EXHIBIT 5

AMERICAN GENERAL LIFE
INSURANCE COMPANY
Home Office:
Houston, Texas

2727-A Allen Parkway JOHN DOE
P.O. Box 4647 POLICY NUMBER: 0000000000
Houston, Texas 77210-4647 A STOCK COMPANY
A Subsidiary of American General Corporation
(888) 222-4943

WE WILL PAY THE DEATH BENEFIT PROCEEDS to the Beneficiary if the Insured dies
prior to the Maturity Date and while this policy is in force. Payment will be
made after We receive due proof of the Insured's death, and will be subject to
the terms of this policy. The method for determining the amount payable is
stated in the Death Benefit Proceeds provision.

WE WILL PAY THE CASH SURRENDER VALUE of this policy to the Owner on the Maturity
Date if the Insured is living on that date.

THE AMOUNT OR DURATION OF THE DEATH BENEFIT PROCEEDS AND THE ACCUMULATION VALUES
PROVIDED BY THIS POLICY WHEN BASED ON THE INVESTMENT EXPERIENCE OF A SEPARATE
ACCOUNT, ARE VARIABLE AND NOT GUARANTEED AS TO FIXED DOLLAR AMOUNT. ACCUMULATION
VALUES MAY INCREASE OR DECREASE.

The consideration for this policy is the application and payment of the first
premium. The first premium must be paid on or before delivery of this policy.

This is a FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY. An adjustable Death
Benefit is payable upon the Insured's death prior to the Maturity Date.
Investment results are reflected in policy benefits. ACCUMULATION VALUES are
flexible and will be based on the amount and frequency of premiums paid and the
investment results of the Separate Account. NONPARTICIPATING - NOT ELIGIBLE FOR
DIVIDENDS.

NOTICE OF TEN DAY RIGHT TO EXAMINE POLICY

YOU MAY RETURN THIS POLICY WITHIN 10 DAYS AFTER DELIVERY IF YOU ARE NOT
SATISFIED WITH IT FOR ANY REASON. THE POLICY MAY BE RETURNED TO US OR TO THE
REGISTERED REPRESENTATIVE THROUGH WHOM IT WAS PURCHASED. UPON SURRENDER OF THIS
POLICY WITHIN THE 10 DAY PERIOD, IT WILL BE DEEMED VOID FROM THE DATE OF ISSUE,
AND WE WILL REFUND THE GREATER OF: (1) ANY PREMIUMS RECEIVED BY US; OR (2) YOUR
ACCUMULATION VALUE PLUS ANY CHARGES THAT HAVE BEEN DEDUCTED.

SIGNED AT THE HOME OFFICE ON THE DATE OF ISSUE.

President Secretary
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
READ YOUR POLICY CAREFULLY
99301

INDEX

Annual Report 22
Automatic Rebalancing 16
Beneficiary and Proceeds 18
Cash Surrender Value 12
Changing Your Insurance Policy 7
Change of Ownership or Beneficiary 19
Changing the Death Benefit Option 7
Changing the Specified Amount 7
Contract 5
Cost of Insurance Rate Table 22
Date of Issue 3, 5
Death Benefit and Death Benefit Options 6
Death Benefit Corridor Rates 24-26
Dollar Cost Averaging 16
General Account 10
General Provisions 21
Grace Period 14
Incontestability 21
Investment Advisor or Investment Objective, Change of 9
Investments of the Separate Account 8
Maturity Date 3
Monthly Administration Fee 12
Owner 5
Payment Options 19
Policy Loans 17
Policy Values 10
Premium Class 2
Premium Expense Charge 6
Premium Payments 5
Reinstatement 23
Separate Account 8
Surrender, Full and Partial 14
Suspension and Deferral of Payments Provision 16
Transfer Provisions 15
Valuation of Assets 9
Valuation Dates 9
Valuation Units 9
When This Policy Terminates 23

99301 Page 2

COMPANY REFERENCE. We, Our, Us, or Company means American General Life
Insurance Company.

YOU, YOUR. The words You or Your mean the Owner of this policy.

HOME OFFICE. Our office at 2727-A Allen Parkway, Houston, Texas 77019; Mailing
Address P. O. Box 4647, Houston, Texas 77210-4647.

WRITTEN, IN WRITING. A written request or notice in acceptable form and
content, which is signed and dated, and received at Our Home Office.

PREMIUM CLASS. The Premium Class of this policy is shown on the Policy Schedule
as one or a combination of the following terms:

GUARANTEED ISSUE. The term "Guaranteed Issue" means the cost of insurance is
based on the Insured qualifying for simplified underwriting.

PREFERRED. The term "Preferred" means the cost of insurance is based on the
Insured being a non-user of tobacco.

STANDARD. The term "Standard" means the cost of insurance is based on the
Insured being a tobacco user.

SPECIAL. The term "Special" means an extra premium is being charged due to the
Insured's health, occupation or avocation.

NOTICE

This Policy Is A Legal Contract Between
The Policy Owner And the Company.

99301 Page 2 (Cont'd)

POLICY SCHEDULE

BASIC POLICY MONTHLY COST YEARS PAYABLE

VARIABLE LIFE SEE PAGE 27 65

ADDITIONAL BENEFITS PROVIDED BY RIDERS

NONE

PREMIUM CLASS: PREFERRED
INITIAL PREMIUM: $1,000.00
PLANNED PERIODIC PREMIUM: 1,000.00 PAYABLE ANNUALLY
MONTHLY DEDUCTION DAY: 1ST DAY OF EACH MONTH

TARGET PREMIUM $1,000.00

MINIMUM PARTIAL SURRENDER $ 500.00
MINIMUM VALUE THAT MAY BE RETAINED IN A
DIVISION AFTER A PARTIAL SURRENDER OR
TRANSFER $ 500.00

MINIMUM DEATH BENEFIT AMOUNT (AFTER A
DECREASE IN SPECIFIED AMOUNT)
PRIOR TO POLICY ANNIVERSARY NEAREST AGE 65: $ 50,000
THEREAFTER $ 25,000

DEATH BENEFIT COMPLIANCE TEST CASH VALUE

COVERAGE MAY EXPIRE PRIOR TO THE MATURITY DATE SHOWN WHERE EITHER NO PREMIUMS
ARE PAID FOLLOWING PAYMENT OF THE INITIAL PREMIUM, OR SUBSEQUENT PREMIUMS ARE
INSUFFICIENT TO CONTINUE COVERAGE TO SUCH DATE.

INSURED: JOHN DOE POLICY NUMBER: 123456789

INSURANCE AGE: 35 DATE OF ISSUE: JULY 1, 1999

INITIAL SPECIFIED AMOUNT: $50,000 MATURITY DATE: JULY 1, 2064

DEATH BENEFIT OPTION: 1 THIS IS A (SEX DISTINCT) POLICY

THIS IS A (STATE NAME) POLICY

99301 Page 3

POLICY SCHEDULE CONTINUED - POLICY NUMBER 123456789

CHARGES DEDUCTED FROM THE SEPARATE ACCOUNT

MORTALITY AND EXPENSE CHARGES:

DEDUCTIONS FROM THE SEPARATE ACCOUNT WILL BE MADE AT AN ANNUAL RATE NOT TO
EXCEED THE RATES STATED BELOW. THE ACTUAL DEDUCTION WILL BE MADE ON A DAILY
BASIS. THE CURRENT RATE ON A DAILY BASIS DURING THE FIRST 10 YEARS IS
0.001781%.

POLICY YEARS CURRENT ANNUAL RATE GUARANTEED ANNUAL RATE
1-10 [0.65%] 0.65%
11-20 [0.40%] 0.40%
THEREAFTER [0.15%] 0.15%

EXPENSE CHARGES:

PREMIUM EXPENSE CHARGE:
(ADJUSTABLE PREMIUM EXPENSE CHARGE PERCENTAGE)

CURRENT PERCENTAGES GUARANTEED MAXIMUM PERCENTAGES
FOR AMOUNTS EQUAL FOR AMOUNTS FOR AMOUNTS EQUAL FOR AMOUNTS
TO OR LESS THAN THE GREATER THAN THE TO OR LESS THAN THE GREATER THAN THE
TARGET PREMIUM TARGET PREMIUM TARGET PREMIUM TARGET PREMIUM

YEARS 1 - 7 [9%] [5%] 9% 5%
THEREAFTER [5%] [5%] 5% 5%

MONTHLY ADMINISTRATION FEE: CURRENT GUARANTEED
[$7.00] $10.00

BASIC POLICY CHARGES AND FEES

COST OF INSURANCE CHARGES. GUARANTEED MAXIMUM COST OF INSURANCE RATES PER
$1,000 OF NET AMOUNT AT RISK ARE SHOWN ON PAGE 27.

99301 Page 4

CONTRACT. Your policy is a legal contract that You have entered into with Us.
You have paid the first premium and have submitted an application, a copy of
which is attached. In return, We promise to provide the insurance coverage
described in this policy.

The entire contract consists of:

1. The basic policy;

2. The riders that add benefits to the basic policy, if any;

3. Endorsements, if any; and

4. The attached copy of Your application, and any amendments or supplemental
applications.

DATE OF ISSUE. The Date of Issue of this policy is the date from which the
first policy charges are due. The Date of Issue is also the date from which all
policy years, anniversaries, and monthly deduction dates are determined.

