Exhibit 30(d)(i)

Pruco Life Insurance Company

Phoenix, Arizona 85014

A Stock Company Subsidiary of

The Prudential Insurance Company of America

Insured Policy Number

Contract Date

Agency

Flexible Premium Variable Life Insurance Policy. Insurance payable only upon

death. Cash values reflect premium payments, investment results, and charges.

Non-participating.

We will promptly pay the beneficiary the death benefit described under the Death

Benefit provision of this contract if we receive due proof that the Insured

died. We make this promise subject to all the provisions of this contract.

The amount and duration of the death benefit may be fixed or variable,

depending on the payment of premiums, the investment experience of the variable

investment options, any interest credited to the fixed investment options, and

the charges made.

The cash value may increase or decrease daily, depending on the payment of

premiums, the investment experience of the variable investment options, any

interest credited to the fixed investment options, and the charges made. There

is no guaranteed minimum cash value.

If there is ever a question about this contract, please see a Pruco Life

Insurance Company representative or contact one of our offices.

Right to Cancel Contract.--You may return this contract to us within 10 days

after you receive it. All you have to do is take the contract or mail it to one

of our offices or to the representative who sold it to you. It will be canceled

and we will return your money in accordance with applicable law.

Signed for Pruco Life Insurance Company,

an Arizona Corporation.

Secretary President

PLEASE READ YOUR POLICY CAREFULLY; it is a legal contract between you and

Pruco Life Insurance Company.

GUIDE TO CONTENTS

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CONTRACT DATA ............................................................ 3

Insured's Information; Rating Class; Basic contract Information;

Type of Death Benefit; Life Insurance on the Insured; Minimum

Initial Premium; Contract Limitations; Other Benefits (if applicable);

Adjustments to Premium Payments; Adjustments to the Contract Fund;

Schedule of Maximum Surrender Charges; Monthly Deductions from the

Contract Fund for Other Benefits (if applicable); Investment Options;

Variable Investment Options; Fixed Investment Option; Schedule of

Initial Allocation of Invested Premium Amounts

TABLE OF DEATH BENEFIT GUARANTEE VALUES .................................. 4

TABLE OF MAXIMUM MONTHLY INSURANCE RATES PER $1000 ...................... 4A

TABLE OF ATTAINED AGE FACTORS ............................................ 4B&4C

Definitions .............................................................. 5

The Contract ............................................................. 5

Entire Contract; Contract Modifications; Incontestability

OWNERSHIP ................................................................ 6

DEATH BENEFIT PROVISIONS ................................................. 6&7

Death Benefit; Additional Death Benefits; Method of Payment; Suicide

Exclusion; Interest on Death Benefit

CHANGE IN BASIC INSURANCE AMOUNT ......................................... 7

CHANGING THE TYPE OF DEATH BENEFIT ....................................... 8

BENEFICIARY .............................................................. 9

PREMIUM PAYMENT .......................................................... 10

Payment of Premiums; Invested Premium Amount; Crediting the Initial

Premium Payment; Allocations

CONTRACT FUND ............................................................ 10

Cash Value; Net Cash Value; Coverage Amount

DEFAULT .................................................................. 11

Excess Contract Debt default; Cash Value Default; Notice of Default

DEATH BENEFIT GUARANTEE .................................................. 11

Death Benefit Guarantee; Guarantee Values

REINSTATEMENT ............................................................. 12

SEPARATE ACCOUNT ......................................................... 13

Separate Account; Variable Investments; Separate Account Investments

FIXED INVESTMENTS ........................................................ 13

Page 2

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TRANSFERS ................................................................ 14

Class One Investments; Class Two Investments; Class Three Investments

SURRENDER ................................................................ 14

WITHDRAWALS .............................................................. 15

Effect on Contract Fund; Effect on Basic Insurance Amount

LOANS .................................................................... 16

Loan Value; Contract Debt; Loan Requirements; Interest Charge; Preferred

Loan; Maximum Preferred Loan Amount; Effect on Contract Fund

GENERAL PROVISIONS ....................................................... 17

Annual Report; Payment of Death Claim; Misstatement of Age or Sex;

Assignment; Change in Plan; Factors Subject to Change; Non-Participating;

Applicable Tax Law

BASIS OF COMPUTATION ..................................................... 18

Mortality Basis and Interest Rate; Minimum Legal Values

SETTLEMENT OPTIONS ....................................................... 19

Options Described; Interest Rate

SETTLEMENT OPTIONS TABLES ................................................ 20

A copy of the application and any riders or endorsements

can be found at the end of the contract.

Page 2A

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CONTRACT DATA

INSURED

JOHN DOE Male, Issue Age 35

RATING CLASS

Select Standard

BASIC CONTRACT INFORMATION

Policy Number xx xxx xx

Contract Date January 1, 1997

Premium Period Life of the Insured

Beneficiary See Beneficiary Provision attached

TYPE OF DEATH BENEFIT (see Death Benefit Provisions)

Type A

LIFE INSURANCE ON THE INSURED (as of the Contract Date)

Basic Insurance Amount

$500,000.00

MINIMUM INITIAL PREMIUM

The minimum initial premium due on the Contract Date is $xx,xxx.xx.

CONTRACT LIMITATIONS

The minimum premium we will accept is $25.00.

The minimum basic insurance amount is $250,000.00.

The minimum increase in basic insurance amount is $10,000.00.

The minimum decrease in basic insurance amount is $10,000.00.

The minimum amount you may withdraw is $500.00.

The minimum amount you may borrow is $200.00.

The Surrender Charge Threshold is $500,000.00

CONTRACT DATA CONTINUED ON NEXT PAGE

Page 3 (97)

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POLICY NO. XX XXX XXX

CONTRACT DATA CONTINUED

ADJUSTMENTS TO PREMIUM PAYMENTS

From each premium paid we will:

SUBTRACT a charge of up to 7.5% for any taxes attributable to premiums.

