AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 20, 2001
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FILE NO. 333-95703

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 5

FORM S-3

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

ALLSTATE LIFE INSURANCE COMPANY OF NEW YORK
(Exact Name of Registrant)

NEW YORK 36-2608394
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Identification Number)
Organization)

ONE ALLSTATE DRIVE
P.O. BOX 9095
FARMINGVILLE, NEW YORK 11738
516/451-5300
(Address and Phone Number of Principal Executive Office)

MICHAEL J. VELOTTA
VICE PRESIDENT, SECRETARY AND GENERAL COUNSEL
ALLSTATE LIFE INSURANCE COMPANY OF NEW YORK
3100 SANDERS ROAD
NORTHBROOK, ILLINOIS 60062
847-402-2400
(Name, Address and Telephone Number of Agent for Service)

COPIES TO:

RICHARD T. CHOI, ESQUIRE JOANNE M. DERRIG, ESQUIRE
FOLEY & LARDNER ALFS, INC.
3000 K STREET, N.W. 3100 SANDERS ROAD
SUITE 500 NORTHBROOK, IL 60062
WASHINGTON, D.C. 20007

Approximate date of commencement of proposed sale to the public: The annuity
contract covered by this registration statement is to be issued promptly and
from time to time after the effective date of this registration statement.

If any of the securities being registered on this Form are to be offered on a
delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, other than securities offered only in connection with dividend or interest
reinvestment plans, check the following box: /X/

THE AIM LIFETIME PLUS-SM- VARIABLE ANNUITY

ALLSTATE LIFE INSURANCE COMPANY OF NEW
YORK
300 N. MILWAUKEE AVE, VERNON HILLS IL
60061
TELEPHONE NUMBER: 1-800-692-4682 PROSPECTUS DATED
MAY 1, 2001

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Allstate Life Insurance Company of New York ("ALLSTATE NEW YORK") has issued the
AIM Lifetime Plus-SM- Variable Annuity, a group flexible premium deferred
variable annuity contract ("CONTRACT"). This prospectus contains information
about the Contract that you should know before investing. Please keep it for
future reference.

The Contract currently offers 17 investment alternatives ("INVESTMENT
ALTERNATIVES"). The investment alternatives include the fixed account ("FIXED
ACCOUNT") and 16 variable sub-accounts ("VARIABLE SUB-ACCOUNTS") of the Allstate
Life of New York Separate Account A ("VARIABLE ACCOUNT"). Each Variable
Sub-Account invests exclusively in shares of one of the following funds
("FUNDS") of AIM Variable Insurance Funds:

- - AIM V.I. Aggressive Growth Fund - AIM V.I. Government Securities Fund
- - AIM V.I. Balanced Fund - AIM V.I. Growth Fund
- - AIM V.I. Blue Chip Fund - AIM V.I. Growth and Income Fund*
- - AIM V.I. Capital Appreciation Fund - AIM V.I. High Yield Fund
- - AIM V.I. Capital Development Fund - AIM V.I. International Equity Fund
- - AIM V.I. Dent Demographic Trends Fund - AIM V.I. Money Market Fund
- - AIM V.I. Diversified Income Fund - AIM V.I. New Technology Fund**
- - AIM V.I. Global Utilities Fund - AIM V.I. Value Fund

* Effective September 18, 2000 all of the assets of the AIM V.I. Global Growth
and Income Fund were combined into the AIM V.I. Growth and Income Fund pursuant
to an Agreement and Plan of Reorganization approved by the shareholders of the
AIM V.I. Global Growth and Income Fund. In conjunction with the combining of the
funds, the AIM V.I. Global Growth and Income Sub-Account ("Global Growth and
Income Sub-Account") was combined into the AIM V.I. Growth and Income
Sub-Account ("Growth and Income Sub-Account). When the Sub-Accounts were
combined, those with interests in the Global Growth and Income Sub-Account
received interests in the Growth and Income Sub-Account equal in value to their
interests in the Global Growth and Income Sub-Account at the time of the
combination. As a result, the Global Growth and Income Sub-Account is no longer
been offered as an investment option.

** Effective May 1, 2001, the Fund changed its name from AIM V.I.
Telecommunications and Technology Fund to AIM V.I. New Technology Fund to
reflect changes in its investment policies. We have made a corresponding change
in the name of the Variable Sub-Account that invests in that Fund.

WE (Allstate New York) have filed a Statement of Additional Information, dated
May 1, 2001, with the Securities and Exchange Commission ("SEC"). It contains
more information about the Contract and is incorporated herein by reference,
which means it is legally a part of this prospectus. Its table of contents
appears on page C-1 of this prospectus. For a free copy, please write or call us
at the address or telephone number above, or go to the SEC's Web site
(http://www.sec.gov) You can find other information and documents about us,
including documents that are legally part of this prospectus, at the SEC's Web
site.
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THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR
DISAPPROVED THE SECURITIES DESCRIBED IN THIS PROSPECTUS, NOR
HAS IT PASSED ON THE ACCURACY OR THE ADEQUACY OF THIS
PROSPECTUS. ANYONE WHO TELLS YOU OTHERWISE IS COMMITTING A
FEDERAL CRIME.

IMPORTANT THE CONTRACTS MAY BE DISTRIBUTED THROUGH BROKER-DEALERS THAT
NOTICES HAVE RELATIONSHIPS WITH BANKS OR OTHER FINANCIAL
INSTITUTIONS OR BY EMPLOYEES OF SUCH BANKS. HOWEVER, THE
CONTRACTS ARE NOT DEPOSITS, OR OBLIGATIONS OF, OR GUARANTEED
BY SUCH INSTITUTIONS OR ANY FEDERAL REGULATORY AGENCY.
INVESTMENT IN THE CONTRACTS INVOLVES INVESTMENT RISKS,
INCLUDING POSSIBLE LOSS OF PRINCIPAL.