OWNER. The Owner is as stated in the application unless later changed. During
the Insured's lifetime, the Owner may exercise every right the policy confers or
We allow (subject to the rights of any assignee of record, and to any
endorsement on this policy limiting such rights). You may have multiple Owners
of the policy. In that case, the authorizations of all Owners are required for
all policy changes except for transfers, premium allocations and deduction
allocations. We will accept the authorization of one Owner for transfers and
changes in premium and deduction allocations. The Owner and the Insured may be
the same person but do not have to be. If an Owner dies while the policy is in
force and the Insured is living, ownership rights pass on to a successor owner,
if any, or to the estate of the Owner.

PREMIUM PAYMENTS

All premiums after the first are payable in advance. Premium payments are
flexible. This means You may choose the amount and frequency of payments.

The actual amount and frequency of premium payments will affect the Accumulation
Value and the amount and duration of insurance. Please refer to the Policy
Values Provision for a detailed explanation.

PLANNED PERIODIC PREMIUMS. The amount and frequency of the Planned Periodic
Premiums You selected are shown on the Policy Schedule. You may request a change
in the amount and frequency. We may limit the amount of any increase. (See
"Maximum Premium").

UNSCHEDULED ADDITIONAL PREMIUMS. You may pay additional premiums at any time
before the Maturity Date shown on the Policy Schedule. We may limit the number
and amount of additional premiums. (See "Maximum Premium").

MAXIMUM PREMIUM. We reserve the right to refund any premium that would cause
this policy to fail to qualify as life insurance under the Death Benefit
Compliance Test selected, and under applicable tax laws. The test selected is
shown on the Policy Schedule.

99301 Page 5

PREMIUM EXPENSE CHARGE. The Premium Expense Charge is calculated by multiplying
the premium paid by the Premium Expense Charge Percentage. Premium Expense
Charge Percentages differ according to policy year and whether or not the
premium paid is in excess of the Target Premium. The Target Premium is shown on
the Policy Schedule. The Premium Expense Charge Percentage is adjustable, but
will never be more than the guaranteed Premium Expense Charge Percentage shown
on the Policy Schedule.

NET PREMIUM. The term Net Premium as used in this policy means "The premium
paid less the Premium Expense Charge" except as follows: No Premium Expense
Charge will be deducted if the source of the premium is one of the following:
(1) Cash Surrender Values applied from another policy issued by the Company
(internal rollover); or (2) The amount of any term conversion credit.

ALLOCATION OF PREMIUMS. The initial allocation of Net Premiums is shown in the
application for this policy and will remain in effect until changed by Written
notice from the Owner. The percentage allocation for future Net Premiums may be
changed at any time by Written Notice.

The initial Net Premium will be allocated to the Money Market Division on the
later of the following dates:

1. The Date of Issue; or

2. The date all requirements needed to place the policy in force have been
satisfied, including underwriting approval and receipt in the Home Office of
the necessary premium.

The initial Net Premium will remain in the Money Market Division until the first
Valuation Date following the 15th day after it was applied. Any additional Net
Premiums received prior to the first Valuation Date which follows the 15th day
after the initial Net Premium was applied will be allocated to the Money Market
Division until such Valuation Date. At that time, We will transfer the
Accumulation Value to the selected Investment Option(s). Each premium received
after such Valuation Date will be reduced by the Premium Expense Charge and
applied directly to the elected Investment Option(s) as of the Business Day
received.

Changes in the allocation will be effective on the date we receive the Owner's
notice. The allocation may be 100% to any available Division or may be divided
among these options in whole percentage points totaling 100%. We reserve the
right to limit the number of Divisions which You may select.

WHERE TO PAY. You may make Your payments to Us at Our Home Office or to an
authorized agent. A receipt signed by an officer of the Company will be
furnished upon request.

DEATH BENEFIT AND DEATH BENEFIT OPTIONS

DEATH BENEFIT PROCEEDS. If the Insured dies prior to the Maturity Date and
while this policy is in force, We will pay the Death Benefit Proceeds to the
Beneficiary. The Death Benefit Proceeds will be subject to:

1. The Death Benefit Option in effect on the date of death; and

2. Any increases or decreases made to the Specified Amount. The Initial
Specified Amount is shown on the Policy Schedule.

Guidelines for changing the Death Benefit Option or the Specified Amount will be
found in the section entitled "Changing Your Insurance Policy".

99301 Page 6

Any premium received after the date of death will be refunded and will not be
included in the Accumulation Value for purposes of calculating the Death Benefit
Amount.

The Death Benefit Proceeds will be the Death Benefit Amount, after reversing any
premium received after the date of death, less any outstanding policy loan and
will be subject to the other provisions of the Beneficiary and Proceeds section.

DEATH BENEFIT COMPLIANCE TEST. Death benefit compliance tests are used to
determine if a policy will qualify as life insurance under applicable tax laws.
There are two compliance tests which may be used: The Guideline Premium Test and
the Cash Value Accumulation Test. The test which You selected when this policy
was issued is shown on the Policy Schedule. The death benefit compliance test
may not be changed after the Date of Issue.

DEATH BENEFIT OPTION. The Death Benefit Option which You have chosen is shown
on the Policy Schedule as either Option 1 or Option 2.

OPTION 1. If You have chosen Option 1, the Death Benefit Amount will be the
greater of:

1. The Specified Amount on the date of death; or

2. The Accumulation Value as of the Business Day notification of death is
received In Writing, multiplied by the Death Benefit Corridor Rate (as shown
in the table for the Death Benefit Compliance Test which You selected) for
the Insured's age nearest birthday on the date We receive notification.

OPTION 2. If You have chosen Option 2, the Death Benefit Amount will be the
greater of:

1. The Specified Amount as of the date of death plus the Accumulation Value as
of the Business Day notification of death is received In Writing; or

CHANGING YOUR INSURANCE POLICY

You may request a change in the Specified Amount or Death Benefit Option at any
time except that a decrease in the Specified Amount may not become effective
prior to the end of the first policy year. Your request must be submitted to Our
Home Office In Writing in a form acceptable to Us.

INCREASING THE SPECIFIED AMOUNT. We will require a supplemental application and
evidence of insurability satisfactory to Us for any increase in the Specified
Amount. An increase will be effective on the monthly deduction day on or next
following the date the application for increase is approved by Us. The
effective date will appear in an endorsement to this policy.

DECREASING THE SPECIFIED AMOUNT. Any decrease will go into effect on the
monthly deduction day following the day We receive the request. The Death
Benefit Amount remaining in effect after any decrease cannot be less than the
greater of:

1. The Minimum Death Benefit Amount shown on the Policy Schedule; or

2. Any Death Benefit Amount required to qualify this policy as life insurance
under applicable tax laws.

99301 Page 7

Any such decrease will be applied in the following order:

1. Against the Specified Amount provided by the most recent increase;

2. Against the next most recent increases successively;

3. Against the Specified Amount provided under the original application.

CHANGING THE DEATH BENEFIT OPTION. You may request a change in the Death
Benefit Option You have chosen.

1. If You request a change from Option 1 to Option 2: The new Specified Amount
will be the Specified Amount, prior to change, less the Accumulation Value
as of the effective date of the change, but not less than zero.

2. If You request a change from Option 2 to Option 1: The new Specified Amount
will be the Death Benefit Amount as of the effective date of the change.

We will not require evidence of insurability for a change in the Death Benefit
Option. The change will go into effect on the Monthly Deduction Day following
the date We receive Your Written request for change.

CHANGING THE TERMS OF YOUR POLICY. Any change in Your policy must be approved
by one of Our senior officers. No agent has the authority to make any changes
or waive any of the terms of Your policy.

SEPARATE ACCOUNT PROVISIONS

SEPARATE ACCOUNT. Separate Account VL-R is a segregated investment account
established by the Company under Texas law to separate the assets funding the
variable benefits for the class of policies to which this policy belongs from
the other assets of the Company. That portion of the assets of the Separate
Account equal to the reserves and other policy liabilities with respect to the
Separate Account shall not be chargeable with liabilities arising out of any
other business We may conduct. Income, gains and losses, whether or not
realized from assets allocable to the Separate Account, are credited to or
charged against such Account without regard to Our other income, gains or
losses.

INVESTMENTS OF THE SEPARATE ACCOUNT. The Separate Account is segmented into
Divisions. Each Division invests in a single Investment Option. Net Premiums
will be applied to the Separate Account and allocated to one or more Divisions.
The assets of the Separate Account are invested in the Investment Option(s)
listed on the application for this policy. From time to time, We may add
additional Divisions. We may also discontinue offering one or more Divisions as
provided in the Rights Reserved by Us provision. Any change in investment
selection shall be pursuant to a duly executed change form filed with Our Home
Office. Transfers may be made to the additional Divisions subject to the rules
stated in the Transfer Provision section and any new rules or limitations which
may apply to such additional Divisions.

If shares of any of the Investment Options become unavailable for investment by
the Separate Account, or the Company's Board of Directors deems further
investment in these shares is inappropriate, the Company may limit further
investment in the shares or may substitute shares of another Investment Option
for shares already purchased under this policy as provided in the Rights
Reserved by Us provision.

99301 Page 8

VALUATION OF ASSETS. The assets of the Separate Account are valued as of each
Valuation Date at their fair market value in accordance with Our established
procedures. The Separate Account Value as of any Valuation Date prior to the
Maturity Date is the sum of Your account values in each Division of the Separate
Account as of that date.