For purposes of this charge, the term "taxes attributable to premiums"

shall include: (a) any federal, state or local income tax, (b) any

premium, excise, or business tax, and (c) any other type of tax (or

component thereof) measured by or based upon the amount of premium

received by us.

SUBTRACT a charge for sales expenses at a rate of up to 4% of the

premium(s) paid.

The remainder of the premium is the invested premium amount.

ADJUSTMENTS TO THE CONTRACT FUND

On the Contract Date the contract fund is equal to the invested premium

amount credited on that date, MINUS any of the charges described below

which may be due on that date.

On each day after the contract date, we will adjust the contract fund by:

ADDING any invested premium amounts.

ADDING any increase due to investment results of the variable investment

options.

ADDING guaranteed interest at an effective annual rate of 4% (0.01074598%

a day) on that portion of the contract fund that is not in a variable

investment option.

ADDING any excess interest on that portion of the contract fund that is

in a fixed interest rate investment option.

SUBTRACTING any decrease due to investment results of the variable

investment options.

CONTRACT DATA CONTINUED ON NEXT PAGE

Page 3A (97)

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POLICY NO. XX XXX XXX

CONTRACT DATA CONTINUED

SUBTRACTING a charge against the variable investment options at an

effective annual rate of not more than 0.90% (.00245475% a day) for

mortality and expense risks that we assume.

SUBTRACTING any withdrawals.

SUBTRACTING an administrative charge of up to $25.00 for any withdrawals.

SUBTRACTING an administrative charge of up to $25.00 for any change in

basic insurance amount.

SUBTRACTING an administrative charge of up to $25.00 for each transfer

between investment options exceeding twelve in any contract year.

SUBTRACTING any surrender charges that may result from a withdrawal,

surrender, or reduction in the basic insurance amount.

And on each monthly date, we will adjust the contract fund by:

SUBTRACTING a charge for the cost of insurance of up to the maximum

monthly rate (see Table of Maximum Monthly Insurance Rates) multiplied by

the coverage amount divided by $1000. The coverage amount is equal to the

death benefit (See Death Benefit) minus the value of the contract fund.

SUBTRACTING a charge for administrative expenses of up to $x.xx plus

$x.xx per $1000 of the basic insurance amount within the first contract

year.

SUBTRACTING a charge for administrative expenses of up to $x.xx plus

$x.xx per $1000 of the basic insurance amount after the first contract

year.

CONTRACT DATA CONTINUED ON NEXT PAGE

Page 3B (97)

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POLICY NO. XX XXX XXX

CONTRACT DATA CONTINUED

SUBTRACTING any charge for extra rating class.

SUBTRACTING a charge of up to $0.01 per $1000 of the basic insurance

amount to guarantee the minimum death benefit.

SUBTRACTING a deduction for the cost of any other benefits.

SCHEDULE OF MAXIMUM SURRENDER CHARGES

For a full surrender at the beginning of the contract year indicated, the

maximum charge we will deduct from the contract fund is shown below. For a

full surrender at other times, the surrender charge will reflect the

completed contract months that have passed since the last anniversary.

FOR A SURRENDER OCCURRING

AT THE START OF THE MAXIMUM SURRENDER

CONTRACT YEAR CHARGE IS

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

1 $xxx.xx

2 $xxx.xx

3 $xxx.xx

4 $xxx.xx

5 $xxx.xx

6 $xxx.xx

7 $xxx.xx

8 $xxx.xx

9 $xxx.xx

10 $xxx.xx

11 and later 0.00

We may also deduct a surrender charge when you change the basic insurance

amount or the type of death benefit, and when you make a withdrawal. (See

Change In Basic Insurance Amount, Changing The Type Of Death Benefit, and

Withdrawals.)

CONTRACT DATA CONTINUED ON NEXT PAGE

Page 3C (97)

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POLICY NO. XX XXX XXX

CONTRACT DATA CONTINUED

INVESTMENT OPTIONS

THE PRUCO LIFE VARIABLE APPRECIABLE ACCOUNT

Each investment option of this separate account invests in a specific

portfolio of Prudential Series Fund, Inc. We show the available variable

investment options of the account below. They invest in Series Fund

portfolios with the same names. This separate account is registered with

the SEC under the Investment Company Act of 1940.

These are Class One investments as described under Transfers.

VARIABLE INVESTMENT OPTIONS

Money Market

Diversified Bond

Conservative Balanced

Flexible Managed

High Yield Bond

Stock Index

Equity Income

Equity

Prudential Jennison

Global

FIXED INTEREST RATE INVESTMENT OPTION

The fixed interest rate investment option is funded by the general account

of the company. It is described in the Fixed Investments provision of this

contract. This is a Class Two investment as described under Transfers.

INITIAL ALLOCATION OF INVESTED PREMIUM AMOUNTS

Fixed Interest Rate 40%

Money Market 60%

END OF CONTRACT DATA

Page 3D (97)

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POLICY NO. XX XXX XX

TABLE(S)

TABLE OF DEATH BENEFIT GUARANTEE VALUES

These values are used to determine the death benefit guarantee as described

under Death Benefit Guarantee. The values on contract anniversaries are shown

below. On a date that falls between two anniversaries, the value will fall

between the values for those anniversaries considering the time that has passed

since the last anniversary.

The Limited Death Benefit Guarantee period is the first XX contract years.