THE CONTRACTS ARE NOT FDIC INSURED.

THE CONTRACTS ARE ONLY AVAILABLE IN NEW YORK.

PROSPECTUS
1

TABLE OF CONTENTS
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PAGE

- -----------------------------------------------------
OVERVIEW
- -----------------------------------------------------
Important Terms 3
- -----------------------------------------------------
The Contract at a Glance 4
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How the Contract Works 6
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Expense Table 7
- -----------------------------------------------------
Financial Information 10
- -----------------------------------------------------
CONTRACT FEATURES
- -----------------------------------------------------
The Contract 11
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Purchases 12
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Contract Value 13
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Investment Alternatives: 14
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The Variable Sub-Accounts 14
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The Fixed Account 15
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Transfers 17
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Expenses 19
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Access To Your Money 20
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Income Payments 22
- -----------------------------------------------------

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

PAGE

Death Benefits 23
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OTHER INFORMATION
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More Information: 25
- -----------------------------------------------------
Allstate New York 25
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The Variable Account 25
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The Funds 25
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The Contract 26
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Qualified Plans 26
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Legal Matters 27
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Taxes 27
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Annual Reports and Other Documents 30
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Performance Information 31
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Experts 32
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APPENDIX A -- ACCUMULATION UNIT VALUES A-1
- -----------------------------------------------------
APPENDIX B -- MARKET VALUE ADJUSTMENT
EXAMPLES B-1
- -----------------------------------------------------
STATEMENT OF ADDITIONAL INFORMATION TABLE
OF CONTENTS C-1
- -----------------------------------------------------

2 PROSPECTUS

IMPORTANT TERMS
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This prospectus uses a number of important terms that you may not be familiar
with. The index below identifies the page that describes each term. The first
use of each term in this prospectus appears in highlights.

PAGE

- -----------------------------------------------------
Accumulation Phase 6
- -----------------------------------------------------
Accumulation Unit 10
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Accumulation Unit Value 10
- -----------------------------------------------------
Allstate New York ("We" and/or "Us") 25
- -----------------------------------------------------
Anniversary Values 24
- -----------------------------------------------------
Annuitant 11
- -----------------------------------------------------
Automatic Additions Program 12
- -----------------------------------------------------
Automatic Fund Rebalancing Program 18
- -----------------------------------------------------
Beneficiary 11
- -----------------------------------------------------
*Contract 26
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Contract Anniversary 5
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Contract Owner ("You") 6
- -----------------------------------------------------
Contract Value 5
- -----------------------------------------------------
Contract Year 5
- -----------------------------------------------------
Death Benefit Anniversary 24
- -----------------------------------------------------
Dollar Cost Averaging Program 18
- -----------------------------------------------------
Due Proof of Death 24
- -----------------------------------------------------
Fixed Account 15
- -----------------------------------------------------

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

Funds 14

PAGE

- -----------------------------------------------------
Guarantee Periods 15
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Income Plan 22
- -----------------------------------------------------
Investment Alternatives 14
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Issue Date 6
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Market Value Adjustment 17
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Payout Phase 6
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Payout Start Date 22
- -----------------------------------------------------
Preferred Withdrawal Amount 20
- -----------------------------------------------------
Qualified Contracts 29
- -----------------------------------------------------
SEC 1
- -----------------------------------------------------
Settlement Value 24
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Systematic Withdrawal Program 21
- -----------------------------------------------------
Treasury Rate 17
- -----------------------------------------------------
Valuation Date 12
- -----------------------------------------------------
Variable Account 25
- -----------------------------------------------------
Variable Sub-Account 14
- -----------------------------------------------------

- ------------------------------
*The AIM Lifetime Plus-SM- Variable Annuity is a group contract, and your
ownership is represented by certificates. References to "Contract" in this
prospectus include certificates, unless the context requires otherwise.

3 PROSPECTUS

THE CONTRACT AT A GLANCE
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The following is a snapshot of the Contract. Please read the remainder of this
prospectus for more information.

FLEXIBLE PAYMENTS You can add to your Contract as often and as much as you
like, but each payment must be at least $500 ($100 for
automatic purchase payments to the variable investment
options). You must maintain a minimum account size of
$1,000.
- --------------------------------------------------------------------------------------------------------

EXPENSES You will bear the following expenses:
- Total Variable Account annual fees equal to 1.45% of
average daily net assets
- Annual contract maintenance charge of $35 (with certain
exceptions)
- Withdrawal charges ranging from 0% to 7% of payment
withdrawn (with certain exceptions)
- Transfer fee of $10 after 12th transfer in any CONTRACT
YEAR (fee currently waived)
- State premium tax (New York currently does not impose
one).
In addition, each Fund pays expenses that you will bear
indirectly if you invest in a Variable Sub-Account.
- --------------------------------------------------------------------------------------------------------

INVESTMENT ALTERNATIVES The Contract offers 17 investment alternatives including:
- the Fixed Account (which credits interest at rates we
guarantee), and
- 16 Variable Sub-Accounts investing in Funds offering
professional money management by A I M Advisors, Inc.
To find out current rates being paid on the Fixed Account,
or to find out how the Variable Sub-Accounts have performed,
please call us at 1-800-692-4682.
- --------------------------------------------------------------------------------------------------------

SPECIAL SERVICES For your convenience, we offer these special services:
- AUTOMATIC FUND REBALANCING PROGRAM
- AUTOMATIC ADDITIONS PROGRAM
- DOLLAR COST AVERAGING PROGRAM
- SYSTEMATIC WITHDRAWAL PROGRAM
- --------------------------------------------------------------------------------------------------------

INCOME PAYMENTS You can choose fixed income payments, variable income
payments, or a combination of the two. You can receive your
income payments in one of the following ways:
- life income with guaranteed payments
- a joint and survivor life income with guaranteed payments
- guaranteed payments for a specified period (5 to 30
years)
- --------------------------------------------------------------------------------------------------------

DEATH BENEFITS If you die before the PAYOUT START DATE, we will pay the
death benefit described in the Contract.

