy in force as long as you meet the
minimum monthly premium requirement and other conditions. We
also allow policy loans and partial cash surrenders, within
limits.
The policy provides for a cash surrender value that we will pay
to you if you surrender your policy. If you allocate net
premiums to the variable account, the cash surrender value will
depend on the investment performance of the portfolios. We do
not guarantee a minimum cash surrender value.
If you already have life insurance, it might not be to your
advantage to replace it with this policy. Within certain
limits, you may return the policy, or convert it to a policy
that provides benefits that do not depend on investment results.
AN INVESTMENT IN THE POLICY IS NOT A DEPOSIT OR OBLIGATION OF,
OR GUARANTEED OR ENDORSED BY, ANY BANK, NOR IS THE POLICY
FEDERALLY INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION
OR ANY OTHER GOVERNMENT AGENCY. AN INVESTMENT IN THE POLICY
INVOLVES CERTAIN RISKS, INCLUDING THE RISK THAT YOU COULD LOSE
YOUR PREMIUM PAYMENTS.
NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE
SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED THESE
SECURITIES, OR PASSED UPON THE ACCURACY OR ADEQUACY OF THIS
PROSPECTUS. IT IS A CRIMINAL OFFENSE TO STATE OTHERWISE.
The Date of this Prospectus is May 1, 1999.
<PAGE>
PROSPECTUS CONTENTS
Page
SPECIAL TERMS...........................................
SUMMARY AND DIAGRAM OF THE POLICY.......................
GENERAL INFORMATION ABOUT UNION CENTRAL,
THE SEPARATE ACCOUNT AND THE PORTFOLIOS...............
The Union Central Life Insurance Company..............
Carillon Life Account.................................
The Portfolios........................................
Addition, Deletion or Substitution of Investments ....
Voting Rights.........................................
PREMIUM PAYMENTS AND ALLOCATIONS........................
Applying for a Policy.................................
Purchase of the Policy for Specialized Purposes.......
Free Look Right to Cancel the Policy..................
Premiums..............................................
Net Premium Allocations...............................
Crediting Net Premiums................................
Transfer Privilege....................................
Dollar Cost Averaging Plan............................
Portfolio Rebalancing Plan............................
Earnings Sweep Plan...................................
GUARANTEED ACCOUNT......................................
Minimum Guaranteed and Current Interest Rates........
Calculation of Guaranteed Account Value...............
Transfers from the Guaranteed Account.................
Payment Deferral from the Guaranteed Account..........
CHARGES AND DEDUCTIONS..................................
Premium Expense Charge................................
Monthly Deduction.....................................
Daily Mortality and Expense Risk Charge...............
Transfer Charge.......................................
Surrender Charge......................................
Fund Expenses.........................................
Cost of Additional Benefits Provided by Riders........
Income Tax Charge.....................................
Special Arrangements..................................
HOW YOUR ACCOUNT VALUES VARY............................
Determining the Account Value.........................
Cash Value............................................
Cash Surrender Value..................................
DEATH BENEFIT AND CHANGES IN SPECIFIED AMOUNT...........
Amount of Death Benefit Proceeds......................
Death Benefit Options.................................
Initial Specified Amount and Death Benefit Option.....
Changes in Death Benefit Option.......................
Changes in Specified Amount...........................
Selecting and Changing the Beneficiary................
CASH BENEFITS...........................................
Loans.................................................
Surrendering the Policy for Cash Surrender Value......
Partial Cash Surrenders...............................
Maturity Benefit......................................
Payment Options.......................................
ILLUSTRATIONS OF ACCOUNT VALUES, CASH SURRENDER VALUES,
DEATH BENEFITS AND ACCUMULATED PREMIUM PAYMENTS......
OTHER POLICY BENEFITS AND PROVISIONS....................
Limits on Rights to Contest the Policy................
Changes in the Policy or Benefits.....................
When Proceeds Are Paid................................
Reports to Policy Owners..............................
Assignment............................................
Reinstatement.........................................
Supplemental and/or Rider Benefits....................
Participating.........................................
State Variations......................................
TAX CONSIDERATIONS......................................
Tax Status of Policy..................................
Treatment of Policy Benefits..........................
Possible Charge for Union Central's Taxes.............
OTHER INFORMATION ABOUT THE POLICIES AND UNION
CENTRAL.................................................
Sale of the Policies..................................
Union Central Directors and Executive Officers........
State Regulation......................................
Preparing for Year 2000...............................
Additional Information................................
Experts...............................................
Actuarial Matters.....................................
Litigation............................................
Legal Matters.........................................
Financial Statements..................................
APPENDIX A..............................................
APPENDIX B..............................................
THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY PLACE
WHERE IT WOULD BE ILLEGAL TO MAKE IT. WE HAVE NOT AUTHORIZED ANY
PERSON TO MAKE ANY REPRESENTATIONS IN CONNECTION WITH THE
OFFERING OTHER THAN THOSE IN THIS PROSPECTUS, THE PROSPECTUSES
FOR THE PORTFOLIOS, OR THEIR STATEMENTS OF ADDITIONAL
INFORMATION.
DEFINITIONS OF TERMS
account value - The sum of the variable account, the guaranteed
account, and the loan account. Calculation of the account value
is described on page 23.
age - The insured's age on his or her nearest birthday.
initial specified amount - The specified amount on the policy
date.
loan account - A part of the guaranteed account. When you take
out a policy loan, we transfer some of your account value to
this account to hold as collateral for the loans.
net premium - A premium payment minus the applicable premium
expense charge. See page 14.
owner, you - The person(s) who owns a policy.
policy debt - The sum of all outstanding policy loans plus
accrued interest.
portfolio - An investment company or its series, in which we
invest premiums allocated to a subaccount of the separate
account.
risk amount - As of any monthly date, the death benefit under
the policy less the account value (after deduction of the
monthly deduction on that day, except for the cost of insurance
charge).
specified amount - A dollar amount used to determine the death
benefit under a policy. See page 25
Union Central, we, our, us - The Union Central Life Insurance
Company.
unscheduled premium - Any premium other than a planned periodic
premium.
valuation date - Each day on which both the New York Stock
Exchange and Union Central are open for business.
valuation period - The interval of time commencing at the close
of business on one valuation date and ending at the close of
business on the next succeeding valuation date.
SUMMARY AND DIAGRAM OF THE POLICY
PLEASE READ THIS SUMMARY AND THE DIAGRAM THAT FOLLOWS TOGETHER
WITH THE DETAILED INFORMATION BELOW. UNLESS WE INDICATE
OTHERWISE, IN DESCRIBING THE POLICY IN THIS PROSPECTUS, WE
ASSUME THAT THE POLICY IS IN FORCE AND THAT THERE IS NO
OUTSTANDING POLICY DEBT.
The policy is similar in many ways to fixed-benefit life
insurance. As with fixed-benefit life insurance, you pay
premiums for insurance coverage on a person's life. Also like
fixed-benefit life insurance, the policy provides for
accumulation of net premiums and a cash surrender value that we
will pay if you surrender your policy before the insured person
dies. As with fixed-benefit life insurance, the cash surrender
value during the early policy years is likely to be
substantially lower than the premiums you pay.
However, the policy is different from fixed-benefit life
insurance in several important ways. Unlike fixed-benefit life
insurance, the death benefit may, and the account value will,
increase or decrease to reflect the investment performance of
the subdivisions where you invest your net premiums. Also, we
do not guarantee any minimum cash surrender value. However, we
do guarantee to keep the policy in force during the first three
policy years as long as you meet the minimum monthly premium
requirement. See "Minimum Guaranteed Period," page 14.
Otherwise, if the cash surrender value is not enough to pay
charges due, the policy will lapse without value after a grace
period. See "Premiums to Prevent Lapse," page 14. If a policy
lapses while loans are outstanding, adverse tax consequences may
result. See "Tax Considerations," page 39.
Purpose of the Policy. We designed the policy to be a long-term
investment that provides insurance benefits. You should
evaluate the policy based on your need for insurance, and the
policy's long-term investment potential. It might not be to
your advantage to replace your existing insurance coverage with
the policy. You should be particularly careful about replacing
your insurance if you base your decision to replace existing
coverage primarily on a comparison of policy illustrations (see
below).
Illustrations. Illustrations that we use in this prospectus or
that are used in connection with the purchase of a policy are
based on HYPOTHETICAL rates of return. WE DO NOT GUARANTEE
THESE RATES. They are illustrative only and YOU SHOULD NOT
CONSIDER THEM AS REPRESENTING PAST OR FUTURE PERFORMANCE.
Actual rates of return may be higher or lower than those
reflected in any illustrations, and therefore, your actual
values will be different from those illustrated.
Tax Considerations. We intend for the policy to satisfy the
definition of a life insurance contract under Section 7702 of
the Internal Revenue Code. Certain policy transactions,
including the payment of premiums, may cause a policy to be
considered a modified endowment contract under the Internal
Revenue Code. For further discussion of the tax status of the
policy and the tax consequences of being treated as a life
insurance contract or a modified endowment contract, see page
39.
Free Look Right to Cancel and Conversion Right. For a limited
time after we issue a policy, you have the right to cancel your
policy and receive a refund. See "Free Look Right to Cancel
Policy," page 13. Until this "free look" period ends, we will
allocate net premiums to the subaccount investing in the Money
Market Portfolio of the Scudder Variable Life Investment Fund.
(See "Net Premium Allocations," page 14.)
At any time within the first 24 months after the issue date, you
may transfer all or a portion of the variable account to the
guaranteed account without paying any transfer fee. This
transfer effectively "converts" the policy into a contract that
provides fixed (non-variable) benefits. See "Conversion Right,"
page 15.
Owner Inquiries. If you have any questions, you may write or
call our home office at 1876 Waycross Road, P.O. Box 40888,
Cincinnati, Ohio 45240-4088; telephone 1-800-219-8525.
<PAGE>
(DESCRIPTION OF DIAGRAM: Each heading with the information
following is encased in a block. A down arrow appears at the
bottom of each block pointing to the next block)
PREMIUM PAYMENTS
*You select a plan for making planned periodic premiums, but
you do not have to pay them according to the plan. You can
change the amount and frequency of premiums, and you can skip
planned periodic premiums. See page 13 for rules and limits.
*There is no minimum initial payment or planned periodic
premium.
*You may make unplanned premium payments, within limits. See
page 13.
*If you pay minimum required premiums, we guarantee to keep the
policy in force for a minimum guaranteed period, the first
three policy years. See page 14.
*Under certain circumstances, which include excessive policy
debt, you may have to pay extra premiums to prevent lapse.
See page 14.
(a down arrow is centered here between blocks)
DEDUCTIONS FROM PREMIUM PAYMENTS
*We deduct sales charges equal to 4% of premium payments made
through policy year 10, and 2% of premium payments thereafter.
See page 17.
*We deduct 2.5% of all premiums for state and local premium
taxes. See page 17.
(a down arrow is centered here between blocks)
NET PREMIUMS
*You direct the allocation of net premiums among twelve
subdivisions of the variable account and the guaranteed
account. See page 14 for rules and limits on net premium
allocations.
*The subdivisions are invested in corresponding portfolios of
Carillon Fund, Inc., Scudder Variable Life Investment Fund,
American Century Variable Portfolios, Inc., MFS Variable
Insurance Trust and Templeton Variable Products Series Fund.
See page 9. Portfolios available are:
Carillon Equity Portfolio
Scudder Capital Growth Portfolio Class A
MFS Growth With Income Series
Carillon Bond Portfolio
Scudder International Portfolio Class A
MFS High Income Series
Carillon Capital Portfolio
Scudder Money Market Portfolio
MFS Emerging Growth Series
Carillon S&P 500 Index Portfolio
American Century VP Capital Appreciation Portfolio
Templeton International Fund Class 2
*We credit interest on amounts allocated to the guaranteed
account at a guaranteed minimum interest rate of 4%. See page
16 for rules and limits on guaranteed account allocations.
(a down arrow is centered here between blocks)
(the following TWO items are encased in one block)
DEDUCTIONS FROM YOUR ACCOUNT VALUE
*Monthly deduction for cost of insurance, administrative
charge, and charges for any supplemental and/or rider benefits.
The administrative charge is currently $25.00 per month for the
first policy year and $5.00 per month thereafter. See page .
DEDUCTIONS FROM VARIABLE SUBDIVISIONS
*We deduct a daily charge at a guaranteed annual rate of 0.75%
during the first ten policy years, and 0.25% thereafter, from
the subaccounts for mortality and expense risks. See page 19.
*The portfolios deduct investment advisory fees operating
expenses from the their assets. See page 20.
(a down arrow is centered here between blocks)
ACCOUNT VALUE
*Is the amount credited to your policy. It is equal to net
premiums, as adjusted each valuation date to reflect
subdivision investment experience, interest credited on the
guaranteed account, charges deducted and other policy
transactions (such as transfers and partial cash surrenders).
See page 23.
*Varies from day to day. There is no minimum guaranteed
account value. The policy may lapse if the cash surrender
value is insufficient to cover a monthly deduction due. See
page 23.
*Can be transferred among the subdivisions and the guaranteed
account. Currently, a transfer fee of $10 applies to each
transfer in excess of the first 12 transfers in a policy year.
See page 15 for rules and limits. Policy loans reduce the
amount available for allocations and transfers.
*Is the starting point for calculating certain values under a
policy, such as the cash value, cash surrender value, and the
death benefit used to determine death benefit proceeds.
(the above item has two down arrows under it, each pointing to
one of the next two items which are blocked side by side)
CASH BENEFITS
*Loans may be taken for amounts up to 90% of the variable
account, plus 100% of the guaranteed account, LESS loan
interest due on the next annual date and any surrender
charges. See page 25 for rules and limits.
*Partial cash surrenders generally can be made provided there is
sufficient remaining cash surrender value. See page 27 for
rules and limits.
*The policy may be surrendered in full at any time for its cash
surrender value. A surrender charge will apply during the
first fifteen policy years after issue and after any increase
in specified amount. See page 19.
*Payment options are available. See page 27.
*Loans, partial cash surrenders, and surrenders in full may have
adverse tax consequences. See page 39.
DEATH BENEFITS
*Are income tax free to beneficiary.
*Are available as lump sum or under a variety of payment
options.
*For all policies, the minimum initial specified amount is
$50,000.
*There are two death benefit options available:
Option A, equal to the specified amount, and
Option B, equal to the specified amount plus account value.
See page 24.
*You have the flexibility to change the death benefit option
and specified amount. See page 24 for rules and limits.
*Supplemental and/or rider benefits may be available. See page
38.
(end of graphic material)
<PAGE>
GENERAL INFORMATION ABOUT UNION CENTRAL,
THE SEPARATE ACCOUNT AND THE PORTFOLIOS
- -------------------------------------------------------------
The Union Central Life Insurance Company
Union Central, a mutual life insurance company organized under
the laws of the State of Ohio in 1867, issues the Policies.
Union Central is primarily engaged in the sale of life and
disability insurance and annuities and is currently licensed to
transact life insurance business in all states and the District
of Columbia.
We are subject to regulation by the Department of Insurance of
the State of Ohio as well as by the insurance departments of all
other states and jurisdictions in which we do business. We
submit annual statements on our operations and finances to
insurance officials in such states and jurisdictions.
Carillon Life Account
We established Carillon Life Account (the "separate account") as
a separate investment account under Ohio law on July 10, 1995.
It supports the policies and may be used to support other
variable life insurance policies, and for other purposes
permitted by law. The separate account is registered with the
Securities and Exchange Commission ("SEC") as a unit investment
trust under the Investment Company Act of 1940 (the "1940 Act")
and is a "separate account" within the meaning of the federal
securities laws. Union Central has established other separate
investment accounts that may also be registered with the SEC.
We own the assets in the separate account. The separate account
is divided into subaccounts which correspond to subdivisions of
the variable account. Subaccounts of the separate account
invest in shares of the portfolios. The separate account may
include other subaccounts that are not available through the
policies and are not otherwise discussed in this Prospectus.
Income, gains and losses, realized or unrealized, of a
subaccount are credited to or charged against the subaccount
without regard to any other income, gains or losses of Union
Central. Applicable insurance law provides that assets equal to
the reserves and other contract liabilities of the separate
account shall not be chargeable with liabilities arising out of
any other business of Union Central. Union Central is obligated
to pay all benefits provided under the policies.
The Portfolios
Subaccounts of the separate account currently invest in twelve
designated portfolios of five series-type mutual funds:
Carillon Fund, Inc. ("Carillon Fund"); Scudder Variable Life
Investment Fund ("Scudder Fund"); American Century Variable
Portfolios, Inc. ("American Century Fund"); MFS Variable
Insurance Trust ("MFS Fund"); and Templeton Variable Products
Series Fund ("Templeton Fund").
The investment experience of each subaccount of the separate
account depends on the investment performance of its
corresponding portfolio. Each of these portfolios is registered
with the SEC under the 1940 Act as a series of an open-end
diversified investment company. The SEC does not, however,
supervise the management or the investment practices and
policies of the portfolios.
The investment adviser to Carillon Fund is Carillon Advisers,
Inc. (a wholly-owned subsidiary of Union Central). Scudder
Kemper Investments, Inc. is the investment adviser to the
Scudder Fund. The investment adviser to the American Century
Fund is American Century Investment Management, Inc., the
adviser to the American Century Investments group. The
investment adviser to the MFS Fund is Massachusetts Financial
Services Company. The investment adviser to the Templeton Fund
is Templeton Investment Counsel, Inc.
The separate account invests in four portfolios of Carillon
Fund: the Equity Portfolio, the Bond Portfolio, the Capital
Portfolio, and the S&P 500 Index Portfolio. The separate
account invests in three portfolios of the Scudder Fund: the
Capital Growth Portfolio Class A, the International Portfolio
Class A, and the Money Market Portfolio. The separate account
invests in one portfolio of the American Century Fund: American
Century VP Capital Appreciation Portfolio. The separate account
invests in three portfolios of the MFS Fund: MFS Growth With
Income Series, MFS High Income Series and MFS Emerging Growth
Series. The separate account invests in one Portfolio of the
Templeton Fund: Templeton International Fund Class 2. The
assets of each portfolio are separate from assets of the others,
and each portfolio has different investment objectives and
policies. As a result, each portfolio operates as a separate
investment fund and the investment performance of one portfolio
has no effect on the investment performance of any other
portfolio. The investment objective of each portfolio is set
forth below.
The Carillon Equity Portfolio seeks primarily long-term
appreciation of capital by investing primarily in common stocks
and other equity securities.
The Carillon Bond Portfolio seeks as high a level of current
income as is consistent with reasonable investment risk by
investing primarily in investment-grade corporate bonds.