LIMITED LIFETIME

CONTRACT DEATH BENEFIT DEATH BENEFIT

ANNIVERSARY GUARANTEE VALUE GUARANTEE VALUE

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

Contract Date $0

1st $xxx,xxx.xx $xxx,xxx.xx

2nd $xxx,xxx.xx

3rd $xxx,xxx.xx

4th

5th

6th

7th

8th

9th

10th

11th

TABLE(S) CONTINUED ON NEXT PAGE

Page 4 (97)

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POLICY NO. XX XXX XXX

TABLE(S) CONTINUED

TABLE OF MAXIMUM MONTHLY INSURANCE RATES PER $1,000

CONTRACT MAXIMUM CONTRACT MAXIMUM

YEAR MONTHLY RATE YEAR MONTHLY RATE

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

1 $xx.xx 14 $xx.xx

2 $xx.xx 15 $xx.xx

3 16

4 17

5 18

6 19

7 20

8 21

9 22

10 23

11 24

12 25

13

We may charge less than the maximum monthly rates. At least once every five

years, but not more often than once a year, we will consider the need to change

the rates we charge. We describe the factors we use to determine such changes

under General Provisions.

See the Basis of Computation for a description of the basis we use to compute

these rates.

TABLE(S) CONTINUED ON NEXT PAGE

Page 4A (97)

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POLICY NO. XX XXX XXX

TABLE(S) CONTINUED

TABLE OF ATTAINED AGE FACTORS

These factors are used to determine your death benefit as described under Death

Benefit Provisions. These factors apply during each contract year starting on

the contract anniversary.

INSURED'S INSURED'S

ATTAINED AGE FACTORS ATTAINED AGE FACTORS

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

35 x.xx 65 x.xx

36 66

37 67

38 68

39 69

40 70

41 71

42 72

43 73

44 74

45 75

46 76

47 77

48 78

49 79

50 80

51 81

52 82

53 83

54 84

55 85

56 86

57 87

58 88

59 89

60 90

61 91

62 92

63 93

64 94

TABLE(S) CONTINUED ON NEXT PAGE

Page 4B (97)

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POLICY NO. XX XXX XXX

TABLE(S) CONTINUED

INSURED'S INSURED'S

ATTAINED AGE FACTORS ATTAINED AGE FACTORS

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

95 x.xx 98 x.xx

96 99

97 100 and above 1.00

END OF TABLE(S)

Page 4C (97)

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DEFINITIONS

We, our and us.--Pruco Life Insurance Company.

You and your.--The owner(s) of the contract.

Insured.--The person named as the Insured on the

first page. He or she need not be the owner.

SEC.--The Securities and Exchange Commission.

Issue Date.--The contract date shown on the first

page.

Anniversary or contract anniversary.--The same day and

month as the contract date in each later year.

Contract Year.--A year that starts on the contract date

or on an anniversary.

Monthly Date.--The contract date and the same day as

the contract date in each later month.

Contract Month.--A month that starts on a monthly date.

Attained Age.--The Insured's attained age at any time

is the issue age plus the length of time since the

contract date. You will find the Insured's issue age

near the top of page 3.

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THE CONTRACT

Entire Contract This policy and any attached copy of an application,

including an application requesting a change, from the

entire contract. We assume that all statements in an

application are made to the best of the knowledge and

belief of the person(s) who make them; in the absence

of fraud, they are deemed to be representations and not

warranties. We rely on those statements when we issue

the contract and when we change it. We will not use any

statement, unless made in an application, to try to

void the contract, to contest a change, or to deny a

claim.

Contract Modifications Only a Pruco Life Insurance Company officer with the

rank or title of vice president may agree to modify

this contract, and then only in writing.

Incontestability Except as we state in the next sentence, we will not

contest this contract after it has been in force during

the Insured's lifetime for two years from the issue

date. The exceptions are: (1) non-payment of enough

premium to pay the required charges; and (2) any change

in the contract that requires our approval and that

would increase our liability. For any such change, we

will not contest the change after it has been in effect

for two years during the lifetime of the Insured

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OWNERSHIP

Unless a different owner is named in the application,

the owner of the contract is the Insured. If a

different owner is named, we will show that owner in an

endorsement to the contract. This ownership arrangement

will remain in effect unless you ask us to change it.

If you wish to change the ownership of the contract,

your request must be in a form that meets our needs.

The change will take effect only when we file the

request; this will be after you send us the contract,

if we require it to issue an endorsement. Then any

previous owner's interest will end as of the date of

the request, even if the Insured is not living when we

file the request.

While the Insured is living, the owner, with no one

else's consent, is entitled to any contract benefit and

value, and to the exercise of any right and privilege

granted by the contract or by us.

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DEATH BENEFIT PROVISIONS

We will pay a benefit (described below) to the

beneficiary at the Insured's death if this contract is

in force at the time of that death; that is, if it has

not been surrendered and it is not in default past the

grace period.

If the contract is not in default, the amount we will

pay will be the death benefit determined as of the date

of the Insured's death reduced by any contract debt

(described under Loans).

If the contract is in default, and the Insured's death

occurs in the grace period (described under Default),

we will pay the death benefit reduced by any contract

debt and the amount needed to pay charges through the

date of death.

If the Insured's death occurs past the grace period, no

death benefit is payable.

Death Benefit This contract has either a Type A or Type B death

benefit. We show the type of death benefit that applies

to this contract under Type of Death Benefit in the

contract data pages.

If this contract has a Type A death benefit, the death

benefit on any date is equal to the greater of: (1) the

basic insurance amount, and (2) the contract fund

before deduction of any monthly charges due on that

date, multiplied by the attained age factor that

applies.

If this contract has a Type B death benefit, the death

benefit on any date is equal to the greater of: (1) the

basic insurance amount plus the contract fund before

deduction of any monthly charges due on that date, and

(2) the contract fund before deduction of any monthly

charges due on that date, multiplied by the attained

age factor that applies.

For the purposes of computing the death benefit, if the

contract fund is less than zero we will consider it to

be zero. Your basic insurance amount and attained age

factors are shown in the contract data pages.

Additional Death This contract may provide additional benefits, which

Benefits may be payable on an Insured's death. If it does, they

will be listed on a contract data page, and a form

describing the benefit will be included in this

contract. Any such benefit will be payable only if the

contract is not in default past the grace period at the

time of the death.

Method of Payment You may choose to have any death benefit paid in a

single sum or under one of the optional modes of

settlement shown in the Settlement Options provision.