4 PROSPECTUS

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

TRANSFERS Before the Payout Start Date, you may transfer your Contract
value ("CONTRACT VALUE") among the investment alternatives,
with certain restrictions. Transfers to the Fixed Account
must be at least $500.

We do not currently impose a fee upon transfers. However, we
reserve the right to charge $10 per transfer after the 12th
transfer in each "Contract Year", which we measure from the
date we issue your contract or a Contract anniversary
("CONTRACT ANNIVERSARY").
- --------------------------------------------------------------------------------------------------------

WITHDRAWALS You may withdraw some or all of your Contract Value at
anytime during the Accumulation Phase. Full or partial
withdrawals are available under limited circumstances on or
after the Payout Start Date.
In general, you must withdraw at least $50 at a time.
($1,000 for withdrawals made during the Payout Phase.) A 10%
federal tax penalty may apply if you withdraw before you are
59 1/2 years old. A withdrawal charge and MARKET VALUE
ADJUSTMENT also may apply.

5 PROSPECTUS

HOW THE CONTRACT WORKS
- -------------------------------------------------------------------

The Contract basically works in two ways.

First, the Contract can help you (we assume you are the CONTRACT OWNER) save for
retirement because you can invest in up to 17 investment alternatives and pay no
federal income taxes on any earnings until you withdraw them. You do this during
what we call the "ACCUMULATION PHASE" of the Contract. The Accumulation Phase
begins on the date we issue your Contract (we call that date the "ISSUE DATE")
and continues until the Payout Start Date, which is the date we apply your money
to provide income payments. During the Accumulation Phase, you may allocate your
purchase payments to any combination of the Variable Sub-Accounts and/or the
Fixed Account. If you invest in the Fixed Account, you will earn a fixed rate of
interest that we declare periodically. If you invest in any of the Variable
Sub-Accounts, your investment return will vary up or down depending on the
performance of the corresponding Funds.

Second, the Contract can help you plan for retirement because you can use it to
receive retirement income for life and/or for a pre-set number of years, by
selecting one of the income payment options (we call these "INCOME PLANS")
described on page 22. You receive income payments during what we call the
"PAYOUT PHASE" of the Contract, which begins on the Payout Start Date and
continues until we make the last payment required by the Income Plan you select.
During the Payout Phase, if you select a fixed income payment option, we
guarantee the amount of your payments, which will remain fixed. If you select a
variable income payment option, based on one or more of the Variable
Sub-Accounts, the amount of your payments will vary up or down depending on the
performance of the corresponding Funds. The amount of money you accumulate under
your Contract during the Accumulation Phase and apply to an Income Plan will
determine the amount of your income payments during the Payout Phase.

The timeline below illustrates how you might use your Contract.

ISSUE ACCUMULATION PHASE PAYOUT PAYOUT
DATE START PHASE
DATE

------------------------------------------------------------------------------------------------------
You buy You save for retirement You elect to You can receive Or you can
A receive income payments receive
Contract income or for a set income
Payments or period payments
receive a for life
lump
sum payment

As the Contract owner, you exercise all of the rights and privileges provided by
the Contract. If you die, any surviving Contract owner, or if there is none, the
BENEFICIARY will exercise the rights and privileges provided by the Contract.
SEE "The Contract." In addition, if you die before the Payout Start Date, we
will pay a death benefit to any surviving Contract owner or, if none, to your
Beneficiary. SEE "Death Benefits."

Please call us at 1-800-692-4682 if you have any questions about how the
Contract works.

6 PROSPECTUS

EXPENSE TABLE
- -------------------------------------------------------------------

The table below lists the expenses that you will bear directly or indirectly
when you buy a Contract. The table and the examples that follow do not reflect
premium taxes because New York currently does not impose premium taxes on
annuities. For more information about Variable Account expenses, see "Expenses,"
below. For more information about Fund expenses, please refer to the
accompanying prospectus for the Funds.

CONTRACT OWNER TRANSACTION EXPENSES
Withdrawal Charge (as a percentage of purchase payments)*

Number of Complete Years Since We Received the Purchase Payment Being Withdrawn: 0 1 2 3

- ---------------------------------------------------------------------------------------------------------------------------
Applicable Charge: 7% 6% 5% 4%
- ---------------------------------------------------------------------------------------------------------------------------
Annual Contract Maintenance Charge $35.00**
- ---------------------------------------------------------------------------------------------------------------------------
Transfer Fee $10.00***
- ---------------------------------------------------------------------------------------------------------------------------

Number of Complete Years Since We Received the Purchase Payment Being Withdrawn: 4 5 6 7+

- --------------------------------------------------------------------------------
Applicable Charge: 3% 2% 1% 0%
- --------------------------------------------------------------------------------
Annual Contract Maintenance Charge
- --------------------------------------------------------------------------------
Transfer Fee
- --------------------------------------------------------------------------------

*Each Contract Year, you may withdraw up to 10% of purchase payments without
incurring a withdrawal charge or a Market Value Adjustment.

**We will waive this charge in certain cases. See "Expenses."

***Applies solely to the thirteenth and subsequent transfers within a Contract
Year excluding transfers due to dollar cost averaging or automatic fund
rebalancing. We are currently waiving the transfer fee.