The Carillon Capital Portfolio seeks the highest total return
through a combination of income and capital appreciation
consistent with the reasonable risk associated with an
investment portfolio of above-average quality by investing in
equity securities, debt instruments and money market
instruments.
The Carillon S&P 500 Index Portfolio seeks investment results
that correspond to the total return performance of U.S. common
stocks, as represented by the Standard & Poor's 500 Composite
Stock Index (the "S&P 500"*). The S&P 500 is a well-known stock
market index that includes common stocks of companies
representing approximately 70% of the market value of all common
stocks publicly traded in the United States. The investment
adviser of the portfolio believes that the performance of the
S&P 500 is representative of the performance of publicly traded
common stocks in general.
The Scudder Capital Growth Portfolio Class A seeks to maximize
long-term capital growth through a broad and flexible investment
program. The Portfolio invests in marketable securities,
principally common stocks and, consistent with its objective of
long-term capital growth, preferred stocks.
The Scudder International Portfolio Class A seeks long-term
growth of capital principally from a diversified portfolio of
foreign equity securities.
The Scudder Money Market Portfolio seeks stability and current
income from a portfolio of money market instruments. Money
market funds are neither insured nor guaranteed by the U.S.
Government, and there can be no assurance that this portfolio
will maintain a stable net asset value per share.
The American Century VP Capital Appreciation Portfolio seeks
capital growth by investing primarily in common stocks that are
considered by management to have better-than-average prospects
for appreciation.
The MFS Growth With Income Series seeks to provide reasonable
current income and long-term growth of capital and income.
The MFS High Income Series seeks high current income by
investing primarily in a professionally managed diversified
portfolio of fixed income securities, some of which may involve
equity features. The MFS High Income Portfolio may invest up to
100% of its assets in lower-rated bonds commonly known as junk
bonds. BEFORE ALLOCATING ANY PORTION OF NET PREMIUMS TO THE
SUBDIVISION CORRESPONDING TO THIS PORTFOLIO, OWNERS SHOULD READ
THE RISK DISCLOSURE IN THE ACCOMPANYING PROSPECTUS FOR THE MFS
HIGH INCOME SERIES.
__________
* The S&P 500 is an unmanaged index of common stocks comprised
of 500 industrial, financial, utility and transportation
companies. "Standard & Poor's(R)", "S&P(R)", "S&P 500(R)",
"Standard & Poor's 500(R)", and "500" are trademarks of The
McGraw-Hill Companies, Inc. and have been licensed for use by
Carillon Fund. The Portfolio is not sponsored, endorsed, sold or
promoted by Standard & Poor's ("S&P"). S&P makes no
representation or warranty, express or implied, to the
beneficial owners of the Portfolio or any member of the public
regarding the advisability of investing in securities generally
or in the Portfolio particularly or the ability of the S&P 500
Index to track general stock market performance. S&P's only
relationship to Carillon Fund is the licensing of certain
trademarks and trade names of S&P and of the S&P 500 Index which
is determined, composed and calculated by S&P without regard to
Carillon Fund or the Portfolio. S&P has no obligation to take
the needs of Carillon Fund or the beneficial owners of the
Portfolio into consideration in determining, composing or
calculating the S&P 500 Index. S&P is not responsible for and
has not participated in the determination of the prices and
amount of the Portfolio or the timing of the issuance or sale of
the Portfolio or in the determination or calculation of the
equation by which the Portfolio is to be converted into cash.
S&P has no obligation or liability in connection with the
administration, marketing or trading of the Portfolio.
S&P DOES NOT GUARANTEE THE ACCURACY AND/OR THE COMPLETENESS OF
THE S&P 500 INDEX OR ANY DATA INCLUDED THEREIN AND S&P SHALL
HAVE NO LIABILITY FOR ANY ERRORS, OMISSIONS, OR INTERRUPTIONS
THEREIN. S&P MAKES NO WARRANTY, EXPRESS OR IMPLIED, AS TO
RESULTS TO BE OBTAINED BY CARILLON FUND, BENEFICIAL OWNERS OF
THE PORTFOLIO, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE
S&P 500 INDEX OR ANY DATA INCLUDED THEREIN. S&P MAKES NO EXPRESS
OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH
RESPECT TO THE S&P 500 INDEX OR ANY DATA INCLUDED THEREIN.
WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL S&P
HAVE ANY LIABILITY FOR ANY SPECIAL, PUNITIVE, INDIRECT, OR
CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS), EVEN IF NOTIFIED
OF THE POSSIBILITY OF SUCH DAMAGES.
The MFS Emerging Growth Series seeks to provide long-term growth
of capital. Dividend and interest income from portfolio
securities, if any, is incidental to the Series' investment
objective of long-term growth of capital.
The Templeton International Fund Class 2 seeks long-term capital
growth through a flexible policy of investing in stocks and debt
obligations of companies and governments outside the United
States.
THERE IS NO ASSURANCE THAT ANY OF THE PORTFOLIOS WILL ACHIEVE
THEIR RESPECTIVE STATED OBJECTIVES. Additional information
concerning the investment objectives and policies of the
portfolios, as well as risks, can be found in the current
portfolio prospectuses that accompany this Prospectus. The
prospectuses for the portfolios should be read carefully before
any decision is made concerning the allocation of net premiums
to a particular subdivision. Certain subdivisions invest in
portfolios that have similar investment objectives and/or
policies. Therefore, you should carefully read the individual
prospectuses for the portfolios along with this Prospectus.
The investment objectives and policies of certain portfolios are
similar to the investment objectives and policies of other funds
that may be managed by the same investment adviser. The
investment results of the portfolios, however, may be higher or
lower than the results of such other funds. There can be no
assurance, and no representation is made, that the investment
results of any of the portfolios will be comparable to the
investment results of any other fund, even if the other fund has
the same investment adviser.
Please note that all of the portfolios described in the
Prospectuses for the portfolios may not be available under the
policy. Moreover, Union Central cannot guarantee that each fund
will always be available for its variable life contracts, but in
the unlikely event that a Fund is not available, Union Central
will take reasonable steps to secure the availability of a
comparable fund. Shares of each portfolio are purchased and
redeemed at net asset value, without a sales charge.
The portfolios presently serve as the investment media for the
policies. In addition, the portfolios may sell shares to
separate accounts of other insurance companies to fund variable
annuity contracts and/or variable life insurance policies,
and/or to certain retirement plans qualifying under Section 401
of the Code. Union Central currently does not foresee any
disadvantages to owners that would arise from the possible sale
of shares to support the variable contracts of other insurance
companies, or from the possible sale of shares to such
retirement plans. However, the board of directors of each fund
will monitor events in order to identify any material
irreconcilable conflicts that might possibly arise if the shares
of that fund were also offered to support variable contracts
other than the policies or to support retirement plans. In
event of such a conflict, the board of directors of that fund
would determine what action, if any, should be taken in response
to the conflict. In addition, if Union Central believes that
the fund's response to any such conflicts insufficiently
protects owners, it will take appropriate action on its own,
which may include withdrawing the separate account's investment
in that fund. (See the prospectuses for the portfolios for more
detail.)
Scudder Kemper Investments, Inc., the investment adviser to the
Scudder Fund; American Century Investment Management, Inc., the
investment adviser to the American Century Fund; Massachusetts
Financial Services Company, the investment adviser to the MFS
Fund; and Franklin Templeton Distributors, Inc., the principal
underwriter for the Templeton Fund, have agreed to compensate
Union Central for the performance of certain administrative and
other services. This compensation is based on the assets of the
Scudder Fund, the American Century Fund, the MFS Fund and the
Templeton Fund, respectively, that are attributable to the
policies.
(the following is encased in a box)
PREMIUM PAYMENTS AND ALLOCATIONS
In the sections that follow, we use the following special terms:
policy date - the date from which policy months, years and
anniversaries are measured
issue date - the date from which the suicide and contestable
periods start.
annual date - the same day in each policy year as the policy
date.
monthly date - the same day as the policy date for each
succeeding month.
policy month - Each one-month period beginning with a monthly
date and ending the day before the next monthly date.
policy year - Each period of twelve months starting on the
policy date and ending the day before the first annual date, or
any following year starting on an annual date and ending the day
before the next annual date.
(end of boxed material)
Applying for a Policy
To purchase a policy, you must complete an application and
submit it through an authorized Union Central agent. There is
no minimum initial premium payment. Your policy coverage will
become effective on the policy date. If an initial premium
payment is submitted with the application, then the policy date
is generally the date of approval of your application. If the
application is not accompanied by an initial premium payment,
then the policy date will generally be two weeks after the date
that your application is approved.
As provided for under state insurance law, the owner, to
preserve insurance age, may be permitted to backdate the policy.
In no case may the policy date be more than six months prior to
the date the application was completed. We deduct charges for
the monthly deduction for the backdated period on the issue
date. Temporary life insurance coverage may be provided prior
to the policy date under the terms of a temporary insurance
agreement. In accordance with Union Central's underwriting
rules, temporary life insurance coverage may not exceed $500,000
and will not remain in effect for more than sixty (60) days.
We require satisfactory evidence of the insured's insurability,
which may include a medical examination of the insured. The
available issue ages are 0 through 75. Age is determined on the
insured's age as of the birthday nearest the policy date. The
minimum specified amount is $50,000. Acceptance of an
application depends on Union Central's underwriting rules, and
we reserve the right to reject an application for any reason.
As the owner of the policy, you exercise all rights provided
under the policy. The insured is the owner, unless a different
owner is named in the application. The owner may by notice name
a contingent owner or a new owner while the insured is living.
If more than one person is named as owner, they are joint
owners. Any transaction under the policy except for telephone
transactions will require the authorization of all owners.
Unless provided otherwise, in the event of a joint owner's
death, ownership passes to the surviving joint owner. Unless a
contingent owner has been named, on the death of the last
surviving owner, ownership of the policy passes to the estate of
the last surviving owner, who will become the owner if the
owner(s) die. You may change the owner before the insured's
death by notice satisfactory to us. A change in owner may have
tax consequences. See "Tax Considerations," page 39.
Purchase of the Policy for Specialized Purposes
The policy provides a death benefit and an accumulation of
account value. It can be used for various individual and
business planning purposes. Purchasing the policy for such
purposes entails certain risks. For example, if the investment
performance of the subaccounts to which account value is
allocated is poorer than anticipated, or if sufficient premiums
are not paid or account value maintained, the policy may lapse
or may not accumulate sufficient account value to fund the
purpose for which the policy was purchased. Loans and partial
cash surrenders may significantly affect current and future
account value, cash surrender value, and death benefit proceeds.
Depending upon subaccount investment performance and the amount
of loans and partial cash surrenders, the policy may lapse.
Because the policy is designed to provide benefits on a long-
term basis, before purchasing a policy for a specialized
purpose, you should consider whether the long-term nature of the
policy and the impact of loans and partial cash surrenders is
consistent with the purpose for which it is being considered.
Using a policy for a specialized purpose may have tax
consequences. (See "Tax Considerations.")
Free Look Right to Cancel the Policy
You may cancel your policy for a refund during your "free-look"
period. This period expires 20 days after you receive your
policy, 45 days after your application is signed, or 10 days
after Union Central mails or delivers a cancellation notice,
whichever is latest. (A longer period may apply to policies
issued in certain states.) If you decide to cancel the policy,
you must return it by mail or delivery to the home office or to
the authorized Union Central agent who sold it. Immediately
after mailing or delivery, the policy will be deemed void from
the beginning. Within seven calendar days after Union Central
receives the returned policy, Union Central will refund the
greater of any premiums paid, less any partial cash surrenders,
or account value.
Premiums
Planned periodic premiums. When applying for a policy, you
select a plan for paying level premium payments at specified
intervals, e.g., quarterly, semi-annually or annually, for the
duration of the policy. If you elect, Union Central will also
arrange for payment of planned period premiums on a monthly
basis under a pre-authorized payment arrangement. You are not
required to pay premium payments in accordance with these plans;
rather, you can pay more or less than planned or skip a planned
periodic premium entirely. (See, however, "Premium Payments to
Prevent Lapse," page 14.) Currently, there is no minimum amount
for each premium. Union Central may establish a minimum amount
90 days after we send the owner a written notice of such
increase. Subject to the limits described below, you can change
the amount and frequency of planned periodic premiums whenever
you want by sending notice to the home office. However, Union
Central reserves the right to limit the amount of a premium
payment or the total premium payments paid.
Unless otherwise requested, you will be sent reminder notices
for planned periodic premiums. Reminder notices will not be
sent if you have arranged to pay planned periodic premiums by
pre-authorized payment arrangement.
Additional Unscheduled Premiums. Additional unscheduled premium
payments can be made at any time while the policy is in force.
Union Central has the right to limit the number and amount of
such premium payments.
Limitations on Premium Payments. Total premium payments paid in
a policy year may not exceed guideline premium payment
limitations for life insurance set forth in the Internal Revenue
Code. Union Central will promptly refund any portion of any
premium payment that is determined to be in excess of the
premium payment limit established by law to qualify a policy as
a contract for life insurance.
The payment of premiums may cause a policy to be a modified
endowment contract under the Internal Revenue Code. We have
established procedures for monitoring premium payments and
making efforts to notify you on a timely basis if your policy is
in jeopardy of becoming a modified endowment contract as a
result of premium payments. See "Tax Considerations," page 39.
Union Central reserves the right to reject any requested
increase in planned periodic premiums, or any unscheduled
premium. We also reserve the right to require satisfactory
evidence of insurability prior to accepting any premium which
increases the risk amount of the policy. See "Net Premium
Allocations," page 14.
No premium payment will be accepted after the insured's 100th
birthday (the "maturity date").
Premium payments must be made by check payable to The Union
Central Insurance Company or by any other method that Union
Central deems acceptable. The owner may specify that a specific
unscheduled premium payment is to be applied as a repayment of
policy debt, if any.
Premium payments after the initial premium payment must be made
to the home office.
Minimum Guaranteed Period. Union Central guarantees that a
policy will remain in force during the minimum guaranteed
period, regardless of the sufficiency of the cash surrender
value, if the sum of the premiums paid to date, less any partial
cash surrenders and policy debt, equals or exceeds the minimum
monthly premium (shown in the policy) multiplied by the number
of complete policy months since the policy date, including the
current policy month. The minimum guaranteed period is three
years following the policy date.
The minimum monthly premium is calculated for each policy based
on the age, sex and rate class of the insured, the requested
specified amount and any supplemental and/or rider benefits.
The minimum monthly premium may change due to changes made
during a minimum guaranteed period to the specified amount, the
death benefit option, ratings, and supplemental and/or rider
benefits. Union Central will notify you of any increase in the
minimum monthly premium.
An extended minimum guaranteed period may be available under a
Guaranteed Death Benefit Rider. See "Supplemental Benefits
and/or Riders," page 38.
Premium Payments Upon Increase in Specified Amount. Depending
on the account value at the time of an increase in the specified
amount and the amount of the increase requested, an additional
premium payment may be necessary or a change in the amount of
planned periodic premiums may be advisable. See "Changes in
Specified Amount," page 25. In the event that you increase the
specified amount, you should contact your Union Central agent to
assist you in determining if additional premium payments are
necessary or appropriate.
Premium Payments to Prevent Lapse. Failure to pay planned
periodic premiums will not necessarily cause a policy to lapse.
Conversely, paying all planned periodic premiums will not
necessarily guarantee that a policy will not lapse (except when
the minimum guaranteed period is in effect). Rather, whether a
policy lapses depends on whether its cash surrender value is
sufficient to cover the monthly deduction (see page 17) when
due.
If the cash surrender value on a monthly date is less than the
amount of the monthly deduction to be deducted on that date and
the minimum guaranteed period is not in effect, the policy will
be in default and a grace period will begin. This could happen
if investment experience has been sufficiently unfavorable that
it has resulted in a decrease in cash surrender value or the
cash surrender value has decreased because you have not paid
sufficient premium payments to offset the monthly deduction.
Grace Period. If your policy goes into default, you will be
allowed a 61-day grace period to pay a premium payment
sufficient to cover the monthly deductions due during the grace
period. Union Central will send notice of the amount required
to be paid during the grace period ("grace period premium
payment") to your last known address and the address of any
assignee of record. The grace period will begin when the notice
is sent. Your policy will remain in effect during the grace
period. If the insured should die during the grace period and
before the grace period premium payment is paid, the death
benefit proceeds will still be payable to the beneficiary,
although the amount paid will reflect a reduction for the
monthly deductions due on or before the date of the insured's
death (and for any policy debt). See "Amount of Death Benefit,"
page 24. If the grace period premium payment has not been paid
before the grace period ends, your policy will lapse. It will
have no value and no benefits will be payable. See
"Reinstatement," page 38.
A grace period also may begin if policy debt becomes excessive.
See "Loan Repayment; Effect if not Repaid," page 26.
Net Premium Allocations
In the application, you specify the percentage of a net premium
to be allocated to each subdivision and to the guaranteed
account. This allocation must comply with the allocation rules
described below. Net premiums will generally be allocated to
the subdivisions and to the guaranteed account on the valuation
date that Union Central receives them in accordance with the
allocations specified in the application or subsequent notice.
Union Central will allocate all net premiums received before the
end of the "free look" period (including the initial net
premium) to the subdivision invested in the Scudder Money Market
Portfolio. After the end of the "free look" period, the account
value will be allocated to the subdivisions and to the
guaranteed account based on the premium payment allocation
percentages in the application. See "Determining the Account
Value," page 23. For this purpose, the end of the "free look"
period is deemed to be 25 days after the date the policy is
issued and mailed to your agent for delivery.
The net premium allocation percentages specified in the
application will apply to subsequent premium payments until you
change the percentages. You can change the allocation
percentages at any time, subject to the rules below, by
providing notice to the home office, in a form acceptable to
Union Central. The change will apply to all premium payments
received with or after receipt of your notice.
Allocation Rules. The minimum allocation percentage you may
specify for a subdivision or the guaranteed account is 5%, and
your allocation percentages must be whole numbers. The sum of
your allocations must equal 100%. Union Central reserves the
right to limit the number of subdivisions to which account value
may be allocated.
Crediting Net Premiums
The initial net premium will be credited to the policy on the
policy date, or, if later, the date we receive the initial
premium payment. For backdated policies, the initial net
premium will be credited on the issue date. Planned periodic
premiums and unscheduled premiums that are not underwritten will
be credited to the policy and the net premiums will be invested
as requested on the valuation date they are received by the home
office. However, any premium payment that is underwritten will
be allocated to the subdivision corresponding to the Scudder
Money Market Portfolio until underwriting has been completed and
the premium payment has been accepted. When accepted, the
account value allocated to the subdivision corresponding to the
Scudder Money Market Portfolio and attributable to the resulting
net premium will be credited to the policy and allocated in
accordance with your instructions. If an additional premium
payment is rejected, Union Central will return the premium
payment promptly, without any adjustment for investment
experience.
