SECURITY BENEFIT LIFE INSURANCE COMPANY

                   A MUTUAL COMPANY/FOUNDED IN 1892/TOPEKA, KS



               FLEXIBLE PREMIUM DEFERRED VARIABLE ANNUITY CONTRACT

THE COMPANY'S PROMISE

In  consideration  for  the  Purchase  Payments  and the  attached  application,
Security Benefit Life Insurance Company (the "Company") will pay the benefits of
this Contract according to its provisions.

LEGAL CONTRACT

PLEASE READ YOUR CONTRACT  CAREFULLY.  It is a legal Contract  between the Owner
and the Company. The Contract's table of contents is on page 2.

FREE LOOK PERIOD-RIGHT TO CANCEL

IF FOR ANY REASON THE OWNER IS NOT SATISFIED WITH THIS  CONTRACT,  HE OR SHE MAY
RETURN IT TO THE  COMPANY  WITHIN 10 DAYS  FROM THE DATE OF  RECEIPT.  IT MAY BE
RETURNED BY DELIVERING OR MAILING IT TO THE COMPANY. IF RETURNED,  THIS CONTRACT
SHALL BE DEEMED  VOID FROM THE  CONTRACT  DATE.  THE  COMPANY  WILL  REFUND  ANY
PURCHASE  PAYMENTS  MADE AND  ALLOCATED  TO THE FIXED  ACCOUNT  AND WILL  REFUND
SEPARATE  ACCOUNT  CONTRACT VALUE AS OF THE DATE THE RETURNED POLICY IS RECEIVED
BY THE COMPANY.

Signed for Security Benefit Life Insurance Company on the Contract Date.

       ROGER K. VIOLA                                  HOWARD R. FRICKE
          Secretary                                        President

                      A BRIEF DESCRIPTION OF THIS CONTRACT

This is a FLEXIBLE PREMIUM DEFERRED VARIABLE ANNUITY CONTRACT.

* Purchase  Payments may be made until the earlier of the Annuity  Start Date or
  termination of the Contract.

* A Death Benefit may be paid prior to the Annuity  Start Date  according to the
  Contract  provisions.

* Annuity Payments begin on the Annuity Start Date using the method specified in
  this Contract.

* This Contract is Participating.

ALL PAYMENTS AND VALUES PROVIDED BY THIS CONTRACT,  WHEN BASED ON THE INVESTMENT
EXPERIENCE OF THE SEPARATE ACCOUNT, ARE VARIABLE AND MAY INCREASE OR DECREASE IN
ACCORDANCE WITH THE INVESTMENT EXPERIENCE OF THE SEPARATE ACCOUNT.  THERE ARE NO
GUARANTEED  MINIMUM  PAYMENTS OR CASH VALUES.  (SEE "CONTRACT  VALUE AND EXPENSE
PROVISIONS" AND "ANNUITY PAYMENT PROVISIONS" FOR DETAILS.)

                                   [SBL LOGO]
                     SECURITY BENEFIT LIFE INSURANCE COMPANY
               A Member of The Security Benefit Group of Companies
                     P.O. Box 750497, Topeka, KS 66675-0497
                  700 SW Harrison Street, Topeka, KS 66636-0001
                                 1-800-888-2461


Form V6022 (10-94)

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                                TABLE OF CONTENTS
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                                                                           Page

CONTRACT SPECIFICATIONS................................................      3
DEFINITIONS............................................................    4-6
GENERAL PROVISIONS.....................................................    7,8
     The Contract......................................................      7
     Compliance........................................................      7
     Misstatement of Age and Sex.......................................      7
     Evidence of Survival..............................................      7
     Incontestability..................................................      7
     Assignment........................................................      7
     Transfers...................... ..................................      8
     Claims of Creditors...............................................      8
     Nonforfeiture Values..............................................      8
     Participation.....................................................      8
     Statements........................................................      8

OWNERSHIP, ANNUITANT AND BENEFICIARY PROVISIONS........................      9
     Ownership.........................................................      9
     Joint Ownership...................................................      9
     Annuitant.........................................................      9
     Primary and Secondary Beneficiaries...............................      9
     Ownership and Beneficiary Changes.................................      9

PURCHASE PAYMENT PROVISIONS............................................     10
     Flexible Purchase Payments........................................     10
     Purchase Payment Limitations......................................     10
     Purchase Payment Allocation.......................................     10
     Place of Payment..................................................     10

CONTRACT VALUE AND EXPENSE PROVISIONS..................................  10-12
     Contract Value....................................................     10
     Fixed Account Contract Value......................................     10
     Fixed Account Interest Crediting..................................     11
     Separate Account Contract Value...................................     11
     Accumulation Unit Value...........................................     11
     Determining Accumulation Units....................................     11
     Mortality and Expense Risk Charge.................................     12
     Premium Tax Expense...............................................     12
     Administrative Charge.............................................     12
     Mutual Fund Expenses..............................................     12

WITHDRAWAL PROVISIONS..................................................  12,13
     Withdrawals.......................................................  12,13
     Withdrawal Value..................................................     13
     Systematic Withdrawals............................................     13
     Date of Request...................................................     13
     Payment of Withdrawal Benefits....................................     13

DEATH BENEFIT PROVISIONS...............................................  14,15
     Death Benefit.....................................................     14
     Proof of Death....................................................     14
     Distribution Rules................................................  14,15

ANNUITY PAYMENT PROVISIONS
     Annuity Start Date................................................     15
     Change of Annuity Start Date......................................     15
     Annuity Start Amount..............................................     15
     Annuity Tables....................................................     16
     Annuity Payments..................................................     16
     Change of Annuity Option..........................................     16
     Fixed Annuity Payments............................................     16
     Variable Annuity Payments.........................................     16
     Annuity Units.....................................................  16,17
     Net Investment Factor.............................................     17
     Alternate Annuity Option Rates....................................     17
     Annuity Options...................................................     18

ANNUITY TABLES.........................................................     19

AMENDMENTS OR ENDORSEMENTS, if any

                                      -2-

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              VARIFLEX LS VARIABLE ANNUITY CONTRACT SPECIFICATIONS
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OWNER NAME:  John A. Doe                CONTRACT NUMBER:  Specimen

OWNER DATE OF BIRTH:  10-30-1953        CONTRACT DATE:  6-30-1993

JOINT OWNER NAME:  Mary K. Doe          ISSUE DATE:  6-30-1993

JOINT OWNER DATE OF BIRTH:  7-18-1981   ANNUITY START DATE:  7-1-2025*

ANNUITANT NAME:  Betty M. Doe           PLAN:  Non-Qualified

ANNUITANT DATE OF BIRTH:  5-13-1987     ASSIGNMENT: This policy may be assigned.
                                        See Assignment Provision of your Policy.