Page 6

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Suicide Exclusion If the Insured, whether sane or insane, dies by suicide

within two years from the issue date, this contract

will end and we will return the premiums paid, less any

contract debt, and less any withdrawals.

If the Insured, whether sane or insane, dies by suicide

after two years from the issue date but within two

years of the effective date of an increase in the basic

insurance amount, we will pay, as to the increase in

amount, no more than the sum of the premiums paid on

and after the effective date of the increase.

Interest on Death Any death benefit described above will be credited with

Benefits interest from the date of death in accordance with

applicable laws.

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CHANGE IN BASIC INSURANCE AMOUNT

You may change the basic insurance amount. You may do

so subject to our approval and all these conditions and

the paragraphs that follow:

1. You must ask for the change in a form that meets our

needs.

2. The amount of an increase or decrease must be at

least equal to the minimum increase or decrease in

basic insurance amount shown under Contract

Limitations in the contract data pages.

3. The basic insurance amount after the decrease must

be at least equal to the minimum basic insurance

amount shown under Contract Limitations in the

contract data pages.

4. If we ask you to do so, you must send us the

contract to be endorsed.

5. You must prove to us that the Insured is insurable

for any increase.

6. The contract must not be in default.

7. Any request for a change must be made on or after

the first contract anniversary.

8. We must not be paying premiums into the contract as

a result of the Insured's total disability.

We show under Contract Limitations a Surrender Charge

Threshold. If you decrease your basic insurance amount

to an amount equal to or greater than this threshold,

we will not impose a surrender charge. If you decrease

your basic insurance amount below this threshold, we

will subtract the new basic insurance amount from the

threshold amount. We will then multiply the surrender

charge (see Schedule of Maximum Surrender Charges) by

the lesser of this difference and the amount of the

decrease and divide by the threshold amount. The result

is the maximum surrender charge we will deduct from the

contract fund as a result of this transaction.

We may decline the change if we determine it would

cause the contract to fail to qualify as life insurance

under the applicable tax law. A change will take effect

only if we approve your request for it at our Home

Office and will take effect on the date we approve it.

If we approve the change, we will also recompute the

contract's charges, values and limitations. A change in

the basic insurance amount may also affect the amount

of any extra benefits this contract might have. We will

send you new contract data pages showing the amount and

effective date of the change and the recomputed

charges, values and limitations. If the Insured is not

living on the effective date, the change will not take

effect. We may deduct the administrative charge (shown

under Adjustments to the Contract Fund) for the change.

Page 7

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CHANGING THE TYPE OF DEATH BENEFIT

This contract has either a Type A or Type B death

benefit (see Death Benefit). Subject to our approval,

you may change the type of death benefit after the

first contract year. If you do so, we will adjust the

basic insurance amount so that the death benefit

immediately after the change will remain the same as

the death benefit immediately before the change.

If you are changing from a Type B to a Type A death

benefit, we will increase the basic insurance amount by

the amount in your contract fund on the date the change

takes effect.

If you are changing from a Type A to a Type B death

benefit, we will reduce the basic insurance amount by

the amount in your contract fund on the date the change

takes effect. The basic insurance amount after the

decrease must be at least equal to the minimum basic

insurance amount, which we show under Contract

Limitations in the contract data pages.

We show under Contract Limitations a Surrender Charge

Threshold. If we decrease your basic insurance amount

to an amount equal to or greater than this threshold,

we will not impose a surrender charge. If we decrease

your basic insurance amount below this threshold, we

will subtract the new basic insurance amount from the

threshold amount. We will then multiply the surrender

charge (see Schedule of Maximum Surrender Charges) by

the lesser of this difference and the amount of the

decrease and divide by the threshold amount. The result

is the maximum surrender charge we will deduct from the

contract fund as a result of this transaction.

A change in the type of death benefit will take effect

only if we approve your request at our Home Office. If

we approve the change, we will recompute the contract's

charges, values and limitations shown in the contract

data pages. The change will take effect on the monthly

date that coincides with or next follows the date we

approve your request. We will send you new contract

data pages showing the amount and effective date of the

change in basic insurance amount and the recomputed

charges, values and limitations.

Your request for a change must be in a form that meets

our needs. We may require you to send us this contract

before we make the change.

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BENEFICIARY

You may designate or change a beneficiary. Your request

must be in a form that meets our needs. The change will

take effect only when we file the request at our Home

Office; this will be after you send the contract to us

to be endorsed, if we ask you for it. Then any previous

beneficiary's interest will end as of the date of the

request, even if the Insured is not living when we file

the request. Any beneficiary's interest is subject to

the rights of any assignee we know of.

When a beneficiary is designated, any relationship

shown is to the Insured, unless otherwise stated. To

show priority, we may use numbered classes, so that the

class with first priority is called class 1, the class

with next priority is called class 2, and so on. When

we use numbered classes, these statements apply to

beneficiaries unless the form states otherwise:

1. One who survives the Insured will have the right to

be paid only if no one in a prior class survives the

Insured.

2. One who has the right to be paid will be the only

one paid if no one else in the same class survives

the Insured.

3. Two or more in the same class who have the right to

be paid will be paid in equal shares.

4. If none survives the Insured, we will pay in one sum

to the Insured's estate.

Before we make a payment, we have the right to decide

what proof we need of the identity, age, or other facts

about any persons designated as beneficiaries. If

beneficiaries are not designated by name and we make

payment(s) based on that proof, we will not have to

make the payment(s) again.

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PREMIUM PAYMENT

Payment of Premiums The minimum initial premium shown in the contract data

pages is due on or before the contract date. There is

no insurance under this contract until that premium is

paid. We may require an additional premium if

adjustments to premium payments plus any contract fund

charges due on or before the payment date exceed the

minimum initial premium.