VARIABLE ACCOUNT ANNUAL EXPENSES
(AS A PERCENTAGE OF AVERAGE DAILY NET ASSETS
DEDUCTED FROM EACH VARIABLE SUB-ACCOUNT)

Mortality and Expense Risk Charge 1.35%
- ----------------------------------------------------------------------
Administrative Expense Charge 0.10%
- ----------------------------------------------------------------------
Total Variable Account Annual Expenses 1.45%
- ----------------------------------------------------------------------

7 PROSPECTUS

FUND ANNUAL EXPENSES (After Voluntary Reductions and Reimbursements)
(as a percentage of Fund average daily net assets)(1)

Total Annual
Management Other Fund
Fund Fees Expenses Expenses

- -------------------------------------------------------------------------------------------------------------------
AIM V.I. Aggressive Growth Fund (2) 0.80% 0.46% 1.26%
- -------------------------------------------------------------------------------------------------------------------
AIM V.I. Balanced Fund 0.75% 0.35% 1.10%
- -------------------------------------------------------------------------------------------------------------------
AIM V.I. Blue Chip Fund (2,3) 0.02% 1.38% 1.40%
- -------------------------------------------------------------------------------------------------------------------
AIM V.I. Capital Appreciation 0.61% 0.21% 0.82%
- -------------------------------------------------------------------------------------------------------------------
AIM V.I. Capital Development Fund (2) 0.75% 0.63% 1.38%
- -------------------------------------------------------------------------------------------------------------------
AIM V.I. Dent Demographic Trends Fund (2,4) 0.72% 0.78% 1.50%
- -------------------------------------------------------------------------------------------------------------------
AIM V.I. Diversified Income Fund 0.60% 0.30% 0.90%
- -------------------------------------------------------------------------------------------------------------------
AIM V.I. Global Utilities Fund 0.65% 0.45% 1.10%
- -------------------------------------------------------------------------------------------------------------------
AIM V.I. Government Securities Fund 0.50% 0.47% 0.97%
- -------------------------------------------------------------------------------------------------------------------
AIM V.I. Growth Fund 0.61% 0.22% 0.83%
- -------------------------------------------------------------------------------------------------------------------
AIM V.I. Growth and Income Fund 0.60% 0.24% 0.84%
- -------------------------------------------------------------------------------------------------------------------
AIM V.I. High Yield Fund (2) 0.63% 0.56% 1.19%
- -------------------------------------------------------------------------------------------------------------------
AIM V.I. International Equity Fund 0.73% 0.29% 1.02%
- -------------------------------------------------------------------------------------------------------------------
AIM V.I. Money Market Fund 0.40% 0.31% 0.71%
- -------------------------------------------------------------------------------------------------------------------
AIM V.I. New Technology Fund 1.00% 0.31% 1.31%
- -------------------------------------------------------------------------------------------------------------------
AIM V.I. Value Fund 0.61% 0.23% 0.84%
- -------------------------------------------------------------------------------------------------------------------

(1) Figures shown in the Table are for the year ended December 31, 2000 (except
as otherwise noted).

(2) Expenses have been restated to reflect current fees.

(3) After fee waivers and restated to reflect current fees. The investment
advisor has agreed to waive fees and/or reimburse expenses (excluding
interest, taxes, dividend expense on short sales, extraordinary items and
increases in expenses due to expense offset arrangements, if any) to limit
Total Annual Fund Expenses to 1.40% of average daily net assets until
December 31, 2001. Total Annual Fund Expenses before waivers and
reimbursements were 2.13%.

(4) After fee waivers and restated to reflect current fees. The investment
advisor has agreed to waive fees and/or reimburse expenses (excluding
interest, taxes, dividend expense on short sales, extraordinary items and
increases in expenses due to expense offset arrangements, if any) to limit
Total Annual Fund Expenses to 1.50% of average daily net assets until
December 31, 2001. Total Annual Fund Expenses before waivers and
reimbursements were 1.63%.

8 PROSPECTUS

EXAMPLE 1

The example below shows the dollar amount of expenses that you would bear
directly or indirectly if you:

- - invested $1,000 in a Variable Sub-Account,

- - earned a 5% annual return on your investment, and

- - surrendered your Contract, or began receiving income payments for a specified
period of less than 120 months, at the end of each time period.

THE EXAMPLE DOES NOT INCLUDE ANY PENALTIES YOU MAY BE REQUIRED TO PAY IF YOU
SURRENDER YOUR CONTRACT. THE EXAMPLE DOES NOT INCLUDE DEDUCTIONS FOR PREMIUM
TAXES BECAUSE NEW YORK DOES NOT CHARGE PREMIUM TAXES ON ANNUITIES.

Sub-Account 1 Year 3 Years 5 Years 10 Years

- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Aggressive Growth Fund $82 $123 $166 $312
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Balanced Fund $81 $118 $158 $297
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Blue Chip Fund $84 $127 $173 $326
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Capital Appreciation Fund $78 $109 $144 $268
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Capital Development Fund $84 $127 $172 $324
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Dent Demographic Trends Fund $85 $130 $178 $336
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Diversified Income Fund $79 $112 $148 $276
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Global Utilities Fund $81 $118 $158 $297
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Government Securities Fund $79 $114 $151 $283
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Growth Fund $78 $110 $144 $269
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Growth and Income Fund $78 $110 $145 $270
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. High Yield Fund $82 $121 $162 $306
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. International Equity Fund $80 $116 $154 $289
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Money Market Fund $77 $106 $138 $257
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. New Technology Fund $83 $124 $169 $317
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Value Fund $78 $110 $145 $270
- ------------------------------------------------------------------------------------------------------------------------------

EXAMPLE 2

Same assumptions as Example 1 above, except that you decided not to surrender
your Contract, or you began receiving income payments (for at least 120 months
if under an Income Plan with a specified period), at the end of each period.