VALUATION UNITS. In order to determine policy values in the Divisions, We use
Valuation Units which are calculated separately for each Division. The
Valuation Unit value for each Division will vary to reflect the investment
experience of the applicable Investment Option. The Valuation Unit for a
Division will be determined on each Valuation Date for the Division by
multiplying the Valuation Unit value for the Division on the preceding Valuation
Date by the Net Investment Factor for that Division for the current Valuation
Date.

NET INVESTMENT FACTOR. The Net Investment Factor for each Division is
determined by dividing (1) by (2) and subtracting (3), where:

1. is the net asset value per share of the applicable Investment Option as of
the current Valuation Date (plus any per share amount of any dividend or
capital gains distribution paid by the Investment Option since the last
Valuation Date); and

2. is the net asset value per share of the shares held in the Division as
determined at the end of the previous valuation period; and

3. is a factor representing the Mortality and Expense Charge.

The net asset value of an Investment Option's shares held in each division shall
be the value reported to Us by that Investment Option.

VALUATION DATES. Valuation of the various Divisions will occur on each Business
Day during each month. If the underlying Investment Option is unable to value
or determine the Division's investment in an Investment Option due to any of the
reasons stated in the Suspension and Deferral of Payments Provision, the
Valuation Date for the Division with respect to the unvalued portion shall be
the first Business Day that the assets can be valued or determined.

BUSINESS DAY. A business day is each day that the New York Stock Exchange is
open for business. For the purpose of collecting daily charges, a business day
immediately preceded by one or more non-business calendar days will include
those non-business days as a part of that business day. For example, a business
day which falls on a Monday will consist of a Monday and the immediately
preceding Saturday and Sunday.

MINIMUM BALANCE. The minimum value that may be retained in a Division after a
partial surrender or transfer is shown on the Policy Schedule. If a partial
surrender causes the balance in any Division to drop below such minimum amount,
the Company reserves the right to transfer the remaining balance to the Money
Market Division. If a transfer causes the balance in any Division to drop below
the minimum amount, the Company reserves the right to transfer the remaining
balance in proportion to the transfer request.

CHANGE OF INVESTMENT ADVISOR OR INVESTMENT OBJECTIVE. Unless otherwise required
by law or regulation, the investment advisor or any investment objective may not
be changed without Our consent. If required, approval of or change of any
investment objective will be filed with the Insurance Department of the state
where the policy is being delivered.

99301 Page 9

RIGHTS RESERVED BY US. Upon notice to You, this policy may be modified by Us,
but only if such modification is necessary to:

1. Operate the Separate Account in any form permitted under the Investment
Company Act of 1940 or in any other form permitted by law;

2. Transfer any assets in any Division to another Division, or to one or more
other separate accounts;

3. Add, combine or remove Divisions in the Separate Account, or combine the
Separate Account with another separate account;

4. Make any new Division available to You on a basis to be determined by Us;

5. Substitute for the shares held by any Division the shares of another
Division or the shares of another investment company or any other investment
permitted by law;

6. Make any changes as required by the Internal Revenue Code, or by any other
applicable law, regulation or interpretation in order to continue treatment
of this policy as life insurance; or

7. Make any changes required to comply with the requirements of any underlying
Investment Option.

8. Make other changes in this policy that in Our judgement are necessary or
appropriate to ensure that this policy continues to qualify for tax
treatment as life insurance, or that do not reduce any Cash Surrender Value,
Death Benefit Amount, Accumulation Value or other accrued right or benefit.

When required by law, We will obtain Your approval of changes and We will gain
approval from any appropriate regulatory authority.

GENERAL ACCOUNT

The General Account is a fixed account within Our general assets which We have
established for:

1. Any amounts transferred from the Divisions as a result of a loan; or

2. Any amounts allocated by the Owner to such Account.

The guaranteed interest rate used in calculating Accumulation Values of amounts
allocated to the General Account is .3274% per month compounded monthly. This
is equivalent to 4.0% per year, compounded annually, and is not based on the
investment experience of any Division of the Separate Account. We can use
interest rates greater than the guaranteed rates to calculate Accumulation
Values of amounts allocated to the General Account.

POLICY VALUES PROVISION

ACCUMULATION VALUE. The Accumulation Value of Your policy is the total of all
values in the Divisions of the Separate Account and in the General Account. The
Accumulation Value reflects:

1. Net Premiums paid;

2. Monthly deductions;

99301 Page 10

3. The investment experience of the Divisions selected less the Mortality and
Expense Charge;

4. Amounts allocated to the General Account, including interest earned on
amounts in the General Account;

5. Deductions due to partial surrenders and any charges for partial surrenders;
and

6. Deductions, if any, resulting from decreases in Specified Amount.

Net premiums are allocated, in accordance with your instructions, to the General
Account or allocated to the selected Divisions of the Separate Account and
converted to Valuation Units.

On each Monthly Deduction Day, a Monthly Deduction will be made by reducing the
unloaned portion of the General Account or redeeming Valuation Units from each
applicable Division in the same ratio as the Allocation of Policy Deductions in
effect on the Monthly Deduction Day. If the unloaned portion of the General
Account or the balance in any Division of the Separate Account is insufficient
to make a Monthly Deduction in this manner, We will cancel Valuation Units from
each applicable Division and reduce the unloaned portion of the General Account
in the same ratio the Monthly Deduction bears to the unloaned Accumulation Value
of your policy. You must state in Writing in advance how Monthly Deductions
should be made if other than this method is to be used.

The Accumulation Value in any Division is determined by multiplying the value of
a Valuation Unit by the number of Valuation Units held under the policy in that
Division.

The value of the Valuation Units equal to the amount being borrowed from the
Separate Account will be transferred to the General Account as of the Business
Day that the loan request is received In Writing.

Valuation Units are surrendered to reflect a partial surrender as of the
Business Day that the request for partial surrender is received In Writing.

ON THE DATE OF ISSUE. The Accumulation Value on the Date of Issue will be
determined as follows:

1. The Net Premium received; less

2. The Monthly Deduction for the first policy month (See "How We Calculate a
Monthly Deduction").

The first deduction day is the Date of Issue. The Monthly Deduction Day is
shown on the Policy Schedule.

ON EACH MONTHLY DEDUCTION DAY. On each Monthly Deduction Day after the Date of
Issue, We will determine the Accumulation Value as follows:

1. We will take the Accumulation Value as of the last Monthly Deduction Day;

2. Add the interest earned for the month on the excess of the General Account
value on the last Monthly Deduction Day over any partial surrenders and
transfers made from the General Account since the last Monthly Deduction
Day;

99301 Page 11

3. Add any investment gain (or subtract any investment loss) on the Divisions
of the Separate Account since the last Monthly Deduction Day as measured by
the change in the value of the Valuation Units;

4. Add all Net Premiums received since the last Monthly Deduction Day;

5. Subtract any partial surrender made and any charges for partial surrenders
since the last Monthly Deduction Day; and

6. Subtract the Monthly Deduction for the policy month following the Monthly
Deduction Day. (See "How We Calculate a Monthly Deduction").

ON ANY VALUATION DATE OTHER THAN A MONTHLY DEDUCTION DAY. The Accumulation
Value on any Valuation Date other than a Monthly Deduction Day will be the sum
of:

1. The value of the General Account as of the last Monthly Deduction Day;

2. Less any partial surrenders and any charges for partial surrenders since the
last Monthly Deduction Day;

3. Plus all Net Premiums received since the last Monthly Deduction Day; and

4. Plus the sum of the values of the Divisions of the Separate Account as of
the last Monthly Deduction Day, plus the amount of any investment gain (or
minus any investment loss) on the Divisions since the last Monthly Deduction
Day as measured by the change in the value of the Valuation Units.

CASH SURRENDER VALUE. The Cash Surrender Value of this policy will be equal to
the Accumulation Value less any indebtedness except as follows:

1. During the first policy year, the Cash Surrender Value will be equal to the
Accumulation Value, less any indebtedness, plus 40% of the Premium Expense
Charge deducted during the first policy year;

2. During the second policy year, the Cash Surrender Value will be equal to the
Accumulation Value, less any indebtedness, plus 20% of the Premium Expense
Charge deducted during the first policy year.

HOW WE CALCULATE A MONTHLY DEDUCTION. Each Monthly Deduction includes:

1. The cost of insurance provided by the basic policy;

2. The cost of insurance for benefits provided by riders, if any; and

3. The Monthly Administration Fee.

HOW WE CALCULATE THE COST OF INSURANCE FOR THE BASIC POLICY. We calculate the
cost of insurance at the beginning of each policy month as of the Monthly
Deduction Day. The cost of insurance is determined as follows:

99301 Page 12

1. Reduce the Death Benefit Amount by the amount of Accumulation Value on the
Monthly Deduction Day before the cost of insurance deduction is taken, and
after the Monthly Administration Fee and cost of insurance for riders, if
any, are deducted;

2. Multiply the difference by the cost of insurance rate per $1,000 of the Net
Amount at Risk as provided in the Cost of Insurance Rate provision; and

3. Divide the result by 1,000.

If Option 1 is in effect, and there have been increases in the Specified Amount,
the Accumulation Value will first be considered part of the Initial Specified
Amount. If the Accumulation Value exceeds the Initial Specified Amount, the
excess will be considered part of any Specified Amount increases in the order in
which the increases were made.

COST OF INSURANCE FOR BENEFITS PROVIDED BY RIDERS. The cost of insurance for
benefits provided by riders, if any, will be as stated on the Policy Schedule or
in an endorsement to this policy.

