AIGLIFE
     AIG Life  Insurance  Company
     600 King Street
     Wilmington, Delaware 19801
     A capital stock company

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      Joint & Last Survivor Flexible Premium Variable Life Insurance Policy

We agree to pay the Life Insurance Proceeds of this Policy upon the death of the
Last Surviving  Insured,  and to provide other benefits and rights in accordance
with the provisions of this Policy.

This is a joint and last  survivor  flexible  premium  variable  life  insurance
policy. You can, within limits:

o    increase or decrease the Face Amount;

o    pay Premium at any time and in any amount;

o    change the Death Benefit Option;

o    change the allocation of Net Premiums among Your investment options;  and

o    transfer amounts among Your investment options.

All of these rights and benefits are subject to the terms and conditions of this
Policy.  All  requests  for Policy  changes are subject to Our  approval and may
require evidence of insurability.

The portion of Your Account  Value that is in a Subaccount  will vary up or down
depending  on the unit value of such  Subaccount,  which in turn  depends on the
investment performance of the corresponding portfolio of a designated investment
company.  There are no minimum  guarantees  as to such  portion of Your  Account
Value.

The  portion  of Your  Account  Value  that is in the  Guaranteed  Account  will
accumulate, after deductions, at rates of interest We determine. Such rates will
not be less than an effective rate of 4% per year, compounded annually.

The amount of the Death  Benefit may be level or variable  as  described  in the
Death Benefit provision of THE BENEFITS WE PAY section on page 7 of this Policy.

Please Read This Policy With Care.  This Policy is a legal contract  between You
and Us.  This is a  non-participating  policy.  It does not  participate  in Our
profits or surplus. No dividends are payable.

Right To Examine And Cancel This Policy.  You may examine this Policy and if for
any reason You are not  satisfied  with it You may cancel it by  returning  this
Policy with a Written Notice for cancellation to Our  Administrative  Office, or
to the agent who sold it, no later than 10 days after You  receive it. If You do
this, We will refund the Premiums that were paid on this Policy.

        NO BENEFIT IS PAYABLE UNDER THIS POLICY ON THE DEATH OF THE FIRST
              INSURED TO DIE, EXCEPT AS MAY BE PROVIDED BY A RIDER.
         HOWEVER, YOU MUST PROMPTLY NOTIFY US OF THE DEATH OF THE FIRST
         INSURED TO DIE, AND YOU MUST PROVIDE AN AUTHORIZATION TO ALLOW
       US TO OBTAIN AND DISCLOSE INFORMATION CONCERNING SUCH FIRST DEATH.





    /s/ Elizabeth M. Tuck                          /s/ Gerald Wyndorf
           Secretary                                     President




         INDEX

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         Sections                                                         Page
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        Policy Information ................................................3
        Definitions .......................................................4
        Owner And Beneficiary Provisions ..................................6
        The Benefits We Pay ...............................................7
        Automatic Face Amount Increase Option .............................7
        Changing The Face Amount Or The Death Benefit Option ..............8
        The Premiums You Pay ..............................................9
        Your Account Value And How It Works ..............................10
        Your Investment Options ..........................................11
        Your Account Value ...............................................12
        The Cash Surrender Value Of This Policy ..........................13
        How A Loan Can Be Made ...........................................15
        The Separate Account .............................................16
        Our Annual Report To You .........................................16
        How Benefits Are Paid ............................................17
        Other Important Information ......................................17

         A copy of the  application  for this Policy and any additional  benefit
         riders are at the back of this Policy.


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         Important Terms and Provisions                 Page                                                    Page
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        Account Value ............................4, 10, 12     Money Market Subaccount ...........................3A
        Age ..............................................4     Monthly Anniversary ................................4
        Allocation Date ..................................4     Monthly Deduction .................................10
        Allocations ....................................11      Net Cash Surrender Value .......................4, 13
        Annual Report ...................................16     Net Premium ....................................4, 10
        Assignment .......................................6     No Lapse ...........................................9
        Attained Age .....................................4     No Lapse Period .................................3, 9
        Automatic Increase Option ........................7     Outstanding Loan ...................................4
        Basis Of Computation ............................18     Owner ........................................3, 4, 6
        Beneficiary ...................................4, 6     Partial Withdrawal ................................14
        Cash Surrender Value .........................4, 13     Partial Withdrawal Limits..........................3A
        Changes In Policy Cost Factors ..................17     Planned Periodic Premium ........................3, 4
        Changing The Death Benefit Option ................8     Policy Changes - Applicable Tax Law ...............17
        Changing The Face Amount .........................8     Policy Date......................................3, 5
        Contesting This Policy ..........................17     Policy Loan .......................................15
        Contract ........................................17     Policy Loan Limits ................................3A
        Cost Of Insurance ...............................10     Policy Split Option................................19
        Cost Of Insurance Rate ..........................10     Premium ......................................3, 4, 9
        Death Benefit.....................................7     Reinstatement ......................................9
        Expense Charges ..............................3, 10     Right To Exchange .................................20
        Face Amount ...................................3, 4     Subaccount Value ..................................12
        Grace Period ..................................4, 9     Suicide ...........................................18
        Guaranteed Account Value .....................4, 13     Surrender Charge ..................................14
        Guaranteed Interest Rates ........................3     Table Of Face Amounts .............................3D
        How, When And What We May Defer .................18     Table Of Guaranteed Maximum Cost Of
        Initial Premium ...............................3, 9        Insurance Rates ................................3B
        Insureds ......................................3, 4     Table Of Maximum Surrender Charges ................3A
        Issue Date ....................................3, 4     Table Of Minimum Death Benefit Factors ............3C
        Lapse ............................................9     Tax Qualification Option ........................3, 5
        Life Insurance Proceeds .......................4, 7     Transfers .........................................11
        Minimum Premium ...............................3, 4     Transfer limits ...................................3A
        Misstatement Of Age Or Sex ......................18     Written Notice .....................................5







DEFINITIONS

Account Value.  The total amounts in the accounts credited to this Policy.

Administrative Office. AIG Life Insurance Company, P.O. Box 8718, Wilmington, DE
19801.

Age.  Each Insured's age nearest birthday on the Policy Date.

Allocation Date. The first business day following the completion of the Right To
Examine and Cancel This Policy period.

Attained  Age.  Each  Insured's  Age on the Policy  Date plus the number of full
Policy Years since the Policy Date.

Beneficiary.  The person(s) who is(are) entitled to the Life Insurance  Proceeds
of this Policy.

Cash Surrender  Value.  The Account Value less any applicable  surrender  charge
that would be deducted upon surrender.

Face Amount. The amount of insurance You have specified and from which the Death
Benefit  will be  determined.  The  Initial  Face  Amount is shown in the POLICY
INFORMATION section.

Grace Period.  The period of time following a Monthly  Anniversary  during which
this Policy will  continue  in force while the Net Cash  Surrender  Value is not
sufficient to cover the total monthly deduction then due.

Guaranteed  Account. An account within Our general account which consists of all
of Our assets other than the assets of the Separate Account and any of Our other
separate accounts.

Insured(s).  The person(s) who have life insurance coverage under this Policy.

Issue  Date.  The date this  Policy is  issued.  It may be a later date than the
Policy Date.

Last Surviving Insured.  The remaining Insured after the death of one of the two
Insureds covered under this Policy on the Policy Date.

Life Insurance  Proceeds.  The amount of money payable to the Beneficiary if the
Last Surviving  Insured dies while life insurance  coverage under this Policy is
in force.

Minimum Premium. The amount of Premium, shown in the POLICY INFORMATION section,
which is used, as described in the No Lapse provision,  to test the continuation
of this Policy during the No Lapse Period.

Monthly Anniversary.  The same day as the Policy Date for each succeeding month,
except  that,  for any month not having  such a day,  it is the last day of that
month.

Net Cash Surrender Value.  The Cash Surrender Value less any Outstanding Loan.

Net Premium.  A Premium less any expense charges deducted from the Premium.

Outstanding  Loan. The total amount of Policy Loans including both principal and
accrued loan interest.

Owner,  You,  Your.  The  person(s)  who  purchased  this Policy as shown in the
application,  unless  later  changed.  The Owner may be  someone  other  than an
Insured.

Planned Periodic Premium.  The amount of Premium You have selected to pay at the
frequency shown in the POLICY INFORMATION section.

Policy.  This joint and last survivor  flexible  premium variable life insurance
contract between AIG Life Insurance Company and You.