Transfer Privilege
After the free-look period and prior to the maturity date, you
may transfer all or part of your account value from subdivisions
investing in one portfolio to other subdivision(s) or to the
guaranteed account, or transfer a part of an amount in the
guaranteed account to the subdivision(s), subject to the
following restrictions. The minimum transfer amount is the
lesser of $100 or the entire amount in that subdivision or the
guaranteed account. A transfer request that would reduce the
amount in a subdivision or the guaranteed account below $25 will
be treated as a transfer request for the entire amount in that
subdivision or the guaranteed account. With the exception of
the Conversion Right described below, we reserve the right to
limit the number or frequency of transfers permitted in the
future.
We will make the transfer as of the end of the valuation period
during which we receive notice requesting such transfer.
Currently, there is no limit on the number of transfers that can
be made between subdivisions or to the guaranteed account.
However, transfers from the guaranteed account during any policy
year are limited to an amount equal to 20% of the account value
in the guaranteed account on the annual date at the beginning of
such policy year. (See "Transfers from Guaranteed Account,"
page 17, for restrictions). Currently, we assess a transfer
charge equal to $10 for each transfer during a policy year in
excess of the first twelve transfers. (We reserve the right to
decrease or eliminate the number of free transfers; in addition,
the transfer charge may be increased, but is guaranteed not to
exceed $15 per transfer.) The transfer charge will be deducted
from the subdivisions or the guaranteed account from which the
requested transfer is being made, on a pro-rata basis.
Telephone Transfers. Owners are eligible to effect transfers
pursuant to telephone instructions unless they elect out of the
option by writing us. We reserve the right to suspend telephone
transfer privileges at any time, for any reason, if we deem such
suspension to be in the best interests of owners.
We will employ reasonable procedures to confirm that
instructions communicated by telephone are genuine, and if we
follow those procedures we will not be liable for any losses due
to unauthorized or fraudulent instructions. We may be liable
for such losses if we do not follow those reasonable procedures.
The procedures we will follow for telephone transfers include
requiring some form of personal identification prior to acting
on instructions received by telephone, providing written
confirmation of the transaction, and making a tape recording of
the instructions given by telephone.
Conversion Right. During the first twenty-four policy months
following the issue date, and within sixty days of the later of
notification of a change in the investment policy of the
separate account or the effective date of such change, the owner
may exercise a one-time Conversion Right by requesting that all
or a portion of the variable account be transferred to the
guaranteed account. Exercise of the Conversion Right is not
subject to the transfer charge. Following the exercise of the
Conversion Right, net premiums may not be allocated to the
subdivisions of the variable account, and transfers of account
value to the subdivisions will not be permitted. The other
terms and conditions of the policy will continue to apply.
Dollar Cost Averaging Plan
The Dollar Cost Averaging Plan, if elected, enables you to
transfer systematically and automatically, on a monthly,
quarterly, semi-annual, or annual basis, specified dollar
amounts from a subdivision you specify to other subdivisions or
to the guaranteed account. (Dollar Cost Averaging Plan
transfers may not be made from the guaranteed account.) By
allocating on a regularly scheduled basis, as opposed to
allocating the total amount at one particular time, you may be
less susceptible to the impact of market fluctuations. However,
we make no guarantee that the Dollar Cost Averaging Plan will
result in a profit.
You specify the amount to be transferred automatically; you can
specify either a fixed dollar amount, or a percentage of the
account value in the subdivision from which transfers will be
made. At the time that you elect the Dollar Cost Averaging
Plan, the account value in the subdivision from which transfers
will be made must be at least $2,000. The required amounts may
be allocated to the subdivision through initial or subsequent
net premiums or by transferring amounts into the subdivision
from the other subdivisions or from the guaranteed account
(which may be subject to certain restrictions).
You may elect this plan at the time of application by completing
the authorization on the application or at any time after the
policy is issued by properly completing the election form and
returning it to us. Dollar Cost Averaging Plan transfers may
not commence until the end of the free-look period.
Once elected, transfers from the subdivision will be processed
until the number of designated transfers have been completed, or
the value of the subdivision is completely depleted, or you send
us notice instructing us to cancel the transfers.
Currently, transfers made under the Dollar Cost Averaging Plan
will not be subject to any transfer charge and will not count
against the number of free transfers permitted in a policy year.
We reserve the right to impose a $15 transfer charge for each
transfer effected under a Dollar Cost Averaging Plan. We also
reserve the right to alter the terms or suspend or eliminate the
availability of the Dollar Cost Averaging Plan at any time.
Portfolio Rebalancing Plan
You may elect to have the accumulated balance of each
subdivision periodically redistributed (or "rebalanced") to
equal the allocation percentages you have specified in the
election form. This rebalancing may be done on a quarterly,
semi-annual, or annual basis.
You may elect the Portfolio Rebalancing Plan at the time of
application by completing the authorization on the application
or at any time after the policy is issued by properly completing
the election form and returning it to us. Portfolio Rebalancing
Plan transfers may not commence until the end of the free-look
period. Transfers pursuant to the Portfolio Rebalancing Plan
will continue until you send us notice terminating the plan, or
the policy terminates. THE PORTFOLIO REBALANCING PLAN CANNOT BE
ELECTED IF EITHER A DOLLAR COST AVERAGING PLAN OR AN EARNINGS
SWEEP PLAN IS IN EFFECT.
Currently, transfers made under the Portfolio Rebalancing Plan
will not be subject to any transfer charge and will not count
against the number of free transfers permitted in a policy year.
We reserve the right to impose a $15 transfer charge for each
transfer effected under the plan. We also reserve the right to
alter the terms or suspend or eliminate the availability of the
Portfolio Rebalancing Plan at any time.
Earnings Sweep
You may elect to have the accumulated earnings of one or more
specified subdivisions or the interest credited to the
guaranteed account periodically transferred (or "swept") into
specified subdivisions or the guaranteed account. The sweep
may be done on a quarterly, semi-annual, or annual basis.
You may elect the Earnings Sweep Plan at the time of application
by completing the authorization on the application or at any
time after the policy is issued by properly completing the
election form and returning it to us. Earnings Sweep Plan
transfers may not commence until the end of the free-look
period. Transfers pursuant to the Earnings Sweep Plan will
continue until you send us notice terminating the plan, or the
policy terminates.
Currently, transfers made under the Earnings Sweep Plan will not
be subject to any transfer charge and will not count against the
number of free transfers permitted in a policy year. We reserve
the right to impose a $15 transfer charge for each transfer
effected under the plan. We also reserve the right to alter the
terms or suspend or eliminate the availability of the Earnings
Sweep Plan at any time.
GUARANTEED ACCOUNT
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BECAUSE OF EXEMPTIVE AND EXCLUSIONARY PROVISIONS, INTERESTS IN
THE GUARANTEED ACCOUNT HAVE NOT BEEN REGISTERED UNDER THE
SECURITIES ACT OF 1933 NOR HAS THE GUARANTEED ACCOUNT BEEN
REGISTERED AS AN INVESTMENT COMPANY UNDER THE INVESTMENT COMPANY
ACT OF 1940. ACCORDINGLY, NEITHER THE GUARANTEED ACCOUNT NOR
ANY INTERESTS THEREIN ARE SUBJECT TO THE PROVISIONS OF THESE
ACTS AND, AS A RESULT, THE STAFF OF THE SECURITIES AND EXCHANGE
COMMISSION HAS NOT REVIEWED THE DISCLOSURE IN THIS PROSPECTUS
RELATING TO THE GUARANTEED ACCOUNT. THE DISCLOSURE REGARDING
THE GUARANTEED 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
PROSPECTUSES.
You may allocate some or all of your net premiums and transfer
some or all of the variable account to the guaranteed account,
which is part of our general account and pays interest at
declared rates (subject to a minimum interest rate we guarantee
to be at least 4%). The principal, after deductions, is also
guaranteed. Our general account assets support our insurance
and annuity obligations.
The portion of the account value allocated to the guaranteed
account will be credited with interest, as described below.
Since the guaranteed account is part of our general account, we
assume the risk of investment gain or loss on this amount. All
assets in the general account are subject to our general
liabilities from business operations.
Minimum Guaranteed and Current Interest Rates
The guaranteed account is guaranteed to accumulate at a minimum
effective annual interest rate of 4%. We may credit the
guaranteed account with current rates in excess of the minimum
guarantee, but we are not obligated to do so. These current
interest rates are influenced by, but do not necessarily
correspond to, prevailing general market interest rates. Since
we, in our sole discretion, anticipate changing the current
interest rate from time to time, different allocations to and
from the guaranteed account will be credited with different
current interest rates, based upon the date amounts are
allocated into the guaranteed account. We may change the
interest rate credited to new deposits at any time. Any
interest credited on the amounts in the guaranteed account in
excess of the minimum guaranteed rate of 4% per year will be
determined in our sole discretion. You assume the risk that
interest credited may not exceed the guaranteed rate.
Amounts deducted from the guaranteed account for the monthly
deduction, partial cash surrenders, transfers to the
subdivisions, or charges are currently, for the purpose of
crediting interest, accounted for on a last-in, first-out
("LIFO") method. We reserve the right to change the method of
crediting from time to time, provided that such changes do not
have the effect of reducing the guaranteed rate of interest
below 4% per annum.
Calculation of Guaranteed Account Value
The guaranteed account at any time is equal to net premiums
allocated or account value transferred to it, plus interest
credited to it, minus amounts deducted, transferred, or
surrendered from it.
Transfers from the Guaranteed Account
The amount transferred from the guaranteed account may not
exceed 20% of the guaranteed account on the annual date
immediately preceding the date of the transfer, unless the
balance after the transfer is less than $25, in which case we
will transfer the entire amount.
Payment Deferral from the Guaranteed Account
We reserve the right to defer payment of any partial cash
surrender, full surrender, or transfer from the guaranteed
account for up to six months from the date of receipt of the
notice for the partial or full surrender or transfer. However,
we will not defer payment of any amounts needed to pay premiums
on other policies in force with us.
CHARGES AND DEDUCTIONS
- --------------------------------------------------------------
Union Central deducts the charges described below to cover costs
and expenses, services provided, and risks assumed under the
policies. The amount of a charge may not necessarily correspond
to the costs associated with providing the services or benefits
indicated by the designation of the charge or associated with
the particular policy. For example, the sales charge and sales
surrender charge may not fully cover all of the sales and
distribution expenses actually incurred by Union Central, and
proceeds from other charges, including the mortality and expense
risk charge, may be used in part to cover such expenses.
Premium Expense Charge
A sales charge is deducted from each premium payment. This
charge is equal to 4% of premiums paid through policy year 10;
and 2% thereafter. It is guaranteed not to increase for the
life of the policy. The sales charge is intended to partially
reimburse Union Central for some of the expenses incurred in the
distribution of the policies. See "Daily Mortality and Expense
Risk Charge," page 19, and "Cost of Insurance Charge," shown
below.
A 2.50% charge for state and local premium taxes and expenses is
also deducted from each premium payment. The state and local
premium tax charge reimburses Union Central for premium taxes
associated with the policies and related administrative costs.
The stated premium tax rates in the jurisdictions in which Union
Central does business range from 0.75% to 4.00%, and the
jurisdiction in which a policy is issued may impose no premium
tax, or a premium tax higher or lower than the charge deducted
under the policies.
Monthly Deduction
On each monthly date, Union Central will deduct from the account
value the monthly deductions due, commencing as of the policy
date. Your policy date is the date used to determine your
monthly date. The monthly deduction consists of (1) cost of
insurance charges ("cost of insurance charge"), (2) the monthly
administrative charge (the "administrative charge"), and (3) any
charges for supplemental and/or rider benefits ("supplemental
and/or rider benefit charges"), as described below. The monthly
deduction is deducted from the subdivisions and from the
guaranteed account pro rata on the basis of the portion of
account value in each.
Cost of Insurance Charge. This charge compensates Union Central
for the expense of providing insurance coverage. The charge
depends on a number of variables and therefore will vary from
policy to policy and from monthly date to monthly date. For any
policy, the cost of insurance on a monthly date is calculated by
multiplying the current cost of insurance rate for the insured
by the risk amount under the policy for that monthly date.
The risk amount for a monthly date is the difference between the
death benefit (see page 23) for a policy (as adjusted to take
into account assumed monthly earnings at an annual rate of 4%)
and the account value, as calculated on that monthly date less
any monthly deduction due on that date (except the cost of
insurance).
The current cost of insurance rate for a policy is based on the
age at issue, sex and rate class of the insured and on the
policy year, and therefore varies from time to time. Different
current cost of insurance rates apply to policies with a
specified amount under $250,000 than to policies with a
specified amount of $250,000 or more and, in general, policies
with a specified amount of $250,000 or more may have lower
current cost of insurance rates. Union Central currently places
insureds in the following rate classes, based on underwriting:
Standard Tobacco (ages 0-75), Standard Nontobacco (ages 20-75),
or Preferred (ages 20-70). The Preferred rate class is only
available under policies with specified amounts of $100,000 or
more. We also may place an insured in a substandard rate class,
which involves a higher mortality risk than the standard tobacco
or standard nontobacco classes.
Union Central will determine a cost of insurance rate for
increases in coverage based on the age of the insured at the
time of the increase. The following rules will apply for
purposes of determining the risk amount for each rate.
Union Central places the insured in a rate class when the
policy is issued, based on Union Central's underwriting of the
application. This original rate class applies to the initial
specified amount. When an increase in specified amount is
requested, Union Central conducts underwriting before approving
the increase (except as noted below) to determine whether a
different rate class will apply to the increase. If the rate
class for the increase has lower cost of insurance rates than
the original rate class, then the rate class for the increase
will also be applied to the initial specified amount. If the
rate class for the increase has higher cost of insurance rates
than the original rate class, the rate class for the increase
will apply only to the increase in specified amount, and the
original rate class will continue to apply to the initial
specified amount.
Union Central does not conduct underwriting for an increase in
specified amount if the increase is requested by exercising an
option to increase the specified amount automatically, without
underwriting. See "Supplemental and/or Rider Benefits," page
38. In such case, the insured's rate class for an increase will
be the class in effect when the guaranteed option rider was
issued.
For purposes of determining the risk amount associated with a
specified amount, we will attribute the account value solely to
the initial specified amount unless the account value exceeds
the initial specified amount. If the account value exceeds the
initial specified amount, the excess will be considered
attributable to the increases in specified amount in the order
of the increases. If there is a decrease in specified amount
after an increase, a decrease is applied first to decrease any
prior increases in specified amount, starting with the most
recent increase and then each prior increase.
Union Central guarantees that the cost of insurance rates used
to calculate the monthly cost of insurance charge will not
exceed the maximum cost of insurance rates set forth in the
policies. The guaranteed rates for standard classes are based
on the 1980 Commissioners' Standard Ordinary Mortality Tables,
Male or Female, Smoker or Nonsmoker Mortality Rates ("1980 CSO
Tables"). The guaranteed rates for substandard classes are
based on multiples of or additives to the 1980 CSO Tables.
Union Central's current cost of insurance rates may be less than
the guaranteed rates that are set forth in the policy. Current
cost of insurance rates will be determined based on Union
Central's expectations as to future mortality, investment
earnings, expenses, taxes, and persistency experience. These
rates may change from time to time.
Cost of insurance rates (whether guaranteed or current) for an
insured in a standard nontobacco class are equal to or lower
than guaranteed rates for an insured of the same age and sex in
a standard tobacco class. Cost of insurance rates (whether
guaranteed or current) for an insured in a standard nontobacco
or tobacco class are generally lower than guaranteed rates for
an insured of the same age and sex and tobacco status in a
substandard class.
Legal Considerations Relating to Sex-Distinct Premium
Payments and Benefits. Mortality tables for the policies
generally distinguish between males and females. Thus,
premium payments and benefits under policies covering males
and females of the same age will generally differ.
Union Central does, however, also offer policies based on
unisex mortality tables if required by state law. Employers
and employee organizations considering purchase of a policy
should consult with their legal advisors to determine
whether purchase of a policy based on sex-distinct
actuarial tables is consistent with Title VII of the Civil
Rights Act of 1964 or other applicable law. Upon request,
Union Central may offer policies with unisex mortality
tables to such prospective purchasers.
Monthly Administrative Charge. Union Central deducts a monthly
administrative charge from the account value on each monthly
date. The administrative charge is currently equal to $25 per
month during the first policy year, and $5 per month thereafter.
We reserve the right to increase the administrative charge after
the first policy year up to $10 per month. The administrative
charge is guaranteed not to increase during the first policy
year, and is guaranteed not to exceed $10 per month thereafter.
The monthly administrative charge reimburses Union Central for
expenses incurred in the administration of the policies and the
separate account. Such expenses include but are not limited to:
confirmations, annual reports and account statements,
maintenance of policy records, maintenance of separate account
records, administrative personnel costs, mailing costs, data
processing costs, legal fees, accounting fees, filing fees, the
costs of other services necessary for owner servicing and
accounting, valuation, regulatory and updating requirements.
Should the guaranteed charges prove to be insufficient, we will
not increase the charges above such guaranteed levels.
Supplemental and/or Rider Benefit Charges. See "Supplemental
and/or Rider Benefits," page 38.
Daily Mortality and Expense Risk Charge
Union Central deducts a daily charge from assets in the separate
account attributable to the policies. This charge does not
apply to guaranteed account assets attributable to the policies.
During the first ten policy years, the charge is equal on an
annual basis to 0.75% of assets. Thereafter, the charge is
equal on an annual basis to 0.25% of assets. These rates are
guaranteed not to increase for the duration of a policy. Union
Central may realize a profit from this charge. Although Union
Central does not believe that it is possible to allocate this
charge to different risks, Union Central feels that a reasonable
estimate is that during the first ten policy years, 0.30% of
this charge is allocable to mortality risk, and 0.45% to expense
risk; and thereafter, 0.10% of this charge is allocable to
mortality risk, and 0.15% to expense risk.
The mortality risk Union Central assumes is that the insureds on
the policies may die sooner than anticipated and therefore Union
Central will pay an aggregate amount of death benefits greater
than anticipated. The expense risk Union Central assumes is
that expenses incurred in issuing and administering the policies
and the separate account will exceed the amounts realized from
the administrative charges assessed against the policies.
Transfer Charge
We currently assess a transfer charge of $10 for each transfer
made during a policy year after the first twelve transfers. We
reserve the right to decrease or eliminate the number of free
transfers; in addition the transfer charge may be increased, but
is guaranteed not to exceed $15 per transfer. We will deduct
the transfer charge from the remaining account value in the
subdivisions or the guaranteed account from which the transfer
is being made on a pro rata basis. We do not expect a profit
from this charge.