ANNUITANT'S SEX:  Female

PRIMARY BENEFICIARY NAME:

Linda L. Doe

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INITIAL PURCHASE PAYMENT...............  $25,000

MINIMUM SUBSEQUENT PURCHASE PAYMENTS...  $1,000

MINIMUM SYSTEMATIC WITHDRAWAL..........  $100

MORTALITY AND EXPENSE RISK CHARGE......  1.25% Annually

ADMINISTRATION CHARGE..................  .15% Annually

GUARANTEED FIXED ACCOUNT RATE..........  3%

ANNUITY OPTION.........................  Life with 10-Year Fixed Period Option*

SUBACCOUNTS:
  1. Money Market                9. Main Street Growth and Income   17. Mid Cap Growth
  2. Diversified Income         10. Equity                          18. Global
  3. High Yield                 11. Large Cap Growth                19. International
  4. Global Strategic Income    12. Enhanced Index                  20. Technology
  5. Managed Asset Allocation   13. Capital Growth                  21. Small Cap Value
  6. Equity Income              14. Select 25                       22. Small Cap Growth
  7. Global Total Return        15. Social Awareness
  8. Large Cap Value            16. Mid Cap Value

METHOD FOR DEDUCTIONS:

   Deductions  for  Premium  Taxes,  and any  unallocated  partial  withdrawals,
   including Systematic Withdrawals, will be made sequentially from the Contract
   Value in descending order of the Subaccounts  listed above. The value of each
   account will be depleted before the next is charged. The Fixed Account is the
   last Account charged.

*  The Owner may select the Annuity Start Date and the Annuity  Option.  If no
   Annuity Start Date or Annuity  Option is selected by the Owner,  they will be
   assigned automatically.

                                      -3-
V6022 A (R5-97)

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DEFINITIONS
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ACCOUNT

An Account is one of the Subaccounts or the Fixed Account.

ACCUMULATION UNIT

The Accumulation  Unit is a unit of measure.  It is used to compute the Separate
Account  Contract  Value  prior to the Annuity  Start  Date.  It is also used to
compute the Variable Annuity Payments for Annuity Options 5 and 6.

ANNUITANT

The  Annuitant  is the  person  named by the  Owner on  whose  life the  Annuity
Payments depend for Annuity Options 1 through 4. The Annuitant  receives Annuity
Payments under this Contract. Please see "Annuitant" provisions on page 9.

ANNUITY OPTION

An Annuity Option is a set of provisions  that form the basis for making Annuity
Payments.  The Annuity Option is set prior to the Annuity Start Date. Please see
"Annuity Options" on page 18.

ANNUITY START DATE

The Annuity  Start Date is the date on which  Annuity  Payments are scheduled to
begin. This date may be changed by the Owner. The Annuity Start Date is shown on
Page 3. Please see "Annuity Start Date" on page 15.

ANNUITY UNIT

The Annuity Unit is a unit of measure used to compute  Variable Annuity Payments
for Annuity Options 1 through 4.

AUTOMATIC TRANSFERS

Automatic  Transfers are Transfers  among the Subaccounts and the Fixed Account.
Such transfers are made  automatically on a periodic basis by the Company at the
written  request of the Owner.  The Company  reserves the right to  discontinue,
modify or suspend Automatic Transfers.

COMPANY

The Company is Security Benefit Life Insurance Company, P.O. Box 750497, Topeka,
Kansas 66675-0497.

CONTRACT ANNIVERSARY

A Contract Anniversary is a 12-month anniversary of the Contract Date.

CONTRACT DATE

The Contract Date is the date the Contract begins. The Contract Date is shown on
page 3.

CONTRACT YEAR

Contract Years are measured from the Contract Date.

CURRENT INTEREST

The Company may in its discretion pay Current Interest on the Fixed Account at a
rate that exceeds the Guaranteed  Rate shown on page 3. The Company will declare
the rate of Current interest, if any, from time to time.

DESIGNATED BENEFICIARY

Upon the death of the Owner or Joint Owner,  the Designated  Beneficiary will be
the first person on the following list who is alive on the date of death:

1.  Owner;
2.  Joint Owner;
3.  Primary Beneficiary;
4.  Secondary Beneficiary;
5.  Annuitant; and
6.  the Owner's estate if no one listed above is alive.

                                      -4-
V6022 B (10-94)

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DEFINITIONS (Continued)
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DESIGNATED  BENEFICIARY  (Continued)

The Designated  Beneficiary receives a death benefit upon the death of the Owner
prior  to  the  Annuity  Start  Date.  Please  see  "Ownership,  Annuitant,  and
Beneficiary Provisions" on page 9 and "Death Benefit Provisions" on pages 14 and
15.

FIXED ACCOUNT

The Fixed Account is part of the Company's general account.  The Company manages
the general account and guarantees that it will credit interest on Fixed Account
Contract  Value at an annual rate at least equal to the  Guaranteed  Rate.  This
Rate is shown on page 3.

GUARANTEE PERIOD

Current  interest,  if  declared,  is fixed for  rolling  periods of one or more
years, referred to as Guarantee Periods. The Company may offer Guarantee Periods
of different  durations.  The Guarantee Period that applies to any Fixed Account
Contract Value:  (1) starts on the date that such Contract Value is allocated to
the Fixed Account  pursuant to: (a) a Purchase  Payment Received by the Company;
or (b) a Transfer to the Fixed Account; and (2) ends on the last day of the same
month in the year in which the  Guarantee  Period  expires.  When any  Guarantee
Period  expires,  a new Guarantee  Period shall start for such Contract Value on
the date  that  follows  such  expiration  date.  Such  period  shall end on the
immediately  preceding date in the year in which the Guarantee  Period  expires.
For example, assuming a one-year Guarantee Period, Contract Value transferred to
the Fixed Account on June 1 would have a Guarantee  Period starting on that date
and ending on June 30 of the  following  year. A new  Guarantee  Period for such
Contract  Value  would  start  on July 1 of that  year and end on June 30 of the
following year.

HOME OFFICE

The address of the  Company's  Home Office is Security  Benefit  Life  Insurance
Company, P.O. Box 750497, Topeka, Kansas 66675-0497.

ISSUE DATE

The Issue Date is the date the Company uses to  determine  the date the Contract
becomes  incontestable.   The  Issue  Date  is  shown  on  Page  3.  Please  see
"Incontestability" on page 7.

JOINT OWNER

The Joint Owner,  if any,  shares an undivided  interest in the entire  Contract
with the Owner.  The Joint Owner,  if any, is named on page 3. Please see "Joint
Ownership" provisions on page 9.

NONNATURAL PERSON

Any group or entity that is not a living person, such as a trust or corporation.

OWNER

The Owner is the person who possesses  all rights under the Contract.  The Owner
is named on page 3. Please see "Ownership" provisions on page 9.

PREMIUM TAX

Any Premium Taxes levied by a state or other governmental entity will be charged
against this Contract.  When Premium Tax is assessed after the Purchase  Payment
is applied, it will be deducted as described on page 3.

PURCHASE PAYMENT

A Purchase Payment is money Received by the Company and applied to the Contract.

RECEIVED BY THE COMPANY

The phrase  "Received by the Company" means receipt by the Company in good order
at its Home Office, P.O. Box 750497, Topeka, Kansas 66675-0497.

                                      -5-

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DEFINITIONS (Continued)
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SEPARATE ACCOUNT

Variable  Annuity  Account VIII (the "Separate  Account") is a separate  account
established and maintained by the Company under Kansas law. The Separate Account
is registered with the Securities and Exchange  Commission  under the Investment
Company  Act of 1940  as a Unit  Investment  Trust.  It was  established  by the
Company to support  variable annuity  contracts.  The Company owns the assets of
the  Separate  Account and  maintains  them apart from the assets of its general
account and its other separate accounts. The assets held in the Separate Account
equal to the  reserves  and  other  Contract  liabilities  with  respect  to the
Separate  Account may not be charged  with  liabilities  arising  from any other
business the Company may conduct.