DEFINITIONS (Continued)

Policy Anniversary.  An anniversary of the Policy Date.

Policy Date.  The date as of which We have  received the Initial  Premium and an
application in good order.  If a Policy is issued,  life  insurance  coverage is
effective as of the Policy Date.

Policy Loan  Account.  The portion of the Account  Value held in the  Guaranteed
Account as collateral for Policy Loans.

Policy Month.  The month  commencing  with the Policy Date and ending on the day
before the first Monthly  Anniversary,  or any following month commencing with a
Monthly Anniversary and ending on the day before the next Monthly Anniversary.

Policy  Year.  The year  commencing  with the Policy  Date and ending on the day
before the first Policy  Anniversary,  or any following year  commencing  with a
Policy Anniversary and ending on the day before the next Policy Anniversary.

Premium.  The total  consideration  paid by You in exchange for Our  obligations
under this  Policy.  The  Initial  Premium is due on or before  delivery of this
Policy.

Separate Account. Variable Account II, a separate investment account of AIG Life
Insurance Company.

Subaccount.  A  division  of the  Separate  Account  established  to invest in a
particular portfolio and available for investment under this Policy.

Tax Qualification  Option.  The option shown in the POLICY  INFORMATION  section
which  determines  the  manner  in which  this  Policy  will  qualify  as a life
insurance  contract as defined in Section 7702 of the  Internal  Revenue Code of
1986,  as amended  (`the  Code').  It will be designated as either the Guideline
Premium/Cash Value Corridor Test, or the Cash Value Accumulation Test.

Valuation Date.  Each day the New York Stock Exchange is open for trading.

Valuation  Period. A period commencing with the close of trading on the New York
Stock  Exchange  on any  particular  Valuation  Date and  ending at the close of
trading on the New York Stock Exchange for the next succeeding Valuation Date.

We, Our, Us.  AIG Life Insurance Company.

Written Notice.  Information given in written form satisfactory to Us and signed
by You.






OWNER AND BENEFICIARY PROVISIONS

Owner.  Unless  otherwise  stated  in the  application,  or later  changed,  the
Insureds are joint Owners of this Policy.  If there is more than one Owner, then
all Owners must agree to any change in this Policy.

The  Owner(s)  is(are)  entitled to exercise all the rights of this Policy while
one or both Insureds are living.  To exercise a right,  there is no need for the
consent of anyone who has only a  conditional  or future  ownership  interest in
this Policy.

Unless otherwise  provided,  if a joint Owner dies,  ownership  remains with any
surviving joint Owner(s). Unless otherwise provided, when the Owner, or the last
surviving joint Owner dies, ownership passes to that person's estate.

Beneficiary.  The Beneficiary is the person(s) who is(are)  entitled to the Life
Insurance  Proceeds  of  this  Policy.  The  Beneficiary  is as  stated  in  the
application,  unless  later  changed.  One or more  beneficiaries  for the  Life
Insurance Proceeds can be named in the application. If more than one beneficiary
is named,  each can be classed as primary or contingent.  If two or more persons
are named in a class,  their  shares in the  benefit  can be stated.  The stated
shares in the Life Insurance Proceeds will be paid to any primary  beneficiaries
who are  alive  upon the date of death  of the  Last  Surviving  Insured.  If no
primary  beneficiaries  so  survive,  payment  will  be  made  to any  surviving
contingent beneficiaries. Beneficiaries who survive in the same class will share
the Life Insurance  Proceeds equally,  unless You have made another  arrangement
with Us.

If there is no designated  Beneficiary living at the death of the Last Surviving
Insured,  We will pay the Life  Insurance  Proceeds  to the  Owner,  if  living,
otherwise to the Owner's estate.

Changing The Owner Or Beneficiary.  While either Insured is living, You may send
Us a Written Notice to change the Owner or Beneficiary. (You can get such a form
from Our agent or by writing  to Us at Our  Administrative  Office.)  The change
will take effect on the date You sign the  notice,  but it will not apply to any
payment We make or other  action We take before We receive  the  notice.  If You
change the Beneficiary, any previous arrangement You made as to a payment option
for  benefits  is  canceled.  You  may  choose  a  payment  option  for  the new
Beneficiary as described in the HOW BENEFITS ARE PAID section.

Assignment.  You may assign this Policy,  if We agree. In any event, We will not
be  bound  by an  assignment  unless  We  have  received  it in  writing  at Our
Administrative  Office. Your rights and those of any other person referred to in
this Policy will be subject to the assignment.  We assume no responsibility  for
the validity of an assignment.






THE BENEFITS WE PAY

Life Insurance Proceeds.  We will pay the Life Insurance Proceeds of this Policy
to the  Beneficiary  when We  receive  at Our  Administrative  Office  (1) proof
satisfactory  to Us that the Last  Surviving  Insured has died while this Policy
was in force;  and (2) all other  requirements  We deem  necessary  before  such
payment may be made. The Life Insurance Proceeds includes the following amounts,
which We will determine as of the date of the Last Surviving Insured's death:

o    the Death Benefit described below; plus

o    any other benefits then due from riders to this Policy; minus

o    any Outstanding Loan; minus

o    any overdue monthly deductions from Your Account Value if the Last

Surviving Insured dies during a Grace Period.

We will add  interest  to the  resulting  amount for the period from the date of
death  to the  date  of  payment.  We will  compute  the  interest  at a rate We
determine, but not less than the rate required by any applicable law. Payment of
the Life  Insurance  Proceeds may also be affected by other  provisions  of this
Policy. See the OTHER IMPORTANT  PROVISIONS section,  where We specify Our right
to contest  this  Policy,  the  suicide  exclusion,  and what  happens if either
Insured's  age or sex has been  misstated  on the  application.  Any  additional
exclusions or limitations are listed in the POLICY INFORMATION section.

Death  Benefit.  You  have  chosen  in  the  application  one  of  the  two  Tax
Qualification  Options  available  under the federal tax law; and one of the two
Death Benefit  Options.  These  selections  are shown in the POLICY  INFORMATION
section. The Death Benefit Option may be changed by You, within limits;  however
the Tax Qualification  Option may not be changed.  The Death Benefit amount will
be  determined  based on which options are in effect on the date of death of the
Last Surviving Insured.

Under Death Benefit Option I, the Level Death Benefit Option,  the Death Benefit
is the greater of the Face Amount,  or the Account  Value on the Last  Surviving
Insured's  date of death  multiplied by the Minimum Death Benefit  Factor at the
time of that Insured's  death (see Table Of Minimum Death Benefit Factors in the
POLICY INFORMATION section).  Under this Option, the amount of the Death Benefit
is level, unless it is determined by such Death Benefit Factor.

Under Death  Benefit  Option II, the Variable  Death Benefit  Option,  the Death
Benefit is the greater of the Face  Amount  plus the  Account  Value on the Last
Surviving  Insured's date of death,  or the Account Value on that Insured's date
of death  multiplied  by the Minimum  Death  Benefit  Factor at the time of that
Insured's  death  (see  Table Of  Minimum  Death  Benefit  Factors in the POLICY
INFORMATION  section).  Under this  Option,  the amount of the Death  Benefit is
variable.


AUTOMATIC FACE AMOUNT INCREASE OPTION

Automatic  Increase  Option.  An  automatic  increase in the Face Amount of this
Policy will be  effective  on specified  Policy  Anniversaries,  as shown in the
Table  Of  Face  Amounts  in the  POLICY  INFORMATION  section,  subject  to the
following conditions:

o    You elected this option in the application for this Policy; and

o    this Policy is issued under Death Benefit Option I; and

o    the Death Benefit Option has never been changed to Death Benefit Option II;
     and

o    You have not refused any previous scheduled automatic increase; and

o    the Face  Amount of this Policy has not been  increased  other than by such
     scheduled automatic increases; and

o    the Face Amount of this Policy has not been  decreased  as a result of Your
     request for a decrease, or as a result of a partial withdrawal.

If You want to stop the scheduled automatic increases,  We must be given Written
Notice at least 30 days before the effective date of the next increase.  We will
then cancel the next increase and all subsequent  scheduled  automatic increases
and send You a revised Table Of Face Amounts.