Surrender Charge
If a policy is completely surrendered or lapses, Union Central
may deduct a surrender charge from the account value. The
surrender charge includes a sales surrender charge and an
administrative surrender charge. The maximum surrender charge
is set forth in your policy. There is no additional sales
surrender charge applicable to increases in specified amount.
However, if the policy is completely surrendered following an
increase in specified amount, an additional administrative
surrender charge may apply, as described below.
Any surrender charge deducted upon lapse is credited back to the
policy's account value upon reinstatement. The surrender charge
on the date of reinstatement will be the same as it was on the
date of lapse. For purposes of determining the surrender charge
on any date after reinstatement, the period the policy was
lapsed will not count.
Sales Surrender Charge. A sales surrender charge is deducted if
the policy is surrendered or lapses during the first fifteen
policy years following the policy date. The maximum sales
surrender charge is 26% of the premiums paid up to a sales
surrender premium shown in the policy. The maximum amount shown
in the policy is based on the age at issue, sex, specified
amount, death benefit option, and rate class applicable to the
insured. Increases in the policy's specified amount will not
affect the amount of the sales surrender premium, or the amount
of the maximum sales surrender charge. Decreases in the
policy's specified amount may reduce the sales surrender premium
if the decrease is effective prior to the payment of cumulative
premiums in an amount equal to the initial sales surrender
premium shown in the policy. We will notify you of any
reduction in the sales surrender premium, and the amount of the
maximum sales surrender charge, at the time of any decrease in
specified amount that causes such reductions.
The greatest sales surrender charge applicable to a portion of
account value is paid if you lapse or surrender in policy years
one through five. The maximum sales surrender charge in these
years equals 26% of actual premiums paid up to the sales
surrender premium shown in the policy. After the fifth policy
year, the maximum sales surrender charge percentage declines on
a monthly basis in level increments until it reaches 0% at the
end of the fifteenth policy year, as shown in the table below:
<TABLE>
<CAPTION>
END OF SALES SURRENDER
POLICY YEAR CHARGE PERCENTAGE
----------- -----------------
<S> <C>
1-5 26%
6 23.4%
7 20.8%
8 18.2%
9 15.6%
10 13.0%
11 10.4%
12 7.8%
13 5.2%
14 2.6%
15 0%
</TABLE>
The purpose of the sales surrender charge is to reimburse Union
Central for some of the expenses incurred in the distribution of
the policies. The sales surrender charge may be insufficient to
recover distribution expenses related to the sale of the
policies. See "Daily Mortality and Expense Risk Charge," page
19, and "Cost of Insurance Charge," page 17.
Administrative Surrender Charge. An administrative surrender
charge is deducted if the policy is surrendered or lapses during
the first fifteen policy years following the policy date or any
increase in specified amount (see "Surrender Charge" above).
The administrative surrender charge is equal to an amount per
$1000 of specified amount, and depends upon the age of the
insured at the time that the specified amount to which it
applies was issued, and the policy year in which the charge is
imposed. For issue ages 30 to 39, the amount per $1000 is $3.50
during policy years 1 through 5; for issue ages 40 to 49, the
amount per $1000 is $4.50 during policy years 1 through 5; for
issue ages 50 to 59, the amount per $1000 is $5.50 during policy
years 1 through 5; and for issue ages 60 to 69, the amount per
$1000 is $6.50 during policy years 1 through 5. The charge
declines monthly after the end of the fifth policy year to zero
at the end of policy year fifteen. Applicable administrative
surrender charge rates, which increase with issue age, are set
forth in full in the policy.
If the specified amount is increased, the increase is subject to
a new administrative surrender charge. This charge is imposed
if the policy is surrendered or lapses within fifteen policy
years from the effective date of the increase, and is in
addition to any sales surrender charge or administrative
surrender charge that may be applicable if the policy is
surrendered or lapses within fifteen policy years after the
policy date.
The administrative surrender charge partially covers the
administrative costs of processing surrenders, lapses, and
increases and reductions in specified amount, as well as legal,
actuarial, systems, mailing, and other overhead costs connected
with Union Central's variable life insurance operations.
Fund Expenses
The value of the net assets of each subaccount reflects the
investment advisory fees and other expenses incurred by the
corresponding portfolio in which the subaccount invests. See
the prospectuses for the portfolios.
<PAGE>
<TABLE>
<CAPTION>
Carillon Fund, Inc. Annual Expenses+
S&P 500
Equity Bond Capital Index
Portfolio Portfolio Portfolio Portfolio
<S> <C> <C> <C> <C>
Management Fees
Other Expenses
Total Carillon Fund, Inc.
Annual Expenses
<CAPTION>
Scudder Variable Life Investment Fund Annual Expenses
Capital
Growth International Money
Portfolio Portfolio Market
Class A Class A Portfolio
<S> <C> <C> <C>
Management Fees
Other Expenses
Total Scudder Variable Life
Investment Fund Annual Expenses
<CAPTION>
American Century Variable Portfolios, Inc. Annual Expenses
VP Capital Appreciation Portfolio
<S> <C>
Management Fees
Other Expenses
Total American Century Variable
Portfolios, Inc. Annual Expenses
<CAPTION>
MFS Variable Insurance Trust Annual Expenses
High Emerging
Growth With Income Growth
Income Series Series Series
<S> <C> <C> <C>
Management Fees
Other Expenses
Total MFS Variable Insurance
Trust Annual Expenses
<CAPTION>
Templeton Variable Products Series Fund Annual Expenses
Templeton
International
Fund Class 2
<S> <C>
Management Fees
Rule 12b-1 Fees
Other Expenses
Total Fund Annual Expenses
</TABLE>
Cost of Additional Benefits Provided by Riders
The cost of additional benefits provided by riders is part of
the monthly deduction and is charged to the account value on the
monthly date.
Income Tax Charge
Union Central does not currently assess any charge for income
taxes incurred as a result of the operations of the subaccounts
of the separate account. We reserve the right, however, to
assess a charge for such taxes against the subaccounts if we
determine that such taxes will be incurred.
Special Arrangements
Where permitted by state regulation, Union Central may reduce or
waive the sales charge component of the premium expense charge;
the monthly administrative charge; and/or the surrender charge,
under policies purchased by (i) directors, officers, current or
retired employees ("employees"), or agents of Union Central, or
affiliates thereof, or their spouses or dependents; (ii)
directors, officers, employees, or agents of broker-dealers that
have entered into selling agreements with Carillon Investments,
Inc. relating to the policies, or their spouses or dependents;
or (iii) directors, officers, employees, or affiliates of the
portfolios or investment advisers or sub-advisers or
distributors thereof, or their spouses or dependents. In
addition, in the future, Union Central may reduce or waive the
sales charge component of the premium expense charge, and/or the
surrender charge if a policy is purchased by the owner of
another policy issued by Union Central, and/or through transfer
or exchange from a life insurance policy issued by Union
Central, each in accordance with rules established by Union
Central and applied on a uniform basis. Reductions or waivers
of the sales charge component of the premium expense charge, the
monthly administrative charge, and the surrender charge reflect
the reduced sales and administrative effort associated with
policies sold to the owners specified. The home office can
provide advice regarding the availability of reduced or waived
charges to such owners.
The Policies may be issued to group or sponsored arrangements,
as well as on an individual basis. A "group arrangement"
includes a program under which a trustee, employer or similar
entity purchases policies covering a group of individuals. An
example of such an arrangement is a non-qualified deferred
compensation plan. A "sponsored arrangement" includes a program
under which an employer permits group solicitation of its
employees or an association permits group solicitation of its
members for the purchase of policies on an individual basis.
The policies may not be available in connection with group or
sponsored arrangements in all states.
For policies issued in connection with group or sponsored
arrangements, Union Central may reduce or waive one or more of
the following charges: the sales charge component of the premium
expense charge; the surrender charge; the monthly charge for the
cost of insurance; rider charges; monthly administrative
charges; daily mortality and expense risk charges; and/or the
transfer charge. In addition, the interest rate credited on
amounts taken from the subdivisions as a result of a loan may be
increased for these policies. Union Central will waive or
reduce these charges as described below and according to its
rules in effect when the policy application is approved.
To qualify for a waiver or reduction, a group or sponsored
arrangement must satisfy certain criteria, for example, size of
the group, or number of years in existence. Generally, the
sales contacts and effort, administrative costs, and insurance
cost and mortality expense risk per policy may vary based on
such factors as the size of the group or sponsored arrangement,
its stability, the purposes for which the policies are
purchased, and certain characteristics of its members (including
underwriting-related factors that are determined by Union
Central to result in lower anticipated expenses of providing
insurance coverage, and/or lower mortality expense risk, under
policies sold to members of the group or through the sponsored
arrangement). The amount of any reduction and the criteria for
qualification will reflect the reduced sales and administrative
effort resulting from sales to qualifying group or sponsored
arrangements, and/or the reduced anticipated cost of insurance
or mortality expense risk under such policies. Union Central
may modify from time to time the amount or availability of any
charge reduction or waiver, or the criteria for qualification.
Charge reductions or waivers will not be unfairly discriminatory
against any person, including the affected owners and all other
owners of policies funded by the separate account.
HOW YOUR ACCOUNT VALUES VARY
There is no minimum guaranteed account value or cash surrender
value. These values will vary with the investment experience of
the subaccounts and/or the daily crediting of interest in the
guaranteed account, and will depend on the allocation of account
value. If the cash surrender value on a monthly date is less
than the amount of the monthly deduction to be deducted on that
date (see page 17) and the minimum guaranteed period is not then
in effect, the policy will be in default and a grace period will
begin. See "Minimum Guaranteed Period," page 14, and "Grace
Period," page 14.
Determining the Account Value
On the policy date, the account value is equal to the initial
net premium credited, less the monthly deduction made as of the
policy date. On each valuation date thereafter, the account
value is the sum of the variable account, the guaranteed
account, and the loan account. The account value will vary to
reflect the performance of the subdivisions to which amounts
have been allocated, interest credited on amounts allocated to
the guaranteed account, interest credited on amounts in the loan
account, charges, transfers, partial cash surrenders, loans and
loan repayments.
Subaccount Values. When you allocate an amount to a
subdivision, either by net premium allocation or transfer, your
policy is credited with accumulation units in the subaccount
corresponding to that subdivision. The number of accumulation
units is determined by dividing the amount allocated to the
subdivision by the subaccount's accumulation unit value for the
valuation date when the allocation is effected.
The number of accumulation units credited to your policy will
increase when net premiums are allocated to the subdivision,
amounts are transferred to the subdivision, and loan repayments
are credited to the subdivision. The number of accumulation
units credited to a policy will decrease when the allocated
portion of the monthly deduction is taken from the subdivision,
a loan is made, an amount is transferred from the subdivision,
or a partial surrender is taken from the subdivision.
Determination of Unit Value. The unit value for each subaccount
was arbitrarily set at $10 when the subaccount began operations.
Thereafter, the unit value at the end of every valuation date is
the unit value at the end of the previous valuation date times
the net investment factor, as described below. The variable
account for a policy is determined on any day by multiplying the
number of units attributable to each subaccount corresponding to
subdivisions in which account value is invested by the unit
value for that subaccount on that day, and aggregating the
resulting subaccount values.
Net Investment Factor. The net investment factor is an index
applied to measure the investment performance of a subaccount
from one valuation period to the next. Each subaccount has a
net investment factor for each valuation period which may be
greater or less than one. Therefore, the value of a unit may
increase or decrease. The net investment factor for any
subaccount for any valuation period is determined by dividing
(1) by (2) and subtracting (3) from the result, where:
(1) is the net result of:
a. the net asset value per share of the portfolio held in
the subaccount, determined at the end of the current
valuation period; plus
b. the per share amount of any dividend or capital gain
distributions made by the portfolio to the subaccount, if
the "ex-dividend" date occurs during the current
valuation period; plus or minus
c. a per share charge or credit for any taxes incurred by or
reserved for in the subaccount, which is determined by us
to have resulted from the operations of the subaccount.
(2) is the net result of:
a. the net asset value per share of the portfolio held in
the subaccount, determined at the end of the last prior
valuation period (adjusted for an "ex-dividend"); plus or
minus
b. the per share charge or credit for any taxes reserved for
the immediately preceding valuation period.
(3) is a daily factor representing the mortality and expense
risk charge deducted from the subaccount for the policy
adjusted for the number of days in the valuation period.
Guaranteed Account. On any valuation date, the guaranteed
account of a policy is the total of all net premiums allocated
to the guaranteed account, plus any amounts transferred to the
guaranteed account, plus interest credited on such net premiums
and amounts, less the amount of any transfers, including
transfer charges, taken from the guaranteed account, less the
amount of any partial cash surrenders taken from the guaranteed
account, less any amounts transferred from the guaranteed
account in connection with loans, and less the pro-rata portion
of the monthly deduction deducted from the guaranteed account.
Loan Account. On any valuation date, if there have been any
loans, the loan account is equal to amounts transferred to the
loan account from the subaccounts and from the guaranteed
account as collateral for loans and for due and unpaid loan
interest, amounts transferred from the loan account to the
subaccounts and the guaranteed account as policy debt is repaid,
and interest credited on the loan account.
Cash Value
The cash value on a valuation date is the account value less the
surrender charge that would be applicable on that valuation
date.
Cash Surrender Value
The cash surrender value on a valuation date is the cash value
reduced by any policy debt. Cash surrender value is used to
determine whether a partial cash surrender may be taken, and
whether policy debt is excessive (see page 27). It is also the
amount that is available upon full surrender of the policy (see
page 26).
DEATH BENEFIT AND CHANGES IN SPECIFIED AMOUNT
- ------------------------------------------------------------
As long as the policy remains in force, Union Central will pay
the death benefit proceeds upon receipt at the home office of
proof of the insured's death that Union Central deems
satisfactory. Union Central may require return of the policy.
The death benefit proceeds will be paid in a lump sum generally
within seven calendar days of receipt of satisfactory proof (see
"When Proceeds Are Paid," page 37) or, if elected, under a
payment option (see "Payment Options," page 27). The death
benefit will be paid to the beneficiary. See "Selecting and
Changing the Beneficiary," page 25.
Amount of Death Benefit Proceeds
The death benefit proceeds are equal to the sum of the death
benefit under the death benefit option selected calculated on
the date of the insured's death, plus any supplemental and/or
rider benefits, minus any policy debt on that date. If the date
of death occurred during a grace period, the death benefit
proceeds are the death benefit immediately prior to the start of
the grace period, minus policy debt and minus any past due
monthly deductions. Under certain circumstances, the amount of
the death benefit may be further adjusted. See "Limits on
Rights to Contest the Policy" and "Misstatement of Age or Sex,"
page 37.
If part or all of the death benefit is paid in one sum, Union
Central will pay interest on this sum as required by applicable
state law from the date of receipt of due proof of the insured's
death to the date of payment.
Death Benefit Options
You may choose one of two death benefit options, which will be
used to determine the death benefit. Under Option A, the death
benefit is the greater of the specified amount or the Applicable
Percentage of account value on the date of the insured's death.
Under Option B, the death benefit is the greater of the
specified amount plus the account value on the date of death, or
the Applicable Percentage of the account value on the date of
the insured's death.
If investment performance is favorable, the amount of the death
benefit may increase. However, under Option A, the death
benefit ordinarily will not change for several years to reflect
any favorable investment performance and may not change at all.
Under Option B, the death benefit will vary directly with
account value, which reflects the investment performance of the
subaccounts as well as interest credited to the guaranteed
account. For an illustration of the impact that investment
performance may have on the death benefit, see the illustrations
beginning on page 28.
The "Applicable Percentage" is 250% when the insured has
attained age 40 or less, and decreases each year thereafter to
100% when the insured has attained age 95. A table showing the
Applicable Percentages for Attained Ages 0 to 95 is included in
Appendix A.
Initial Specified Amount and Death Benefit Option
The initial specified amount is set at the time the policy is
issued. You may change the specified amount from time to time,
as discussed below. You select the death benefit option when
you apply for the policy. You also may change the death benefit
option, as discussed below.
Changes in Death Benefit Option
You may change the death benefit option on your policy, by
notice to us, subject to the following rules. After any change,
the specified amount must be at least $50,000. The effective
date of the change will be the monthly date next following the
day that Union Central receives and accepts notice of the
request for change. Union Central may require satisfactory
evidence of insurability. A change in the death benefit option
may have adverse tax consequences. See "Tax Considerations,"
page 38.
When a change from Option A to Option B is made, the specified
amount after the change is effected will be equal to the
specified amount before the change less the account value on the
effective date of the change. When a change from Option B to
Option A is made, unless requested by notice to us, the
specified amount after the change will be equal to the specified
amount before the change is effected and the death benefit will
be reduced by the account value on the effective date of the
change.
Changes in Specified Amount
You may request a change in the specified amount, by notice to
us, subject to the following rules. If a change in the
specified amount would result in total premiums paid exceeding
the premium limitations prescribed under current tax law to
qualify your policy as a life insurance contract, Union Central
will refund promptly to the owner the amount of such excess
above the premium limitations.
The minimum amount of any decrease in specified amount is
$5,000, and any decrease in specified amount will become
effective on the monthly date next following the date that
notice requesting the decrease is received and approved by us.
Union Central reserves the right to decline a requested decrease
in the specified amount if compliance with the guideline premium
limitations under current tax law resulting from this decrease
would result in immediate termination of the policy, or if to
effect the requested decrease, payments to the owner would have
to be made from the accumulated value for compliance with the
guideline premium limitations, and the amount of such payments
would exceed the cash surrender value under the policy.
Decreasing the specified amount of the policy may have the
effect of decreasing monthly cost of insurance charges.
Decreasing the specified amount of the policy may have adverse
tax consequences. See "Tax Considerations," page 38.
Any increase in the specified amount must be at least $5,000
(unless the increase is effected pursuant to a rider providing
for automatic increases in specified amount), and an application
must be submitted. Any increase that is not guaranteed by rider
will require satisfactory evidence of insurability and must meet
Union Central's underwriting rules. A change in planned
periodic premiums may be advisable. See "Premium Payments Upon
Increase in Specified Amount," page 14. The increase in
specified amount will become effective on the monthly date next
following the date the request for the increase is received and
approved, and the account value will be adjusted to the extent
necessary to reflect a monthly deduction as of the effective
date based on the increase in specified amount.
A new administrative surrender charge period will apply to each
portion of the policy resulting from an increase in specified
amount, starting with the effective date of the increase. (See
"Surrender Charge," page 19).