Income and realized and unrealized  gains and losses from assets in the Separate
Account are credited to, or charged against, the Separate Account without regard
to the income,  gains or losses from the Company's  general account or its other
separate  accounts.  The Separate Account is divided into  Subaccounts  shown on
page 3. Income and realized and unrealized  gains and losses from assets in each
Subaccount are credited to, or charged against, the Subaccount without regard to
income,  gains or losses in the other Subaccounts.  The Company has the right to
transfer to its general  account any assets of the Separate  Account that are in
excess of the  reserves  and other  Contract  liabilities  with  respect  to the
Separate  Account.  The value of the  assets  in the  Separate  Account  on each
Valuation Date are determined at the end of each Valuation Date.

SUBACCOUNT NET ASSET VALUE

The  Subaccount  Net  Asset  Value is equal to:  (1) the net asset  value of all
shares of the underlying  mutual fund held by the Subaccount;  plus (2) any cash
or other assets; less (3) all liabilities of the Subaccount.

SUBACCOUNTS

The  Separate  Account is divided  into  Subaccounts  which  invest in shares of
mutual  funds.  Each  Subaccount  may invest  its assets in a separate  class or
series of a designated  mutual fund or funds.  The Subaccounts are shown on page
3. Subject to the regulatory  requirements  then in force,  the Company reserves
the right to:

1.  change or add designated mutual funds or other investment vehicles;

2.  add, remove or combine Subaccounts;

3.  add, delete or make  substitutions for securities that are held or purchased
    by the Separate Account or any Subaccount;

4.  operate the Separate Account as a management investment company;

5.  combine the assets of the Separate  Account with other Separate  Accounts of
    the Company or an affiliate thereof;

6.  restrict or  eliminate  any voting  rights of the Owner with  respect to the
    Separate  Account or other persons who have voting rights as to the Separate
    Account; and

7.  terminate and liquidate any Subaccount.

If any of these changes result in a material change to the Separate Account or a
Subaccount,  the Company  will notify the Owner of the change.  The Company will
not change the  investment  policy of any  Subaccount  in any  material  respect
without  complying  with  the  filing  and  other  procedures  of the  insurance
regulators of the state of issue.

VALUATION DATE

A Valuation  Date is each day the New York Stock Exchange and the Company's Home
Office are open for business.

VALUATION PERIOD

A Valuation  Period is the interval of time from one Valuation  Date to the next
Valuation Date.

                                      -6-

V6022 C (10-94)

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GENERAL PROVISIONS
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THE CONTRACT

The entire Contract between the Owner and the Company consists of this Contract,
the attached  Application,  and any  Amendments,  Endorsements  or Riders to the
Contract.  All statements made in the Application will, in the absence of fraud,
as ruled by the a court of competent jurisdiction, be deemed representations and
not  warranties.  The Company will use no statement  made by or on behalf of the
Owner  or the  Annuitant  to void  this  Contract  unless  it is in the  written
Application.  Any  change in the  Contract  can be made  only  with the  written
consent of the President, a Vice President, or the Secretary of the Company.

The Purchase  Payment(s) and the  Application  must be acceptable to the Company
under its rules and practices. If they are not, the Company's liability shall be
limited to a return of the Purchase Payment(s).

COMPLIANCE

The  Company  reserves  the right to make any change to the  provisions  of this
Contract  to comply  with or give the Owner the  benefit of any federal or state
statute, rule or regulation.  This includes, but is not limited to, requirements
for annuity  contracts under the Internal Revenue Code or the laws of any state.
The Company  will provide the Owner with a copy of any such change and will also
file such a change with the insurance regulatory officials of the state in which
the Contract is delivered.

MISSTATEMENT OF AGE AND SEX

If the  age or sex of the  Annuitant  has  been  misstated,  payments  shall  be
adjusted,  when allowed by law, to the amount which would have been provided for
the correct age or sex.  Proof of the age of an Annuitant may be required at any
time, in a form suitable to the Company.  If payments have already commenced and
the misstatement  has caused an  underpayment,  the full amount due will be paid
with the next scheduled payment.  If the misstatement has caused an overpayment,
the amount due will be deducted from one or more future payments.

EVIDENCE OF SURVIVAL

When any payments under this Contract depend on the payee being alive on a given
date, proof that the payee is living may be required by the Company.  Such proof
must be in a form accepted by the Company,  and may be required  prior to making
the payments.

INCONTESTABILITY

This  Contract  will not be  contested  after it has been in force for two years
from the Issue Date during the life of the Owner.

ASSIGNMENT

Please  refer to page 3 to see if the  Contract  may be  assigned.  If it may be
assigned,  no Assignment  under this Contract is binding unless  Received by the
Company in writing.  The Company  assumes no  responsibility  for the  validity,
legality, or tax status of any Assignment. The Assignment will be subject to any
payment  made or other  action  taken by the Company  before the  Assignment  is
Received by the  Company.  Once filed,  the rights of the Owner,  Annuitant  and
Beneficiary  are  subject  to the  Assignment.  Any claim is subject to proof of
interest of the assignee.

                                      -7-

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GENERAL PROVISIONS (Continued)
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TRANSFERS

The Owner may Transfer  Contract  Value among the Fixed Account and  Subaccounts
subject to the following.

Transfers are not allowed  within 30 days of the Annuity  Start Date.  After the
Annuity  Start  Date,  for Annuity  Options 1 through 4, the Owner may  Transfer
Contract Value only among Subaccounts.

The Company  reserves  the right to: (1) limit the amount that may be subject to
Transfer to $1,000,000 per Transfer without Home Office approval;  (2) limit the
number of Transfers allowed each Contract Year to 14; and (3) suspend Transfers.
Transfers must be at least $1,000.00 or, if less; (i) the remaining balance in a
Subaccount,  or (ii) the amount of Fixed  Account  Contract  Value the Guarantee
Period of which expires in the calendar month in which the Transfer is effected.

Contract  Value may be  transferred  from the Fixed Account only: (1) during the
calendar month in which the applicable Guarantee Period expires; (2) pursuant to
an Automatic Transfer.  Transfers of Fixed Account Contract Value shall be made:
(1) first from  Fixed  Account  Contract  Value for which the  Guarantee  Period
expires during the calendar month in which the Transfer is effected; (2) then in
the order that starts with Fixed  Account  Contract  Value which has the longest
amount of time before its Guarantee Period expires; and (3) ends with that which
has the least amount of time before its Guarantee Period expires.

The  Company  will  effect a Transfer  to or from a  Subaccount  on the basis of
Accumulation  Unit Value (or Annuity  Unit Value)  determined  at the end of the
Valuation  Period in which the Transfer is  effected.  The Company will effect a
Transfer from the Fixed Account on the basis of Fixed Account  Contract Value at
the end of the Valuation Period in which the Transfer is effected.

The Company  reserves the right to delay Transfers from the Fixed Account for up
to 6 months as required  by most  states.  The Company  will notify you if there
will be a delay.