Subject to the limitations below, additional premiums

may be paid at any time during the Insured's lifetime

as long as the contract is not in default beyond the

grace period. Premiums may be paid at one of our

offices or to one of our authorized representatives. We

will give a signed receipt upon request. The minimum

premium we will accept is shown on a contract data

page. We have the right to refuse to accept a premium

payment that would in our opinion cause this contract

to fail to qualify as life insurance under applicable

tax law. We also have the right to refuse to accept any

payment that increases the death benefit by more than

it increases the contract fund.

Invested Premium The invested premium amount is the portion of each

premium you pay that we add to the contract fund. It is

equal to the premium paid minus the adjustments to

premium payments shown on a contract data page.

Crediting the Initial If we receive the first premium payment on or before

Premium Payment the contract date, we will credit the invested premium

amount to the contract fund on the contract date.

If we receive the first premium payment after the

contract date, we will credit the premium amount to the

contract fund on the payment date.

Allocations You may allocate all or a part of your invested premium

amount to one or more of the investment options listed

in the contract data pages. You may choose to allocate

nothing to a particular investment option. You may not

choose a fractional percentage.

The initial allocation of invested premium amounts is

shown on a contract data page. You may change the

allocation for future invested premium amounts at any

time if the contract is not in default. To change your

allocation, simply notify us in a form that meets our

needs. The change will take effect on the date we

receive your notice; we will send you a confirmation of

the transaction.

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CONTRACT FUND

When you make your first premium payment, the invested

premium amount, less any charges due on or before that

day, becomes your contract fund. Amounts are added and

subtracted from the contract fund as shown under

Adjustments to the Contract Fund in the contract data

pages. The amount in your contract fund is used to pay

charges under this contract and will determine, in

part, whether this contract will remain in force or go

into default. The contract fund value is also used to

determine your loan and surrender values, the amount

you may withdraw, and the death benefit.

Cash Value The cash value at any time is the contract fund less

any surrender charge.

Net Cash Value The net cash value at any time is the cash value less

any contract debt.

If the contract is in default, the net cash value is

zero.

Coverage Amount The coverage amount is used to determine the cost of

insurance as described under Adjustments to the

Contract Fund. It is equal to the death benefit (see

Death Benefit) minus the value of the contract fund.

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DEFAULT

Excess Contract Debt If contract debt ever grows to be equal to or more than

Default the cash value, the contract will have excess contract

debt and will be in default.

Cash Value Default On each monthly date, we will determine the cash value.

If the cash value is greater than zero and the contract

has no excess contract debt, the contract will remain

in force until the next monthly date. If the cash value

is zero or less, the contract is in default unless it

remains in force under the Death Benefit Guarantee.

Notice of Default If the contract is in default, we will mail you a

notice stating the amount we will need to keep the

contract in force. That amount will equal a premium

which we estimate will keep the contract in force for

three months from the date of default. We grant a

61-day grace period from the date we mail the notice to

pay this charge. The contract will remain in force

during this period. If that amount is not paid to us by

the end of the 61-day grace period, the contract will

end and have no value.

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DEATH BENEFIT GUARANTEE

Death Benefit On each monthly date while the contract is in force, we

Guarantee will:

1. Accumulate premium payments at 4% annual interest;

and

2. Accumulate any withdrawal amounts at 4% annual

interest.

We then subtract amount 2 from amount 1 and compare the

result to the values shown in or derived from the Table

of Death Benefit Guarantee Values for such monthly

date. If the result is equal to or greater than the

appropriate value and the contract has no excess

contract debt, the contract will remain in force until

the next monthly date. If the result is less than the

appropriate value and any of the events described under

Default have occurred, the contract is in default as

described under Default.

Guarantee Values We show the Limited Death Benefit Guarantee Period

under the Table of Death Benefit Guarantee Values in

the contract data pages. When the monthly date occurs

within this period, we use the values shown in or

derived from the Limited Death Benefit Guarantee Value

column to determine if the contract will remain in

force until the next monthly date. When the monthly

date occurs after this period, we use the values shown

in or derived from the Lifetime Death Benefit Guarantee

Value column to determine if the contract will remain

in force until the next monthly date.

Page 11

<PAGE>

REINSTATEMENT

If this contract ends without value, as described under

Default, you may reinstate it. The following conditions

must be satisfied:

1. The contract must not have been in default for more

than 5 years.

2. You must prove to us that the Insured is insurable

for the contract.

3. You must pay us a charge equal to: (a) an amount, if

any, required to bring the cash value to zero on the

date the contract went into default, plus (b) the

deductions from the contract fund during the grace

period following the date of default, plus (c) a

premium that we estimate will be sufficient after

administrative charges to cover the deductions from

the contract fund for three monthly dates starting

on the date of reinstatement.

4. Any contract debt (with interest to date at the

rate(s) we set for loans as we state under Loans)

must be restored or paid back. If that debt with

interest would exceed the loan value of the

reinstated contract, the excess must be paid to us

before reinstatement.

The date of reinstatement will be the beginning of the

contract month that coincides with or next follows the

date we approve your request. We will deduct all

required charges from your payment and put the balance

in your contract fund. If we approve the reinstatement,

we will credit the contract fund with a refund of that

part of any surrender charge deducted at the time of

default which would have been charged if the contract

were surrendered immediately after reinstatement.

Page 12

<PAGE>

SEPARATE ACCOUNT

Separate Account The words "separate account", when we use them in this

contract without qualification, mean any separate

account we establish to support variable life insurance

contracts like this one. We list the separate accounts

available to you in the contract data pages. We may

establish additional separate accounts. We will notify

you within one year if we do so.

Variable Investments A separate account may offer one or more variable

investment options. We list them in the contract data

pages. We may establish additional variable investment

options. We will notify you within one year if we do

so. We may also eliminate existing variable investment

options, but only with the consent of the SEC and,

where required, of the insurance regulator of our state

of domicile and/or where this contract is delivered.

Income and realized and unrealized gains and losses

from assets in each variable investment option are

credited to, or charged against, that variable

investment option. This is without regard to income,

gains, or losses in other investment options.