MONTHLY ADMINISTRATION FEE. An administration fee will be deducted monthly. The
amount of the monthly fee may be adjusted, but will never be greater than the
guaranteed Monthly Administration Fee.

COST OF INSURANCE RATE. The cost of insurance rate for the Initial Specified
Amount, and for each Specified Amount increase, is based on the Insured's:

1. Sex (if issued on a Sex Distinct basis);

2. Age nearest birthday on each policy anniversary; and

3. Premium class shown on the Policy Schedule, associated with the Initial
Specified Amount and each increase in the Specified Amount.

A table of guaranteed monthly cost of insurance rates is included in this
policy. We can use cost of insurance rates that are lower than the guaranteed
rates. Any change in rates will apply to all policies in the same rate class as
this policy. The rate class of this policy is determined on its Date of Issue
according to:

1. The calendar year of issue and policy year;

2. The plan of insurance;

3. The amount of insurance; and

4. The age, sex and premium class of the Insured if issued on a Sex Distinct
basis or the age and premium class if issued on a Gender Neutral basis.

CHANGES IN RATES, CHARGES AND FEES. This policy does not participate in Our
profits or surplus. Any redetermination of the cost of insurance rates, interest
rates, mortality and expense charges, Monthly Administration Fee or percentage
of premium charges will be based on Our expectations as to investment earnings,
mortality, persistency and expenses. We will not change these charges in order
to recoup any prior losses.

99301 Page 13

GRACE PERIOD. If the Cash Surrender Value on a Monthly Deduction Day is not
enough to meet the Monthly Deduction for the current month, this policy will
remain in force during the 61-day period that follows. If the Cash Surrender
Value on a policy anniversary is not enough to pay any loan interest due, this
policy will remain in force during the 61-day period that follows. Such 61-day
period is referred to in this policy as the "Grace Period." There is no Grace
Period for the initial Monthly Deduction.

If the amount We require to keep Your policy in force is not paid by the end of
the Grace Period, this policy will terminate without value. However, We will
give You at least 31 days notice prior to termination that Your policy is in the
Grace Period and advise You of the amount required to keep Your policy in force.
Such 31 days prior notice will be sent to You at Your last known address, and to
the assignee of record, if any. If death occurs during the Grace Period,
Monthly Deductions through the policy month in which death occurred will be
deducted from the proceeds.

If a surrender request is received within 31 days after the Grace Period
commences, the Cash Surrender Value payable will not be less than the Cash
Surrender Value on the Monthly Deduction Day the Grace Period commenced. The
Monthly Deduction for the policy month following such Monthly Deduction Day will
not be subtracted in the calculation of such Cash Surrender Value.

FULL SURRENDER. Subject to the Beneficiary and Proceeds section, You may return
Your policy to Us and request its Cash Surrender Value at any time during the
Insured's lifetime before the Maturity Date. The Cash Surrender Value will be
determined as of the Business Day the policy and the signed request for
surrender are received In Writing. The Company may delay payment if the
Suspension and Deferral of Payments Provision is in effect.

PARTIAL SURRENDER. At any time after the first policy year, You may request a
portion of the Cash Surrender Value of the policy. Your request must be made In
Writing prior to the Maturity Date during the Insured's lifetime. The minimum
partial surrender is shown on the Policy Schedule.

Valuation Units are surrendered to reflect a partial surrender as of the
Business Day the request for partial surrender is received In Writing.

A partial surrender will result in a reduction of the Accumulation Value and the
Death Benefit Amount. The Accumulation Value will be reduced by the amount of
partial surrender benefit. The reduced Death Benefit Amount will be determined
in accordance with the Death Benefit Option provision. If Your Death Benefit
Option is Option 1, the Specified Amount will be reduced by the amount of the
partial surrender. (The reduced amount will not be less than zero.) The Death
Benefit Amount remaining after this reduction must be no less than the Minimum
Death Benefit Amount after a Decrease in Specified Amount shown on the Policy
Schedule.

You may apply for a partial surrender without reducing Your policy's Death
Benefit Amount subject to evidence of insurability satisfactory to Us.

A partial surrender will result in the cancellation of Valuation Units from each
applicable Division and a reduction of the unloaned portion of the General
Account in the same ratio as the Allocation of Policy Deductions in effect on
the date of partial surrender. If the number of Valuation Units in any Division
or in the unloaned portion of the General Account is insufficient to make a
partial surrender in this manner, We will cancel Valuation Units from each
applicable Division and reduce the unloaned portion of the General Account in
the ratio the partial surrender request bears to the Cash Surrender Value of
Your policy. You must state In Writing in advance how partial surrenders should
be made if other than this method is to be used.

There may be a charge for each partial surrender not to exceed $25.00.

99301 Page 14

The Company may delay payment if the Suspension and Deferral of Payments
Provision is in effect.

PERIOD OF INSURANCE COVERAGE IF AMOUNT OR FREQUENCY OF PREMIUM PAYMENTS IS
REDUCED OR IF PREMIUM PAYMENTS ARE DISCONTINUED. If You reduce the amount or
frequency of premium payments, or if You discontinue payment of premiums, We
will continue making Monthly Deductions (as long as there is sufficient Cash
Surrender Value to make such deductions) until the Maturity Date. This policy
will remain in force until the earlier of the following dates:

1. The Maturity Date (if there is sufficient Cash Surrender Value to make
Monthly Deductions to that date);

2. Surrender of the policy;

3. The end of the Grace Period; or

4. Death of the Insured.

TRANSFER PROVISION

TRANSFER OF ACCUMULATION VALUE. Transfers will be made as of the Business Day
the transfer request is received in good order, subject to the restrictions that
follow. If You elect to use the transfer privilege, We will not be liable for a
transfer made in accordance with Your instructions. We reserve the right to
terminate, suspend or modify the transfer privilege, and to charge a $25 fee for
each transfer in excess of 12 in a 12-month period. Transfers under the Dollar
Cost Averaging and Automatic Rebalancing programs will not count towards the 12
free transfers.

TRANSFER OF ACCUMULATION VALUE (SEPARATE ACCOUNT). You may transfer all or part
of Your interest in a Division of the Separate Account subject to the following:

1. The minimum amount which may be transferred is $500.

2. If the entire amount in a Division of the Separate Account is not being
transferred, the minimum which must remain is $500.

Transfers between Separate Account Divisions result in the redemption of
Valuation Units in one Division and the purchase of Valuation Units in the
Division to which the transfer is made.

TRANSFER OF ACCUMULATION VALUE (GENERAL ACCOUNT). A transfer from the General
Account to a Division may be made during the 60 day period which begins on each
policy anniversary. The amount that may be transferred each year is limited to
the greatest of:

(a) 25% of the unloaned portion of the General Account as of the policy
anniversary;

(b) The sum of any amounts transferred from the General Account in the prior
Policy year; or

TELEPHONE TRANSFER AND ALLOCATION PRIVILEGE. If We have on file a completed
telephone authorization form (Telephone Transaction), We will allow transfers
and the percentage allocation for future Net Premiums and Policy Deductions to
be changed at any time by telephone. We will honor instructions for Telephone
Transactions from any person who provides the correct information. There is a
risk of possible loss to You if unauthorized persons use this service in

99301 Page 15

Your name. Under Telephone Transactions, We are not liable for any acts or
omissions based upon instructions that We reasonably believe to be genuine,
including losses arising from errors in the communication of telephone
instructions.

DOLLAR COST AVERAGING. Dollar Cost Averaging is an automatic transfer of funds
made periodically prior to the Maturity Date in accordance with the Transfers
provision, except as provided below, and instructions from the Owner. Dollar
Cost Averaging (DCA) is subject to the following guidelines:

1. DCA transfers may be made:

(a) On any day of the month except the 29th, 30th or 31st;

(b) On a monthly, quarterly, semi-annual or annual basis; and

2. DCA may be elected only if the Accumulation Value at the time of election is
$5,000 or more.

3. The minimum amount of each DCA transfer is $100, or the remaining amount in
the Money Market Division, if less.

4. DCA may not begin prior to the first Valuation Date following the 15th day
after the initial Net Premium is applied.

5. DCA will end when there is no longer any value in the Money Market Division,
or when You request that DCA end.

6. Amounts applied to the Money Market Division while DCA is active will be
available for future dollar cost averaging in accordance with the current
DCA request.

7. There is no charge for DCA.

8. DCA is not available if Automatic Rebalancing is active.

AUTOMATIC REBALANCING. Automatic Rebalancing occurs when funds are transferred
by the Company between the Separate Account Divisions so that the values in each
Division match the premium allocation percentages then in effect. You may
choose Automatic Rebalancing on a quarterly, semi-annual or annual basis if your
Accumulation Value is $5,000 or more. The date Automatic Rebalancing occurs will
be based on the Date of Issue of Your policy. For example, if Your policy is
dated January 17, and You have requested Automatic Rebalancing on a quarterly
basis, Automatic Rebalancing will start on April 17, and will occur quarterly
thereafter. After Automatic Rebalancing is elected, it will continue until We
are notified In Writing that it is to be discontinued. There is no charge for
Automatic Rebalancing. Automatic Rebalancing is not available if Dollar Cost
Averaging is active.