CLAIMS OF CREDITORS

The Contract  Value and other  benefits  under this Contract are exempt from the
claims of creditors of the Owner to the extent allowed by law.

NONFORFEITURE VALUES

The Death  Benefits,  Withdrawal  Values and Annuity Payout Values will at least
equal the minimum required by law.

PARTICIPATION

The Company is a mutual life insurance company.  Therefore, it pays dividends on
some of its contracts.  However, the Company does not expect dividends to become
payable on this  Contract.  At the end of each  Contract  Year the Company  will
determine the Contract's dividend,  if any. The Owner may choose to have it: (1)
added to the  Contract  Value;  or (2) paid in cash.  If no choice is made,  any
dividend will be added to the Contract Value.

STATEMENTS

At least once each Contract  Year the Owner shall be sent a statement  including
the current Contract Value and any other information  required by law. The Owner
may send a written request for a statement at other  intervals.  The Company may
charge a reasonable fee for such statements.

                                      -8-

V6022 D (R6-96)

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OWNERSHIP, ANNUITANT AND BENEFICIARY PROVISIONS
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OWNERSHIP

During the Owner's lifetime, all rights and privileges under the Contract may be
exercised only by the Owner.  If the purchaser  names someone other than himself
or herself as Owner,  the purchaser has no rights in the Contract.  No Owner may
be older than age 90 on the Contract Date.

JOINT OWNERSHIP

If a Joint  Owner is named in the  application,  then the Owner and Joint  Owner
share an undivided  interest in the entire Contract as joint tenants with rights
of survivorship. When an Owner and Joint Owner have been named, the Company will
honor only requests for changes and the exercise of other Ownership  rights made
by both the Owner and Joint Owner.  When a Joint Owner is named,  all references
to "Owner"  throughout  this Contract should be construed to mean both the Owner
and Joint Owner, except for the "Statements"  provision on page 8 and the "Death
Benefit Provisions" on pages 14 and 15.

ANNUITANT

The  Annuitant is named on page 3. The Owner may change the  Annuitant  prior to
the Annuity Start Date.  The request for this change must be made in writing and
Received  by the Company at least 30 days prior to the  Annuity  Start Date.  No
annuitant may be named who is more than 90 years old on the Contract Date.  When
the Annuitant  dies prior to the Annuity  Start Date,  the Owner must name a new
Annuitant within 30 days or, if sooner,  by the Annuity Start Date, except where
the Owner is a Nonnatural  Person.  If a new  Annuitant is not named,  the Owner
becomes the Annuitant.

PRIMARY AND SECONDARY BENEFICIARIES

The Primary Beneficiary is named on page 3. The Owner may change any Beneficiary
as  described in  "Ownership  and  Beneficiary  Changes"  below.  If the Primary
Beneficiary  dies prior to the Owner,  the  Secondary  Beneficiary  becomes  the
Primary Beneficiary.  Unless the Owner directs otherwise,  when there are two or
more Primary Beneficiaries, they will receive equal shares.

OWNERSHIP AND BENEFICIARY CHANGES

Subject to the terms of any existing Assignment, the Owner may name a new Owner,
a new Primary  Beneficiary  or a new  Secondary  Beneficiary.  Any new choice of
Owner,  Primary  Beneficiary  or  Secondary  Beneficiary  will  revoke any prior
choice.  Any change must be made in writing and recorded at the Home Office. The
change  will  become  effective  as of the date the  written  request is signed,
whether  or not the Owner is living at the time the  change is  recorded.  A new
choice of Primary  Beneficiary  or Secondary  Beneficiary  will not apply to any
payment made or action taken by the Company  prior to the time it was  recorded.
The Company may require the Contract be returned so these changes may be made.

                                      -9-

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PURCHASE PAYMENT PROVISIONS
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FLEXIBLE PURCHASE PAYMENTS

The Contract becomes in force when the initial Purchase Payment is applied.  The
Owner is not required to continue  Purchase  Payments in the amount or frequency
originally  planned.  The Owner may:  (1)  increase  or  decrease  the amount of
Purchase  Payments,  subject to any Contract limits; or (2) change the frequency
of Purchase Payments.  A change in frequency or amount of Purchase Payments does
not require a written request.

PURCHASE PAYMENT LIMITATIONS

Purchase  Payments  exceeding  $1,000,000  will not be  accepted  without  prior
approval by the Company. The Minimum Subsequent Purchase Payment amount is shown
on page 3.

PURCHASE PAYMENT ALLOCATION

Purchase  Payments may be allocated among the Fixed Account and the Subaccounts.
Purchase Payments will be allocated according to the Owner's instructions in the
Application or more recent  instructions,  if any. Each  allocation to the Fixed
Account and the  Subaccounts  must be at least 1% of the Purchase  Payment.  The
allocations must be whole percentage  amounts and must total 100%. The Owner may
change the allocations by written notice to the Company.

PLACE OF PAYMENT

All Purchase  Payments  under this Contract are to be paid to the Company at its
Home Office. Purchase Payments after the initial Purchase Payment are applied as
of the end of the  Valuation  Period  during  which  they  are  Received  by the
Company.

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CONTRACT VALUE AND EXPENSE PROVISIONS
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CONTRACT VALUE

On any  Valuation  Date,  the  Contract  Value is the sum of:  (1) the  Separate
Account  Contract Value;  and (2) the Fixed Account  Contract Value. At any time
after the first  Contract  Year and before the Annuity  Start Date,  the Company
reserves the right to pay to the Owner the Contract Value as a lump sum if it is
below $5,000.

FIXED ACCOUNT CONTRACT VALUE

On any Valuation  Date,  the Fixed Account  Contract Value is equal to the first
Purchase Payment allocated under the Contract to the Fixed Account:

PLUS:

1.  any  other  Purchase  Payments  allocated  under the  Contract  to the Fixed
    Account;

2.  any Transfers from the Separate Account to the Fixed Account; and

3.  any interest credited to the Fixed Account.

LESS:

1.  any Withdrawals deducted from the Fixed Account;

2.  any Transfers from the Fixed Account to the Separate Account;

3.  any applicable Premium Taxes;

4.  any Fixed Account  Contract Value which is applied to any of Annuity Options
    1 through 4; and

5.  any Annuity Payments made under Annuity Options 5 and 6.

                                      -10-

V6022 E (10-94)

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CONTRACT VALUE AND EXPENSE PROVISIONS (Continued)
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FIXED ACCOUNT INTEREST CREDITING

The Company shall credit  interest on Fixed Account  Contract Value at an annual
rate at least equal to the  Guaranteed  Rate shown on page 3. Also,  the Company
may in its sole  judgment  credit  Current  Interest  at a rate in excess of the
Guaranteed  Rate.  The rate of Current  Interest,  if  declared,  shall be fixed
during the Guarantee  Period.  Fixed Account  Contract  Value shall earn Current
Interest  during  each  Guarantee  Period at the rate,  if any,  declared by the
Company on the first day of the Guarantee Period.

The Company may credit Current  Interest on Contract Value that was allocated or
transferred  to the Fixed  Account  during one period at a  different  rate than
amounts  allocated or transferred to the fixed Account in another period.  Also,
the  Company may credit  Current  Interest on Fixed  Account  Contract  Value at
different rates based upon the length of the Guarantee Period. Therefore, at any
time,  portions of Fixed Account  Contract Value may be earning Current Interest
at  different  rates  based upon the period  during  which  such  portions  were
allocated or  transferred  to the Fixed  Account and the length of the Guarantee
Period.