Separate Account We may invest the assets of different separate accounts

in different ways. But we will do so only with the

consent of the SEC and, where required, of the

insurance regulator of our state of domicile and/or

where this contract is delivered.

We will always keep assets in the separate accounts

with a total value at least equal to the amount of the

variable investment options under contracts like this

one. To the extent those assets do not exceed that

amount, we use them only to support those contracts; we

do not use those assets to support any other business

we conduct. We may use any excess over that amount in

any way we choose.

We will determine the value of the assets in each

separate account and any investment option on each day

the New York Stock Exchange is open for business.

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

FIXED INVESTMENTS

We list any fixed investment option available to you in

the contract data pages. We may establish additional

fixed investment options. We will notify you within one

year if we do so. You may allocate all or part of your

invested premium amount to an available fixed

investment option. As stated under Adjustments to the

Contract Fund, we credit fixed investment options with

guaranteed interest and we may credit them with excess

interest.

Page 13

<PAGE>

TRANSFERS

You have the right to transfer amounts into or out of

investment options up to twelve times in each contract

year without charge if the contract is not in default,

subject to certain restrictions depending on an

investment's class. We may charge for additional

transfers in any contract year as we state under

Adjustments to the Contract Fund. The investment class

for each investment is shown under Investment Options

in the contract data pages. To make a transfer, you

must ask us in a form that meets our needs. Unless

otherwise restricted, the transfer will take effect on

the date we receive your notice at our Home Office.

Class One Investments You may transfer amounts into or out of these

investments.

Class Two Investments You may transfer amounts into these investments.

Transfers out of these investments may be made only

with our consent.

Class Three Transfers into or out of these investments may be made

Investments only with our consent.

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

SURRENDER

You may surrender this contract for its net cash value

(see Contract Fund). To do so, you must ask us in a

form that meets our needs. We may require you to send

us the contract.

We will usually pay any net cash value within seven

days after we receive your request and the contract (if

we require it) at our Home Office. But we have the

right to postpone paying you the part of the net cash

value that is to come from any variable investment

option provided by a separate account registered under

the Investment Company Act of 1940 if: (1) the New York

Stock Exchange is closed; or (2) the SEC requires that

trading be restricted or declares an emergency. We have

the right to postpone paying you the remainder for up

to six months. If we do so for more than thirty days,

we will pay interest at the rate of 3% a year.

Page 14

<PAGE>

WITHDRAWALS

You may make withdrawals from the contract subject to

all these conditions and the paragraph that follows:

1. You must ask for the withdrawal in a form that meets

our needs.

2. The net cash value after withdrawal may not be less

than or equal to zero after deducting any charges

associated with the withdrawal

3. You may not withdraw less than the minimum amount

shown under Contract Limitations.

4. The basic insurance amount after withdrawals must be

at least equal to the minimum basic insurance amount

shown under Contract Limitations.

Any amount withdrawn may not be repaid except as a

premium subject to charges.

Effect on Contract We will reduce your contract fund on the date we

Fund approve your request by the withdrawal amount and any

charges listed under Adjustments to the Contract Fund.

Unless you request otherwise and we agree, we will take

any withdrawal proportionately from all investment

options that apply to the contract.

We may charge an administrative fee as stated under

Adjustments to the Contract Fund.

Effect on Basic If you have a Type B death benefit, withdrawals will

Insurance Amount not affect the basic insurance amount.

If you have a Type A death benefit and the withdrawal

would cause the coverage amount (see Contract Fund) to

increase, we will reduce the basic insurance amount

and, consequently, your death benefit to offset this

increase. The reduction in the basic insurance amount

will never be more than the withdrawal amount. If we

reduce the basic insurance amount, we will recompute

the contract's charges, values and limitations. We will

send you new contract data pages showing these changes.

We show under Contract Limitations a Surrender Charge

Threshold. If we decrease your basic insurance amount

to an amount equal to or greater than this threshold,

we will not impose a surrender charge. If we decrease

your basic insurance amount below this threshold, we

will subtract the new basic insurance amount from the

threshold amount. We will then multiply the surrender

charge (see Schedule of Maximum Surrender Charges) by

the lesser of this difference and the amount of the

decrease and divide by the threshold amount. The result

is the maximum surrender charge we will deduct from the

contract fund as a result of this transaction.

We will usually pay any withdrawal amount within seven

days after we receive your request and the contract (if

we require it) at our Home Office. But we have the

right to postpone paying you the part of the net cash

value that is to come from any variable investment

option provided by a separate account registered under

the Investment Company Act of 1940 if: (1) the New York

Stock Exchange is closed; or (2) the SEC requires that

trading be restricted or declares an emergency. We have

the right to postpone paying you the remainder for up

to six months. If we do so for more than thirty days,

we will pay interest at the rate of 3% a year.

Page 15

<PAGE>

LOANS

Subject to the minimum loan requirement and the

requirements of this provision, you may at any time

borrow any amount up to the current loan value less any

existing contract debt.

Loan Value If the contract is not in default, the loan value at

any time is equal the sum of (a) 90% of the portion of

the cash value attributable to the variable investment

options, and (b) the balance of the cash value.

If the contract is in default, it has no loan value.

Contract Debt Contract debt at any time means the loan on the

contract at that time, plus the interest we have

charged that is not yet due and that we have not yet

added to the loan.

Loan Requirements For us to approve a loan, the following requirements

must be met: you must assign this contract to us as

sole security for the loan; the Insured must be living;

and the resulting contract debt must not be more than

the loan value.

If there is already contract debt when you borrow from

us, we will add the new amount you borrow to that debt.

Interest Charge We will charge interest daily on any loan. Interest is

due on each contract anniversary, or when the loan is

paid back, whichever comes first. If interest is not

paid when due, it becomes part of the loan. Then we

start to charge interest on it, too. Except as stated

below, we charge interest at an effective annual rate

of 5%.