Sub-Account 1 Year 3 Years 5 Years 10 Years

- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Aggressive Growth Fund $28 $ 87 $148 $312
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Balanced Fund $27 $ 82 $140 $297
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Blue Chip Fund $30 $ 91 $155 $326
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Capital Appreciation Fund $24 $ 73 $126 $268
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Capital Development Fund $30 $ 91 $154 $324
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Dent Demographic Trends Fund $31 $ 94 $160 $336
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Diversified Income Fund $25 $ 76 $130 $276
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Global Utilities Fund $27 $ 82 $140 $297
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Government Securities Fund $25 $ 78 $133 $283
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Growth Fund $24 $ 74 $126 $269
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Growth and Income Fund $24 $ 74 $127 $270
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. High Yield Fund $28 $ 85 $144 $306
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. International Equity Fund $26 $ 80 $136 $289
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Money Market Fund $23 $ 70 $120 $257
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. New Technology Fund $29 $ 88 $151 $317
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Value Fund $24 $ 74 $127 $270
- ------------------------------------------------------------------------------------------------------------------------------

PLEASE REMEMBER THAT YOU ARE LOOKING AT EXAMPLES AND NOT A REPRESENTATION OF
PAST OR FUTURE EXPENSES. THE EXAMPLES ASSUME THAT ANY FUND EXPENSE WAIVERS OR
REIMBURSEMENT ARRANGEMENTS DESCRIBED IN THE FOOTNOTES ON PAGE 8 ARE IN EFFECT
FOR THE TIME PERIODS PRESENTED ABOVE. YOUR ACTUAL EXPENSES MAY BE LOWER OR
GREATER THAN THOSE SHOWN ABOVE. SIMILARLY, YOUR RATE OF RETURN MAY BE LOWER OR
GREATER THAN 5%, WHICH IS NOT GUARANTEED. TO REFLECT THE CONTRACT MAINTENANCE
CHARGE IN THE EXAMPLES, WE ESTIMATED AN EQUIVALENT PERCENTAGE CHARGE, BASED ON
AN AVERAGE CONTRACT SIZE OF $57,476.

9 PROSPECTUS

FINANCIAL INFORMATION
- -------------------------------------------------------------------

To measure the value of your investment in the Variable Sub-Accounts during the
Accumulation Phase, we use a unit of measure we call the "ACCUMULATION UNIT."
Each Variable Sub-Account has a separate value for its Accumulation Units we
call "ACCUMULATION UNIT VALUE." Accumulation Unit Value is analogous to, but not
the same as, the share price of a mutual fund.

Attached as Appendix A to this prospectus are tables showing the Accumulation
Unit Values of each Variable Sub-Account since the date we first offered the
Contracts. To obtain a fuller picture of each Variable Sub-Account's finances,
please refer to the Variable Account's financial statements contained in the
Statement of Additional Information. The financial statements of Allstate New
York also appear in the Statement of Additional Information.

10 PROSPECTUS

THE CONTRACT
- -------------------------------------------------------------------

CONTRACT OWNER
The AIM Lifetime Plus-SM- Variable Annuity is a contract between you, the
Contract owner, and Allstate New York, a life insurance company. As the Contract
owner, you may exercise all of the rights and privileges provided to you by the
Contract. That means it is up to you to select or change (to the extent
permitted):

- - the investment alternatives during the Accumulation and Payout Phases,

- - the amount and timing of your purchase payments and withdrawals,

- - the programs you want to use to invest or withdraw money,

- - the income payment plan you want to use to receive retirement income,

- - the Annuitant (either yourself or someone else) on whose life the income
payments will be based,

- - the Beneficiary or Beneficiaries who will receive the benefits that the
Contract provides when the last surviving Contract owner dies, and

- - any other rights that the Contract provides.

If you die, any surviving Contract owner or, if none, the Beneficiary may
exercise the rights and privileges provided to them by the Contract.

The Contract cannot be jointly owned by both a non-natural person and a natural
person. The maximum issue age of a Contract owner is age 80 as of the date we
receive the completed application to purchase the Contract.

You can use the Contract with or without a qualified plan. A qualified plan is a
personal retirement savings plan, such as an IRA or tax-sheltered annuity, that
meets the requirements of the Internal Revenue Code. Qualified plans may limit
or modify your rights and privileges under the Contract. We use the term
"Qualified Contract" to refer to a Contract issued with a qualified plan. See
"Qualified Plans" on page 26.

ANNUITANT
The Annuitant is the individual whose life determines the amount and duration of
income payments (other than under Income Plans with guaranteed payments for a
specified period). If the Contract owner is a natural person you may change the
Annuitant prior to the Payout Start Date. In our discretion, we may permit you
to designate a joint Annuitant, who is a second person on whose life income
payments depend, on the Payout Start Date. The maximum issue age of an Annuitant
cannot exceed age 80 as of the date we receive the completed application to
purchase the Contract.

If the Annuitant dies prior to the Payout Start Date, the new Annuitant will be:

- - the youngest Contract owner if living, otherwise

- - the youngest Beneficiary.

BENEFICIARY
The Beneficiary is the person who may elect to receive the death benefit or
become the new Contract owner if the sole surviving Contract owner dies before
the Payout Start Date. (See section titled "Death Benefits" for more details.)
If the sole surviving Contract owner dies after the Payout Start Date, the
Beneficiary will receive any guaranteed income payments scheduled to continue.