SEPARATE ACCOUNT CONTRACT VALUE

On any Valuation  Date,  the Separate  Account  Contract Value is the sum of the
then current value of the  Accumulation  Units  allocated to each Subaccount for
this Contract.

ACCUMULATION UNIT VALUE

The initial  Accumulation  Unit Value for each  Subaccount was set at $10. Other
Accumulation Unit Values are found on each Valuation Date by dividing (1) by (2)
where:

1.  is the equal to:

    a.  the  Subaccount  Net Asset  Value  determined  at the end of the current
        Valuation Period; plus

    b.  any dividends  declared by the Subaccount's  underlying mutual fund that
        are not  part of the  Subaccount  Net  Asset  Value;  less  the  accrued
        Mortality and Expense Risk Charge; and

    c.  the accrued Mortality and Expense Risk Charge; and

    d.  the accrued Administration Charge; and

    e.  any taxes for which the Company has reserved  which the Company deems to
        have resulted from the operation of the Subaccount.

2.  is the number of Accumulation Units at the start of the Valuation Period.

The  Accumulation  Unit Value may increase or decrease from one Valuation Period
to the next.

DETERMINING ACCUMULATION UNITS

The number of Accumulation  Units allocated to a Subaccount  under this Contract
is found by dividing:  (1) the amount  allocated to the  Subaccount;  by (2) the
Accumulation  Unit Value for the  Subaccount at the end of the Valuation  Period
during  which  the  amount  is  applied  under  the  Contract.   The  number  of
Accumulation  Units allocated to a Subaccount under the Contract will not change
as a  result  of  investment  experience.  Events  that  change  the  number  of
Accumulation Units are:

1.  Purchase Payments that are applied to the Subaccount;

2.  Contract Value that is Transferred into or out of the Subaccount;

3.  Withdrawals that are deducted from the Subaccount; and

4.  Premium Taxes that are deducted from the Subaccount.

                                      -11-

--------------------------------------------------------------------------------
CONTRACT VALUE AND EXPENSE PROVISIONS (Continued)
--------------------------------------------------------------------------------

MORTALITY AND EXPENSE RISK CHARGE

The Company will deduct the  Mortality  and Expense Risk Charge shown on page 3.
This charge will be computed and deducted from each Subaccount on each Valuation
Date. This charge is factored into the Accumulation Unit and Annuity Unit Values
on each Valuation Date.

PREMIUM TAX EXPENSE

The  Company  reserves  the  right to  deduct  Premium  Tax when due or any time
thereafter.  Any applicable Premium Taxes will be allocated as described on page
3.

ADMINISTRATION CHARGE

The Company will deduct the  Administration  Charge shown on page 3. This charge
will be computed and deducted from each  Subaccount on each Valuation Date. This
charge is factored into the Accumulation Unit Value on each Valuation Date.

MUTUAL FUND EXPENSES

Each  Subaccount  invests in shares of a mutual  fund.  The net asset  value per
share of each underlying fund reflects the deduction of any investment  advisory
and administration  fees and other expenses of the fund. These fees and expenses
are not deducted from the assets of a Subaccount, but are paid by the underlying
funds. The Owner indirectly bears a pro rata share of such fees and expenses. An
underlying  fund's fees and expenses are not  specified or fixed under the terms
of this Contract.

--------------------------------------------------------------------------------
WITHDRAWAL PROVISIONS
--------------------------------------------------------------------------------

WITHDRAWALS

A full  Withdrawal  of the  Contract  Value or partial  Withdrawal  of  Separate
Account  Contract  Value is allowed at any time.  Partial  Withdrawals  of Fixed
Account  Contract  Value are,  however,  restricted  as  described  below.  This
provision is subject to any federal or state Withdrawal restrictions.

A partial  Withdrawal  of Fixed  Account  Contract  Value may be made only:  (1)
pursuant  to  Systematic  Withdrawals  over a period of at least 36 months;  (2)
during the calendar month in which the applicable  Guarantee Period expires; and
(3) once per  Contract  Year in an amount up to the  greater of $5,000 or 10% of
the Contract Value in the Fixed Account at the time of the partial Withdrawal.

Upon  the  Owner's  request  for a full  Withdrawal,  the  Company  will pay the
Withdrawal Value in a lump sum.

All Withdrawals must meet the following conditions.

1.  The  request  for  Withdrawal  must be Received by the Company in writing or
    under other methods allowed by the Company.

2.  The Owner must apply:  (a) while this Contract is in force; and (b) prior to
    the Annuity Start Date of Options 1-4.

3.  The amount Withdrawn must be at least $1,000.00, except that a Withdrawal of
    less than $1,000.00 is allowed: (i) for Systematic Withdrawals, as discussed
    on page 13, (ii) for Fixed Account  Contract  Value the Guarantee  Period of
    which expires  during the calendar  month of the  Withdrawal,  or (iii) when
    terminating the Contract.

                                      -12-

V6022 F (10-94)

--------------------------------------------------------------------------------
WITHDRAWAL PROVISIONS (Continued)
--------------------------------------------------------------------------------

WITHDRAWALS (Continued)

A partial  Withdrawal  request  must state the  allocations  for  deducting  the
Withdrawal  from each  Account.  If no  allocation  is  specified,  the  partial
Withdrawal  will be deducted from the Accounts in the order described on page 3,
"Method for  Deductions."  Withdrawals of Fixed Account  Contract Value shall be
made: (1) first from Fixed Account Contract Value for which the Guarantee Period
expires during the calendar month in which the Withdrawal is effected;  (2) then
in the order that starts with Fixed Account Contract Value which has the longest
amount of time before its Guarantee Period expires; and (3) ends with that which
has the least amount of time before its Guarantee Period expires.

WITHDRAWAL VALUE

The Withdrawal  Value at any time will be: (1) the Contract Value;  less (2) any
Premium Taxes due or paid by the Company.

SYSTEMATIC WITHDRAWALS

Systematic Withdrawals are automatic periodic distributions from the Contract in
substantially  equal  amounts prior to the Annuity Start Date. In order to start
Systematic Withdrawals,  the Owner must make the request in writing. The Minimum
Systematic  Withdrawal  is shown on page 3. The Owner  must  choose  the type of
payment and its  frequency.  The  Systematic  Withdrawal  request must state the
allocations for deducting the Withdrawals from each Account. If no allocation is
specified,  the  Withdrawals  will be  deducted  from the  Accounts in the order
described  on page 3,  "Method for  Deductions."  The payment type may be: (1) a
percentage of Contract Value; (2) a specified dollar amount; (3) all earnings in
the  Contract;  (4) over a fixed  period  of time;  or (5)  based  upon the life
expectancy of the Owner or the Owner and a  Beneficiary.  The payment  frequency
may  be:  (1)  monthly;  (2)  quarterly;  (3)  semiannually;  or  (4)  annually.
Systematic Withdrawals of Fixed Account Contract Value must provide for payments
over a period of not less than 36 months.  Systematic Withdrawals may be stopped
by the Owner upon  proper  written  request  Received by the Company at least 30
days in advance.  The Company  reserves  the right to stop,  modify,  suspend or
charge a fee for Systematic Withdrawals at any time.