SUSPENSION AND DEFERRAL OF PAYMENTS PROVISION

We reserve the right to defer payment of any Death Benefit Amount, loan or other
distribution that comes from that portion of Your Accumulation Value that is
allocated to Separate Account VL-R, if:

99301 Page 16

1. The New York Stock Exchange is closed other than customary weekend and
holiday closings, or trading on the New York Stock Exchange is restricted;

2. An emergency exists, as a result of which disposal of securities is not
reasonably practicable or it is not reasonably practicable to fairly
determine the Accumulation Value; or

3. The U.S. Securities and Exchange Commission (SEC) by order permits the delay
for the protection of Owners.

As to amounts allocated to the General Account, We may defer payment of any Cash
Surrender Value withdrawal or loan amount for up to six months after We receive
the request In Writing.

Written notice of both the imposition and termination of any such suspension
will be given to the Owners, assignees of record and any irrevocable
Beneficiaries.

Payments which were due to have been made and which were deferred following the
suspension of the calculation of the Cash Surrender Value will be made within
thirty (30) days following the lifting of the suspension, and will be calculated
based on the Valuation Date which immediately follows termination of the
suspension.

POLICY LOANS

You may borrow from Us at any time while this policy is in force, an amount
which is equal to or less than the policy's loan value. The policy loan value
will be the Cash Surrender Value, less interest on the amount to be borrowed
(including interest on any prior outstanding policy loan) to the next policy
anniversary.

The value of Valuation Units equal to the amount being borrowed from the
Separate Account will be transferred to the General Account as of the Business
Day that the loan request is received in good order.

OBTAINING A LOAN. You may obtain a policy loan by Written request and
assignment of the policy as sole security for the loan. The Company may delay a
loan if the Suspension and Deferral of Payments Provision is in effect.

EFFECT OF A LOAN. When a loan is made, an amount equal to the amount being
borrowed from the Separate Account will be transferred to the General Account. A
loan will result in cancellation of units from each applicable Division and
reduction of the unloaned portion of the General Account in the ratio that the
loan bears to the unloaned Accumulation Value of Your policy. You must state In
Writing in advance which Division units are to be canceled if a different method
is to be used.

Repayment of a loan will be allocated to the General Account. You may tell Us
how to allocate repayments in excess of any loaned amount. If You do not tell
Us, any amount in excess of the loaned amount will be transferred from the
General Account to the Divisions in the same ratio currently in effect for the
allocation of Net Premiums.

A loan, whether or not repaid, will have a permanent effect on the Cash
Surrender Values and on the death benefits. If not repaid, any indebtedness
will reduce the amount of Death Benefit Proceeds and the amount available upon
surrender of the policy.

LOAN INTEREST. Loan interest will accrue daily at an annual effective rate of
4.75% during the first 7 policy years, and 4.25% thereafter. Interest is
compounded monthly, and will be due at the end of

99301 Page 17

each policy year. Unpaid loan interest will be deducted from the various
accounts according to the Allocation of Policy Deductions then in effect, and
added to the loaned portion of the General Account. If the number of Valuation
Units in any Division or unloaned portion of the General Account is insufficient
to deduct unpaid loan interest in this manner, We will cancel Valuation Units
from each applicable Division and reduce the unloaned portion of the General
Account in the same ratio the unpaid loan interest bears to the unloaned
Accumulation Value of your policy. We will credit interest monthly on the
loaned portion of the General Account at an annual effective rate of 4.0%.

You must state In Writing in advance how unpaid loan interest should be deducted
if other than this method is to be used.

HOW YOU MAY REPAY A POLICY LOAN. You may repay all or part of a policy loan at
any time, except that;

1. Repayment may be made only while this policy is in force and prior to the
death of the Insured;

2. A partial repayment must be at least $100; and

3. At the time You repay all or part of a policy loan, You must specify the
payment is to repay all or part of the policy loan.

At any time Your policy loan exceeds the Cash Surrender Value, this policy will
lapse. However, at least 31 days prior notice must be mailed by Us to Your last
known address and to the assignee of record, if any.

WE CAN DELAY PAYMENT. We can delay lending You money for up to 6 months, or the
period allowed by law, whichever is less. However, We cannot delay lending You
money if the amount is to be used to pay a premium to Us.

BENEFICIARY AND PROCEEDS

BENEFICIARY. The Beneficiary as named in the application, or later changed by
You, will receive the proceeds upon the death of the Insured.

Unless You have stated otherwise, proceeds will be paid as follows:

1. If any Beneficiary dies before the Insured, that Beneficiary's interest will
pass to any other Beneficiaries according to their respective interests.

2. If no Beneficiary survives the Insured, proceeds will be paid to You, as
Owner, if You are then living; otherwise proceeds will be paid to Your
estate.

COMMON DISASTER. If We cannot determine whether a Beneficiary or the Insured
died first in a common disaster, We will assume that the Beneficiary died first.
Proceeds will be paid on this basis unless an endorsement to this policy
provides otherwise.

PROCEEDS. Proceeds means the amount payable on:

1. The Maturity Date;

99301 Page 18

2. Exercise of the full surrender benefit; or

3. The Insured's death.

The Proceeds on the Maturity Date will be the Cash Surrender Value. The
Proceeds on the Insured's death will be the Death Benefit Amount less any
outstanding policy loan.

All Proceeds are subject to the provisions of the Payment Options section and
the other provisions of this policy.

CHANGE OF OWNERSHIP OR BENEFICIARY

You may change the Owner or the Beneficiary at any time during the lifetime of
the Insured unless the previous designation provides otherwise. To do so, send
a Written request to Our Home Office. The change will go into effect when We
have recorded the change. However, after the change is recorded, it will be
deemed effective as of the date of Your Written request for change. The change
will be subject to any payment made or action taken by Us before the request is
recorded.

PAYMENT OPTIONS

Instead of being paid in one sum, all or part of the proceeds may be applied
under any of the Payment Options described below. In addition to these options
other methods of payment may be chosen with Our consent.

PAYMENT CONTRACT. When proceeds become payable under a Payment Option, a
Payment Contract will be issued to each payee. The Payment Contract will state
the rights and benefits of the payee. It will also name those who are to
receive any balance unpaid at the death of the payee.

ELECTION OF OPTIONS. The Owner may elect or change any Payment Option while the
Insured is living, subject to the provisions of this policy. This election or
change must be In Writing.

Within 60 days after notification of the Insured's death, a payee entitled to
proceeds in one sum may elect to receive proceeds under any option.

OPTION 1. PAYMENTS FOR A SPECIFIED PERIOD: Equal monthly payments will be made
for a specified period. The Option 1 Table in this policy shows the monthly
income for each $1,000 of proceeds applied.

OPTION 2. PAYMENTS OF A SPECIFIED AMOUNT: Equal monthly payments of a specified
amount will be made. Each payment must be at least $60 a year for each $1,000
of proceeds applied. Payments will continue until the amount applied, with
interest, has been paid in full.

OPTION 3. MONTHLY PAYMENTS FOR LIFE: Equal monthly payments will be made for a
specified period, and will continue after that period for as long as the payee
lives. The specified period may be 10, 15 or 20 years. The Option 3 Table in
this policy shows the monthly income for each $1,000 of proceeds applied. If
issued on a Sex Distinct basis, tables are based on the 1983a Male or Female
Tables adjusted by projection scale G for 9 years, with interest at the rate of
3% per year and a 2% load. If issued on a Gender Neutral basis, tables are
based on the 1983a Male or Female Tables, adjusted by projection scale G for 9
years, with unisex rates based on 60% female and 40% male, and interest at the
rate of 3% per year and a 2% load.

99301 Page 19

At the time payments are to begin under this option, the payee may choose one of
the following:

1. Monthly payments based on the Option 3 Table; or

2. Monthly payments equal to a monthly annuity based on our single premium
immediate annuity rates then in use.

OPTION 4. PROCEEDS LEFT AT INTEREST: Proceeds may be left on deposit with Us
for any period up to 30 years. Interest earned on the proceeds may be:

1. Left on deposit to accumulate at the rate of 3% compounded annually; or

2. Paid in installments at the rate for each $1,000 of proceeds of $30
annually, $14.89 semiannually, $7.42 quarterly or $2.47 monthly.

Upon the death of the payee, or at the end of the specified period, any balance
left on deposit will be paid in a lump sum or under Payment Options 1, 2 or 3.

INTEREST RATES. The guaranteed rate of interest for proceeds held under Payment
Options 1, 2, 3 and 4 is 3% compounded annually. We may credit interest at a
higher rate. The amount of any increase will be determined by Us.

PAYMENTS. The first payment under Options 1, 2 and 3 will be made when the
claim for settlement has been approved. Payments after the first will be made
according to the manner of payment chosen. Interest under Option 4 will be
credited from the date of notification of death and paid or added to the
proceeds as provided in the Payment Contract.

AVAILABILITY OF OPTIONS. If the proposed payee is not a natural person, payment
options may be chosen only with Our consent.

If this policy is assigned, We will have the right to pay the assignee in one
sum the amount to which the assignee is entitled. Any balance will be applied
according to the option chosen.

The amount to be applied under any one option must be at least $2,000. The
payment elected under any one option must be at least $20. If the total policy
proceeds are less than $2,000, payment will be made in one lump sum.

EVIDENCE THAT PAYEE IS ALIVE. Before making any payment under a Payment Option,
We may ask for proof that the payee is alive. If proof is requested, no payment
will be made or considered due until We receive proof.