CHANGING THE FACE AMOUNT OR THE DEATH BENEFIT OPTION

At any time after the first  Policy Year while this Policy is in force,  You may
change the Death  Benefit  Option or the Face Amount by Written  Notice to Us at
Our Administrative  Office. The Tax Qualification Option may not be changed. Any
requested change is subject to Our approval and the following:

1.   You  may  ask Us to  increase  the  Face  Amount  if You  provide  evidence
     satisfactory to Us of the  insurability of each surviving  Insured.  If the
     Face Amount is increased, then the cost of insurance rate for the amount of
     the increase will be based on the rate class of the each surviving  Insured
     on the date of the increase,  and each surviving Insured's sex and Attained
     Age. Any increase You ask for must be at least $10,000. If You increase the
     Face Amount,  an additional  ten year  surrender  charge will apply to that
     increase.  We will also assess an additional monthly expense charge related
     to the  Face  Amount  increase  beginning  on  the  effective  date  of the
     increase.  We will not allow You to increase the Face Amount more than once
     during any Policy  Year,  nor will We allow You to increase the Face Amount
     after the older Insured,  or the Last Surviving  Insured,  reaches Attained
     Age  90.  Any   requested   increase  in  Face  Amount  will  result  in  a
     recalculation of the Minimum Premium related to the No Lapse provision, and
     will cancel any future Face Amount  increases under the Automatic  Increase
     Option provision.

2.   You may ask Us to decrease the Face Amount but not to less than the Minimum
     Face Amount shown in the POLICY INFORMATION  section.  Any such decrease in
     the Face Amount must be at least $5,000; however, during each of the second
     through  fifth Policy  Years,  the Face Amount may not be decreased by more
     than 25% of the Initial Face Amount. If You decrease the Face Amount before
     the end of the tenth  Policy  Year,  or before the end of the tenth  Policy
     Year  following  an increase in the Face  Amount,  We will deduct from Your
     Account  Value  a pro  rata  share  of  the  applicable  surrender  charge.
     Decreases  will first be applied  against the most  recent  increase in the
     Face  Amount.  They will then be  applied  to prior  increases  in the Face
     Amount in the reverse order in which such increases took place, and then to
     the Initial Face Amount.  Any requested decrease in Face Amount will cancel
     any future  Face  Amount  increases  under the  Automatic  Increase  Option
     provision.

3.   You can change Your Death  Benefit  Option.  We may require that You submit
     evidence,  satisfactory to Us that each surviving Insured is insurable.  If
     You ask Us to change from Death Benefit  Option I to Death  Benefit  Option
     II, We will decrease the Face Amount by the amount in Your Account Value on
     the date the change takes effect. However, We will not allow such change if
     it would  decrease  the Face Amount  below the Minimum Face Amount shown in
     the POLICY INFORMATION  section. If You ask Us to change from Death Benefit
     Option II to Death  Benefit  Option I, We will  increase the Face Amount by
     the amount in Your Account Value on the date the change takes effect.  Such
     decreases  and  increases  in the Face  Amount  are made so that the  Death
     Benefit remains the same on the date the change takes effect.  However,  if
     Your Account  Value  multiplied  by the  applicable  Minimum  Death Benefit
     Factor  exceeds the Face Amount on the date the Death Benefit Option change
     takes effect,  there may be an increase in the Death Benefit. Any requested
     change to Death  Benefit  Option II will  cancel  any  future  Face  Amount
     increases under the Automatic Increase Option provision.

4.   Any change must be by Written Notice to Us at Our Administrative Office. We
     may also  require You to return this Policy to Us to make a change.  A copy
     of any additional  application and the new POLICY INFORMATION section, that
     We will issue when the change is made, will become a part of this Policy.

5.   Any change  will take  effect at the  beginning  of the  Policy  Month that
     coincides with or next follows the date We approve Your request.

6.   We reserve the right to decline to make any change that We determine  would
     cause this  Policy to fail to qualify as life  insurance  as defined in the
     Code.






THE PREMIUMS YOU PAY

The Initial Premium shown in the POLICY INFORMATION  section is due on or before
delivery  of this  Policy.  No  insurance  will take  effect  before the Initial
Premium is paid. Other Premiums may be paid at Our Administrative  Office at any
time while this  Policy is in force.  If  requested,  We will give You a receipt
signed by one of Our Officers.

We will send Premium notices to You for the Planned  Periodic  Premium which You
have selected and which is shown in the POLICY INFORMATION section. You may skip
Planned Periodic  Premiums.  However,  this may adversely affect the duration of
life insurance  coverage and Your Policy's values.  Even if the Planned Periodic
Premium  is paid  as  scheduled,  it may not  provide  life  insurance  coverage
throughout the lifetime of the Last Surviving Insured.

Limits.  Each Premium after the Initial Premium must be at least $25.00. We will
limit the amount of Premium  paid to Us so that this  Policy  will  continue  to
qualify as a life insurance contract as defined in the Code. In addition, We may
require You to submit evidence,  satisfactory to Us, that each surviving Insured
is insurable  before We will accept any Premium payment which would increase the
Death Benefit to an extent greater than that Premium amount.

No Lapse. In general, this Policy will lapse on any Monthly Anniversary that the
Net Cash Surrender  Value is not sufficient to cover the monthly  deduction due.
However,  this Policy will not lapse on any  Monthly  Anniversary  during the No
Lapse Period shown in the POLICY  INFORMATION  section if the total Premium paid
to date,  less any partial  withdrawals,  and less any  Outstanding  Loan, is at
least  equal to the  Minimum  Premium  shown in the POLICY  INFORMATION  section
multiplied  by the number of months  since the Policy  Date.  In order to comply
with the  definition  of life  insurance  under the Code,  We may not be able to
accept the Minimum Premium following a requested decrease in the Face Amount. If
We can no longer accept the Minimum  Premium  following a requested  decrease in
the Face Amount, the No Lapse feature will end. The No Lapse feature will not be
reinstated if this Policy has ended without value.

Grace Period.  If this Policy lapses,  We will,  within 30 days,  send a written
notice to You and any  assignee  on Our  records,  at the last known  addresses,
stating  that a Grace  Period of 61 days has  begun,  starting  with the date of
lapse. The notice will also state the amount of Premium which would increase the
Net Cash Surrender Value  sufficiently  to cover total monthly  deductions for 3
months,  if no interest or  investment  performance  were credited to or charged
against the Account Value and no Policy  changes were made. If We do not receive
the requested  Premium  amount  before the end of the Grace Period,  this Policy
will end without value and no Life Insurance Proceeds will be payable.

If We do  receive  the  requested  Premium  amount  before  the end of the Grace
Period,  but the Net Cash Surrender  Value is still  insufficient to cover total
monthly deductions, We will send a written notice that a new 61 day Grace Period
has begun and request additional Premium.

If the Last Surviving  Insured dies during a Grace Period,  We will pay the Life
Insurance Proceeds described in THE BENEFITS WE PAY section.

Reinstatement  Of Your Policy.  If this Policy has ended without value,  You may
reinstate it while either Insured is alive provided You do all of the following:

o    Send a Written Notice for  reinstatement of this Policy within 3 years from
     the end of the Grace Period.

o    Provide Us satisfactory  evidence of insurability  for each Insured who was
     alive at the end of the Grace Period.

o    Pay a  Premium  sufficient  to cover  (i) total  monthly  deductions  for 3
     months,  calculated from the effective date of reinstatement;  and (ii) the
     premium  expense  charge.  We will determine the required  Premium as if no
     interest or investment performance were credited to or charged against Your
     Account Value.

o    Repay or  reinstate  any  Outstanding  Loan which  existed on the date this
     Policy ended.

The effective date of the  reinstatement of this Policy will be the beginning of
the Policy Month which  coincides  with or next follows the date We approve Your
request. We will start to make monthly deductions again as of this date.

We will deduct the premium expense charge from the required Premium. The monthly
expense  charges,  the Account Value,  any  Outstanding  Loan, and the surrender
charges  applicable  at the time of  reinstatement  will be those  that  were in
effect on the date this Policy lapsed.





YOUR ACCOUNT VALUE AND HOW IT WORKS

Premium.  When We receive Your Premium,  We subtract the premium  expense charge
shown in the POLICY  INFORMATION  section.  We put the balance (the Net Premium)
into  Your  Account  Value  as of  the  date  We  receive  the  Premium  at  Our
Administrative  Office,  and before any deductions from Your Account Value as of
the Policy  Date,  if it is later than the date of receipt.  No Premium  will be
applied to Your Account Value until the full Initial  Premium,  as shown on Your
application, is received at Our Administrative Office.