Selecting and Changing the Beneficiary
You select one or more beneficiary(ies) in your application.
You may later change the beneficiary(ies) in accordance with the
terms of the policy. The primary beneficiary, or, if the
primary beneficiary is not living, the contingent beneficiary,
is the person entitled to receive the death benefit proceeds
under the policy. If the insured dies and there is no surviving
beneficiary, the owner or the estate of the owner will be the
beneficiary. If a beneficiary is designated as irrevocable,
then the beneficiary's consent must be obtained to change the
beneficiary.
CASH BENEFITS
- -------------------------------------------------------------
Loans
After the first policy year and while the insured is living, and
provided the policy is not in the grace period, you may borrow
against your policy at any time by submitting notice to the home
office. (In certain states, loans may also be available during
the first policy year.) The minimum amount of any loan request
is $500 (subject to state regulation). The maximum loan amount
is equal to the sum of 90% of the variable account, plus 100% of
the guaranteed account, less any surrender charges that would be
applicable on the effective date of the loan, less loan interest
to the annual date. Outstanding loans reduce the amount
available for new loans. Loans will be processed as of the date
your notice is received and approved. Loan proceeds generally
will be sent to you within seven calendar days. See "When
Proceeds Are Paid," page 37, and "Transfers from the Guaranteed
Account," page 17.
Interest. Each year Union Central will set the annual loan
interest rate. The rate will never be more than the maximum
permitted by law, and will not be changed more frequently than
once per year. The rate for a policy year may not exceed the
greater of (i) the Published Monthly Average for the calendar
month ending two months before the annual date at the beginning
of the policy year; or (ii) the guaranteed minimum interest rate
applicable to the guaranteed account, plus 1.0%. The Published
Monthly Average means Moody's Corporate Bond Yield Average -
Monthly Average Corporates, as published by Moody's Investor
Service, Inc., or any successor to that service; or if the
average is no longer published, a substantially similar average,
established by regulation issued by the insurance supervisory
official of the state in which the policy is delivered.
If the maximum annual loan interest rate for a policy year is at
least 0.5% higher than the rate set for the previous policy
year, we may increase the rate to no more than that limit. If
the maximum limit for a policy year is at least 0.5% lower than
the rate set for the previous policy year, we will reduce the
rate to at least that limit.
Union Central will notify owners of the initial rate of interest
when a loan is made. We will notify the owner at least thirty
days in advance of any increase in the annual loan interest rate
applicable to any outstanding loan.
Interest is due and payable at the end of each policy year while
a loan is outstanding. If interest is not paid when due, the
amount of the interest is added to the loan and becomes part of
the outstanding loan.
Policy Debt. Outstanding loans (including unpaid interest added
to the loan) plus accrued interest not yet due equals the policy
debt.
Loan Collateral. When a policy loan is made, an amount
sufficient to secure the loan is transferred out of the variable
account and the guaranteed account and into the policy's loan
account. Thus, a loan will have no immediate effect on the
account value, but other policy values, such as the cash
surrender value and the death benefit proceeds, will be reduced
immediately by the amount transferred to the loan account. This
transfer is made against the account value in each subdivision
and the guaranteed account in proportion to the account value in
each on the effective date of the loan, unless the owner
specifies that transfers be made from specific subdivisions. An
amount of account value equal to any due and unpaid loan
interest which exceeds interest credited to the loan account
will also be transferred to the loan account on each annual
date. Such interest will be transferred from each subdivision
and the guaranteed account in the same proportion that account
value in each subdivision and the guaranteed account bears to
the total unloaned account value.
The loan account will be credited with interest at an effective
annual rate of not less than the annual loan interest rate, less
1.5% during the first ten policy years, and 0.50% thereafter.
Thus, the maximum net cost of a loan per year is 1.5% during the
first ten policy years, and 0.50% thereafter (the net cost of a
loan is the difference between the rate of interest charged on
policy loans and the amount credited on the equivalent amount
held in the loan account). Union Central will determine the
rate of interest to be credited to the loan account in its sole
discretion, and the rate may change from time to time.
Loan Repayment; Effect if Not Repaid. You may repay all or part
of your policy debt at any time while the insured is living and
the policy is in force. Loan repayments must be sent to the
home office and will be credited as of the date received. The
owner may give us notice that a specific unscheduled premium
made while a loan is outstanding is to be applied as a loan
repayment. (Loan repayments, unlike unscheduled premiums, are
not subject to premium expense charges.) We will apply any
planned periodic premiums, and any unscheduled premiums without
notice, as premium payments. When a loan repayment is made,
account value in the loan account in an amount equivalent to the
repayment is transferred from the loan account to the
subdivisions and the guaranteed account. Thus, a loan repayment
will have no immediate effect on the account value, but other
policy values, such as the cash surrender value, will be
increased immediately by the amount of the loan repayment.
Amounts will be transferred to the subdivisions and the
guaranteed account in accordance with the owner's current net
premium allocation instructions.
If the death benefit becomes payable while a loan is
outstanding, the policy debt will be deducted in calculating the
death benefit proceeds.
If on a monthly date the cash value less any policy debt (the
cash surrender value) is less than the amount of the monthly
deduction due for the following policy month, the policy will be
in default. You, and any assignee of record, will be sent
notice of the default. You will have a 61-day grace period to
submit a sufficient payment to avoid termination of coverage
under the policy. The notice will specify the amount that must
be repaid to prevent termination.
Effect of Policy Loan. A loan, whether or not repaid, will have
a permanent effect on the death benefit and policy values
because the investment results of the subaccounts of the
separate account and current interest rates credited on account
value in the guaranteed account will apply only to the
non-loaned portion of the account value. The longer the loan is
outstanding, the greater the effect is likely to be. Depending
on the investment results of the subaccounts or credited
interest rates for the guaranteed account while the loan is
outstanding, the effect could be favorable or unfavorable.
Loans may increase the potential for lapse if investment results
of the subaccounts are less than anticipated. Also, loans
could, particularly if not repaid, make it more likely than
otherwise for a policy to terminate. See "Tax Considerations,"
page 39, for a discussion of the tax treatment of policy loans,
and the adverse tax consequences if a policy lapses with loans
outstanding. In addition, if your policy is a modified
endowment contract, loans may be currently taxable and subject
to a 10% penalty tax.
Surrendering the Policy for Cash Surrender Value
You may surrender your policy at any time for its cash surrender
value by submitting notice to the home office. Union Central
may require return of the policy. A surrender charge may apply.
See "Surrender Charges," page 19. A surrender request will be
processed as of the date your notice and all required documents
are received. Payment will generally be made within seven
calendar days. See "When Proceeds are Paid," page 37, and
"Transfers from the Guaranteed Account," page 17. The cash
surrender value may be taken in one lump sum or it may be
applied to a payment option acceptable to you and to us. See
"Payment Options," shown below. Your policy will terminate and
cease to be in force if it is surrendered. It cannot later be
reinstated. A surrender may result in adverse tax consequences,
and if your policy is a modified endowment contract, may also
trigger a 10% penalty tax. See "Tax Considerations," page 39.
Partial Cash Surrenders
You may make partial cash surrenders under your policy at any
time subject to the conditions below. You must submit notice to
the home office. Each partial cash surrender must be at least
$500. The partial surrender amount may not exceed the cash
surrender value. There is no fee or charge imposed on a partial
cash surrender. As of the date Union Central receives notice of
a partial cash surrender request, the cash value will be reduced
by the partial cash surrender amount.
Unless the owner requests that a partial cash surrender be
deducted from specified subdivisions, the partial cash surrender
amount will be deducted from your account value in the
subdivisions and in the guaranteed account pro-rata in
proportion to the account value in each.
If death benefit Option A is in effect, Union Central will
reduce the specified amount by the partial cash surrender
amount. Union Central may reject a partial cash surrender
request if the partial cash surrender would reduce the specified
amount below $50,000, or if the partial cash surrender would
cause the policy to fail to qualify as a life insurance contract
under applicable tax laws, as interpreted by Union Central.
Partial cash surrender requests will be processed as of the date
notice is received by us, and generally will be paid within
seven calendar days. See "When Proceeds Are Paid," page 37, and
"Transfers from the Guaranteed Account," page 17.
A partial cash surrender may result in adverse tax consequences,
and if your policy is a modified endowment contract, may also
trigger a 10% penalty tax. See "Tax Considerations," page 39.
Maturity Benefit
The maturity date is the insured's age 100. If the policy is
still in force on the maturity date, the maturity benefit will
be paid to you. The maturity benefit is equal to the cash
surrender value on the maturity date.
Payment Options
Surrender proceeds and death benefit proceeds under the policy
are generally payable in a lump sum. We may offer alternative
payment options. Owners or beneficiaries should contact Union
Central or their Union Central agent for information regarding
payment options that may be available at the time of payment.
<PAGE>
ILLUSTRATIONS OF ACCOUNT VALUES, CASH SURRENDER VALUES,
DEATH BENEFITS AND ACCUMULATED PREMIUM PAYMENTS
- ---------------------------------------------------------------
[To be updated] We prepared the following tables to illustrate
hypothetically how certain values under a policy may change with
investment performance over an extended period of time. The
tables illustrate how account values, cash surrender values and
death benefits under a policy covering an insured of a given age
on the issue date, would vary over time if planned periodic
premiums were paid annually and the return on the assets in the
each of the portfolios were an assumed uniform gross annual rate
of 0%, 6% and 12%. The values would be different from those
shown if the returns averaged 0%, 6% or 12% but fluctuated over
and under those averages throughout the years shown. The tables
also show planned periodic premiums accumulated at 5% interest
compounded annually. THE HYPOTHETICAL INVESTMENT RATES OF
RETURN ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A
REPRESENTATION OF PAST OR FUTURE INVESTMENT RATES OF RETURN.
Actual rates of return for a particular policy may be more or
less than the hypothetical investment rates of return and will
depend on a number of factors, including the investment
allocations made by an owner and prevailing rates. These
illustrations assume that net premiums are allocated equally
among the subdivisions available under the policy, and that no
amounts are allocated to the guaranteed account.
The illustrations reflect the fact that the net investment
return on the assets held in the subaccounts is lower than the
gross after-tax return of the selected portfolios. The tables
assume an average annual expense ratio of 0.____% of the average
daily net assets of the portfolios available under the policies.
This average annual expense ratio is based on the expense ratios
of each of the portfolios for the last fiscal year, adjusted, as
appropriate, for any material changes in expenses effective for
the current fiscal year of a portfolio. For information on the
portfolios' expenses, see the prospectuses for the portfolios
accompanying this Prospectus.
In addition, the illustrations reflect the daily charge to the
separate account for assuming mortality and expense risks, which
is equal on an annual basis to 0.75% during the first ten policy
years, and 0.25% thereafter. After deduction of portfolio
expenses and the mortality and expense risk charge, the
illustrated gross annual investment rates of return of 0%, 6%
and 12% would correspond to approximate net annual rates of
[-1.526%, 4.382% and 10.291%,] respectively, during the first
ten policy years, and [-1.033%, 4.905%, and 10.843%],
respectively, thereafter.
The illustrations also reflect the deduction of the applicable
premium expense charge, and the monthly deduction, including the
monthly cost of insurance charge for the hypothetical insured.
Union Central's current cost of insurance charges, and the
higher guaranteed maximum cost of insurance charges that Union
Central has the contractual right to charge, are reflected in
separate illustrations on each of the following pages. All the
illustrations reflect the fact that no charges for federal or
state income taxes are currently made against the separate
account and assume no policy debt or charges for supplemental
and/or rider benefits.
The illustrations are based on Union Central's sex distinct
preferred rates. Upon request, owner(s) will be furnished with
a comparable illustration based upon the proposed insured's
individual circumstances. Such illustrations may assume
different hypothetical rates of return than those illustrated in
the following tables.<PAGE>
<TABLE>
<CAPTION>
THE UNION CENTRAL LIFE INSURANCE COMPANY
VARIABLE UNIVERSAL LIFE INSURANCE
MALE ISSUE AGE: 40 EXCEL CHOICE $400,000 SPECIFIED AMOUNT
PREFERRED DEATH BENEFIT OPTION A
VARIABLE INVESTMENT
$5,000 ANNUAL PREMIUM USING CURRENT CHARGES
CASH
DEATH BENEFIT ACCOUNT VALUE SURRENDER VALUE
-------------------- -------------------- --------------------
PREMIUMS Assuming Hypothetical Assuming Hypothetical Assuming Hypothetical
ACCUM. Gross Annual Gross Annual Gross Annual
AT 5% Investment Return of Investment Return of Investment Return of
END INTEREST -------------------- -------------------- --------------------
OF PER 0% 6% 12% 0% 6% 12% 0% 6% 12%
YEAR YEAR Gross Gross Gross Gross Gross Gross Gross Gross Gross
- ---- ---- ----- ----- ----- ----- ----- ----- ----- ----- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
20
25
30
</TABLE>
(1) Assumes that no policy loans have been made.
(2) Current values reflect applicable Premium Expense Charges,
current cost of insurance rates, a monthly administrative charge
of $25.00 per month in year 1 and $5.00 per month thereafter,
and a mortality and expense risk charge of 0.75% of assets
during the first ten policy years, and 0.25% thereafter.
(3) Net investment returns are calculated as the hypothetical
gross investment returns less all charges and deductions shown
in the prospectus.
(4) Assumes that the planned periodic premium is paid at the
beginning of each policy year. Values would be different if the
premiums are paid with a different
frequency or in different amounts.
(5) The illustrated gross annual investment rates of return of
0%, 6%, and 12% would correspond to approximate net annual rates
of -1.526%, 4.382%, and 10.291% respectively, during the first
ten policy years, and -1.033%, 4.905%, and 10.843%.
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND
SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE
MORE OR LESS THAN THOSE SHOWN SHOWN AND WILL DEPEND ON A NUMBER
OF FACTORS INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER
AND PREVAILING RATES. THE DEATH BENEFIT AND ACCOUNT VALUE FOR A
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES
OF RETURN AVERAGED 0%, 6%, OR 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL
POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY OR
THE PORTFOLIOS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
<PAGE>
<TABLE>
<CAPTION>
THE UNION CENTRAL LIFE INSURANCE COMPANY
VARIABLE UNIVERSAL LIFE INSURANCE
MALE ISSUE AGE: 40 EXCEL CHOICE $400,000 SPECIFIED AMOUNT
PREFERRED DEATH BENEFIT OPTION A
VARIABLE INVESTMENT
$5,000 ANNUAL PREMIUM USING GUARANTEED CHARGES
DEATH BENEFIT ACCOUNT VALUE SURRENDER VALUE
-------------------- -------------------- --------------------
PREMIUMS Assuming Hypothetical Assuming Hypothetical Assuming Hypothetical
ACCUM. Gross Annual Gross Annual Gross Annual
AT 5% Investment Return of Investment Return of Investment Return of
END INTEREST -------------------- -------------------- --------------------
OF PER 0% 6% 12% 0% 6% 12% 0% 6% 12%
YEAR YEAR Gross Gross Gross Gross Gross Gross Gross Gross Gross
- ---- ---- ----- ----- ----- ----- ----- ----- ----- ----- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
20
25
30
</TABLE>
(1) Assumes that no policy loans have been made.
(2) Guaranteed values reflect applicable Premium Expense
Charges, guaranteed cost of insurance rates, a monthly
administrative charge of $25.00 per month in year 1 and $10.00
per month thereafter, and a mortality and expense risk charge of
0.75% of assets during the first ten policy years, and 0.25%
thereafter.
(3) Net investment returns are calculated as the hypothetical
gross investment returns less all charges and deductions shown
in the prospectus.
(4) Assumes that the planned periodic premium is paid at the
beginning of each policy year. Values would be different if the
premiums are paid with a different frequency or in different
amounts.
(5) The illustrated gross annual investment rates of return of
0%, 6%, and 12% would correspond to approximate net annual rates
of -1.526%, 4.382%, and 10.291% respectively, during the first
ten policy years, and -1.033%, 4.905%, and 10.843%.
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND
SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE
MORE OR LESS THAN THOSE SHOWN SHOWN AND WILL DEPEND ON A NUMBER
OF FACTORS INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER
AND PREVAILING RATES. THE DEATH BENEFIT AND ACCOUNT VALUE FOR A
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES
OF RETURN AVERAGED 0%, 6%, OR 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL
POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY OR
THE PORTFOLIOS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
<PAGE>
<TABLE>
<CAPTION>
THE UNION CENTRAL LIFE INSURANCE COMPANY
VARIABLE UNIVERSAL LIFE INSURANCE
MALE ISSUE AGE: 40 EXCEL CHOICE $400,000 SPECIFIED AMOUNT
PREFERRED DEATH BENEFIT OPTION B
VARIABLE INVESTMENT
$5,000 ANNUAL PREMIUM USING CURRENT CHARGES
CASH
DEATH BENEFIT ACCOUNT VALUE SURRENDER VALUE
-------------------- -------------------- --------------------
PREMIUMS Assuming Hypothetical Assuming Hypothetical Assuming Hypothetical
ACCUM. Gross Annual Gross Annual Gross Annual
AT 5% Investment Return of Investment Return of Investment Return of
END INTEREST -------------------- -------------------- --------------------
OF PER 0% 6% 12% 0% 6% 12% 0% 6% 12%
YEAR YEAR Gross Gross Gross Gross Gross Gross Gross Gross Gross
- ---- ---- ----- ----- ----- ----- ----- ----- ----- ----- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
20
25
30
</TABLE>
(1) Assumes that no policy loans have been made.
(2) Current values reflect applicable Premium Expense Charges,
current cost of insurance rates, a monthly administrative charge
of $25.00 per month in year 1 and $5.00 per month thereafter,
and a mortality and expense risk charge of 0.75% of assets
during the first ten policy years, and 0.25% thereafter.
(3) Net investment returns are calculated as the hypothetical
gross investment returns less all charges and deductions shown
in the prospectus.
(4) Assumes that the planned periodic premium is paid at the
beginning of each policy year. Values would be different if the
premiums are paid with a different frequency or in different
amounts.
(5) The illustrated gross annual investment rates of return of
0%, 6%, and 12% would correspond to approximate net annual rates
of -1.526%, 4.382%, and 10.291% respectively, during the first
ten policy years, and -1.033%, 4.905%, and 10.843%.