DATE OF REQUEST

The Company will effect a Withdrawal of Separate  Account  Contract Value on the
basis of Accumulation  Unit Value  determined at the end of the Valuation Period
in which all the required information is Received by the Company.

PAYMENT OF WITHDRAWAL BENEFITS

The  Company  reserves  the right to  suspend a Transfer  or delay  payment of a
Withdrawal from the Separate Account for any period:

1.  when the New York Stock Exchange is closed; or

2.  when trading on the New York Stock Exchange is restricted; or

3.  when an emergency  exists as a result of which:  (a) disposal of  securities
    held in the Separate Account is not reasonably practicable; or (b) it is not
    reasonably  practicable  to  fairly  value the net  assets  of the  Separate
    Account; or

4.  during any other  period when the  Securities  and Exchange  Commission,  by
    order, so permits to protect owners of securities.

Rules and  regulations of the Securities and Exchange  Commission will govern as
to whether the conditions set forth above exist.

The Company further reserves the right to delay payment of a Withdrawal from the
Fixed Account for up to six months as required by most states.  The Company will
notify you if there will be a delay.

                                      -13-

--------------------------------------------------------------------------------
DEATH BENEFIT PROVISIONS
--------------------------------------------------------------------------------

DEATH BENEFIT

If any Owner dies prior to the Annuity  Start Date, a Death Benefit will be paid
to the Designated Beneficiary when due Proof of Death and instructions regarding
payment are Received by the Company.  If an Owner is a Nonnatural  Person,  then
the Death Benefit will be paid in the event of the death of the Annuitant or any
joint Owner that is a natural  person prior to the Annuity Start Date.  Further,
if an Owner is a Nonnatural  Person, the amount of the death benefit is based on
the age of the  Annuitant  or any joint  Owner  that is a natural  person on the
Issue Date.

If the age of each Owner was 75 or younger on the Issue Date,  the Death Benefit
will be the greatest of: (1) the sum of all Purchase Payments,  less any Premium
Taxes due or paid by the Company  and less the sum of all  partial  Withdrawals;
(2) the Contract Value on the date due Proof of Death and instructions regarding
payment are Received by the Company,  less any Premium  Taxes due or paid by the
Company; or (3) the Stepped-Up Death Benefit described below.

The Stepped-Up Death Benefit is:

1.  the largest Death Benefit on any Contract  Anniversary that is both an exact
    multiple of five and occurs prior to the oldest Owner reaching age 76; plus

2.  any  Purchase   Payments   received  since  the  applicable  fifth  Contract
    Anniversary; less

3.  any  reductions  caused by Withdrawals  since the applicable  fifth Contract
    Anniversary; less

4.  any Premium Taxes due or paid by the Company.

If the age of any  Owner on the Issue  Date was 76 or older,  or if due proof of
death  (regardless  of the age of any Owner on the Issue Date) and  instructions
regarding  payment are not Received by the Company within six months of the date
of the Owner's  death,  the Death Benefit will be: (1) the Contract Value on the
date due Proof of Death and instructions  regarding  payment are Received by the
Company; less (2) any Premium Taxes due or paid by the Company.

If a lump sum payment is requested,  the payment will be made in accordance with
any laws and regulations that govern the payment of Death Benefits.

PROOF OF DEATH

Any of the following will serve as Proof of Death:

1.  certified copy of the death certificate;

2.  certified  decree of a court of competent  jurisdiction as to the finding of
    death;

3.  written statement by a medical doctor who attended the deceased Owner; or

4.  any proof accepted by the Company.

DISTRIBUTION RULES

The entire Death  Benefit  with any interest  shall be paid within 5 years after
the  death of any  Owner,  except  as  provided  below.  In the  event  that the
Designated  Beneficiary  elects an  Annuity  Option,  the length of time for the
payment period may be longer than 5 years if: (1) the Designated  Beneficiary is
a natural  person;  (2) the Death  Benefit is paid out under  Annuity  Options 1
through 6; (3)  payments are made over a period that does not exceed the life or
life expectancy of the Designated  Beneficiary;  and (4) Annuity  Payments begin
within one year of the death of the Owner. If the deceased Owner's spouse is the
sole  Designated  Beneficiary,  the  spouse  shall  become the sole Owner of the
Contract.  He or she may  elect to:  (1) keep the  Contract  in force  until the
sooner of the spouse's death or the Annuity Start Date; or (2) receive the Death
Benefit.

                                      -14-

V6022 G (R6-96)

--------------------------------------------------------------------------------
DEATH BENEFIT PROVISIONS (Continued)
--------------------------------------------------------------------------------

DISTRIBUTION RULES (Continued)

If any Owner dies after the Annuity Start Date,  Annuity Payments shall continue
to be paid at least as rapidly  as under the method of payment  being used as of
the date of the Owner's death.

If the Owner is a  Nonnatural  Person,  the  distribution  rules set forth above
apply in the event of the death of, or a change in, the Annuitant. This Contract
is deemed to incorporate any provision of Section 72(s) of the Internal  Revenue
Code of 1986, as amended (the "Code"), or any successor provision. This Contract
is also deemed to incorporate any other  provision of the Code deemed  necessary
by the Company,  in its sole  judgment,  to qualify this Contract as an annuity.
The application of the  distribution  rules will be made in accordance with Code
section 72(s), or any successor provision,  as interpreted by the Company in its
sole judgment.

The  foregoing  distribution  rules do not apply to a  Contract  which  is:  (1)
provided  under a plan described in Code Section  401(a);  (2) described in Code
section  403(b);  (3) an  individual  retirement  annuity or  provided  under an
individual  retirement account or annuity; or (4) otherwise exempt from the Code
section 72(s) distribution rules.

--------------------------------------------------------------------------------
ANNUITY PAYMENT PROVISIONS
--------------------------------------------------------------------------------

ANNUITY START DATE

The Owner may choose the Annuity  Start Date at the time of  application.  If no
Annuity Start Date is chosen,  the Company will use the later of: (1) the oldest
Annuitant's  seventieth  birthday;  or (2) the tenth Contract  Anniversary.  The
Annuity  Start  Date  must  be  prior  to the  oldest  Annuitant's  ninety-fifth
birthday.

The  Annuity  Start  Date is the  date  the  first  payment  will be made to the
Annuitant under any of the Annuity Options.

CHANGE OF ANNUITY START DATE

The Owner may change the Annuity  Start  Date.  A request for the change must be
made in writing. The written request must be Received by the Company at least 30
days  prior  to the new  Annuity  Start  Date as  well as 30 days  prior  to the
previous Annuity Start Date.

ANNUITY START AMOUNT

The Annuity Start Amount is applied to one or more of the Annuity Options listed
on page 18. The Annuity  Start Amount is: (1) the Contract  Value on the Annuity
Start  Date;  less (2) any  Premium  Taxes  due or paid by the  Company.  Unless
otherwise directed by the Owner, Annuity Start Amount derived from Fixed Account
Contract Value will be applied to purchase a Fixed Annuity Option;  that derived
from  Separate  Account  Contract  Value will be applied to  purchase a Variable
Annuity Option.