Monthly Deduction. On the Policy Date and each following Monthly Anniversary, We
make a deduction  from Your Account  Value to cover the monthly  expense  charge
shown in the POLICY INFORMATION section, and to provide life insurance coverage.
Such  deduction  for  any  Policy  Month  is the sum of the  following  amounts,
determined as of the beginning of that month:

o    the monthly expense charge; plus

o    the monthly cost of insurance charge; and plus

o    the monthly cost of any benefits provided by riders to this Policy.

The  monthly  expense  charge  is  comprised  of an  acquisition  charge  and an
administrative  charge. The acquisition charge,  which is assessed for the first
five  Policy  Years,  is to  compensate  Us  for  the  expenses  related  to the
acquisition and  underwriting of Your Policy.  Your Policy will also be assessed
an  additional  acquisition  charge  for the first  five  years  following  each
non-automatic Face Amount increase. The administrative charge, which is assessed
for all  Policy  Years,  is to  compensate  Us for the  administrative  expenses
associated with the Policy and the Separate Account.

The monthly  cost of insurance  charge is the current  monthly cost of insurance
rate per $1,000,  multiplied  by the net amount at risk at the  beginning of the
Policy  Month  divided by $1,000.  Any extra  charge per $1,000 of Face  Amount,
shown in the POLICY INFORMATION  section for either Insured,  is included in the
calculation of the current monthly cost of insurance rate per $1,000.

If the Death  Benefit is equal to the Face  Amount,  or the Face Amount plus the
Account Value, then the net amount at risk is equal to the Death Benefit divided
by 1.0032737,  minus the amount in Your Account Value at that time.  However, if
the Death Benefit is equal to the Account  Value of this Policy  multiplied by a
factor from the Table Of Minimum Death Benefit  Factors,  then the net amount at
risk is equal the Death  Benefit  minus the amount in Your Account Value at that
time. The cost of insurance  rate per $1,000 is based on the sex,  Attained Age,
rate class, and smoker or non-smoker status of the Insureds.

We will determine  cost of insurance  rates from time to time. Any change in the
cost of  insurance  rates We use will be as  described  in the Changes In Policy
Cost  Factors  provision.  Such rates will never be more than those shown in the
Table Of Guaranteed  Maximum Cost Of Insurance  Rates in the POLICY  INFORMATION
section.

Other Deductions. We may also make additional deductions from Your Account Value
at the time of certain requested transactions.

o    We deduct a surrender  charge if,  before the end of the tenth Policy Year,
     You give up this Policy for its Net Cash Surrender  Value, You decrease the
     Face Amount,  or if this Policy  terminates  without  value at the end of a
     Grace Period. A surrender  charge will also apply to such  transactions for
     ten years  immediately  following  a Face  Amount  increase,  other  than a
     scheduled automatic increase.

o    We may deduct a surrender charge if You make a partial withdrawal from this
     Policy.

o    We may deduct an administrative charge for each partial withdrawal.

o    We may deduct an administrative charge for certain transfers.

Treatment  Of  Deductions.  It is Our  standard  procedure  to make all  monthly
deductions  from Your  unloaned  value in the  Guaranteed  Account and from Your
values in the  Subaccounts  based on the proportion  that Your unloaned value in
the  Guaranteed  Account  and Your values in the  Subaccounts  bear to the total
unloaned  value  in  Your  Account  Value.  You  may by  Written  Notice  to Our
Administrative Office request that all monthly deductions be made only from Your
unloaned value in the Guaranteed  Account, or from specified  Subaccounts.  Such
request will be subject to Our  approval.  If there is not  sufficient  value to
cover a  monthly  deduction  in the  location(s)  You have  specified,  then the
standard procedure would apply.






YOUR INVESTMENT OPTIONS

Allocations.  This  Policy  provides  investment  options for the amount in Your
Account  Value.  Amounts  put into  Your  Account  Value  are  allocated  to the
Subaccounts  and to the  unloaned  portion  of the  Guaranteed  Account  at Your
direction.  You specified Your Initial  Premium  allocation  percentages in Your
application for this Policy, a copy of which is attached to this Policy.  Unless
You change  them,  such  allocation  percentages  will also apply to  subsequent
Premiums.  However,  any Net Premium  received prior to the Allocation Date will
initially  be  allocated  to the money  market  Subaccount  named in the  POLICY
INFORMATION  section.  On the  Allocation  Date,  any such  amounts will then be
allocated  in  accordance   with  the   directions   contained  in  Your  Policy
application.

Premium  allocation  percentages must be zero or a whole number from 5% to 100%.
The sum of the Premium  allocation  percentages  must equal 100.  You may change
such allocation  percentages by request to Our Administrative  Office, in a form
acceptable  to Us. A change  will take  effect on the date We  receive it at Our
Administrative  Office except for changes received on or prior to the Allocation
Date which will take effect on the first  business day following the  Allocation
Date.

Transfers. At Your request to Our Administrative Office, in a form acceptable to
Us, We will transfer amounts from Your unloaned value in the Guaranteed  Account
to one or more Subaccounts,  or from Your value in any Subaccount to one or more
other Subaccounts or to the Guaranteed Account, subject to the limitations noted
below.

The minimum  amount that We will transfer is the lesser of the minimum  transfer
amount shown in the POLICY INFORMATION  section, or the total amount You have in
that Subaccount,  or the total unloaned value of the Guaranteed  Account on that
date.

The maximum  amount We will transfer from Your unloaned  value in the Guaranteed
Account  during any Policy Year is 25% of the value in that  account on the most
recent Policy Anniversary  reduced by all partial  withdrawals and transfers You
made from that account during the current Policy Year.

You may make up to 12  transfers  each  Policy  Year  free of  charge.  For each
additional  transfer,  We reserve the right to make a transfer  charge up to the
amount shown in the POLICY INFORMATION  section.  All transfers made on a single
day will be counted as just one  transfer in  determining  whether a charge will
apply.  Any transfer on the Allocation Date will not be counted as a transfer in
determining  future charges.  The transfer charge,  if any, is deducted from the
total amount  transferred  prior to the balance being  reallocated  according to
Your request.

Transfers will take effect on the date We receive Your transfer request, subject
to the New York Stock Exchange being open for trading.  We may,  however,  defer
transfers  under the same  conditions  as described in the How, When And What We
May Defer provision.






YOUR ACCOUNT VALUE

The amount in Your Account  Value at any time is equal to the sum of the amounts
You then  have in the  Subaccounts  under  this  Policy,  and in the  Guaranteed
Account.

Value In The Subaccounts.  The amount You have in a Subaccount under this Policy
at any  time is equal  to the  number  of  units  this  Policy  then has in that
Subaccount  multiplied  by the  Subaccount's  unit value at that time.  A Policy
transaction  occurs when units of a Subaccount are either purchased or redeemed.
Amounts  allocated,  transferred  or added to a Subaccount  are used to purchase
units of that Subaccount;  units are redeemed when amounts are deducted, loaned,
transferred, withdrawn or surrendered.

The number of units this Policy has in a Subaccount  at any time is equal to the
number of units  purchased minus the number of units redeemed in that Subaccount
to that time. The number of units purchased or redeemed in a Policy  transaction
is  equal  to  the  dollar  amount  of the  Policy  transaction  divided  by the
Subaccount's  unit  value  on  the  date  of  the  Policy  transaction.   Policy
transactions  may be made on any day.  The unit value  that  applies to a Policy
transaction  made on a Valuation  Date will be the unit value for that day.  The
unit  value  that  applies  to a Policy  transaction  made on a day other than a
Valuation Date will be the unit value for the next Valuation Date.

We determine unit values for the  Subaccounts at the end of each Valuation Date.
The unit value of a Subaccount on any Valuation  Date is equal to the unit value
for that  Subaccount on the immediately  preceding  Valuation Date multiplied by
the net investment factor for that Subaccount on that Valuation Date.

The net investment  factor for a Subaccount on any Valuation Date is (a) divided
by (b), minus (c), where:

(a)      is the net asset value of the shares in designated investment companies
         that  belong  to the  Subaccount  at the  close  of  business  on  such
         Valuation  Date  before any Policy  transactions  are made on that day,
         plus the amount of any  dividend or capital gain  distribution  paid by
         the investment companies on that day;

(b)      is the value of the assets in that  Subaccount at the close of business
         on the immediately preceding Valuation Date after all transactions were
         made for that day; and

(c)      is a daily charge,  for each day in the Valuation Period which includes
         such Valuation  Date, not exceeding  .00248%,  which is equivalent to a
         charge of .90% annually, for mortality and expense risks.