DEATH OF A PAYEE. If a payee dies, any unpaid balance will be paid as stated in
the Payment Contract. If there is no surviving payee named in the Payment
Contract, We will pay the estate of the payee:

1. Under Options 1 and 3, the value as of the date of notification of death of
the remaining payments for the specified period, discounted at the rate of
interest, compounded annually, that was used in determining the amount of
the monthly payment;

2. Under Options 2 and 4, the balance of any proceeds remaining unpaid with
accrued interest, if any.

99301 Page 20

WITHDRAWAL OF PROCEEDS UNDER OPTIONS 1 OR 2. If provided in the Payment
Contract, a payee will have the right to withdraw the entire unpaid balance
under Options 1 or 2. Under Option 1, the amount will be the value of the
remaining payments for the specified period discounted at the rate of interest
used in determining monthly income. Under Option 2, the amount will be the
entire unpaid balance.

WITHDRAWAL OF PROCEEDS UNDER OPTION 4. A payee will have the right to withdraw
proceeds left under Option 4 subject to the following rules:

1. The amount to be withdrawn must be $500 or more; and

2. A partial withdrawal must leave a balance on deposit of $1,000 or more.

WITHDRAWALS MAY BE DEFERRED. We may defer payment of any withdrawal for up to 6
months from the date We receive a withdrawal request.

ASSIGNMENT. Payment Contracts may not be assigned.

CHANGE IN PAYMENT. The right to make any change in payment is available only if
it is provided in the Payment Contract.

CLAIMS OF CREDITORS. To the extent permitted by law, proceeds will not be
subject to any claims of a Beneficiary's creditors.

GENERAL PROVISIONS

ASSIGNING YOUR POLICY. During the lifetime of the Insured, You may assign this
policy as security for an obligation. We will not be bound by an assignment
unless it is received In Writing at the Home Office. Two copies of the
assignment must be submitted. We will retain one copy and return the other. We
will not be responsible for the validity of any assignment.

INCONTESTABILITY. We rely on the statements made in the application for the
policy and applications for any reinstatements or increases in Specified Amount.
These statements, in the absence of fraud, are considered representations and
not warranties. No statement may be used in defense of a claim under the policy
unless it is in such applications.

We cannot contest this policy after it has been in force during the Insured's
lifetime for 2 years from the Date of Issue. However, We can contest any
increase in Specified Amount before such increase has been in effect during the
Insured's lifetime for 2 years.

Additionally, if this policy is reinstated, We cannot contest the reinstated
policy after it has been in force during the Insured's lifetime for 2 years from
the date of reinstatement. However, We can contest a reinstatement or an
increase in Specified Amount based solely on the information provided in the
application for such reinstatement or increase.

These 2 year limitations do not apply to any Disability or Accidental Death
Benefit, or to the nonpayment of premium.

SUICIDE EXCLUSION. If the Insured takes his or her own life, while sane or
insane, within 2 years from the Date of Issue, We will limit the Death Benefit
Proceeds to the premiums paid less any policy loans and less any partial cash
surrenders paid.

99301 Page 21

If there are any increases in the Specified Amount (See the section entitled
"Changing Your Insurance Policy") a new 2 year period shall apply to each
increase beginning on the date of each increase. The Death Benefit Proceeds
will be the costs of insurance associated with each increase.

When the laws of the state in which this policy is delivered require less than
this 2 year period, the period will be as stated in such laws.

AGE OR GENDER INCORRECTLY STATED (AGE INCORRECTLY STATED IF ISSUED ON A GENDER
NEUTRAL BASIS). If the (1) age or gender of the Insured (if this policy was
issued on a Sex Distinct basis) or (2) age of the Insured (if this policy was
issued on a Gender Neutral basis) has been misstated to Us, We will adjust the
excess of the Death Benefit Amount over the Accumulation Value on the date of
death to that which would have been purchased by the Monthly Deduction for the
policy month of death at the correct cost of insurance rate. By age, We mean
age nearest birthday as of the Date of Issue.

STATUTORY BASIS OF POLICY VALUES. The Accumulation Values of the policy are not
less than the minimum values required by the law of the state where this policy
is delivered. The calculation of the Accumulation Values includes a charge for
the cost of insurance, as shown in the Table of Guaranteed Monthly Cost of
Insurance Rates and for the General Account interest at the annual effective
rate of 4.0%.

If this policy was issued on a Sex Distinct basis calculation of minimum
Accumulation Values, nonforfeiture benefits and Guaranteed Cost of Insurance
Rates are based on the Composite 1980 Commissioners Standard Ordinary Male or
Female Mortality Table for the appropriate sex and age nearest birthday. If this
policy was issued on a Gender Neutral basis calculation of minimum Accumulation
Values, nonforfeiture benefits and Guaranteed Cost of Insurance Rates are based
on the Composite 1980 Commissioners Standard Ordinary Mortality Table A (100%
male) for the appropriate age nearest birthday. A detailed statement of the
method of computing values has been filed with the state insurance department
where required.

NO DIVIDENDS. This policy will not pay dividends. It will not participate in
any of Our surplus or earnings.

ANNUAL REPORT. We will send You at least once a year, without charge, an annual
report which will show a summary of all transactions since the last report,
including:

1. Premiums paid;

2. Transfers;

3. Expense charges deducted;

4. The cost of insurance deducted;

5. Partial surrender benefits deducted including partial surrender fees;

6. The amount of any outstanding policy loan;

7. Separate Account Unit Values;

8. The current Cash Surrender Value and Accumulation Values; and

99301 Page 22

9. The Death Benefit Amount.

WHEN THIS POLICY TERMINATES. This policy will terminate if:

1. You request that this policy be terminated;

2. The Insured dies;

3. The policy matures; or

4. The Grace Period ends and there is not sufficient Cash Surrender Value to
cover a Monthly Deduction.

REINSTATEMENT. "Reinstating" means placing Your policy in force after it has
terminated at the end of the Grace Period. We will reinstate this policy if We
receive:

1. Your Written request within 5 years after the end of the Grace Period and
before the Maturity Date;

2. Evidence of insurability satisfactory to Us;

3. Payment of enough premiums so that the policy will remain in force for 2
months; and

4. Payment or reinstatement of any indebtedness.

The reinstated policy will be in force from the Monthly Deduction Day on or
following the date We approve the reinstatement application.

The Accumulation Value at the time of reinstatement will be:

1. The Net Premium allocated in accordance with the premium allocation
percentages at time of lapse unless the reinstatement application provides
otherwise, using Unit Values as of the date of reinstatement; plus

2. Any loan, repaid or reinstated plus an amount equal to loan interest which
will be due on the next policy anniversary; less

3. The monthly deduction for one month.

If a person other than the Insured is covered by a rider attached to this
policy, coverage will be reinstated according to that rider.

99301 Page 23

DEATH BENEFIT CORRIDOR RATES
BASED ON CASH VALUE ACCUMULATION TEST

ATTAINED AGE MALE FEMALE ATTAINED AGE MALE FEMALE
Nearest Birthday Nearest Birthday
(On Each Policy (On Each Policy
Anniversary) Anniversary)

18 6.91090 8.30142 68 1.58236 1.76827
19 6.71267 8.03719 69 1.54923 1.72343

20 6.52076 7.78152 70 1.51753 1.68009
21 6.33350 7.53356 71 1.48726 1.63827
22 6.14981 7.29258 72 1.45844 1.59809
23 5.96881 7.05840 73 1.43116 1.55974
24 5.79038 6.83085 74 1.40548 1.52338

25 5.61443 6.61014 75 1.38142 1.48910
26 5.44092 6.39568 76 1.35889 1.45684
27 5.27031 6.18766 77 1.33775 1.42648
28 5.10316 5.98586 78 1.31783 1.39782
29 4.93975 5.79038 79 1.29892 1.37069

30 4.78046 5.60097 80 1.28090 1.34496
31 4.62543 5.41767 81 1.26375 1.32058
32 4.47504 5.24022 82 1.24746 1.29761
33 4.32914 5.06840 83 1.23212 1.27608
34 4.18798 4.90198 84 1.21783 1.25607

35 4.05148 4.74131 85 1.20460 1.23755
36 3.91965 4.58592 86 1.19234 1.22040
37 3.79247 4.43621 87 1.18093 1.20448
38 3.66997 4.29213 88 1.17021 1.18963
39 3.55206 4.15360 89 1.16000 1.17566

40 3.43868 4.02063 90 1.15008 1.16236
41 3.32968 3.89305 91 1.14024 1.14954
42 3.22506 3.77070 92 1.13021 1.13694
43 3.12447 3.65328 93 1.11971 1.12430
44 3.02787 3.54035 94 1.10841 1.11132

45 2.93502 3.43166 95 1.09607 1.09775
46 2.84584 3.32701 96 1.08265 1.08350
47 2.76008 3.22611 97 1.06839 1.06873
48 2.67761 3.12877 98 1.05387 1.05396
49 2.59824 3.03494 99 1.04001 1.04001

50 2.52192 2.94449
51 2.44849 2.85732
52 2.37800 2.77329
53 2.31039 2.69235
54 2.24563 2.61451

55 2.18370 2.53953
56 2.12443 2.46726
57 2.06772 2.39746
58 2.01335 2.32987
59 1.96120 2.26425

60 1.91115 2.20053
61 1.86315 2.13871
62 1.81717 2.07893
63 1.77320 2.02134
64 1.73126 1.96617

65 1.69130 1.91343
66 1.65326 1.86300
67 1.61699 1.81470

99301 Page 24

DEATH BENEFIT CORRIDOR RATES
BASED ON CASH VALUE ACCUMULATION TEST

ATTAINED AGE ATTAINED AGE
Nearest Birthday Nearest Birthday
(On Each Policy GENDER (On Each Policy GENDER
Anniversary) NEUTRAL Anniversary) NEUTRAL