Preferred Loan Unless you ask us otherwise, on or after the 10th

contract anniversary, a portion of the amount you may

borrow will be considered a Preferred Loan up to an

amount equal to the maximum preferred loan amount

described below. Preferred Loans are charged interest

at an effective annual rate of 4 1/2%.

Maximum Preferred The maximum preferred loan amount available starting on

Loan Amount the 10th contract anniversary is (A) minus (B), where

(A) is the total amount you may borrow, and (B) is the

total premiums paid less total withdrawals, if any. If

(B) is less than zero, we will consider it to be zero.

Effect on Contract When you take a loan, the amount of the loan continues

Fund to be a part of the contract fund and is credited with

interest at an effective rate of 4% a year.

We will reduce the portion of the contract fund

allocated to the investment options by the amount you

borrow, and by loan interest that becomes part of the

loan if it is not paid when due.

We will take any loan proportionately from all

investment options that apply to the contract unless

you ask us otherwise and we agree.

On each monthly date, if there is a contract loan

outstanding, we will increase the portion of the

contract fund in the investment options by interest

credits accrued on the loan since the last monthly

date. When you repay all or part of a loan, we will

increase the portion of the contract fund in the

investment options and decrease the portion on which we

credit the guaranteed interest rate of 4% a year by the

amount of loan you repay using your investment

allocation for future premium payments on file as of

the loan payment date, plus interest credits accrued on

the loan since the last transaction date. We will not

increase the portion of the contract fund allocated to

the investment options by loan interest that is paid

before we make it part of the loan. We reserve the

right to change the manner in which we allocate loan

repayments. If we make such a change, we will do so for

all contracts like this one. We will send you notice of

any change.

Page 16

<PAGE>

GENERAL PROVISIONS

Annual Report Once each contract year we will send you a report. It

will show: the current death benefit; the amount of the

contract fund in each investment option; the cash

surrender value; any contract debt and the interest

rate we are charging; premiums paid, investment

results, charges deducted, and withdrawals taken since

the last report. The report may also show any other

data that may be required where this contract is

delivered.

Payment of Death If we settle this contract in one sum as a death claim

we will usually pay the proceeds within seven days

after we receive at our Home Office proof of the

Insured's death and any other information we need to

pay the claim. But we have the right to postpone paying

the part of the proceeds that is to come from a

variable investment option provided by a separate

account registered under the Investment Company Act of

1940 if: (1) the New York Stock Exchange is closed; or

(2) the SEC requires that trading be restricted or

declares an emergency. We have the right to postpone

paying the remainder for up to six months.

Currency Any money we pay, or that is paid to us, must be in

United States currency. Any amount we owe will be

payable at our Corporate Office.

Misstatement of If the Insured's stated age or sex or both are not

Age or Sex correct, we will change each benefit and any amount to

be paid to what the most recent deductions from the

contract fund would have provided at the Insured's

correct age and sex.

Assignment We will not be deemed to know of an assignment unless

we receive it, or a copy of it, at our Home Office. We

are not obliged to see that an assignment is valid or

sufficient. This contract may not be assigned to any

employee benefit plan or program without our consent.

This contract may not be assigned if such assignment

would violate any federal, state, or local law or

regulation prohibiting sex distinct rates for

insurance.

Change in Plan You may be able to have this contract changed to

another plan of life insurance. Any change may be made

only if we consent, and will be subject to conditions

and charges that are then determined.

Factors Subject To Charges deducted from premium payments and the contract

Change fund may change from time to time, subject to the

maximums shown in the contract data pages. In deciding

whether to change any of these charges, we will

periodically consider factors such as mortality,

persistency, expenses, taxes and interest and/or

investment experience to see if a change in our

assumptions is needed. Charges for taxes attributable

to premiums will be set at one rate for all contracts

like this one. Changes in other factors will be by

class. All changes will be determined only

prospectively; that is, we will not recoup prior losses

or distribute prior gains by means of these changes.

Non-Participating This contract will not share in our profits or surplus

earnings. We will pay no dividends on it.

Applicable Tax Law This contract has been designed to satisfy the

definition of life insurance for Federal income tax

purposes under Section 7702 of the Internal Revenue

Code of 1986, as amended. We reserve the right,

however, to decline any change we determine would cause

this contract to fail to qualify as life insurance

under the applicable tax law. This includes changing

the basic insurance amount, withdrawals, and changing

the type of death benefit. We also have the right to

change this contract, to require additional premium

payments, or to make distributions from this contract

to the extent necessary to continue to qualify this

contract as life insurance.

Page 17

<PAGE>

BASIS OF COMPUTATION

Mortality Basis and We compute maximum monthly insurance rates using:

Interest Rate

1. the Commissioners 1980 Standard Ordinary Mortality

Table;

2. the issue age, sex, smoker and non-smoker status,

and rating class of the Insured and the length of

time since the contract date;

3. age last birthday; and

4. an effective interest rate of 4% a year.

Minimum Legal Values The cash surrender values provided by this contract are

at least as large as those set by law where it is

delivered. Where required, we have given the insurance

regulator a detailed statement of how we compute values

and benefits.

Page 18

<PAGE>

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

SETTLEMENT OPTIONS

Options Described You may choose to have the proceeds (that is, any death

benefit or any amount payable upon surrender of the

contract) paid in a single sum or under one of the

optional modes of settlement described below.

If the person who is to receive the proceeds of this

contract wishes to take advantage of one of these

optional modes, we will furnish, on request, details of

the options we describe below or any others we may have

available at the time the proceeds become payable.

Option 1 (Instalments We will make equal payments for up to 25 years. The

for a Fixed Period) Option 1 Table shows the minimum amounts we will pay.

Option 2 (Life Income) We will make equal monthly payments for as long as the

person on whose life the settlement is based lives,

with payments certain for 120 months or until the sum

of the payments equals the amount put under this

option. The Option 2 Table shows the minimum amounts we

will pay. But, we must have proof of the date of birth

of the person on whose life the settlement is based.