You may change or add Beneficiaries at any time by writing to us, unless you
have designated an irrevocable Beneficiary. We will provide a change of
Beneficiary form to be signed and filed with us. Any change will be effective at
the time you sign the written notice, whether or not the Annuitant is living
when we receive the notice. Until we receive your written notice to change a
Beneficiary, we are entitled to rely on the most recent Beneficiary information
in our files. We will not be liable as to any payment or settlement made prior
to receiving the written notice. Accordingly, if you wish to change your
Beneficiary, you should deliver your written notice to us promptly.

If you did not name a Beneficiary or if the named Beneficiary is no longer
living and there are no other surviving Beneficiaries, the new Beneficiary will
be:

- - your spouse or, if he or she is no longer alive,

- - your surviving children equally, or if you have no surviving children,

- - your estate.

If more than one Beneficiary survives you (or the Annuitant if the Contract
owner is not a natural person), we will divide the death benefit among your
Beneficiaries according to your most recent written instructions. If you have
not given us written instructions, we will pay the death benefit in equal
amounts to the surviving Beneficiaries.

MODIFICATION OF THE CONTRACT
Only an Allstate New York officer may approve a change in or waive any provision
of the Contract. Any change or waiver must be in writing. None of our agents has
the authority to change or waive the provisions of the Contract. We may not
change the terms of the Contract without your consent, except to conform the
Contract to applicable law or changes in the law. If a provision of the Contract
is inconsistent with state law, we will follow state law.

11 PROSPECTUS

ASSIGNMENT
We will not honor an assignment of an interest in a Contract as collateral or
security for a loan. However, you may assign periodic income payments under the
Contract prior to the Payout Start Date. No Beneficiary may assign benefits
under the Contract until they are due. We will not be bound by any assignment
until the assignor signs it and files it with us. We are not responsible for the
validity of any assignment. Federal law prohibits or restricts the assignment of
benefits under many types of retirement plans and the terms of such plans may
themselves contain restrictions on assignments. An assignment may also result in
taxes or tax penalties. YOU SHOULD CONSULT WITH AN ATTORNEY BEFORE TRYING TO
ASSIGN YOUR CONTRACT.

PURCHASES
- -------------------------------------------------------------------

MINIMUM PURCHASE PAYMENTS
All additional purchase payments must be $500 or more. You may make purchase
payments at any time prior to the Payout Start Date. We reserve the right to
limit the maximum amount of purchase payments we will accept.

AUTOMATIC ADDITIONS PROGRAM
You may make additional purchase payments of at least $100 ($500 for allocation
to the Fixed Account) by automatically transferring amounts from your bank
account. Please consult with your sales representative for detailed information.

ALLOCATION OF PURCHASE PAYMENTS
All allocations must be in whole percents that total 100% or in whole dollars.
You can change your allocations by notifying us in writing.

We will allocate your additional purchase payments to the investment
alternatives according to your most recent instructions on file with us. Unless
you notify us in writing otherwise, we will allocate subsequent purchase
payments according to the allocation for the previous purchase payment. We will
effect any change in allocation instructions at the time we receive written
notice of the change in good order.

We will credit additional purchase payments to the Contract at the close of the
business day on which we receive the purchase payment at our service center
located in Northbrook, Illinois (mailing address: P.O. Box 94038, Palatine,
Illinois, 60094-4038; overnight mail: 300 North Milwaukee Avenue, Vernon Hills,
Illinois, 60061.

We are open for business each day Monday through Friday that the New York Stock
Exchange is open for business. We also refer to these days as "VALUATION DATES."
Our business day closes when the New York Stock Exchange closes, usually
4:00 p.m. Eastern Time (3:00 p.m. Central Time). If we receive your purchase
payment after 4:00 p.m. Eastern Time (3:00 p.m. Central Time) on any Valuation
Date, we will credit your purchase payment using the Accumulation Unit Values
computed on the next Valuation Date.

12 PROSPECTUS

CONTRACT VALUE
- -------------------------------------------------------------------

Your Contract Value at any time during the Accumulation Phase is equal to the
sum of the value of your Accumulation Units in the Variable Sub-Accounts you
have selected, plus the sum of Sub-Account values in the Fixed Account.

ACCUMULATION UNITS
To determine the number of Accumulation Units of each Variable Sub-Account to
credit to your Contract, we divide (i) the amount of the purchase payment or
transfer you have allocated to a Variable Sub-Account by (ii) the Accumulation
Unit Value of that Variable Sub-Account next computed after we receive your
payment or transfer. For example, if we receive a $10,000 purchase payment
allocated to a Variable Sub-Account when the Accumulation Unit Value for the
Sub-Account is $10, we would credit 1,000 Accumulation Units of that Variable
Sub-Account to your Contract. Withdrawals and transfers from a Variable
Sub-Account would, of course, reduce the number of Accumulation Units of that
Sub-Account allocated to your Contract.

ACCUMULATION UNIT VALUE
As a general matter, the Accumulation Unit Value for each Variable Sub-Account
will rise or fall to reflect:

- - changes in the share price of the Fund in which the Variable Sub-Account
invests, and

- - the deduction of amounts reflecting the mortality and expense risk charge,
administrative expense charge, and any provision for taxes that have accrued
since we last calculated the Accumulation Unit Value.

We determine contract maintenance charges, withdrawal charges, and transfer fees
(currently waived) separately for each Contract. They do not affect Accumulation
Unit Value. Instead, we obtain payment of those charges and fees by redeeming
Accumulation Units. For details on how we calculate Accumulation Unit Value,
please refer to the Statement of Additional Information.

We determine a separate Accumulation Unit Value for each Variable Sub-Account on
each Valuation Date.