The net asset value of an investment  company's  shares held in each  Subaccount
will be the value reported to Us by that investment company.






YOUR ACCOUNT VALUE (Continued)

Value In The Guaranteed  Account.  The amount You have in the Guaranteed Account
at any time is equal to the amounts  allocated and  transferred  to it, plus the
interest  credited to it,  minus  amounts  deducted,  transferred,  withdrawn or
surrendered from it.

We will credit the  Guaranteed  Account with interest  rates We  determine.  Any
change in the interest rate We credit to the unloaned  amount in the  Guaranteed
Account will be as  described  in the Changes In Policy Cost Factors  provision.
The loaned  amount in the  Guaranteed  Account will be credited with an interest
rate of not less than the Policy Loan  interest rate minus 2%. The interest rate
applied to either the loaned or unloaned  amount in the Guaranteed  Account will
not be less than 4% per year, compounded annually.

At the end of each Policy Month We will credit  interest on unloaned  amounts in
the Guaranteed Account as follows:

o    on amounts  that remain in the  Guaranteed  Account  for the entire  Policy
     Month, from the beginning to the end of the Policy Month;

o    on amounts  allocated to the Guaranteed  Account during a Policy Month that
     are Net Premium  payments,  or Outstanding Loan payments,  from the date We
     receive them to the end of the Policy Month;

o    on amounts  transferred  to the  Guaranteed  Account during a Policy Month,
     from the date of the transfer to the end of the Policy Month;

o    on amounts  deducted or  withdrawn  from the  Guaranteed  Account  during a
     Policy  Month,  from the  beginning of the Policy  Month,  or the date such
     amount is allocated or transferred to the Guaranteed  Account, if later, to
     the date of the deduction or partial withdrawal.


THE CASH SURRENDER VALUE OF THIS POLICY

Cash  Surrender  Value.  The  Cash  Surrender  Value on any date is equal to the
amount in Your Account Value on that date minus any surrender charge.

Net Cash  Surrender  Value.  The Net Cash  Surrender  Value is equal to the Cash
Surrender Value minus any Outstanding  Loan. You may give up this Policy for its
Net Cash Surrender  Value at any time while this Policy is in force.  You may do
this by sending a Written  Notice for it and this  Policy to Our  Administrative
Office.  We will compute the Net Cash Surrender  Value as of the date We receive
Your  request  for it and this  Policy at Our  Administrative  Office.  All life
insurance coverage under this Policy will end on such date.






THE CASH SURRENDER VALUE OF THIS POLICY (Continued)

Surrender  Charges.  If You give up this Policy for its Net Cash Surrender Value
or if it ends without  value at the end of a Grace Period  before the end of the
tenth Policy Year, We will subtract a surrender  charge from Your Account Value.
A table of maximum surrender charges is shown in the POLICY INFORMATION section.

An increase in the Face Amount will result in an additional  ten year  surrender
charge applicable to the amount of the increase. The additional surrender charge
period will begin on the effective date of the increase.

If You request a decrease in the Face Amount  before the end of the tenth Policy
Year, or within ten years immediately  following a Face Amount increase, We will
also  deduct a pro rata  share of any  applicable  surrender  charge  from  Your
Account Value.  Decreases in Face Amount will first be applied  against the most
recent increase in the Face Amount. They will then be applied to prior increases
in the Face Amount in the reverse order in which such increases took place,  and
then to the Initial Face Amount.

The  amount  of any pro  rata  surrender  charge  is (a)  divided  by  (b),  and
multiplied by (c), where:

a)   is the amount of the decrease in the Face Amount,

b)   is the Face Amount immediately prior to the decrease, and

c)   is the total surrender charge  applicable to this Policy  immediately prior
     to the decrease.

If there is an increase or decrease in the surrender  charge shown in the POLICY
INFORMATION  section, We will send You a new table showing the revised surrender
charges. We have filed a detailed statement of the method of computing surrender
charges with the insurance  supervisory  official of the  jurisdiction  in which
this Policy is delivered.

Partial  Withdrawal.  At any time after the first Policy Year, You may ask for a
partial withdrawal by Written Notice to Our Administrative  Office. Your request
will be subject  to Our  approval  based on Our rules in effect  when We receive
Your  request,  and  to the  partial  withdrawal  limits  shown  in  the  POLICY
INFORMATION  section. A partial withdrawal will result in a decrease in the Cash
Surrender  Value,  in Your Account Value,  and in Your Death  Benefit.  If Death
Benefit  Option I is in effect,  the  partial  withdrawal  will also result in a
decrease in the Face Amount equal to the partial withdrawal amount.  However, We
will not allow such partial  withdrawal if it would  decrease the Face Amount to
less than the Minimum Face Amount shown in the POLICY INFORMATION  section.  Any
decrease in Face Amount will be applied in reverse order to reduce any increases
in Face Amount, and then to reduce the Initial Face Amount.

The partial  withdrawal  amount  deducted from the Account Value is equal to the
amount requested,  plus any applicable administrative charge shown in the POLICY
INFORMATION  section,  and plus any applicable  surrender charge.  The surrender
charge  for a  partial  withdrawal  is  equal  to  the  amount  of  the  partial
withdrawal,  plus any administrative charge for the partial withdrawal,  divided
by the Net Cash Surrender Value immediately prior to the partial withdrawal, and
then multiplied by the surrender charge which would apply to a full surrender at
that time.

You  may  tell Us how  much of each  partial  withdrawal  is to come  from  Your
unloaned  value in the  Guaranteed  Account  and from Your values in each of the
Subaccounts.  The maximum  amount that may be withdrawn from Your unloaned value
in the  Guaranteed  Account  during any Policy  Year is 25% of the value in that
account on the most recent Policy Anniversary reduced by all partial withdrawals
and transfers You made from that account  during the current Policy Year. If You
do not specify,  the partial withdrawal will be deducted from Your Account Value
based on the proportion  that Your unloaned value in the Guaranteed  Account and
Your values in each of the Subaccounts  bear to the total unloaned value in Your
Account Value.

Such partial withdrawal and resulting decrease in the Death Benefit, in the Cash
Surrender  Value  and in Your  Account  Value  will  take  effect on the date We
receive  Your  Written  Notice  for it at Our  Administrative  Office.  We  will
generally  pay a partial  withdrawal  within  seven  days.  We will send You the
applicable new page for the POLICY  INFORMATION  section if a partial withdrawal
results in a decrease in the Face Amount.  It will become a part of this Policy.
We may require You to return this Policy to Our Administrative  Office to make a
change.






HOW A LOAN CAN BE MADE

Policy  Loans.  You  may  request  a  Policy  Loan  by  Written  Notice  to  Our
Administrative  Office.  During the first Policy  Year,  You can obtain a Policy
Loan if the resulting Outstanding Loan does not exceed 50% of the Cash Surrender
Value on the date of the loan  request.  After the first  Policy  Year,  You can
obtain a loan on this  Policy up to the amount of the Loan  Value.  The  initial
loan and any additional  loan must be for at least the minimum loan amount shown
in the POLICY INFORMATION section.

The Account Value of this Policy is the only security for a loan.  Any amount on
loan is maintained within the Guaranteed Account. We refer to this as the loaned
portion of the Guaranteed Account. When a Policy Loan is requested, You may tell
Us how much of the requested loan is to be transferred  from Your unloaned value
in the Guaranteed Account and from Your value in each Subaccount.  If You do not
tell Us, We will  allocate the loan based on the  proportion  that Your unloaned
value in the Guaranteed  Account and Your values in each of the Subaccounts bear
to the total unloaned value in Your Account Value. If some or all of the loan is
allocated to a Subaccount, We will redeem units of that Subaccount sufficient in
value to cover such amount and transfer that amount to the loaned portion of the
Guaranteed  Account.  If some or all of the loan is allocated to the  Guaranteed
Account,  We will transfer that amount from the unloaned value in the Guaranteed
Account to the loaned portion of the Guaranteed Account.  Such transfers will be
made as of the date We receive Your  request.  We do not make a charge for these
transfers and they are not counted toward any future transfer charges.

Loan  Value.  After  the  first  Policy  Year,  the  Loan  Value is the Net Cash
Surrender  Value on the date of the request,  less interest on the amount of the
loan to the end of the  Policy  Year,  and less the amount We  calculate  as the
value of the remaining  monthly  deductions  to the end of the Policy Year.  The
amount  of the loan  may not be more  than the Loan  Value.  If You  request  an
increase  to an  existing  loan,  the  amount  requested  will be  added  to the
Outstanding Loan.