18 6.91090 68 1.58236
19 6.71267 69 1.54923

20 6.52076 70 1.51753
21 6.33350 71 1.48726
22 6.14981 72 1.45844
23 5.96881 73 1.43116
24 5.79038 74 1.40548

25 5.61443 75 1.38142
26 5.44092 76 1.35889
27 5.27031 77 1.33775
28 5.10316 78 1.31783
29 4.93975 79 1.29892
30 4.78046 80 1.28090
31 4.62543 81 1.26375
32 4.47504 82 1.24746
33 4.32914 83 1.23212
34 4.18798 84 1.21783

35 4.05148 85 1.20460
36 3.91965 86 1.19234
37 3.79247 87 1.18093
38 3.66997 88 1.17021
39 3.55206 89 1.16000

40 3.43868 90 1.15008
41 3.32968 91 1.14024
42 3.22506 92 1.13021
43 3.12447 93 1.11971
44 3.02787 94 1.10841

45 2.93502 95 1.09607
46 2.84584 96 1.08265
47 2.76008 97 1.06839
48 2.67761 98 1.05387
49 2.59824 99 1.04001

50 2.52192
51 2.44849
52 2.37800
53 2.31039
54 2.24563

55 2.18370
56 2.12443
57 2.06772
58 2.01335
59 1.96120

60 1.91115
61 1.86315
62 1.81717
63 1.77320
64 1.73126

65 1.69130
66 1.65326
67 1.61699

99301U Page 25

DEATH BENEFIT CORRIDOR RATES
BASED ON GUIDELINE PREMIUM TEST

ATTAINED ATTAINED
AGE RATE AGE RATE

0-40 2.50 60 1.30
41 2.43 61 1.28
42 2.36 62 1.26
43 2.29 63 1.24
44 2.22 64 1.22
45 2.15 65 1.20
46 2.09 66 1.19
47 2.03 67 1.18
48 1.97 68 1.17
49 1.91 69 1.16
50 1.85 70 1.15
51 1.78 71 1.13
52 1.71 72 1.11
53 1.64 73 1.09
54 1.57 74 1.07
55 1.50 75-90 1.05
56 1.46 91 1.04
57 1.42 92 1.03
58 1.38 93 1.02
59 1.34 94 1.01
95+ 1.00

99301 Page 26

TABLE OF GUARANTEED MONTHLY COST OF INSURANCE RATES
PER $1,000 OF NET AMOUNT AT RISK

ATTAINED AGE MALE ATTAINED AGE MALE
Nearest Birthday Nearest Birthday
(On Each Policy (On Each Policy
Anniversary) Anniversary)

18 0.15 68 2.82
19 0.16 69 3.07

20 0.16 70 3.36
21 0.16 71 3.70
22 0.16 72 4.08
23 0.16 73 4.52
24 0.15 74 5.01

25 0.15 75 5.54
26 0.14 76 6.11
27 0.14 77 6.71
28 0.14 78 7.33
29 0.14 79 7.99

30 0.14 80 8.71
31 0.15 81 9.52
32 0.15 82 10.45
33 0.16 83 11.50
34 0.17 84 12.67

35 0.18 85 13.93
36 0.19 86 15.25
37 0.20 87 16.63
38 0.22 88 18.06
39 0.23 89 19.55

40 0.25 90 21.11
41 0.27 91 22.80
42 0.30 92 24.66
43 0.32 93 26.82
44 0.35 94 29.67

45 0.38 95 33.93
46 0.41 96 41.28
47 0.44 97 56.04
48 0.48 98 83.33
49 0.52 99 83.33

50 0.56
51 0.61
52 0.67
53 0.73
54 0.80

55 0.88
56 0.96
57 1.05
58 1.14
59 1.24

60 1.35
61 1.48
62 1.62
63 1.78
64 1.95

65 2.15
66 2.36
67 2.58

The rates shown above represent the guaranteed (maximum) monthly cost of
insurance for each $1,000 of net amount at risk. If this policy has been issued
in a special (rated) premium class, the guaranteed monthly cost will be
calculated as shown on page 3.

99301M Page 27

TABLES OF MONTHLY INSTALLMENTS FOR EACH $1,000 OF PROCEEDS

- -------------------------------------------------------------------------------------------------------------------------
OPTION 1 TABLE
INSTALLMENTS FOR A SPECIFIED PERIOD
- -------------------------------------------------------------------------------------------------------------------------
Number Amount of Number Amount of Number Amount of Number Amount of
of Years Monthly of Years Monthly of Years Monthly of Years Monthly
Payable Installments Payable Installments Payable Installments Payable Installments
- -------------------------------------------------------------------------------------------------------------------------

5 $17.91 15 $6.87 25 $4.71 35 $3.82
6 15.14 16 6.53 26 4.59 36 3.76
7 13.16 17 6.23 27 4.47 37 3.70
8 11.68 18 5.96 28 4.37 38 3.65
9 10.53 19 5.73 29 4.27 39 3.60

10 9.61 20 5.51 30 4.18 40 3.55
11 8.86 21 5.32 31 4.10
12 8.24 22 5.15 32 4.02
13 7.71 23 4.99 33 3.95
14 7.26 24 4.84 34 3.88
- -------------------------------------------------------------------------------------------------------------------------

OPTION 3 TABLE
INSTALLMENTS FOR LIFE WITH SPECIFIED MINIMUM PERIOD
- -------------------------------------------------------------------------------------------------------------------------
AGE OF PAYEE GUARANTEED PERIOD AGE OF PAYEE GUARANTEED PERIOD
- -------------------------------------------------------------------------------------------------------------------------
Male 10 Years 15 Years 20 Years Male 10 Years 15 Years 20 Years
- -------------------------------------------------------------------------------------------------------------------------

20* $2.95 $2.94 $2.94 50 $4.05 $4.00 $3.93
21 2.97 2.96 2.96 51 4.11 4.06 3.99
22 2.98 2.98 2.98 52 4.18 4.13 4.04
23 3.00 3.00 3.00 53 4.26 4.19 4.10
24 3.02 3.02 3.02 54 4.34 4.27 4.16

25 3.05 3.04 3.04 55 4.42 4.34 4.22
26 3.07 3.06 3.06 56 4.51 4.42 4.28
27 3.09 3.09 3.08 57 4.60 4.50 4.35
28 3.12 3.11 3.11 58 4.69 4.58 4.41
29 3.14 3.14 3.13 59 4.79 4.66 4.47

30 3.17 3.16 3.16 60 4.90 4.75 4.54
31 3.20 3.19 3.18 61 5.01 4.84 4.60
32 3.22 3.22 3.21 62 5.13 4.94 4.67
33 3.25 3.25 3.24 63 5.26 5.03 4.73
34 3.29 3.28 3.27 64 5.39 5.13 4.79

35 3.32 3.31 3.00 65 5.52 5.23 4.85
36 3.35 3.35 3.33 66 5.66 5.33 4.91
37 3.39 3.38 3.36 67 5.81 5.43 4.97
38 3.43 3.42 3.40 68 5.96 5.53 5.02
39 3.47 3.46 3.44 69 6.12 5.63 5.07

40 3.51 3.50 3.47 70 6.28 5.73 5.11
41 3.55 3.54 3.51 71 6.44 5.82 5.15
42 3.60 3.58 3.55 72 6.61 5.91 5.19
43 3.65 3.63 3.59 73 6.78 6.00 5.23
44 3.70 3.67 3.64 74 6.96 6.08 5.26

45 3.75 3.72 3.68 75 7.13 6.16 5.28
46 3.80 3.77 3.73 76 7.30 6.24 5.31
47 3.86 3.83 3.78 77 7.47 6.31 5.33
48 3.92 3.88 3.83 78 7.64 6.37 5.34
49 3.98 3.94 3.88 79 7.81 6.42 5.36
80** 7.97 6.48 5.37
- -------------------------------------------------------------------------------------------------------------------------

Payments are based upon the age, nearest birthday, of the Payee on the date the first payment is due. If monthly
installments for two or more specified periods for a given age are the same, the specified period of longer duration
will apply.