YOU SHOULD REFER TO THE PROSPECTUS FOR THE FUNDS THAT ACCOMPANIES THIS
PROSPECTUS FOR A DESCRIPTION OF HOW THE ASSETS OF EACH FUND ARE VALUED, SINCE
THAT DETERMINATION DIRECTLY BEARS ON THE ACCUMULATION UNIT VALUE OF THE
CORRESPONDING VARIABLE SUB-ACCOUNT AND, THEREFORE, YOUR CONTRACT VALUE.

13 PROSPECTUS

INVESTMENT ALTERNATIVES: THE VARIABLE SUB-ACCOUNTS
- -------------------------------------------------------------------

You may allocate your purchase payments to up to 16 Variable Sub-Accounts. Each
Variable Sub-Account invests in the shares of a corresponding Fund. Each Fund
has its own investment objective(s) and policies. We briefly describe the Funds
below.

For more complete information about each Fund, including expenses and risks
associated with the Fund, please refer to the accompanying prospectus for the
Fund. You should carefully review the Fund prospectus before allocating amounts
to the Variable Sub-Accounts. A I M Advisors, Inc. serves as the investment
advisor to each Fund.

FUND: EACH FUND SEEKS:*

AIM V.I. Aggressive Growth Fund** Long-term growth of capital
AIM V.I. Balanced Fund As high a total return as possible, consistent
with preservation of capital
AIM V.I. Blue Chip Fund Long-term growth of capital with a secondary
objective of current income
STI Capital Management, N.A.
AIM V.I. Capital Appreciation Fund Growth of capital
AIM V.I. Capital Development Fund Long-term growth of capital
AIM V.I. Dent Demographic Trends Fund Long-term growth of capital
AIM V.I. Diversified Income Fund High level of current income
AIM V.I. Global Utilities Fund High total return
AIM V.I. Government Securities Fund High level of current income consistent with
reasonable concern for safety of principal
AIM V.I. Growth Fund Growth of capital
AIM V.I. Growth and Income Fund Growth of capital with a secondary objective of
current income
AIM V.I. High Yield Fund High level of current income
AIM V.I. International Equity Fund Long-term growth of capital
AIM V.I. Money Market Fund As high a level of current income as is
consistent with the preservation of capital and
liquidity
AIM V.I. New Technology Fund. Long-term growth of capital
AIM V.I. Value Fund Long-term growth of capital with income as a
secondary objective

* A Fund's investment objectives may be changed by the Fund's Board of
Trustees without shareholder approval.

** Due to the sometime limited availability of common stocks of small-cap
companies that meet the investment criteria for AIM V.I. Aggressive
Growth Fund, the Fund may periodically suspend or limit the offering of
its shares and it will be closed to new participants when Fund assets
reach $200 million. During the closed periods the Fund will accept
additional investments from existing Contract owners maintaining an
allocation in the Fund.

AMOUNTS YOU ALLOCATE TO VARIABLE SUB-ACCOUNTS MAY GROW IN VALUE, DECLINE IN
VALUE, OR GROW LESS THAN YOU EXPECT, DEPENDING ON THE INVESTMENT PERFORMANCE OF
THE FUNDS IN WHICH THOSE VARIABLE SUB-ACCOUNTS INVEST. YOU BEAR THE INVESTMENT
RISK THAT THE FUNDS MIGHT NOT MEET THEIR INVESTMENT OBJECTIVES. SHARES OF THE
FUNDS ARE NOT DEPOSITS, OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED BY ANY BANK
AND ARE NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL
RESERVE BOARD OR ANY OTHER AGENCY.

14 PROSPECTUS

INVESTMENT ALTERNATIVES: THE FIXED ACCOUNT
- -------------------------------------------------------------------

You may allocate all or a portion of your purchase payments to the Fixed
Account. The Fixed Account supports our insurance and annuity obligations. The
Fixed Account consists of our general assets other than those in segregated
asset accounts. We have sole discretion to invest the assets of the Fixed
Account, subject to applicable law. Any money you allocate to the Fixed Account
does not entitle you to share in the investment experience of the Fixed Account.

GUARANTEE PERIODS
Each purchase payment or transfer allocated to the Fixed Account earns interest
at a specified rate that we guarantee for a period of years we call a Guarantee
Period. Guarantee Periods may range from 1 to 10 years. We are currently
offering Guarantee Periods of 1, 3, 5, 7, and 10 years in length. In the future
we may offer Guarantee Periods of different lengths or stop offering some
Guarantee Periods. You select one or more Guarantee Periods for each purchase
payment or transfer. If you do not select the Guarantee Period for a purchase
payment or transfer, we will assign the shortest Guarantee Period available
under the Contract for such payment or transfer.

Each purchase payment or transfer allocated to a Guarantee Period must be at
least $500. We reserve the right to limit the number of additional purchase
payments that you may allocate to the Fixed Account. Please consult with your
sales representative for more information.

INTEREST RATES. We will tell you what interest rates and Guarantee Periods we
are offering at a particular time. We may declare different interest rates for
Guarantee Periods of the same length that begin at different times. We will not
change the interest rate that we credit to a particular allocation until the end
of the relevant Guarantee Period.

We have no specific formula for determining the rate of interest that we will
declare initially or in the future. We will set those interest rates based on
investment returns available at the time of the determination. In addition, we
may consider various other factors in determining interest rates including
regulatory and tax requirements, our sales commission and administrative
expenses, general economic trends, and competitive factors. WE DETERMINE THE
INTEREST RATES TO BE DECLARED IN OUR SOLE DISCRETION. WE CAN NEITHER PREDICT NOR
GUARANTEE WHAT THOSE RATES WILL BE IN THE FUTURE. For current interest rate
information, please contact your sales representative or Allstate New York at
1-800-692-4682. The interest rate will never be less than the minimum guaranteed
amount stated in the Contract.