Loan Interest.  Interest on a loan accrues daily at an interest rate not greater
than the Policy Loan interest  rate shown in POLICY  INFORMATION  section.  Loan
interest is due on each  Policy  Anniversary.  If the  interest is not paid when
due,  it will be added to the  Policy  Loan and will bear  interest  at the loan
interest  rate.  The unpaid  interest will be allocated  based on the proportion
that Your unloaned  value in the  Guaranteed  Account and Your values in each of
the Subaccounts bear to the total unloaned value in Your Account Value.

Loan  Repayment.  You may repay all or part of an  Outstanding  Loan at any time
while this Policy is in force. However,  since We normally treat all payments as
a payment of Premium,  if You wish all or any portion of a payment to be applied
as an  Outstanding  Loan  payment,  You must  include a  Written  Notice to this
effect.  An  Outstanding  Loan  payment  will be  allocated  on the basis of the
Premium  allocation  percentages  then in  effect,  and will  reduce  the loaned
portion of the Guaranteed Account.

Failure to repay an Outstanding Loan will not cause this Policy to lapse unless,
on a Monthly  Anniversary,  the Net Cash Surrender  Value is less than the total
monthly  deduction then due, and the No Lapse feature is not in effect.  In that
case, this Policy will lapse and the Grace Period provision will apply.

A Policy Loan will have a permanent  effect on Your  Benefits  under this Policy
even if it is repaid. Depending on the investment results of the Subaccounts and
the interest  rates  credited to the  Guaranteed  Account while a Policy Loan is
outstanding, such effect could be favorable or unfavorable.






THE SEPARATE ACCOUNT

The Separate  Account is named in the  DEFINITIONS  section.  We established the
Separate Account and Subaccounts pursuant to the Delaware Insurance Code and the
rules promulgated  thereunder.  We own the assets in the Separate Account and in
each Subaccount. The Separate Account and each Subaccount, however, are separate
from Our general  account and from any other separate  account and subaccount We
may maintain or establish at any time. Income, and realized and unrealized gains
and losses from assets  allocated to each Subaccount of the Separate Account are
credited to or charged against such  Subaccount  without regard to other income,
gains or losses of any of Our other  business.  Assets equal to the reserves and
other  liabilities  of a  Subaccount  and of the  Separate  Account  will not be
charged with  liabilities  from any other business We conduct.  In the event the
assets  of any  Subaccount  are in  excess of its  required  reserves  and other
liabilities,  We may transfer such excess to another  separate account or to Our
general account.

Subaccounts.  Our Separate  Account  consists of  Subaccounts.  Each  Subaccount
invests its assets in shares of a designated  investment  company or  companies.
The  Subaccounts  that You chose for the allocation of Your Initial  Premium are
shown on the  application  for this Policy,  a copy of which is attached to this
Policy.  We may from time to time make other  Subaccounts  available  to You. We
will  provide  You  with  written  notice  of  all  material  details  including
investment objectives and all charges.

We have reserved certain rights regarding the Separate Account. We will exercise
these rights only in compliance with all applicable regulatory requirements.  We
have the right to:

o    Change, add or delete designated investment companies.

o    Add or remove Subaccounts.

o    Withdraw  assets of the class of policies to which this Policy belongs from
     a Subaccount and put them into another Subaccount.

o    Combine any two or more Subaccounts.

o    Register other separate  accounts,  or deregister the Separate Account with
     the Securities and Exchange Commission.

o    Run the Separate Account under the direction of a committee,  and discharge
     such committee at any time.

o    Restrict or eliminate any voting rights of Policy Owners,  or other persons
     who have voting rights as to the Separate Account.

o    Operate the Separate  Account or one or more of the  Subaccounts  by making
     direct  investments,  or in any other form.  If We do so, We may invest the
     assets of the  Separate  Account or one or more of the  Subaccounts  in any
     investments that are legal, as determined by Our own or outside counsel.

o    We will not change any  investment  policy of a Subaccount  or Our Separate
     Account unless  approved by the  Commissioner  of Insurance of the State of
     Delaware or deemed approved in accordance  with such law or regulation.  If
     so  required,  the process for  getting  such  approval is on file with the
     insurance  supervisory official of the jurisdiction in which this Policy is
     delivered.

If  any  of  these  changes  result  in a  material  change  in  the  underlying
investments of a Subaccount,  We will notify You of such change,  as required by
law.  If You have  value in that  Subaccount,  You may send a Written  Notice to
transfer it (without  charge) from that  Subaccount to another  Subaccount or to
the  Guaranteed  Account,  and You  may  then  change  Your  Premium  allocation
percentages.


OUR ANNUAL REPORT TO YOU

For each  Policy  Year We will send You a report for this  Policy that shows the
current  Death  Benefit,  the value You have in the  Guaranteed  Account and the
value You have in each  Subaccount of Our Separate  Account,  the Cash Surrender
Value and any Outstanding Loan with the current loan interest rate. It will also
show the  Premiums  paid and any other  information  as may be  required  by the
insurance  supervisory  official  of the  jurisdiction  in which this  Policy is
delivered.






HOW BENEFITS ARE PAID

The Life Insurance Proceeds,  or the payment amount of any partial withdrawal or
the full  surrender of Your Account Value will be paid  immediately  in one sum.
Or, You can choose  another form of payment for all or part of such  amount.  If
You send Us a Written  Notice,  We will inform You of all other forms of payment
including annuities,  with or without life contingencies.  Interest on any other
form of payment  will be at an annual rate of interest  that We decide,  but not
less  than the rate  required  by the law of the state in which  this  Policy is
delivered. If You do not arrange for a specific choice before the Last Surviving
Insured  dies,  the  Beneficiary  will have this right  when the Last  Surviving
Insured dies. If You do make an arrangement,  however,  the  Beneficiary  cannot
change it after the Last Surviving Insured dies.


OTHER IMPORTANT INFORMATION

Your  Contract  With Us. This Policy is issued in  consideration  of the initial
application  and  the  payment  of the  Initial  Premium  shown  in  the  POLICY
INFORMATION section.

This Policy, and the attached copy of the initial application and all subsequent
applications  to change this Policy,  any Riders or  Endorsements  added to this
Policy,  and all additional  POLICY  INFORMATION  sections added to this Policy,
make up the entire contract. The rights conferred by this Policy are in addition
to those provided by applicable Federal and State laws and regulations.

Only Our  President or one of Our  Vice-Presidents  can modify this  contract or
waive any of Our  rights or  requirements  under it.  The  person  making  these
changes must put them in writing and sign them.

Policy Changes - Applicable Tax Law. For You and the  Beneficiary to receive the
tax  treatment  accorded to life  insurance  under Federal law, this Policy must
qualify initially and continue to qualify as a life insurance contract under the
Code,  or any  successor  law or  regulation.  Therefore,  in Our best effort to
assure this  qualification  for You, We have reserved earlier in this Policy the
right to decline to accept  Premium,  in whole or in part,  to decline to change
the Death Benefit Option, to decline to change the Face Amount, or to decline to
make partial withdrawals that would cause this Policy to fail to qualify as life
insurance as defined in the Code.  Further, We reserve the right to make changes
in this Policy or its riders (for example, in the Table Of Minimum Death Benefit
Factors) or to require  additional  Premium or to make  distributions  from this
Policy to the extent We deem it  necessary to continue to qualify this Policy as
life  insurance.  Any such changes will apply uniformly to all policies that are
affected. You will be given advance written notice of such changes.

Changes In Policy Cost Factors.  Changes in policy cost factors  (interest rates
We credit,  cost of insurance  rates and expense  charges)  will be by class and
based upon  changes in future  expectations  for such  elements  as:  investment
earnings, mortality,  persistency, expenses and taxes. Any change in policy cost
factors will be determined in accordance  with procedures and standards on file,
if required,  with the insurance  supervisory  official of the  jurisdiction  in
which this Policy is delivered.

When This Policy Is Incontestable.  We have the right to contest the validity of
this Policy based on material  misstatements made in the initial application for
this Policy. We also have the right to contest the validity of any policy change
or  reinstatement  based on material  misstatements  made in any application for
such change or reinstatement.  However, We will not contest the validity of this
Policy after it has been in effect  during the lifetime of both Insureds for two
years from the Issue Date shown in the POLICY INFORMATION  section.  We will not
contest  any policy  change  that  requires  evidence  of  insurability,  or any
reinstatement  of this  Policy,  after the change or  reinstatement  has been in
effect for two years during the lifetime of both Insureds.