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD
NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT
RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR LESS
THAN THOSE SHOWN SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS
INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER AND
PREVAILING RATES. THE DEATH BENEFIT AND ACCOUNT VALUE FOR A
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES
OF RETURN AVERAGED 0%, 6%, OR 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL
POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY OR
THE PORTFOLIOS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
<PAGE>
<TABLE>
<CAPTION>
THE UNION CENTRAL LIFE INSURANCE COMPANY
VARIABLE UNIVERSAL LIFE INSURANCE
MALE ISSUE AGE: 40 EXCEL CHOICE $400,000 SPECIFIED AMOUNT
PREFERRED DEATH BENEFIT OPTION B
VARIABLE INVESTMENT
$5,000 ANNUAL PREMIUM USING GUARANTEED CHARGES
CASH
DEATH BENEFIT ACCOUNT VALUE SURRENDER VALUE
-------------------- -------------------- --------------------
PREMIUMS Assuming Hypothetical Assuming Hypothetical Assuming Hypothetical
ACCUM. Gross Annual Gross Annual Gross Annual
AT 5% Investment Return of Investment Return of Investment Return of
END INTEREST -------------------- -------------------- --------------------
OF PER 0% 6% 12% 0% 6% 12% 0% 6% 12%
YEAR YEAR Gross Gross Gross Gross Gross Gross Gross Gross Gross
- ---- ---- ----- ----- ----- ----- ----- ----- ----- ----- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
20
25
30
</TABLE>
(1) Assumes that no policy loans have been made.
(2) Guaranteed values reflect applicable Premium Expense
Charges, guaranteed cost of insurance rates, a monthly
administrative charge of $25.00 per month in year 1 and $10.00
per month thereafter, and a mortality and expense risk charge of
0.75% of assets during the first ten policy years, and 0.25%
thereafter.
(3) Net investment returns are calculated as the hypothetical
gross investment returns less all charges and deductions shown
in the prospectus.
(4) Assumes that the planned periodic premium is paid at the
beginning of each policy year. Values would be different if the
premiums are paid with a different frequency or in different
amounts.
(5) The illustrated gross annual investment rates of return of
0%, 6%, and 12% would correspond to approximate net annual rates
of -1.526%, 4.382%, and 10.291% respectively, during the first
ten policy years, and -1.033%, 4.905%, and 10.843%.
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND
SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE
MORE OR LESS THAN THOSE SHOWN SHOWN AND WILL DEPEND ON A NUMBER
OF FACTORS INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER
AND PREVAILING RATES. THE DEATH BENEFIT AND ACCOUNT VALUE FOR A
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES
OF RETURN AVERAGED 0%, 6%, OR 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL
POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY OR
THE PORTFOLIOS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
<PAGE>
<TABLE>
<CAPTION>
THE UNION CENTRAL LIFE INSURANCE COMPANY
VARIABLE UNIVERSAL LIFE INSURANCE
MALE ISSUE AGE: 50 EXCEL CHOICE $250,000 SPECIFIED AMOUNT
PREFERRED DEATH BENEFIT OPTION A
VARIABLE INVESTMENT
$5,300 ANNUAL PREMIUM USING CURRENT CHARGES
CASH
DEATH BENEFIT ACCOUNT VALUE SURRENDER VALUE
-------------------- -------------------- --------------------
PREMIUMS Assuming Hypothetical Assuming Hypothetical Assuming Hypothetical
ACCUM. Gross Annual Gross Annual Gross Annual
AT 5% Investment Return of Investment Return of Investment Return of
END INTEREST -------------------- -------------------- --------------------
OF PER 0% 6% 12% 0% 6% 12% 0% 6% 12%
YEAR YEAR Gross Gross Gross Gross Gross Gross Gross Gross Gross
- ---- ---- ----- ----- ----- ----- ----- ----- ----- ----- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
20
25
30
</TABLE>
(1) Assumes that no policy loans have been made.
(2) Current values reflect applicable Premium Expense Charges,
current cost of insurance rates, a monthly administrative charge
of $25.00 per month in year 1 and $5.00 per month thereafter,
and a mortality and expense risk charge of 0.75% of assets
during the first ten policy years, and 0.25% thereafter.
(3) Net investment returns are calculated as the hypothetical
gross investment returns less all charges and deductions shown
in the prospectus.
(4) Assumes that the planned periodic premium is paid at the
beginning of each policy year. Values would be different if the
premiums are paid with a different frequency or in different
amounts.
(5) The illustrated gross annual investment rates of return of
0%, 6%, and 12% would correspond to approximate net annual rates
of -1.526%, 4.382%, and 10.291% respectively, during the first
ten policy years, and -1.033%, 4.905%, and 10.843%.
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND
SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE
MORE OR LESS THAN THOSE SHOWN SHOWN AND WILL DEPEND ON A NUMBER
OF FACTORS INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER
AND PREVAILING RATES. THE DEATH BENEFIT AND ACCOUNT VALUE FOR A
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES
OF RETURN AVERAGED 0%, 6%, OR 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL
POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY OR
THE PORTFOLIOS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
<PAGE>
<TABLE>
<CAPTION>
THE UNION CENTRAL LIFE INSURANCE COMPANY
VARIABLE UNIVERSAL LIFE INSURANCE
MALE ISSUE AGE: 50 EXCEL CHOICE $250,000 SPECIFIED AMOUNT
PREFERRED DEATH BENEFIT OPTION A
VARIABLE INVESTMENT
$5,300 ANNUAL PREMIUM USING GUARANTEED CHARGES
CASH
DEATH BENEFIT ACCOUNT VALUE SURRENDER VALUE
-------------------- -------------------- --------------------
PREMIUMS Assuming Hypothetical Assuming Hypothetical Assuming Hypothetical
ACCUM. Gross Annual Gross Annual Gross Annual
AT 5% Investment Return of Investment Return of Investment Return of
END INTEREST -------------------- -------------------- --------------------
OF PER 0% 6% 12% 0% 6% 12% 0% 6% 12%
YEAR YEAR Gross Gross Gross Gross Gross Gross Gross Gross Gross
- ---- ---- ----- ----- ----- ----- ----- ----- ----- ----- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
20
25
30
</TABLE>
(1) Assumes that no policy loans have been made.
(2) Guaranteed values reflect applicable Premium Expense
Charges, guaranteed cost of insurance rates, a monthly
administrative charge of $25.00 per month in year 1 and $10.00
per month thereafter, and a mortality and expense risk charge of
0.75% of assets during the first ten policy years, and 0.25%
thereafter.
(3) Net investment returns are calculated as the hypothetical
gross investment returns less all charges and deductions shown
in the prospectus.
(4) Assumes that the planned periodic premium is paid at the
beginning of each policy year. Values would be different if the
premiums are paid with a different frequency or in different
amounts.
(5) The illustrated gross annual investment rates of return of
0%, 6%, and 12% would correspond to approximate net annual rates
of -1.526%, 4.382%, and 10.291% respectively, during the first
ten policy years, and -1.033%, 4.905%, and 10.843%.
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND
SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE
MORE OR LESS THAN THOSE SHOWN SHOWN AND WILL DEPEND ON A NUMBER
OF FACTORS INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER
AND PREVAILING RATES. THE DEATH BENEFIT AND ACCOUNT VALUE FOR A
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES
OF RETURN AVERAGED 0%, 6%, OR 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL
POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY OR
THE PORTFOLIOS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
<PAGE>
<TABLE>
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THE UNION CENTRAL LIFE INSURANCE COMPANY
VARIABLE UNIVERSAL LIFE INSURANCE
MALE ISSUE AGE: 50 EXCEL CHOICE $250,000 SPECIFIED AMOUNT
PREFERRED DEATH BENEFIT OPTION B
VARIABLE INVESTMENT
$5,300 ANNUAL PREMIUM USING CURRENT CHARGES
CASH
DEATH BENEFIT ACCOUNT VALUE SURRENDER VALUE
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PREMIUMS Assuming Hypothetical Assuming Hypothetical Assuming Hypothetical
ACCUM. Gross Annual Gross Annual Gross Annual
AT 5% Investment Return of Investment Return of Investment Return of
END INTEREST -------------------- -------------------- --------------------
OF PER 0% 6% 12% 0% 6% 12% 0% 6% 12%
YEAR YEAR Gross Gross Gross Gross Gross Gross Gross Gross Gross
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(1) Assumes that no policy loans have been made.
(2) Current values reflect applicable Premium Expense Charges,
current cost of insurance rates, a monthly administrative charge
of $25.00 per month in year 1 and $5.00 per month thereafter,
and a mortality and expense risk charge of 0.75% of assets
during the first ten policy years, and 0.25% thereafter.
(3) Net investment returns are calculated as the hypothetical
gross investment returns less all charges and deductions shown
in the prospectus.
(4) Assumes that the planned periodic premium is paid at the
beginning of each policy year. Values would be different if the
premiums are paid with a different frequency or in different
amounts.
(5) The illustrated gross annual investment rates of return of
0%, 6%, and 12% would correspond to approximate net annual rates
of -1.526%, 4.382%, and 10.291% respectively, during the first
ten policy years, and -1.033%, 4.905%, and 10.843%.
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND
SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE
MORE OR LESS THAN THOSE SHOWN SHOWN AND WILL DEPEND ON A NUMBER
OF FACTORS INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER
AND PREVAILING RATES. THE DEATH BENEFIT AND ACCOUNT VALUE FOR A
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES
OF RETURN AVERAGED 0%, 6%, OR 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL
POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY OR
THE PORTFOLIOS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
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THE UNION CENTRAL LIFE INSURANCE COMPANY
VARIABLE UNIVERSAL LIFE INSURANCE
MALE ISSUE AGE: 50 EXCEL CHOICE $250,000 SPECIFIED AMOUNT
PREFERRED DEATH BENEFIT OPTION B
VARIABLE INVESTMENT
$5,300 ANNUAL PREMIUM USING GUARANTEED CHARGES
CASH
DEATH BENEFIT ACCOUNT VALUE SURRENDER VALUE
-------------------- -------------------- --------------------
PREMIUMS Assuming Hypothetical Assuming Hypothetical Assuming Hypothetical
ACCUM. Gross Annual Gross Annual Gross Annual
AT 5% Investment Return of Investment Return of Investment Return of
END INTEREST -------------------- -------------------- --------------------
OF PER 0% 6% 12% 0% 6% 12% 0% 6% 12%
YEAR YEAR Gross Gross Gross Gross Gross Gross Gross Gross Gross
- ---- ---- ----- ----- ----- ----- ----- ----- ----- ----- -----
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(1) Assumes that no policy loans have been made.
(2) Guaranteed values reflect applicable Premium Expense
Charges, guaranteed cost of insurance rates, a monthly
administrative charge of $25.00 per month in year 1 and $10.00
per month thereafter, and a mortality and expense risk charge of
0.75% of assets during the first ten policy years, and 0.25%
thereafter.
(3) Net investment returns are calculated as the hypothetical
gross investment returns less all charges and deductions shown
in the prospectus.
(4) Assumes that the planned periodic premium is paid at the
beginning of each policy year. Values would be different if the
premiums are paid with a different frequency or in different
amounts.
(5) The illustrated gross annual investment rates of return of
0%, 6%, and 12% would correspond to approximate net annual rates
of -1.526%, 4.382%, and 10.291% espectively, during the first
ten policy years, and -1.033%, 4.905%, and 10.843%.
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND
SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE
MORE OR LESS THAN THOSE SHOWN SHOWN AND WILL DEPEND ON A NUMBER
OF FACTORS INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER
AND PREVAILING RATES. THE DEATH BENEFIT AND ACCOUNT VALUE FOR A
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES
OF RETURN AVERAGED 0%, 6%, OR 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL
POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY OR
THE PORTFOLIOS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
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OTHER POLICY BENEFITS AND PROVISIONS
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Limits on Rights to Contest the Policy
Incontestability. Subject to state regulation, Union Central
will not contest the policy, or any supplemental and/or rider
benefits (except accidental death and/or disability benefits),
after the policy or rider has been in force during the insured's
lifetime for two years from the issue date or the effective date
of the rider, unless fraud is involved. Any increase in the
specified amount will be incontestable with respect to
statements made in the evidence of insurability for that
increase after the increase has been in force during the life of
the insured for two years after the effective date of the
increase.
Suicide Exclusion. Subject to state regulation, if the insured
dies by suicide within two years after the issue date, we will
not pay a death benefit. The policy will be terminated, and we
will return the premium payments made before death, less any
policy debt and any partial cash surrenders. If the insured
dies by suicide within two years after an increase in specified
amount that is subject to evidence of insurability, we will not
pay any death benefit attributable to the increase. In such
case, prior to calculating the death benefit, Union Central will
restore to the cash value the sum of the monthly cost of
insurance charges made for that increase.
Changes in the Policy or Benefits
Misstatement of Age or Sex. If the insured's age or sex has
been misstated in the application for the policy or in any
application for supplemental and/or rider benefits:
if the misstatement becomes known after the death of the
insured, then the death benefit under the policy or such
supplemental and/or rider benefits will be adjusted to the
correct amount (reflecting the correct age or sex) for the
monthly deduction made for the month in which death
occurred;
if the misstatement becomes known during the lifetime of
the insured, policy values will be adjusted to those based
on the correct monthly deductions (reflecting the correct
age or sex) since the policy date. If the policy's values
are insufficient to cover the monthly deduction on the
prior monthly date, the grace period will be deemed to have
begun on such date, and notification will be sent to the
owner at least 61 days prior to the end of the grace
period.
Other Changes. At any time Union Central may make such changes
in the policy as are necessary to assure compliance at all times
with the definition of life insurance prescribed by the Internal
Revenue Code or to make the policy conform with any law or
regulation issued by any government agency to which it is
subject.
When Proceeds Are Paid
Union Central will ordinarily pay any death benefit proceeds,
loan proceeds, partial cash surrender proceeds, or full
surrender proceeds within seven calendar days after receipt at
the home office of all the documents required for such a
payment. Other than the death benefit, which is determined as
of the date of death, the amount will be determined as of the
date of receipt of required documents. However, Union Central
may delay making a payment or processing a transfer request if
(1) the New York Stock Exchange is closed for other than a
regular holiday or weekend, trading on the New York Stock
Exchange is restricted by the SEC, or the SEC declares that an
emergency exists as a result of which the disposal or valuation
of separate account assets is not reasonably practicable; or (2)
the SEC by order permits postponement of payment to protect
Union Central's policy owners. See also "Payment Deferral from
the Guaranteed Account," page 17.
Reports to Policy Owners
Each year you will be sent a report at your last known address
showing, as of the end of the current report period: account
value; cash value; death benefit; amount of interest credited to
the guaranteed account; change in value of the variable account;
premiums paid since the last report; loans; partial cash
surrenders; expense charges; and cost of insurance charges since
the prior report; and any other information required by law.
You will also be sent an annual and a semi-annual report for
each portfolio underlying a subdivision to which you have
allocated account value, including a list of the securities held
in each portfolio, as required by the 1940 Act. In addition,
when you pay premium payments, or if you take out a loan,
transfer amounts or make partial cash surrenders, you will
receive a written confirmation of these transactions.
Assignment
The policy may be assigned in accordance with its terms. In
order for any assignment to be binding upon Union Central, it
must be in writing and filed at the home office. Once Union
Central has received a signed copy of the assignment, the
owner's rights and the interest of any beneficiary (or any other
person) will be subject to the assignment. Union Central
assumes no responsibility for the validity or sufficiency of any
assignment. An assignment is subject to any policy debt.
Reinstatement
The policy may be reinstated within five years after lapse and
before the maturity date, subject to compliance with certain
conditions, including the payment of a necessary premium payment
and submission of satisfactory evidence of insurability. See
your policy for further information.
Supplemental and/or Rider Benefits
The following supplemental and/or rider benefits may be
available and added to your policy. Any monthly charges for
these benefits and/or riders will be deducted from your account
value as part of the monthly deduction (see page 17). The
supplemental and/or rider benefits available with the policies
provide fixed benefits that do not vary with the investment
experience of the separate account.
Term Insurance Rider for Other Insured Persons. Provides a
death benefit amount payable on the death of other insured
persons specified. The other insured death benefit amount
may be changed, subject to certain conditions. In addition,
the rider coverage may be converted to a new policy on the
other insured, subject to certain conditions.
Scheduled Increase Option Rider for the Insured. Provides
for automatic increases in the specified amount on each
annual date, subject to the terms of the rider; the amount
of the increase is specified in the rider. The rate class
applicable to the scheduled increases will be the rate class
of the insured on the issue date of the rider. There is no
cost for this rider.
Guaranteed Death Benefit Rider. Provides that the policy
will remain in force and will not lapse during the
Guaranteed Death Benefit Period, provided that the sum of
premium payments to date, less any partial cash surrenders
and any policy debt, equals or exceeds the Guaranteed
Death Benefit Premium times the number of policy months
since the policy date. This rider terminates on any
monthly date when the sum of premium payments, less any
partial cash surrenders and any policy debt, is less than
the Guaranteed Death Benefit Premium multiplied by the
number of policy months since the policy date. Once
terminated, this rider will not be reinstated. This rider
is not available for all ages and rate classes, or under
certain circumstances where the Term Insurance Rider for
Other Insured Persons is also added to the policy.
Cost of Living Rider for the Insured. Provides for
automatic increases in the specified amount on each annual
date, subject to the terms of the rider; the amount of the
increase will be based on increases in the Consumer Price
Index, as specified in the rider. The rate class
applicable to the cost of living increases will be the
rate class of the insured on the issue date of the rider.
There is no cost for this rider.
Guaranteed Insurability Option Rider. Provides the right
to increase the specified amount on each option date by
the benefit amount shown in the rider. No evidence of
insurability will be required. Option dates are the
annual dates nearest the insured's 25th, 28th, 31st, 34th,
37th, and 40th birthdays. Option dates may be advanced in
the event of the insured's marriage or adoption of a
child.
Accidental Death Benefit Rider. Provides an additional
death benefit payable if the insured's death results from
certain accidental causes. There is no cash value for
this benefit.
Total Disability Benefit Rider - Waiver of Monthly
Deduction. Provides for waiver of the monthly deduction
during the total disability of the insured.
Total Disability Benefit Rider - Policy Continuation to
Maturity Date Not Guaranteed. Provides for the crediting
to the policy as premium payments the monthly total
disability benefit set forth in the rider during the total
disability of the insured.
Children's Insurance Rider. Provides a death benefit
payable on the death of a child of the insured. More than
one child can be covered. There is no cash value for this
benefit.
Insurance Exchange Rider. Provides the right to exchange
the policy for a new policy on the life of a substitute
insured. Exercise of the right is subject to satisfactory
evidence of insurability of the substitute insured, and
may result in a cost or credit to the owner. The new
policy can be any adjustable life insurance policy issued
by Union Central at the time the exchange privilege is
exercised. The policy date for the new policy will
generally be the same as the policy date of the exchanged
policy; the issue date for the new policy will be the date
of exchange. The initial cash value under the new policy
will be the same as the cash value of the policy on the
date of the exchange. There is no cost for this rider,
and there are no charges or other fees imposed under the
policy or the new policy at the time of the exchange. For
purposes of calculating any surrender charges subsequently
imposed on the policy acquired by exchange, we will take
into account the number of policy years that this policy,
and the policy acquired by exchange, have been in force.