                                      -15-

--------------------------------------------------------------------------------
ANNUITY PAYMENT PROVISIONS (Continued)
--------------------------------------------------------------------------------

ANNUITY TABLES

Annuity  Tables A and B show the guaranteed  minimum  amount of monthly  Annuity
Payment per $1,000 of Annuity Start Amount for annuity  options 1 through 4 that
applies to the first  Variable  Annuity  Payment  and to each  payment for Fixed
Annuity  Payments.  The amount of each  Annuity  Payment for  Annuity  Options 1
through 4 will depend on the Annuitant's sex and age on the Annuity Start Date.

Tables A and B assume 1900 as the year of birth of the annuitant. To use Table A
and B for an  Annuitant  born  after  1900,  the  actual  age is  reduced by 0.1
(one-tenth)  of a year for each  year the  year of birth  exceeds  1900.  For an
annuitant with a birth year prior to 1900, the actual age is increased in a like
manner.  The actual age (in completed  months) reduced or increased  becomes the
"adjusted age of the  Annuitant".  The  guaranteed  payout rate is then found by
interpolating  the  Annuitant's  adjusted age between the ages shown in Tables A
and B.  Tables A and B are based on the 1983  Table "A"  mortality  table and an
interest  rate of 3.5% per year.  On request the Company will furnish the amount
of monthly Annuity Payment per $1,000 applied for any ages not shown.

For Annuity  Options 5 and 6, annuity rates based on age and sex are not used to
calculate  annuity  payments.  Annuity  Payments for these  options are computed
without reference to the Annuity Tables.

ANNUITY PAYMENTS

The Annuity  Option is shown on page 3. The Owner may choose any form of Annuity
Option that is allowed by the Company. The Owner may choose an Annuity Option by
written  request.  This request must be Received by the Company at least 30 days
prior to the Annuity Start Date.  Several Annuity Options are listed on page 18.
No Annuity  Option can be selected  that  requires the Company to make  periodic
payments  of less than  $100.00.  If no  Annuity  Option is chosen  prior to the
Annuity Start Date,  the Company will use Life with 10-Year Fixed Period Option.
Each Annuity Option allows for making Annuity Payments  annually,  semiannually,
quarterly or monthly.

CHANGE OF ANNUITY OPTION

Prior to the Annuity Start Date, the Owner may change the Annuity Option chosen.
The Owner must  request the change in writing.  This request must be Received by
the Company at least 30 days prior to the Annuity Start Date.

FIXED ANNUITY PAYMENTS

With respect to Fixed Annuity Payments,  the amounts shown on the Tables are the
guaranteed minimum for each Annuity Payment for Annuity Options 1 through 4.

VARIABLE ANNUITY PAYMENTS

With respect to Variable Annuity Payments, the amount shown on the Tables is the
guaranteed minimum first Annuity Payment,  based on the assumed interest rate of
3.5% for Annuity  Options 1 through 4. The amount of each Annuity  Payment after
the first for these options is computed by means of Annuity Units.

ANNUITY UNITS

The number of Annuity  Units is found by dividing the first  Annuity  Payment by
the Annuity Unit Value for the selected  Subaccount  on the Annuity  Start Date.
The number of Annuity Units for the Subaccount then remains  constant,  unless a
Transfer of Annuity Units is made. After the first Annuity  Payment,  the dollar
amount of each  subsequent  Annuity  Payment  is equal to the  number of Annuity
Units times the  Annuity  Unit Value for the  Subaccount  on the due date of the
Annuity Payment.

                                      -16-

V6022 H (10-94)

--------------------------------------------------------------------------------
ANNUITY PAYMENT PROVISIONS (Continued)
--------------------------------------------------------------------------------

ANNUITY UNITS (Continued)

The Annuity Unit Value for each  Subaccount was first set at $1.00.  The Annuity
Unit  Value for any  subsequent  Valuation  Date is equal to (a) times (b) times
(c), where:

(a)  is the Annuity Unit Value on the immediately preceding Valuation Date;

(b)  is the Net Investment Factor for the day;

(c)  is a factor  used to adjust for an assumed  interest  rate of 3.5% per year
     used to determine the Annuity Payment amounts. The assumed interest rate is
     reflected in the Annuity Tables.

NET INVESTMENT FACTOR

The Net Investment  Factor for any Subaccount at the end of any Valuation Period
is determined by dividing (1) by (2) and subtracting (3) from the result, where:

1.  is equal to:

    a.  the net asset value per share of the mutual fund held in the Subaccount,
        found at the end of the current Valuation Period; plus

    b.  the per share amount of any dividend or capital gain  distributions paid
        by the Subaccount's  underlying  mutual fund that is not included in the
        net asset value per share; plus or minus

    c.  a per share  charge or credit  for any  taxes  reserved  for,  which the
        Company deems to have resulted from the operation of the Subaccount.

2.  is the net asset value per share of the Subaccount's  underlying mutual fund
    as found at the end of the prior Valuation Period.

3.  is a factor  representing  the  Mortality  and Expense  Risk Charge which is
    deducted from the Separate Account.

Underlying  mutual  funds may  declare  dividends  on a daily basis and pay such
dividends  once a  month.  The Net  Investment  Factor  allows  for the  monthly
reinvestment of these daily dividends.  As described above, the gains and losses
from each  Subaccount  are credited or charged  against the  Subaccount  without
regard to the gains or losses in the Company or other Subaccounts.

ALTERNATE ANNUITY OPTION RATES

The  Company  may,  at the time of  election  of an Annuity  Option,  offer more
favorable rates in lieu of the guaranteed rates shown in the Annuity Tables.

                                      -17-

--------------------------------------------------------------------------------
ANNUITY PAYMENT PROVISIONS (Continued)
--------------------------------------------------------------------------------

ANNUITY OPTIONS

OPTION 1

LIFE OPTION: This option provides payments for the life of the Annuitant.  Table
A shows some of the guaranteed rates for this option.

OPTION 2

LIFE WITH FIXED PERIOD OPTION: This option provides payments for the life of the
Annuitant. A fixed period of 5, 10, 15 or 20 years may be chosen.  Payments will
be made to the end of this period even if the Annuitant dies prior to the end of
the period.  If the Annuitant dies before  receiving all the payments during the
fixed period. If the Annuitant dies before receiving all the payments during the
fixed period, the remaining payments will be made to the Designated Beneficiary.
Table A shows some of the guaranteed rates for this option.

OPTION 3

LIFE WITH INSTALLMENT OR UNIT REFUND OPTION:  This option provides  payments for
the life of the  Annuitant,  with a period  certain  determined  by dividing the
Annuity  Start  Amount by the  amount of the first  payment.  A fixed  number of
payments will be made even if the Annuitant  dies. If the Annuitant  dies before
receiving the fixed number of payments,  any remaining  payments will be made to
the Designated Beneficiary.  Table A shows some of the guaranteed rates for this
option.

OPTION 4

JOINT AND LAST SURVIVOR  OPTION:  This option provides  payments for the life of
the  Annuitant and Joint  Annuitant.  Payments will be made as long as either is
living. Table B shows some of the guaranteed rates for this option.