The settlement will share in our surplus to the extent

and in the way we decide.

Option 3 (Interest We will hold an amount at interest. We will pay the

Payment) interest annually, semi-annually, quarterly, or

monthly.

Option 4 (Instalments We will make equal annual, semi-annual, quarterly, or

of a Fixed Amount) monthly payments for as long as the available proceeds

provide.

Option 5 (Non- We will make payments like those of any annuity we then

Participating Income) regularly issue that: (1) is based on United States

currency; (2) is bought by a single sum; (3) does not

provide for dividends; and (4) does not normally

provide for deferral of the first payment. Each payment

will be at least equal to what we would pay under that

kind of annuity with its first payment due on its

contract date. If a life income is chosen, we must have

proof of the date of birth of any person on whose life

the option is based. Option 5 cannot be chosen more

than 30 days before the due date of the first payment.

Interest Rate Payments under Options 1 and 4 will be calculated

assuming an effective interest rate of at least 3 1/2%

a year. Under Option 3 it will be at an effective rate

of at least 3% a year.

Page 19

<PAGE>

SETTLEMENT OPTIONS TABLES

OPTION l TABLE

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

MINIMUM AMOUNT OF

MONTHLY PAYMENT FOR

EACH. Sl,000, THE FIRST

PAYABLE IMMEDIAtELY

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

Number Monthly

of Years Payment

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

1 $84.65

2 43.05

3 29.19

4 22.27

5 18.12

6 15.35

7 13.38

8 11.90

9 10.75

10 9.83

11 9.09

12 8.46

13 7.94

14 7.49

15 7.10

16 6.76

17 6.47

18 6.20

19 5.97

20 5.75

21 5.56

22 5.39

23 5.24

24 5.09

25 4.96

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

Multiply the monthly amount

by 2.989 for quarterly,

5.952 for semi-annual or

11.804 for annual.

OPTION 2 TABLE

<TABLE>

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

MINIMUM AMOUNT OF MONTHLY PAYMENT FOR EACH $1,000, THE FIRST

PAYABLE IMMEDIATELY

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

<CAPTION>

KIND OF LIFE INCOME KIND OF LIFE INCOME

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

AGE 10-Year Instalment AGE 10-Year Instalment

LAST Certain Refund LAST Certain Refund

BIRTHDAY Male Female Male Female BIRTHDAY Male Female Male Female

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

<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>

10 $3.18 $3.11 $3.17 $3.10 45 $4.06 $3.82 $3.99 $3.78

and under 46 4.12 3.86 4.03 3.81

11 3.19 3.12 3.18 3.11 47 4.17 3.90 4.08 3.85

12 3.20 3.13 3.19 3.12 48 4.23 3.94 4.13 3.90

13 3.21 3.14 3.20 3.13 49 4.28 3.99 4.18 3.94

14 3.22 3.15 3.21 3.14

50 4.35 4.04 4.24 3.98

15 3.24 3.16 3.23 3.15 51 4.41 4.09 4.29 4.03

16 3.25 3.17 3.24 3.16 52 4.48 4.15 4.35 4.08

17 3.27 3.19 3.25 3.18 53 4.55 4.21 4.41 4.13

18 3.28 3.20 3.27 3.19 54 4.62 4.27 4.48 4.19

19 3.30 3.21 3.28 3.20

55 4.70 4.33 4.55 4.24

20 3.31 3.22 3.30 3.21 56 4.78 4.40 4.62 4.30

21 3.33 3.24 3.32 3.23 57 4.86 4.47 4.69 4.37

22 3.35 3.25 3.33 3.24 58 4.95 4.54 4.77 4.43

23 3.36 3.26 3.35 3.25 59 5.05 4.62 4.86 4.50

24 3.38 3.28 3.37 3.27

60 5.15 4.71 4.94 4.58

25 3.40 3.30 3.39 3.29 61 5.25 4.79 5.03 4.66

26 3.42 3.31 3.41 3.30 62 5.36 4.89 5.13 4.74

27 3.45 3.33 3.43 3.32 63 5.48 4.98 5.23 4.82

28 3.47 3.35 3.45 3.34 64 5.60 5.09 5.34 4.92

29 3.49 3.37 3.47 3.35

65 5.73 5.20 5.45 5.01

30 3.52 3.39 3.49 3.37 66 5.87 5.31 5.57 5.11

31 3.54 3.41 3.52 3.39 67 6.01 5.43 5.70 5.22

32 3.57 3.43 3.54 3.41 68 6.15 5.56 5.83 5.34

33 3.60 3.45 3.57 3.44 69 6.30 5.70 5.97 5.46

34 3.63 3.47 3.60 3.46

70 6.46 5.84 6.11 5.58

35 3.66 3.50 3.63 3.48 71 6.62 5.99 6.27 5:72

36 3.69 3.52 3.66 3.50 72 6.79 6.15 6.43 5.86

37 3.72 3.55 3.69 3.53 73 6.96 6.31 5.60 6.01

38 3.76 3.58 3.72 3.56 74 7.13 6.49 6.78 6.18

39 3.80 3.61 3.75 3.58

75 7.30 6.67 6.97 6.35

40 3.84 3.64 3.79 3.61 76 7.48 6.85 7.17 6.53

41 3.88 3.67 3.82 3.64 77 7.66 7.04 7.38 6.72

42 3.92 3.70 3.86 3.67 78 7.83 7.24 7.60 6.93

43 3.97 3.74 3.90 3.71 79 8.00 7.44 7.83 7.15

44 4.01 3.78 3.94 3.74

80 8.17 7.64 8.07 7.38

and over

</TABLE>

Page 20

<PAGE>

Flexible Premium Variable Life Insurance Policy. Insurance payable only upon

death. Cash values reflect premium payments, investment results, and charges.

Non-participating.