Exercise of this rider will result in a taxable exchange.
Accelerated Benefits Rider. Union Central intends to
offer in the future a rider benefit that will allow you to
receive an accelerated payment of a portion of the
policy's death benefit. This advance payment of the death
benefit will be available where certain special needs
exist, as described briefly below. The right to exercise
the rider will be subject to conditions specified in the
rider. WE WILL MAKE THE ACCELERATED BENEFITS RIDER
AVAILABLE TO YOU ONLY IF (1) YOUR STATE INSURANCE
DEPARTMENT HAS APPROVED THE RIDER, AND (2) THE
AVAILABILITY OF THE RIDER WILL NOT, IN UNION CENTRAL'S
VIEW, JEOPARDIZE THE QUALIFICATION OF THE POLICY AS LIFE
INSURANCE UNDER FEDERAL INCOME TAX LAW. HOWEVER, UNION
CENTRAL MAY DETERMINE NOT TO OFFER THE BENEFIT, OR MAY
OFFER A SUBSTANTIALLY DIFFERENT BENEFIT, TO THE EXTENT
THAT WE DEEM ADVISABLE IN LIGHT OF FUTURE CLARIFICATION OR
INTERPRETATION OF APPLICABLE FEDERAL INCOME TAX LAW. If
the accelerated benefit rider is offered, it is expected
to provide that if the insured is diagnosed as terminally
ill, as defined in the rider, you may request an
accelerated payment of the policy's death benefit. The
payment may be subject to discounting and charges.
Payment will be subject to evidence satisfactory to Union
Central. You should consult your tax adviser before you
request accelerated payment.
ADDITIONAL RULES AND LIMITS APPLY TO THESE SUPPLEMENTAL AND/OR
RIDER BENEFITS. NOT ALL SUCH BENEFITS MAY BE AVAILABLE AT ANY
TIME AND IN ANY GIVEN STATE, AND SUPPLEMENTAL AND/OR RIDER
BENEFITS IN ADDITION TO THOSE LISTED ABOVE MAY BE MADE
AVAILABLE. PLEASE ASK YOUR UNION CENTRAL AGENT FOR FURTHER
INFORMATION, OR CONTACT THE HOME OFFICE.
Addition, Deletion or Substitution of Investments
Union Central reserves the right, subject to applicable law, to
make additions to, deletions from, or substitutions for the
shares that are held in the separate account or that the
separate account may purchase. If the shares of a portfolio are
no longer available for investment or if in Union Central's
judgment further investment in any portfolio should become
inappropriate in view of the purposes of the separate account,
Union Central may redeem the shares, if any, of that portfolio
and substitute shares of another registered open-end management
company or unit investment trust. Union Central will not
substitute any shares attributable to a policy's interest in the
separate account without notice and prior approval of the SEC
and state insurance authorities, to the extent required by the
1940 Act or other applicable law.
Union Central also reserves the right to establish additional
subaccounts of the separate account, each of which would invest
in shares corresponding to a new portfolio or in shares of
another investment company having a specific investment
objective. Subject to applicable law and any required SEC
approval, Union Central may in its sole discretion establish new
subaccounts or eliminate one or more subaccounts if marketing
needs, tax considerations or investment conditions warrant. Any
new subaccount may be made available to existing owner(s) on a
basis to be determined by Union Central.
If any of these substitutions or changes are made, Union Central
may by appropriate endorsement change the policy to reflect the
substitution or other change. If Union Central deems it to be
in the best interests of owner(s), and subject to any approvals
that may be required under applicable law, the separate account
may be operated as a management company under the 1940 Act, it
may be deregistered under that Act if registration is no longer
required, or it may be combined with other Union Central
separate accounts. Union Central reserves the right to make any
changes to the separate account required by the 1940 Act or
other applicable law or regulation.
Voting Rights
Union Central is the legal owner of shares held by the
subaccounts and as such has the right to vote on all matters
submitted to shareholders of the portfolios. However, as
required by law, Union Central will vote shares held in the
subaccounts at regular and special meetings of shareholders of
the portfolios in accordance with instructions received from
owners with account value in the subdivisions. Should the
applicable federal securities laws, regulations or
interpretations thereof change, Union Central may be permitted
to vote shares of the portfolios in its own right, and if so,
Union Central may elect to do so.
To obtain voting instructions from owners, before a meeting
owners will be sent voting instruction material, a voting
instruction form and any other related material. The number of
shares held by each subaccount for which an owner may give
voting instructions is currently determined by dividing the
portion of the owner's account value in the subdivision
corresponding to the subaccount by the net asset value of one
share of the applicable portfolio. Fractional votes will be
counted. The number of votes for which an owner may give
instructions will be determined as of the date coincident with
the date established by the fund for determining shareholders
eligible to vote at the relevant meeting of the fund. Shares
held by a subaccount for which no timely instructions are
received will be voted by Union Central in the same proportion
as those shares for which voting instructions are received.
Union Central may, if required by state insurance officials,
disregard owner voting instructions if such instructions would
require shares to be voted so as to cause a change in
sub-classification or investment objectives of one or more of
the portfolios, or to approve or disapprove an investment
advisory agreement. In addition, Union Central may under
certain circumstances disregard voting instructions that would
require changes in the investment advisory agreement or
investment adviser of one or more of the portfolios, provided
that Union Central reasonably disapproves of such changes in
accordance with applicable federal regulations. If Union
Central ever disregards voting instructions, owners will be
advised of that action and of the reasons for such action in the
next semiannual report. Finally, Union Central reserves the
right to modify the manner in which the weight to be given to
pass-through voting instructions is calculated when such a
change is necessary to comply with current federal regulations
or the current interpretation thereof.
Participating
The policy is issued on a participating basis, and as such is
eligible to share in Union Central's profits and surplus to the
extent determined by our Board of Directors in its sole
discretion. Union Central does not currently anticipate that
the policies will participate in profits or surplus in the
foreseeable future.
State Variations
Certain policy features, including the "free look,"
incontestability, and suicide provisions, are subject to state
variation. The owner should read his or her policy carefully to
determine whether any variations apply in the state in which the
policy is issued.
TAX CONSIDERATIONS
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Introduction
The following summary provides a general description of the
Federal income tax considerations associated with the policy and
does not purport to be complete or to cover all tax situations.
This discussion is not intended as tax advice. Counsel or other
competent tax advisors should be consulted for more complete
information. This discussion is based upon our understanding of
the present Federal income tax laws. No representation is made
as to the likelihood of continuation of the present Federal
income tax laws or as to how they may be interpreted by the
Internal Revenue Service.
Tax Status of the Policy
In order to qualify as a life insurance contract for Federal
income tax purposes and to receive the tax treatment normally
accorded life insurance contracts under Federal tax law, a life
insurance policy must satisfy certain requirements which are set
forth in the Internal Revenue Code. Guidance as to how these
requirements are to be applied is limited. Nevertheless, we
believe that a policy issued on a standard basis should satisfy
the applicable requirements. There is less guidance, however,
with respect to a policy issued on a substandard basis (i.e., a
premium class with extra rating involving higher than standard
mortality risk) and it is not clear whether such a policy will
in all cases satisfy the applicable requirements. If it is
subsequently determined that a policy does not satisfy the
applicable requirements, we may take appropriate steps to bring
the policy into compliance with such requirements and we reserve
the right to modify the policy as necessary in order to do so.
In certain circumstances, owners of variable life insurance
policies have been considered for Federal income tax purposes to
be the owners of the assets of variable account supporting their
contracts due to their ability to exercise investment control
over those assets. Where this is the case, the policyowners
have been currently taxed on income and gains attributable to
variable account assets. There is little guidance in this area,
and some features of the policy, such as the flexibility of the
owner to allocate premium payments and account value, have not
been explicitly addressed in published rulings. While we
believe that the policy does not give the owner investment
control over variable account assets, we reserve the right to
modify the policy as necessary to prevent the owner from being
treated as the owner of the variable account assets supporting
the policy.
In addition, the Code requires that the investments of the
subaccounts be "adequately diversified" in order for the policy
to be treated as a life insurance contract for Federal income
tax purposes. It is intended that the subaccounts, through the
portfolios, will satisfy these diversification requirements.
The following discussion assumes that the policy will qualify as
a life insurance contract for Federal income tax purposes.
Tax Treatment of Policy Benefits
In General. We believe that the death benefit under a policy
should be excludible from the gross income of the beneficiary.
Federal, state and local estate, inheritance, transfer, and
other tax consequences of ownership or receipt of policy
proceeds depend on the circumstances of each owner or
beneficiary. A tax advisor should be consulted on these
consequences.
Generally, the owner of a policy will not be deemed to be in
constructive receipt of the account value until there is a
distribution. When distributions from a policy occur, or when
loans are taken out from or secured by a policy, the tax
consequences depend on whether the policy is classified as a
"Modified Endowment Contract."
Modified Endowment Contracts. Under the Internal Revenue Code,
certain life insurance contracts are classified as "Modified
Endowment Contracts," with less favorable tax treatment than
other life insurance contracts. Due to the flexibility of the
policy as to premium payments and benefits, the individual
circumstances of each policy will determine whether it is
classified as a Modified Endowment Contract. The rules are too
complex to be summarized here, but generally depend on the
amount of premium payments made during the first seven policy
years. Certain changes in a policy after it is issued could
also cause it to be classified as a Modified Endowment Contract.
A current or prospective owner should consult with a competent
advisor to determine whether a policy transaction will cause the
policy to be classified as a Modified Endowment Contract.
Distributions Other Than Death Benefits from Modified Endowment
Contracts. Policies classified as Modified Endowment Contracts
are subject to the following tax rules:
(1) All distributions other than death benefits from a Modified
Endowment Contract, including distributions upon surrender
and withdrawals, will be treated first as distributions of
gain taxable as ordinary income and as tax-free recovery of
the owner's investment in the policy only after all gain
has been distributed.
(2) Loans taken from or secured by a policy classified as a
Modified Endowment Contract are treated as distributions
and taxed accordingly.
(3) A 10 percent additional income tax is imposed on the amount
subject to tax except where the distribution or loan is
made when the owner has attained age 59-1/2 or is disabled,
or where the distribution is part of a series of
substantially equal periodic payments for the life (or life
expectancy) of the owner or the joint lives (or joint life
expectancies) of the owner and the owner's beneficiary or
designated beneficiary.
Distributions Other Than Death Benefits from Policies that are
not Modified Endowment Contracts. Distributions other than death
benefits from a policy that is not classified as a modified
endowment contract are generally treated first as a recovery of
the owner's investment in the policy and only after the recovery
of all investment in the policy as taxable income. However,
certain distributions which must be made in order to enable the
policy to continue to qualify as a life insurance contract for
Federal income tax purposes if policy benefits are reduced
during the first 15 policy years may be treated in whole or in
part as ordinary income subject to tax.
Loans from or secured by a policy that is not a Modified
Endowment Contract are generally not treated as distributions.
Finally, neither distributions from nor loans from or secured by
a policy that is not a Modified Endowment Contract are subject
to the 10 percent additional income tax.
Investment in the Policy. Your investment in the policy is
generally your aggregate premiums. When a distribution is taken
from the policy, your investment in the policy is reduced by the
amount of the distribution that is tax-free.
Policy Loans. In general, interest on a policy loan will not be
deductible. Before taking out a policy loan, you should consult
a tax adviser as to the tax consequences.
Multiple Policies. All Modified Endowment Contracts that are
issued by us (or our affiliates) to the same owner during any
calendar year are treated as one Modified Endowment Contract for
purposes of determining the amount includible in the owner's
income when a taxable distribution occurs.
Other Policy Owner Tax Matters. Businesses can use the policy
in various arrangements, including nonqualified deferred
compensation or salary continuance plans, split dollar insurance
plans, executive bonus plans, tax exempt and nonexempt welfare
benefit plans, retiree medical benefit plans and others. The
tax consequences of such plans may vary depending on the
particular facts and circumstances. If you are purchasing the
policy for any arrangement the value of which depends in part on
its tax consequences, you should consult a qualified tax
adviser. In recent years, moreover, Congress has adopted new
rules relating to life insurance owned by businesses. Any
business contemplating the purchase of a new policy or a change
in an existing policy should consult a tax adviser.
Possible Tax Law Changes. Although the likelihood of
legislative changes is uncertain, there is always the
possibility that the tax treatment of the policy could change by
legislation or otherwise. Consult a tax adviser with respect to
legislative developments and their effect on the policy.
Possible Charges for Union Central's Taxes
At the present time, Union Central makes no charge for any
Federal, state or local taxes (other than the charge for state
premium taxes) that may be attributable to the subaccounts or to
the policies. We reserve the right to charge the subaccounts
for any future taxes or economic burden we may incur.
OTHER INFORMATION ABOUT THE POLICIES AND UNION CENTRAL
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Sale of the Policies
The policies will be offered to the public on a continuous
basis, but we reserve the right to discontinue the offering.
Applications for policies are solicited by agents who are
licensed by applicable state insurance authorities and appointed
by us to sell our variable life contracts and who are also
registered representatives of Carillon Investments, Inc.
("Carillon Investments") or of a broker-dealer that has entered
into a selling agreement with Carillon Investments. The address
of Carillon Investments, one of our wholly-owned subsidiaries,
is 1876 Waycross Road, Cincinnati, Ohio 45240. Carillon
Investments is registered with the SEC under the Securities
Exchange Act of 1934 as a broker-dealer and is a member of the
National Association of Securities Dealers, Inc.
Carillon Investments acts as the principal underwriter (as
defined in the 1940 Act) for the separate account, pursuant to
an underwriting agreement between Union Central and Carillon
Investments. Carillon Investments is not obligated to sell any
specific number of policies. Selling agents may be paid a
maximum of 50% of planned periodic premiums paid up to an amount
equal to one "target premium," plus 2% of any other first-year
premiums. A "target premium" is an amount of premium based on
the insured's age at issue, sex, rate class, specified amount,
and supplemental and/or rider benefits. Selling agents may also
receive service fees in policy years after the first, additional
compensation based on persistency or other policy-related
factors, as well as non-cash compensation. We may also
compensate sales managers.
Union Central Directors and Executive Officers
See Appendix B for a list of the names, ages, addresses and
principle occupations of Union Central's directors and executive
officers.
State Regulation
Union Central is subject to regulation by the Department of
Insurance of the State of Ohio, which periodically examines the
financial condition and operations of Union Central. Union
Central is also subject to the insurance laws and regulations of
all jurisdictions where it does business. The policy described
in this prospectus has been filed with and, where required,
approved by, insurance officials in those jurisdictions where it
is sold.
Union Central is required to submit annual statements of
operations, including financial statements, to the insurance
departments of the various jurisdictions where it does business
to determine solvency and compliance with applicable insurance
laws and regulations.
Preparing for Year 2000
[Update] Like all financial services providers, Union Central
utilizes systems that may be affected by Year 2000 transition
issues and it relies on service providers, including banks,
custodians, and investment managers that also may be affected.
Union Central and its affiliates have developed, and are in the
process of implementing, a Year 2000 transition plan, and are
confirming that their service providers are also so engaged.
The resources that are being devoted to this effort are
substantial. It is difficult to predict with precision whether
the amount of resources ultimately devoted, or the outcome of
these efforts, will have any negative impact on Union Central.
However, as of the date of this prospectus, it is not
anticipated that policy owners will experience negative effects
on their investment, or on the services provided in connection
therewith, as a result of Year 2000 transition implementation.
Union Central currently anticipates that its systems will be
Year 2000 compliant on or about January 2, 1999, but there can
be no assurance that Union Central will be successful. The
failure of Union Central or one of its service providers to
achieve timely and complete compliance could materially impair
Union Central's ability to conduct its business, including its
ability to accurately and timely value interests in the
policies.
Additional Information
A registration statement under the Securities Act of 1933 has
been filed with the SEC relating to the offering described in
this prospectus. This prospectus does not include all the
information set forth in the registration statement. The
omitted information may be obtained at the SEC's principal
office in Washington, D.C. by paying the SEC's prescribed fees.
Experts
The financial statements of Carillon Life Account at December
31, 1997 and 1996 and for the years then ended, and of The Union
Central Life Insurance Company at December 31, 1997 and 1996 and
for the years then ended, appearing in this Prospectus and
Registration Statement, have been audited by Ernst & Young LLP,
independent auditors, as set forth in their reports thereon
appearing elsewhere herein and in the Registration Statement,
and are included in reliance upon such reports given upon the
authority of such firm as experts in accounting and auditing.
Actuarial Matters
Actuarial matters included in this prospectus have been examined
by Kristal E. Hambrick, FSA, MAAA, of Union Central, whose
opinion is filed as an exhibit to the Registration Statement.
Litigation
No litigation is pending that would have a material effect upon
the separate account.
Legal Matters
Sutherland Asbill & Brennan LLP of Washington, D.C. has provided
advice on certain matters relating to the federal securities
laws.
Financial Statements
The financial statements of the separate account and of Union
Central appear on the following pages. The financial statements
of Union Central should be distinguished from financial
statements of the separate account and should be considered only
as bearing upon Union Central's ability to meet its obligations
under the policies.
<PAGE>
CARILLON LIFE ACCOUNT FINANCIALS TO BE FILED BY AMENDMENT.
<PAGE>
THE UNION CENTRAL LIFE INSURANCE COMPANY FINANCIALS TO BE FILED
BY AMENDMENT.
<PAGE>
APPENDIX A
- -------------------------------------------------------------
<TABLE>
<CAPTION>
TABLE OF APPLICABLE PERCENTAGES
Attained
Age Percentage
<S> <C>
0-40 250%
41 243%
42 236%
43 229%
44 222%
45 215%
46 209%
47 203%
48 197%
49 191%
50 185%
51 178%
52 171%
53 164%
54 157%
55 150%
56 146%
57 142%
58 138%
59 134%
60 130%
61 128%
62 126%
63 124%
64 122%
65 120%
66 119%
67 118%
68 117%
69 116%
70 115%
71 113%
72 111%
73 109%
74 107%
75-90 105%
91 104%
92 103%
93 102%
94 101%
95+ 100%
</TABLE>
<PAGE>
APPENDIX B
UNION CENTRAL DIRECTORS AND EXECUTIVE OFFICERS
The following table sets forth the name, age, address and
principal occupations during the past five years of each of
Union Central's directors and executive officers.