No statement  will be used to contest a claim unless such statement is contained
in an application.

All statements made in an application are representations and not warranties.

See any additional benefit riders for modifications of this provision that apply
to them.






OTHER IMPORTANT INFORMATION (Continued)

What If Age Or Sex Has Been Misstated?  If either  Insured's age or sex has been
misstated on any  application,  the Death  Benefit and any benefits  provided by
riders to this Policy will be those which would be  purchased by the most recent
monthly  deduction  for the  cost of  insurance,  and the  cost of any  benefits
provided by riders, at the correct Age and sex for each Insured.

How The Suicide Exclusion  Affects  Benefits.  If either Insured commits suicide
(while sane or insane) within two years after the Issue Date shown in the POLICY
INFORMATION  section,  this Policy  will end on the date of such death,  and Our
liability will be limited to the payment of a single sum. This sum will be equal
to the  Premiums  paid,  minus any  Outstanding  Loan,  and  minus  any  partial
withdrawal,  and minus the cost of any riders attached to this Policy. If either
Insured  commits  suicide  (while sane or insane)  more than two years after the
Issue Date,  but within two years after the effective  date of a change that You
asked for that  increases  the Face Amount  (other  than a  scheduled  automatic
increase),  the  insurance  provided by such increase in Face Amount will end on
the date of death,  and Our  liability as to the increase in Face Amount will be
limited to the  payment of a single sum equal to the monthly  cost of  insurance
charges  made for  such  increase  plus the  expense  charge  deducted  for such
increase.

How We Measure Policy Periods And Anniversaries. We measure Policy Years, Policy
Months, and Policy  Anniversaries from the Policy Date. Each Policy Month begins
on the same day as the Policy Date for each succeeding  month,  except that, for
any month not having such a day, it is the last day of that month.

How,  When And What We May Defer.  We may not be able to obtain the value of the
assets of the Subaccounts if: (1) the New York Stock Exchange is closed;  or (2)
the  Securities  and Exchange  Commission  requires  trading to be restricted or
declares  an  emergency.  During  such  times,  as to amounts  allocated  to the
Subaccounts, We may defer:

o    determination and payment of a surrender or any partial withdrawals;

o    determination  and  payment  of any  Death  Benefit  in  excess of the Face
     Amount;

o    payments of loans; o determination  of the unit values of the  Subaccounts;
     and

o    any requested transfer or the transfer on the Allocation Date.

As to amounts allocated to the Guaranteed  Account,  We may defer payment of any
partial  withdrawal,  surrender,  or Policy  Loan for up to six months  after We
receive a request  for it. We will  allow  interest,  at a rate of at least 4% a
year,  on any Net Cash  Surrender  Value  payment  derived  from the  Guaranteed
Account that We defer for 30 days or more.

We will not defer a Policy Loan if it is to be used to pay  premiums on policies
with Us.

The Basis We Use For  Computation.  We provide Cash Surrender Values that are at
least equal to those required by law in the jurisdiction in which this Policy is
delivered.  If required to do so, We have filed with the  insurance  supervisory
official of that  jurisdiction  a detailed  statement of Our method of computing
such values. We compute reserves under this Policy by the Commissioners' Reserve
Valuation Method.

We base minimum Cash Surrender  Values and reserves on the  Commissioners'  1980
Standard Ordinary Male or Female,  Smoker or Non-Smoker,  Mortality Tables,  Age
Nearest Birthday.  We also use these tables as the basis for determining maximum
cost of insurance  rates,  taking  account of sex,  Attained Age, rate class and
smoker or non-smoker status of each Insured. We use an effective annual interest
rate of 4% to determine minimum Cash Surrender Values.

Policy  Changes.  You may add  additional  benefit riders or make other changes,
subject to Our rules at the time of change.






OTHER IMPORTANT INFORMATION (Continued)

Policy  Split  Option.  You may elect to  surrender  this Policy in exchange for
separate  individual  permanent  life  insurance  policies  on the  life of each
Insured  if: (1) the  Insured's  were  married  on the  Policy  Date and a final
annulment or divorce decree  dissolving the Insureds'  marriage has been issued,
or (2) if a change to the Federal  Estate Tax Law has occurred  which results in
either:

o    the repeal of the  unlimited  marital  deduction  provided by the  Internal
     Revenue Code of 1986, as amended; or

o    a change to the Internal  Revenue Code of 1986,  as amended,  which reduces
     the maximum Federal Estate Tax rate to 25% or less;

To elect this policy split  option,  We must  receive  Your  Written  Notice not
earlier  than 180  days,  or later  than 360  days,  after  the date a decree of
annulment or divorce  becomes  final,  including a copy of the final decree,  or
within 180 days of the date of a change in the  Federal  Estate Tax Law. We will
require evidence  satisfactory to Us of the insurability of both Insureds and We
will also require evidence  satisfactory to Us that the owner of each new policy
has an insurable  interest in the Insured on the date of the  exchange.  We will
also require that any Outstanding Loan be repaid on the date of the exchange.

The date of the exchange will be the Policy Anniversary on or next following Our
receipt of Your Written Notice of election,  accompanied by the initial  premium
due on each of the new policies  and any fee We charge to process the  exchange.
The fee to process the exchange will not exceed $500.00.

Exchanged Policies.  The new policies resulting from the exercise of this option
will have these features:

o    The new policies will be subject to any assignment against this Policy.

o    Policy years and  anniversaries  for the new policies will be measured from
     the date from which  policy  years and  anniversaries  for this  Policy are
     measured.

o    The new policies will be life  insurance  policies that We are offering for
     this  purpose  as of the date of  exchange  and  which  use the same  Death
     Benefit Qualification Method as that used for this Policy.

o    The risk  classification  for each Insured  under the new policies  will be
     that risk  classification  for each Insured  determined  at the time of the
     exchange.

o    The face  amount of each new  policy  may not  exceed  one half of the face
     amount of this Policy.


o    No more than one half of the Cash  Surrender  Value of this  Policy will be
     transferred to each new policy.


o    If the  Insured's  are  Joint  Owners  of this  Policy  on the  date of the
     exchange, each Insured will be the Owner of the new policy on his/her life;
     otherwise  the  Owner(s) of this  Policy  will be the  Owner(s) of each new
     policy subject to the insurable interest requirements noted above.

o    The  effective  date of the new  policies  will be the Policy  Date of this
     Policy.


o    If the  reserve of this Policy  exceeds the sum of the  reserves of the new
     policies,  and the Cash  Surrender  Value of this Policy exceeds the sum of
     the Cash  Surrender  Values of the new policies,  We will pay You whichever
     excess is smaller.

o    If the sum of the reserves of the new policies  exceeds the reserve of this
     Policy, or the sum of the Cash Surrender Values of the new policies exceeds
     the Cash Surrender Value of this Policy,  You must pay Us whichever  excess
     is greater.


o    Riders may be attached to the new  policies  only with Our consent and will
     be based on the age of each  Insured at the time of issue of this Policy as
     well as the number of years this Policy has been in force.





OTHER IMPORTANT INFORMATION (Continued)

Right To Exchange. While this Policy is in force, and subject to the time limits
noted below,  You may, by Written Notice to Us, request to exchange the original
life  insurance  coverage  provided  under this  Policy for fixed  benefit  life
insurance   coverage  on  the  lives  of  the  Insureds,   without  evidence  of
insurability. This exchange may be made:

o    within 24 months after the Issue Date; or

o    within 24 months after an increase in the Face Amount of this Policy, other
     than a scheduled  automatic  increase,  and other than an increase due to a
     Death Benefit Option change; or

o    within 60 days of the effective date of a material change in the investment
     policy  of a  Subaccount,  or within  60 days of the  notification  of such
     change,  if later.  In the event of such a change,  We will  notify You and
     give You information on the options available.

When an exchange is requested,  We accomplish it by transferring all the amounts
in the  Subaccounts  under this Policy to the  Guaranteed  Account.  There is no
charge for this transfer.  Once this Right To Exchange is exercised,  the entire
amount of Your  Account  Value must be left in the  Guaranteed  Account  for the
remaining  life of this  Policy.  The Face  Amount  in effect at the time of the
exchange will remain  unchanged.  The Owner and Beneficiary will remain the same
as were recorded  immediately  before the exchange.  The Policy Date, Issue Date
and Age of each surviving Insured will remain unchanged.