*Also applies to younger ages. **Also applies to older ages.
- -------------------------------------------------------------------------------------------------------------------------

99301M Page 28

TABLE OF GUARANTEED MONTHLY COST OF INSURANCE RATES
PER $1,000 OF NET AMOUNT AT RISK

ATTAINED AGE FEMALE ATTAINED AGE FEMALE
Nearest Birthday Nearest Birthday
(On Each Policy (On Each Policy
Anniversary) Anniversary)

18 0.08 68 1.59
19 0.09 69 1.72

20 0.09 70 1.86
21 0.09 71 2.05
22 0.09 72 2.27
23 0.09 73 2.55
24 0.10 74 2.88

25 0.10 75 3.25
26 0.10 76 3.67
27 0.10 77 4.11
28 0.11 78 4.59
29 0.11 79 5.11

30 0.11 80 5.71
31 0.12 81 6.39
32 0.12 82 7.19
33 0.13 83 8.12
34 0.13 84 9.18
35 0.14 85 10.34

36 0.15 86 11.60
37 0.16 87 12.97
38 0.17 88 14.45
39 0.19 89 16.05
40 0.20 90 17.79

41 0.22 91 19.72
42 0.24 92 21.89
43 0.26 93 24.44
44 0.28 94 27.67
45 0.30 95 32.32

46 0.32 96 40.05
47 0.34 97 55.16
48 0.36 98 83.33
49 0.39 99 83.33
50 0.41

51 0.44
52 0.48
53 0.51
54 0.55
55 0.59

56 0.63
57 0.67
58 0.71
59 0.75
60 0.79

61 0.85
62 0.92
63 1.01
64 1.11
65 1.23

66 1.35
67 1.47

99301F Page 27

TABLES OF MONTHLY INSTALLMENTS FOR EACH $1,000 OF PROCEEDS

5 $17.91 15 $6.87 25 $4.71 35 $3.82
6 15.14 16 6.53 26 4.59 36 3.76
7 13.16 17 6.23 27 4.47 37 3.70
8 11.68 18 5.96 28 4.37 38 3.65
9 10.53 19 5.73 29 4.27 39 3.60

- -------------------------------------------------------------------------------------------------------------------------
OPTION 3 TABLE
INSTALLMENTS FOR LIFE WITH SPECIFIED MINIMUM PERIOD
- -------------------------------------------------------------------------------------------------------------------------
AGE OF PAYEE GUARANTEED PERIOD AGE OF PAYEE GUARANTEED PERIOD
- -------------------------------------------------------------------------------------------------------------------------
Female 10 Years 15 Years 20 Years Female 10 Years 15 Years 20 Years
- -------------------------------------------------------------------------------------------------------------------------

20* $2.85 $2.85 $2.85 50 $3.75 $3.73 $3.69
21 2.87 2.87 2.87 51 3.80 3.78 3.74
22 2.89 2.88 2.88 52 3.86 3.84 3.79
23 2.90 2.90 2.90 53 3.92 3.89 3.85
24 2.92 2.92 2.91 54 3.99 3.96 3.90

25 2.94 2.93 2.93 55 4.06 4.02 3.96
26 2.95 2.95 2.95 56 4.13 4.09 4.02
27 2.97 2.97 2.97 57 4.21 4.16 4.08
28 2.99 2.99 2.99 58 4.29 4.23 4.15
29 3.01 3.01 3.01 59 4.37 4.31 4.21

30 3.03 3.03 3.03 60 4.46 4.39 4.28
31 3.06 3.05 3.05 61 4.56 4.47 4.35
32 3.08 3.08 3.07 62 4.66 4.56 4.42
33 3.10 3.10 3.10 63 4.76 4.65 4.49
34 3.13 3.13 3.12 64 4.88 4.75 4.56

35 3.16 3.15 3.15 65 4.99 4.85 4.63
36 3.19 3.18 3.17 66 5.12 4.95 4.70
37 3.21 3.21 3.20 67 5.25 5.05 4.77
38 3.24 3.24 3.23 68 5.39 5.16 4.83
39 3.28 3.27 3.26 69 5.53 5.27 4.90

40 3.31 3.30 3.29 70 5.69 5.38 4.96
41 3.35 3.34 3.33 71 5.85 5.49 5.02
42 3.38 3.37 3.36 72 6.02 5.60 5.08
43 3.42 3.41 3.40 73 6.19 5.71 5.13
44 3.46 3.45 3.43 74 6.37 5.82 5.17

45 3.50 3.49 3.47 75 6.56 5.92 5.21
46 3.55 3.53 3.51 76 6.75 6.02 5.25
47 3.59 3.58 3.56 77 6.95 6.11 5.28
48 3.64 3.63 3.60 78 7.14 6.20 5.30
49 3.69 3.67 3.65 79 7.34 6.28 5.32
80** 7.54 6.35 5.34
- -------------------------------------------------------------------------------------------------------------------------
Payments are based upon the age, nearest birthday, of the Payee on the date the first payment is due. If monthly
installments for two or more specified periods for a given age are the same, the specified period of longer duration
will apply.

*Also applies to younger ages. **Also applies to older ages.
- -------------------------------------------------------------------------------------------------------------------------

99301F Page 28

TABLE OF GUARANTEED MONTHLY COST OF INSURANCE RATES
PER $1,000 OF NET AMOUNT AT RISK

ATTAINED AGE RATE ATTAINED AGE RATE
Nearest Birthday Nearest Birthday
(On Each Policy (On Each Policy
Anniversary) Anniversary)

18 0.15 68 2.82
19 0.16 69 3.07

20 0.16 70 3.36
21 0.16 71 3.70
22 0.16 72 4.08
23 0.16 73 4.52
24 0.15 74 5.01

25 0.15 75 5.54
26 0.14 76 6.11
27 0.14 77 6.71
28 0.14 78 7.33
29 0.14 79 7.99

30 0.14 80 8.71
31 0.15 81 9.52
32 0.15 82 10.45
33 0.16 83 11.50
34 0.17 84 12.67

35 0.18 85 13.93
36 0.19 86 15.25
37 0.20 87 16.63
38 0.22 88 18.06
39 0.23 89 19.55

40 0.25 90 21.17
41 0.27 91 22.80
42 0.30 92 24.66
43 0.32 93 26.82
44 0.35 94 29.67

45 0.38 95 33.93
46 0.41 96 41.28
47 0.44 97 56.04
48 0.48 98 83.33
49 0.52 99 83.33

50 0.56
51 0.61
52 0.67
53 0.73
54 0.80

55 0.88
56 0.96
57 1.05
58 1.14
59 1.24

60 1.35
61 1.48
62 1.62
63 1.78
64 1.95

65 2.15
66 2.36
67 2.58

99301U Page 27

TABLES OF MONTHLY INSTALLMENTS FOR EACH $1,000 OF PROCEEDS

------------------------------------------------------------------------------------------------------------------------
OPTION 1 TABLE
INSTALLMENTS FOR A SPECIFIED PERIOD
- -------------------------------------------------------------------------------------------------------------------------
Number Amount of Number Amount of Number Amount of Number Amount of
of Years Monthly of Years Monthly of Years Monthly of Years Monthly
Payable Installments Payable Installments Payable Installments Payable Installments
- -------------------------------------------------------------------------------------------------------------------------

5 $17.91 15 $6.87 25 $4.71 35 $3.82
6 15.14 16 6.53 26 4.59 36 3.76
7 13.16 17 6.23 27 4.47 37 3.70
8 11.68 18 5.96 28 4.37 38 3.65
9 10.53 19 5.73 29 4.27 39 3.60

AGE OF PAYEE 10 Years 15 Years 20 Years AGE OF PAYEE 10 Years 15 Years 20 Years
- -------------------------------------------------------------------------------------------------------------------------

20* $2.89 $2.89 $2.89 50 $3.87 $3.84 $3.79
21 2.91 2.91 2.90 51 3.93 3.90 3.85
22 2.93 2.92 2.92 52 3.99 3.96 3.90
23 2.94 2.94 2.94 53 4.06 4.02 3.95
24 2.96 2.96 2.96 54 4.13 4.08 4.01

25 2.98 2.98 2.98 55 4.21 4.15 4.07
26 3.00 3.00 3.00 56 4.28 4.22 4.13
27 3.02 3.02 3.02 57 4.37 4.30 4.19
28 3.04 3.04 3.04 58 4.45 4.38 4.26
29 3.07 3.06 3.06 59 4.55 4.46 4.32

30 3.09 3.09 3.08 60 4.64 4.54 4.39
31 3.11 3.11 3.11 61 4.74 4.63 4.46
32 3.14 3.14 3.13 62 4.85 4.72 4.52
33 3.17 3.16 3.16 63 4.97 4.81 4.59
34 3.20 3.19 3.18 64 5.08 4.91 4.66

35 3.22 3.22 3.21 65 5.21 5.01 4.73
36 3.26 3.25 3.24 66 5.34 5.11 4.79
37 3.29 3.28 3.27 67 5.48 5.21 4.85
38 3.32 3.31 3.30 68 5.62 5.32 4.92
39 3.36 3.35 3.33 69 5.77 5.42 4.97

40 3.39 3.38 3.37 70 5.93 5.53 5.03
41 3.43 3.42 3.40 71 6.09 5.63 5.08
42 3.47 3.46 3.44 72 6.26 5.73 5.13
43 3.51 3.50 3.48 73 6.44 5.84 5.17
44 3.56 3.54 3.52 74 6.62 5.93 5.21

45 3.60 3.59 3.56 75 6.80 6.03 5.24
46 3.65 3.63 3.60 76 6.98 6.12 5.27
47 3.70 3.68 3.65 77 7.17 6.20 5.30
48 3.76 3.73 3.70 78 7.35 6.27 5.32
49 3.81 3.78 3.74 79 7.54 6.34 5.34
80** 7.72 6.41 5.35
- -------------------------------------------------------------------------------------------------------------------------
Payments are based upon the age, nearest birthday, of the Payee on the date the first payment is due. If monthly
installments for two or more specified periods for a given age are the same, the specified period of longer duration
will apply.
*Also applies to younger ages. **Also applies to older ages.
- -------------------------------------------------------------------------------------------------------------------------

99301U Page 28

AMERICAN GENERAL LIFE
INSURANCE COMPANY

For Information, Service or to make a Complaint

Contact Your Registered Representative, or Our Corporate Markets Administration
Department.

2727-A Allen Parkway
P.O. Box 4647
Houston, Texas 77210-4647

1-888-222-4943

A STOCK COMPANY
_______________________
A Subsidiary of American General Corporation

99301