OPTION 5

FIXED PERIOD OPTION:  This option provides  payments for a fixed number of years
between 5 and 20. If the Contract Value is held in the Fixed  Account,  then the
amount of the payments  will vary as a result of the interest  rate (as adjusted
periodically)  credited on the Fixed  Account.  This rate is guaranteed to be no
less than the Guaranteed  Rate shown on page 3. If the Contract Value is held in
the Separate  Account,  then the amount of the payments will vary as a result of
the investment  performance of the Subaccounts chosen. If all the Annuitants die
before  receiving the fixed number of payments,  any remaining  payments will be
made to the Designated Beneficiary.

OPTION 6

FIXED PAYMENT OPTION:  This option provides a fixed payment amount.  This amount
is paid until the amount applied, including daily interest adjustments, is paid.
If the Contract Value is held in the Fixed Account,  then the number of payments
will vary as a result of the interest rate (as adjusted  periodically)  credited
on the Fixed Account.  This rate is guaranteed to be no less than the Guaranteed
Rate shown on page 3. If the  Contract  Value is held in the  Separate  Account,
then the number of payments will vary as a result of the investment  performance
of the Subaccounts  chosen.  If all the Annuitants die before  receiving all the
payments, any remaining payments will be made to the Designated Beneficiary.

                                      -18-

V6022 I (10-94)

                                 ANNUITY TABLES
--------------------------------------------------------------------------------
                                    TABLE A
                     SETTLEMENT OPTIONS ONE, TWO, AND THREE
       MINIMUM INITIAL MONTHLY INSTALLMENTS PER $1,000 OF AMOUNT APPLIED

                                     Option Two
  Adjusted      Option One      Year Fixed Period Ends          Option Three
    Age            Life        5       10      15      20           Unit
of Annuitant       Only      Years   Years   Years   Years         Refund
--------------------------------------------------------------------------------
   MALE
    55             4.99       4.97    4.91    4.80    4.66          4.73
    56             5.09       5.07    5.00    4.88    4.72          4.81
    57             5.20       5.17    5.10    4.97    4.78          4.90
    58             5.32       5.29    5.20    5.05    4.85          4.99
    59             5.44       5.41    5.31    5.14    4.91          5.08

    60             5.57       5.53    5.42    5.23    4.97          5.18
    61             5.71       5.67    5.54    5.33    5.04          5.29
    62             5.86       5.81    5.67    5.42    5.10          5.40
    63             6.02       5.97    5.80    5.52    5.16          5.51
    64             6.20       6.13    5.94    5.62    5.22          5.63

    65             6.38       6.31    6.08    5.72    5.28          5.76
    66             6.58       6.49    6.23    5.82    5.33          5.90
    67             6.79       6.69    6.38    5.92    5.38          6.04
    68             7.02       6.90    6.54    6.02    5.43          6.19
    69             7.26       7.12    6.71    6.12    5.48          6.35

    70             7.52       7.35    6.87    6.21    5.52          6.52
    71             7.80       7.60    7.05    6.30    5.55          6.69
    72             8.09       7.86    7.22    6.39    5.59          6.88
    73             8.41       8.13    7.40    6.47    5.62          7.07
    74             8.75       8.42    7.57    6.55    5.64          7.27

    75             9.12       8.72    7.75    6.62    5.66          7.49

  FEMALE
    55             4.54       4.53    4.51    4.46    4.38          4.40
    56             4.62       4.61    4.58    4.53    4.44          4.47
    57             4.71       4.70    4.66    4.60    4.51          4.54
    58             4.80       4.79    4.75    4.68    4.57          4.62
    59             4.90       4.88    4.84    4.76    4.64          4.70

    60             5.00       4.99    4.93    4.84    4.70          4.78
    61             5.11       5.09    5.03    4.93    4.77          4.87
    62             5.23       5.21    5.14    5.02    4.84          4.96
    63             5.36       5.33    5.25    5.12    4.91          5.06
    64             5.49       5.46    5.37    5.21    4.98          5.17

    65             5.64       5.60    5.50    5.31    5.05          5.28
    66             5.79       5.75    5.63    5.42    5.12          5.39
    67             5.95       5.91    5.77    5.53    5.19          5.52
    68             6.13       6.08    5.91    5.63    5.25          5.65
    69             6.32       6.26    6.07    5.74    5.32          5.79

    70             6.53       6.46    6.23    5.86    5.37          5.94
    71             6.75       6.67    6.40    5.97    5.43          6.09
    72             6.99       6.89    6.58    6.08    5.48          6.26
    73             7.26       7.13    6.76    6.18    5.52          6.44
    74             7.54       7.39    6.95    6.29    5.57          6.63

    75             7.85       7.67    7.14    6.39    5.60          6.83

Values  not  shown  will be  provided  upon  request.  Annual,  semiannual,  or
quarterly installments can be determined by multiplying the monthly installments
by 11.812853, 5.9572227, and 2.9914196 respectively.


--------------------------------------------------------------------------------
                                    TABLE B
                             SETTLEMENT OPTION FOUR
        MINIMUM INITIAL MONTHLY INSTALLMENT PER $1,000 OF AMOUNT APPLIED

   Adjusted Age of                  Adjusted Age of Male Annuitant
  Female Annuitant        55        60        62        65        70       75
--------------------------------------------------------------------------------
        55               4.16      4.27      4.30      4.35      4.42     4.47
        60               4.34      4.51      4.57      4.66      4.78     4.86
        62               4.41      4.61      4.68      4.79      4.94     5.04
        65               4.51      4.76      4.85      4.99      5.20     5.35
        70               4.66      4.99      5.13      5.34      5.67     5.95
        75               4.78      5.19      5.37      5.66      6.16     6.63

Values  not  shown  will be  provided  upon  request.  Annual,  semiannual,  or
quarterly installments can be determined by multiplying the monthly installments
by 11.812853, 5.9572227, and 2.9914196 respectively.

                                      -19-

                      A BRIEF DESCRIPTION OF THIS CONTRACT

This is a FLEXIBLE PREMIUM DEFERRED VARIABLE ANNUITY CONTRACT.

*    Purchase  Payments may be made until the earlier of the Annuity  Start Date
     or termination of the Contract.

*    A Death  Benefit may be paid prior to the Annuity  Start Date  according to
     the Contract provisions.

*    Annuity  Payments  begin on the  Annuity  Start  Date  using the  method as
     specified in this Contract.

*    This Contract is Participating.




ALL PAYMENTS AND VALUES PROVIDED BY THIS CONTRACT,  WHEN BASED ON THE INVESTMENT
EXPERIENCE OF THE SEPARATE ACCOUNT, ARE VARIABLE AND MAY INCREASE OR DECREASE IN
ACCORDANCE WITH THE INVESTMENT EXPERIENCE OF THE SEPARATE ACCOUNT.  THERE ARE NO
GUARANTEED  MINIMUM  PAYMENTS OR CASH VALUES.  (SEE "CONTRACT  VALUE AND EXPENSE
PROVISIONS" AND "ANNUITY PAYMENT PROVISIONS" FOR DETAILS.)


                                   [SBL LOGO]
                     SECURITY BENEFIT LIFE INSURANCE COMPANY
               A Member of The Security Benefit Group of Companies
                     P.O. Box 750497, Topeka, KS 66675-0497
                  700 SW Harrison Street, Topeka, KS 66636-0001
                                 1-800-888-2461