                                    AIGLIFE
                           AIG Life Insurance Company
                                 600 King Street
                           Wilmington, Delaware 19801

POLICY INFORMATION


                           AIG LIFE INSURANCE COMPANY
                      600 KING STREET, WILMINGTON, DE 19801
                            TELEPHONE (302) 594-2000



                         SCHEDULE OF BENEFITS & PREMIUMS

                                                                       

         Initial Premium -        [$2,361.00]              [$2,361.00] -        Planned [Annual] Premium
     Minimum Face Amount -        [$200,000]                  [$88.00] -        Minimum Premium
    Death Benefit Option -        [Option I]                 [5] Years -        No Lapse Period
Tax Qualification Option -        [Guideline Premium/            [1st] -        Monthly Processing Date
                                         Cash Value Corridor
                                         Test]




                   MORTALITY TABLE & GUARANTEED INTEREST RATES

                 Mortality Table- 1980 Commissioners' Standard Ordinary
                                  Mortality Table, Male or Female,
                                  Nonsmoker or Smoker, Age Nearest Birthday
Guaranteed Account Interest Rate- 0.01075% Compounded Daily, Which Is
                                  Equivalent To An Effective Annual Rate of 4.0%
       Policy Loan Interest Rate- 8% Per Year, Compounded Annually, Payable In
                                  Arrears



                             MAXIMUM EXPENSE CHARGES

Premium Expense Charge  -  8.0% of each premium
Monthly Expense Charge  -  $53.80 + $.03 / 1,000 during Policy Years 1 through 5
                        -  $15.00 + $.03 / 1,000 during Policy Years 6 and later


This Policy provides life insurance  coverage payable at the second death of the
two Insureds if sufficient  premiums are paid.  Premium  payments in addition to
the Planned Periodic Premium may be needed to keep this Policy in force.



                                   POLICY DATA

       Policy Number  -  1,234,567         July 1, 1999  -        Policy Date
           Insured 1  -  John Doe               35/Male  -        Age/Sex
                                     Standard Nonsmoker  -        Rate Class
           Insured 2  -  Jane Doe             35/Female  -        Age/Sex
                                     Standard Nonsmoker  -        Rate Class
 Initial Face Amount  -  $200,000          July 1, 1999  -        Issue Date
   Premium Frequency  -  Annual









POLICY INFORMATION (Continued)


                       TABLE OF MAXIMUM SURRENDER CHARGES

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

            POLICY YEAR                       SURRENDER CHARGE
- ------------------------------------- ----------------------------------

                1                               [$2,654.00
                2                                $2,388.60
                3                                $2,123.20
                4                                $1,857.80
                5                                $1,592.40
                6                                $1,327.00
                7                                $1,061.60
                8                                  $796.20
                9                                  $530.80
               10                                  $265.40
               11 and Beyond                         $0.00]

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


                            PARTIAL WITHDRAWAL LIMITS

         The amount of each partial withdrawal must be at least [$250.00].

         Not more than [4] partial withdrawals may be made in any Policy Year.

         We  reserve  the  right to  deduct  an  administrative  charge of up to
         [$25.00]  for each  partial  withdrawal.  There may also be a surrender
         charge  for  any  partial   withdrawal  as  described  in  the  Partial
         Withdrawal provision.


                               POLICY LOAN LIMITS

         The amount of each Policy Loan must be at least [$500.00].


                                 TRANSFER LIMITS

         The amount of each transfer must be at least [$250.00].
         A [$25.00] fee will be accessed for each transfer in excess of the [12]
         transfers allowed free per Policy Year.







                             MONEY MARKET SUBACCOUNT

         Any Net Premium received prior to the Allocation Date will be allocated
         to the  [Cash  Management  Subaccount]  until  the end of the  Right To
         Examine and Cancel This Policy period.






POLICY INFORMATION (Continued)


               TABLE OF GUARANTEED MAXIMUM COST OF INSURANCE RATES

- ------------------ ---------------------- ---------------- ---------------------
     POLICY              MONTHLY RATE         POLICY             MONTHLY RATE
      YEAR                PER $1,000           YEAR               PER $1,000
- ------------------ ---------------------- ---------------- ---------------------

       1                    0.00021             34                 0.66492
       2                    0.00067             35                 0.77835
       3                    0.00121             36                 0.91240
       4                    0.00186             37                 1.08192
       5                    0.00266             38                 1.26981
       6                    0.00360             39                 1.50994
       7                    0.00476             40                 1.79853
       8                    0.00613             41                 2.13509
       9                    0.00775             42                 2.52034
       10                   0.00962             43                 2.95311
       11                   0.01184             44                 3.43292
       12                   0.01443             45                 3.96928
       13                   0.01748             46                 4.57967
       14                   0.02104             47                 5.28097
       15                   0.02522             48                 6.09291
       16                   0.03014             49                 7.03013
       17                   0.03602             50                 8.07993
       18                   0.04311             51                 9.23437
       19                   0.05167             52                10.47303
       20                   0.06184             53                11.79230
       21                   0.07386             54                13.17161
       22                   0.08791             55                14.62345
       23                   0.10399             56                16.14868
       24                   0.12222             57                17.77017
       25                   0.14354             58                19.53103
       26                   0.16880             59                21.50762
       27                   0.19886             60                23.92732
       28                   0.23566             61                27.23936
       29                   0.28112             62                32.36967
       30                   0.33660             63                41.22764
       31                   0.40218             64                57.81227
       32                   0.47863        65 AND BEYOND          83.33333
       33                   0.56607


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





POLICY INFORMATION (Continued)


                     TABLE OF MINIMUM DEATH BENEFIT FACTORS




- -----------------------------------------------------------------------------
POLICY      MINIMUM DEATH        POLICY              MINIMUM DEATH

YEAR        BENEFIT FACTOR       YEAR              BENEFIT FACTOR
- -----------------------------------------------------------------------------


    1          2.50                34                    1.16
    2          2.50                35                    1.15
    3          2.50                36                    1.13
    4          2.50                37                    1.11
    5          2.50                38                    1.09
    6          2.43                39                    1.07
    7          2.36                40                    1.05
    8          2.29                41                    1.05
    9          2.22                42                    1.05
   10          2.15                43                    1.05
   11          2.09                44                    1.05
   12          2.03                45                    1.05
   13          1.97                46                    1.05
   14          1.91                47                    1.05
   15          1.85                48                    1.05
   16          1.78                49                    1.05
   17          1.71                50                    1.05
   18          1.64                51                    1.05
   19          1.57                52                    1.05
   20          1.50                53                    1.05
   21          1.46                54                    1.05
   22          1.42                55                    1.05
   23          1.38                56                    1.04
   24          1.34                57                    1.03
   25          1.30                58                    1.02
   26          1.28                59                    1.01
   27          1.26                60                    1.01
   28          1.24                61                    1.01
   29          1.22                62                    1.01
   30          1.20                63                    1.01
   31          1.19                64                    1.01
   32          1.18                65                    1.01
   33          1.17               66 AND BEYOND          1.01
- -----------------------------------------------------------------------------






POLICY INFORMATION (Continued)


                   SCHEDULE OF COVERAGES, BENEFITS AND RIDERS

- --------- ----------- --------- ---------------- ---------- ------------------
AMOUNT OF    TYPE OF   EFFECTIVE  PAYMENT       EXPIRATION       MONTHLY
INSURANCE    COVERAGE   DATE       PERIOD (YRS)    DATE            COST
- --------- ----------- --------- ---------------- ---------- ------------------
- --------- ----------- --------- ---------------- ---------- ------------------



                              TABLE OF FACE AMOUNTS

- --------------------------- ---------------------- ----------------------------
 EFFECTIVE ON THE POLICY
  ANNIVERSARY FOLLOWING      AUTOMATIC INCREASE
       POLICY YEAR             IN FACE AMOUNT            NEW FACE AMOUNT
- --------------------------- ---------------------- ----------------------------
- --------------------------- ---------------------- ----------------------------

          1                       [$ 0]                 [$200,000]
          2                       [$ 0]                 [$200,000]
          3                       [$ 0]                 [$200,000]
          4                       [$ 0]                 [$200,000]
          5                     [$20,000]               [$220,000]
          6                     [$20,000]               [$240,000]
          7                     [$20,000]               [$260,000]
          8                     [$20,000]               [$280,000]
          9                     [$20,000]               [$300,000]
  10 AND THEREAFTER               [$ 0]                 [$300,000]

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