<TABLE>
<CAPTION>
Name and Principal Positions with Depositor
Business Address* and Background
<C> <C>
James M. Anderson Director, Union Central; President and CEO,
3333 Burnet Avenue Children's Hospital Medical Center; prior to
Cincinnati, Ohio 45219 1996, Secretary, Access Corporation
Philip G. Barach Director, Union Central; prior to 1994,
9403 Kenwood Road Chairman of the Board, U.S. Shoe Corporation
Suite D100
Cincinnati, Ohio 45242
V. Anderson Coombe Director, Union Central; Chairman of the Board,
2503 Spring Grove Avenue The Wm. Powell Company
Cincinnati, Ohio 45214
William A. Friedlander Director, Union Central; Chairman, Bartlett &
36 East Fourth Street Co.
Cincinnati, Ohio 45202
John H. Jacobs* Director, President and Chief Operating Officer,
Union Central
William G. Kagler Director, Union Central; former Chairman of the
18 Hampton Court Board, Swallen's, Inc.; prior to November, 1995,
Cincinnati, Ohio 45208 various executive positions with Skyline Chili,
Inc.
Lawrence A. Leser Director, Union Central; Chairman,
312 Walnut Street The E. W. Scripps Company; prior to August,
Cincinnati, Ohio 45202 1994, President and CEO, The E.W. Scripps
Company
Francis V. Mastrianna, Ph.D. Director, Union Central; Dean, College of
Slippery Rock University Information Science and Business Administration,
Slippery Rock, PA 16057 Slippery Rock University of Pennsylvania
Mary D. Nelson, FSA Director, Union Central; President, Nelson and
105 West Fourth Street Company
Cincinnati, Ohio 45202
Paul G. Pearson, Ph.D. Director, Union Central; President Emeritus,
5110 Bonham Road Miami University; prior to 1993, President,
Oxford, Ohio 45056 Miami University
Thomas E. Petry Director, Union Central; Former Chairman of the
250 East Fifth Street Board and CEO, Eagle-Picher Industries, Inc.
Suite 500
Cincinnati, Ohio 45202
Larry R. Pike* Chairman and Chief Executive Officer, Union
Central
Myrtis H. Powell, Ph.D. Director, Union Central; Vice President of
Miami University Student Affairs, Miami University
113 Warfield Hall
Oxford, Ohio 45056
Dudley S. Taft Director, Union Central; President, Taft
312 Walnut Street Broadcasting Company
Suite 3550
Cincinnati, Ohio 45202
John M. Tew, Jr., M.D. Director, Union Central; Professor and Chairman,
506 Oak Street Department of Neurosurgery, University of
Cincinnati, Ohio 45219 Cincinnati Medical Center, and Member, Mayfield
Clinic
Stephen R. Hatcher* Executive Vice President and Chief Financial
Officer, Union Central
John H. Jacobs* President and Chief Operating Officer, Union
Central
Dale D. Johnson* Senior Vice President, Union Central
Gerald A. Lockwood* Senior Vice President and Corporate Actuary,
Union Central
David F. Westerbeck* Senior Vice President, General Counsel and
Secretary, Union Central
</TABLE>
__________
* The principal business address of the person designated is
1876 Waycross Road, Cincinnati, Ohio 45240.
<PAGE>
PART II - OTHER INFORMATION
UNDERTAKING TO FILE REPORTS
Subject to the terms and conditions of Section 15(d)
of the Securities Exchange Act of 1934, the undersigned
Registrant hereby undertakes to file with the Securities and
Exchange Commission such supplementary and periodic information,
documents, and reports as may be prescribed by any rule or
regulation of the Commission heretofore or hereafter duly
adopted pursuant to authority conferred in that section.
RULE 484 UNDERTAKING
Reference is made to the Amended Articles of
Incorporation and Code of Regulations of The Union Central Life
Insurance Company (the "Code of Regulations"), filed as an
exhibit to this Registration Statement. Specifically, Article
VII of the Code of Regulations provides that Depositor shall, to
the full extent permitted by the General Corporation Law of
Ohio, indemnify any person who is or was a director or officer
of the Depositor and whom it may indemnify pursuant thereto.
The Depositor may, within the sole discretion of its Board of
Directors, indemnify in whole or in part any other person whom
it may indemnify pursuant thereto.
Section 1701.13 of the Ohio General Corporation Law
provides as follows:
(E)(1) A corporation may indemnify or agree to
indemnify any person who was or is a party, or is
threatened to be made a party, to any threatened,
pending, or completed action, suit, or proceeding,
whether civil, criminal, administrative, or investigative,
other than an action by or in the right of the corporation,
by reason of the fact that he is or was a director,
officer, employee, or agent of the corporation, or is or
was serving at the request of the corporation as a
director, trustee, officer, employee, member, manager,
or agent of another corporation, domestic or foreign,
nonprofit or for profit, a limited liability company, or a
partnership, joint venture, trust, or other enterprise,
against expenses, including attorney's fees, judgments,
fines, and amounts paid in settlement actually and
reasonably incurred by him in connection with such action,
suit, or proceeding, if he acted in good faith and in a
manner he reasonably believed to be in or not opposed to
the best interests of the corporation, and, with respect
to any criminal action or proceeding, if he had no
reasonable cause to believe his conduct was unlawful.
The termination of any action, suit, or proceeding by
judgment, order, settlement, or conviction, or upon a
plea of nolo contendere or its equivalent, shall not, of it
self, create a presumption that the person did not act in
good faith and in a manner he reasonably believed to be in
or not opposed to the best interests of the corporation,
and, with respect to any criminal action or proceeding, he
had reasonable cause to believe that his conduct was
unlawful.
(2) A corporation may indemnify or agree to indemnify
any person who was or is a party, or is threatened to made a
party, to any threatened, pending, or completed action or
suit by or in the right of the corporation to procure a
judgement in its favor, by reason of the fact that he is or
was a director, officer, employee, or agent of the
corporation, or is or was serving at the request of the
corporation as a director, trustee, officer, employee,
member, manager, or agent of another corporation, domestic
or foreign, nonprofit or for profit, a limited liability
company, or a partnership, joint venture, trust, or other
enterprise, against expenses, including attorney's fees,
actually and reasonably incurred by him in connection with
the defense or settlement of such action or suit, if he
acted in good faith and in a manner he reasonably believed
to be in or not opposed to the best interests of the
corporation, except that no indemnification shall be made in
respect of any of the following:
(a) Any claim, issue, or matter as to which such
person is adjudged to be liable for negligence or
misconduct in the performance of his duty to the
corporation unless, and only to the extent that, the
court of common pleas or the court in which such action
or suit was brought determines, upon application, that,
despite the adjudication of liability, but in view of all
the circumstances of the case, such person is fairly and
reasonably entitled to indemnity for such expenses as the
court of common pleas or such other court shall deem
proper;
(b) Any action or suit in which the only
liability asserted against a director is pursuant to
section 1701.95 of the Revised Code.
(3) To the extent that a director, trustee, officer,
employee, member, manager, or agent has been successful on
the merits or otherwise in defense of any action, suit, or
proceeding referred to in division (E)(1) or (2) of this
section, or in defense of any claim, issue, or matter
therein, he shall be indemnified against expenses, including
attorney's fees, actually and reasonably incurred by him in
connection with the action, suit, or proceeding.
(4) Any indemnification under division (E)(1) or (2)
of this section, unless ordered by a court, shall be made by
the corporation only as authorized in the specific case,
upon a determination that indemnification of the director,
trustee, officer, employee, member, manager, or agent is
proper in the circumstances because he has met the
applicable standard of conduct set forth in division (E)(1)
or (2) of this section. Such determination shall be made as
follows:
(a) By a majority vote of a quorum consisting of
directors of the indemnifying corporation who were not
and are not parties to or threatened with the action,
suit, or proceeding referred to in division (E)(1) or (2)
of this section;
(b) If the quorum described in division
(E)(4)(a) of this section is not obtainable or if a
majority vote of a quorum of disinterested directors so
directs, in a written opinion by independent legal
counsel other than an attorney, or a firm having
associated with it an attorney, who has been retained by
or who has performed services for the corporation or any
person to be indemnified within the past five years;
(c) By the shareholders;
(d) By the court of common pleas or the court in
which the action, suit, or proceeding referred to in
division (E)(1) or (2) of this section was brought.
Any determination made by the disinterested
directors under division (E)(4)(a) or by independent
legal counsel under division (E)(4)(b) of this section
shall be promptly communicated to the person who
threatened or brought the action or suit by or in the
right of the corporation under division (E)(2) of this
section, and, within ten days after receipt of such
notification, such person shall have the right to
petition the court of common pleas or the court in which
such action or suit was brought to review the
reasonableness of such determination.
(5)(a) Unless at the time of a director's act or
omission that is the subject of an action, suit, or
proceeding referred to in division (E)(1) or (2) of this
section, the articles or the regulations of a corporation
state, by specific reference to this division, that the
provisions of this division do not apply to the
corporation and unless the only liability asserted
against a director in an action, suit, or proceeding
referred to in division (E)(1) or (2) of this section is
pursuant to section 1701.95 of the Revised Code,
expenses, including attorney's fees, incurred by a
director in defending the action, suit, or proceeding
shall be paid by the corporation as they are incurred, in
advance of the final disposition of the action, suit, or
proceeding, upon receipt of an undertaking by or on
behalf of the director in which he agrees to do both of
the following:
(i) Repay such amount if it is proved by
clear and convincing evidence in a court of competent
jurisdiction that his action or failure to act
involved an act or omission undertaken with
deliberate intent to cause injury to the corporation
or undertaken with reckless disregard for the best
interests of the corporation;
(ii) Reasonably cooperate with the
corporation concerning the action, suit, or
proceeding.
(b) Expenses, including attorney's fees,
incurred by a director, trustee, officer, employee,
member, manager, or agent in defending any action, suit,
or proceeding referred to in division (E)(1) or (2) of
this section, may be paid by the corporation as they are
incurred, in advance of the final disposition of the
action, suit, or proceeding, as authorized by the
directors in the specific case, upon the receipt of an
undertaking by or on behalf of the director, trustee,
officer, employee, member, manager, or agent to repay
such amount, if it ultimately is determined that he is
not entitled to be indemnified by the corporation.
(6) The indemnification authorized by this section
shall not be exclusive of, and shall be in addition to, any
other rights granted to those seeking indemnification under
the articles, the regulations, any agreement, a vote of
shareholders or disinterested directors, or otherwise, both
as to action in their official capacities and as to action
in another capacity while holding their offices or
positions, and shall continue as to a person who has ceased
to be a director, trustee, officer, employee, member,
manager or agent and shall inure to the benefit of the
heirs, executors, and administrators of such a person.
(7) A corporation may purchase and maintain insurance
or furnish similar protection, including, but not limited
to, trust funds, letters of credit, or self-insurance, on
behalf of or for any person who is or was a director,
officer, employee, or agent of the corporation, or is or was
serving at the request of the corporation as a director,
trustee, employee, member, manager, or agent of another
corporation, domestic or foreign, nonprofit or for profit, a
limited liability company, or a partnership, joint venture,
trust, or other enterprise, against any liability asserted
against him and incurred by him in any such capacity, or
arising out of his status as such, whether or not the
corporation would have the power to indemnify him against
such liability under this section. Insurance may be
purchased from or maintained with a person in which the
corporation has financial interest.
(8) The authority of a corporation to indemnify
persons pursuant to division (E)(1) or (2) of this section
does not limit the payment of expenses as they are incurred,
indemnification, insurance, or other protection that may be
provided pursuant to divisions (E)(5), (6), and (7) of this
section. Divisions (E)(1) and (2) of this section do not
create any obligation to repay or return payments made by
the corporation pursuant to division (E)(5), (6), or (7).
(9) As used in division (E) of this section,
"corporation" includes all constituent entities in a
consolidation or merger and the new or surviving
corporation, so that any person who is or was a director,
officer, employee, trustee, member, manager, or agent of
such a constituent entity, or is or was serving at the
request of such constituent entity as a director, trustee,
officer, employee, member, manager, or agent of another
corporation, domestic or foreign, nonprofit or for profit, a
limited liability company, or a partnership, joint venture,
trust, or other enterprise, shall stand in the same position
under this section with respect to the new or surviving
corporation as he would if he had served the new or
surviving corporation in the same capacity.
Insofar as indemnification for liability arising under the
Securities Act of 1933 may be permitted to directors, officers
and controlling persons of the Registrant pursuant to the
foregoing provisions, or otherwise, the Registrant has been
advised that in the opinion of the Securities and Exchange
Commission such indemnification may be against public policy as
expressed in the Act and may be, therefore, unenforceable. In
the event that a claim for indemnification against such
liabilities (other than payment by the Registrant of expenses
incurred or paid by a director, officer, or controlling person
of the Registrant in the successful defense of any action, suit
or proceeding) is asserted by such director, officer or
controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its
counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question
whether such indemnification by it is against public policy as
expressed in the Act and will be governed by the final
adjudication of such issue.
REPRESENTATIONS PURSUANT TO SECTION 26(e)
The Union Central Life Insurance Company hereby represents
that the fees and charges deducted under the Policy, in the
aggregate, are reasonable in relation to the services rendered,
the expenses expected to be incurred, and the risks assumed by
The Union Central Life Insurance Company.
CONTENTS OF REGISTRATION STATEMENT
This Registration Statement consists of the following
papers and documents:
The facing sheet.
A reconciliation and tie of the information shown in the
prospectus with the items of Form N-8B-2.
The prospectus consisting of ___ pages.
The Undertaking to File Reports.
The Rule 484 Undertaking.
The signatures.
Written consents of the following persons:
Kristal E. Hambrick, FSA, MAAA
Sutherland Asbill & Brennan, L.L.P.
Ernst & Young LLP
The following exhibits:
1.A.(1) Resolutions Establishing Carillon Life
Account *
(2) None
(3)(a) Underwriting Agreement****
(b) Form of Selling Agreement***
(c) Sales Representatives Agent Agreement
(Including Compensation Schedule)****
(4) None
(5)(a) Specimen of Policy***
(b) Riders and Endorsements **
(6) Amended Articles of Incorporation and Code of
Regulations of The Union Central Life Insurance
Company *
(7) None
(8) None
(9)(a) Participation Agreement - Scudder Variable Life
Investment Fund***
(b) Participation Agreement - TCI Portfolios,
Inc.***
(c) Participation Agreement - MFS Variable
Insurance Trust***
(10) Form of Application for Policy *
2. See Exhibit 3.(i)
3.(i) Opinion and Consent of John F. Labmeier, Esq.,
As to the Legality of the Securities Being
Registered***
(ii) Opinion and Consent of Kristal E. Hambrick,
FSA, MAAA, As to Actuarial Matters Pertaining
to the Securities Being Registered
4. None
5. Inapplicable
6. Consent of Sutherland, Asbill & Brennan
7. Powers of Attorney *****
8. Notice of Withdrawal Right for Policies***
9. Consent of Ernst & Young LLP
10. Memorandum describing Certain Procedures, filed
pursuant to Rule 6e-3(T)(b)(12)(iii)***
* Incorporated by reference to the Registrant's initial
registration statement on Form S-6 (File No. 33-94858), filed
July 21, 1995.
** Incorporated by reference to the Registrant's initial
registration statement on Form S-6 (File No. 33-94858), filed
July 21, 1995, and to Pre-Effective Amendment No. 1 to the
Registrant's registration statement on Form S-6 (File No.
33-94858), filed November 30, 1995.
*** Incorporated by reference to Pre-Effective Amendment No.
1 to the Registrant's registration statement on Form S-6 (file
No. 33-94858), filed November 30, 1995.
**** Incorporated by reference to Post-Effective Amendment
No. 1 to the Registrant's registration statement on Form S-6
(file No. 33-94858), filed April 30, 1996.
***** In addition to the exhibit item filed herewith,
additional items are incorporated by reference to the
Registrant's initial registration statement on Form S-6 (File
No. 33-94858), filed July 21, 1995, and to Pre-Effective
Amendment No. 1 to the Registrant's registration statement on
Form S-6 (File No. 33-94858), filed November 30, 1995.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant, Carillon Life Account, has duly caused this Post-
Effective Amendment to this Registration Statement to be signed
on its behalf by the undersigned thereunto duly authorized, and
its seal to be hereunto affixed and attested, all in the City of
Cincinnati, and State of Ohio, on the 25th day of February,
1999.
CARILLON LIFE ACCOUNT
(Registrant)
THE UNION CENTRAL LIFE INSURANCE COMPANY
(Depositor)
(SEAL)
ATTEST: /s/ John F. Labmeier By: /s/ Larry R. Pike
Larry R. Pike
Chairman and
Chief Executive Officer
The Union Central Life Insurance Company
Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed below by the
following persons in the capacities and on the dates indicated.
<TABLE>
<CAPTION>
Signature Title Date
<S> <C> <C>
/s/ Larry R. Pike Chairman and
Larry R. Pike Chief Executive Officer
(Principal Executive Officer) 2-25-99
/s/ Stephen R. Hatcher Executive Vice President
Stephen R. Hatcher and Chief Financial Officer
(Principal Financial and
Accounting Officer) 2-25-99
*/s/ Phillip G. Barach Director 2-25-99
Philip G. Barach
*/s/ William A. Friedlander Director 2-25-99
William A. Friedlander
*/s/ William G. Kagler Director 2-25-99
William G. Kagler
*/s/ Lawrence A. Leser Director 2-25-99
Lawrence A. Leser
*/s/ Francis V. Mastrianna, Ph.D. Director 2-25-99
Francis V. Mastrianna, Ph.D.
*/s/ Mary D. Nelson, FSA Director 2-25-99
Mary D. Nelson, FSA
*/s/ Paul G. Pearson, Ph.D. Director 2-25-99
Paul G. Pearson, Ph.D.
*/s/ Thomas E. Petry Director 2-25-99
Thomas E. Petry
*/s/ Myrtis H. Powell, Ph.D. Director 2-25-99
Myrtis H. Powell, Ph.D.
*/s/ Dudley S. Taft Director 2-25-99
Dudley S. Taft
*/s/ John M. Tew, Jr., M.D. Director 2-25-99
John M. Tew, Jr., M.D.
</TABLE>
* By /s/ John F. Labmeier, pursuant to Power of Attorney
previously filed.
<PAGE>
EXHIBIT INDEX
Exhibit 3.(ii) Opinion and Consent of Kristal E. Hambrick,
FSA, MAAA, As to Actuarial Matters Pertaining
to the Securities Being Registered*
Exhibit 6 Consent of Sutherland Asbill & Brennan, L.L.P.*
Exhibit 9 Consent of Independent Auditors*
- ----------------
* To be filed by amendment