HOW WE CREDIT INTEREST. We will credit interest daily to each amount allocated
to a Guarantee Period at a rate that compounds to the effective annual interest
rate that we declared at the beginning of the applicable Guarantee Period.

15 PROSPECTUS

The following example illustrates how a purchase payment allocated to the Fixed
Account would grow, given an assumed Guarantee Period and effective annual
interest rate:

Purchase Payment............................................ $10,000
Guarantee Period............................................ 5 years
Annual Interest Rate........................................ 4.50%

END OF CONTRACT YEAR

YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5
---------- ---------- ---------- ---------- ----------

Beginning Contract Value...................... $10,000.00
X (1 + Annual Interest Rate) X1.045
----------
$10,450.00
Contract Value at end of Contract Year........ $10,450.00
X (1 + Annual Interest Rate) X1.045
----------
$10,920.25
Contract Value at end of Contract Year........ $10,920.25
X (1 + Annual Interest Rate) X1.045
----------
$11,411.66
Contract Value at end of Contract Year........ $11,411.66
X (1 + Annual Interest Rate) X1.045
----------
$11,925.19
Contract Value at end of Contract Year........ $11,925.19
X (1 + Annual Interest Rate) X1.045
----------
$12,461.82

TOTAL INTEREST CREDITED DURING GUARANTEE PERIOD = $2,461.82 ($12,461.82-$10,000)

This example assumes no withdrawals during the entire 5 year Guarantee Period.
If you were to make a withdrawal, you may be required to pay a withdrawal
charge. In addition, the amount withdrawn may be increased or decreased by a
Market Value Adjustment that reflects changes in interest rates since the time
you invested the amount withdrawn. The hypothetical interest rate is for
illustrative purposes only and is not intended to predict future interest rates
to be declared under the Contract. Actual interest rates declared for any given
Guarantee Period may be more or less than shown above but will never be less
than the guaranteed minimum rate stated in the Contract.

RENEWALS. At least 15 but not more than 45 days prior to the end of each
Guarantee Period, we will mail you a notice asking you what to do with your
money, including the accrued interest. During the 30-day period after the end of
the Guarantee Period, you may:

1) take no action. We will automatically apply your money to a new
Guarantee Period of the shortest duration available. The new Guarantee
Period will begin on the day the previous Guarantee Period ends. The new
interest rate will be our then current declared rate for a Guarantee
Period of that length; or

2) instruct us to apply your money to one or more new Guarantee Periods of
your choice. The new Guarantee Period(s) will begin on the day the
previous Guarantee Period ends. The new interest rate will be our then
current declared rate for those Guarantee Periods; or

3) instruct us to transfer all or a portion of your money to one or more
Variable Sub-Accounts. We will effect the transfer on the day we receive
your instructions. We will not adjust the amount transferred to include
a Market Value Adjustment; or

4) withdraw all or a portion of your money. You may be required to pay a
withdrawal charge, but we will not adjust the amount withdrawn to
include a Market Value Adjustment. You may also be required to pay
premium taxes and withholding (if applicable). The amount withdrawn will
be deemed to have been withdrawn on the day the previous Guarantee
Period ends. Unless you specify otherwise, amounts not withdrawn will be
applied to a new Guarantee Period of the shortest duration available.
The new Guarantee Period will begin on the day the previous Guarantee
Period ends.

16 PROSPECTUS

stop. We may stop offering this Program at any time. For additional information
on the Automatic Laddering Program, please call our Customer Service unit at
1-800-692-4682.

MARKET VALUE ADJUSTMENT. All withdrawals in excess of the Preferred Withdrawal
Amount, transfers, and amounts applied to an Income Plan from a Guarantee
Period, other than those taken during the 30 day period after such Guarantee
Period expires, are subject to a Market Value Adjustment. We will not apply a
Market Value Adjustment to a withdrawal you make:

- - within the Preferred Withdrawal Amount as described on page 20; or

- - to satisfy the IRS minimum distribution rules.

We apply the Market Value Adjustment to reflect changes in interest rates from
the time you first allocate money to a Guarantee Period to the time it is
removed from that Guarantee Period. We calculate the Market Value Adjustment by
comparing the Treasury Rate for a period equal to the Guarantee Period at its
inception to the Treasury Rate for a period equal to the time remaining in the
Guarantee Period when you remove your money. "Treasury Rate" means the U.S.
Treasury Note Constant Maturity Yield as reported in Federal Reserve Bulletin
Release H.15.

The Market Value Adjustment may be positive or negative, depending on changes in
interest rates. As such, you bear the investment risk associated with changes in
interest rates. If interest rates increase significantly, the Market Value
Adjustment and any withdrawal charge, premium taxes, and income tax withholding
(if applicable) could reduce the amount you receive upon full withdrawal of your
Contract Value to an amount that is less than the purchase payment plus interest
at the minimum guaranteed interest rate under the Contract.

Generally, if the Treasury Rate at the time you allocate money to a Guarantee
Period is higher than the applicable current Treasury Rate for a period equal to
the time remaining in the Guarantee Period, then the Market Value Adjustment
will result in a higher amount payable to you or transferred. Conversely, if the
Treasury Rate at the time you allocate money to a Guarantee Period is lower than
the applicable Treasury Rate for a period equal to the time remaining in the
Guarantee Period, then the Market Value Adjustment will result in a lower amount
payable to you or transferred.

For example, assume that you purchase a Contract and you select an initial
Guarantee Period of 5 years and the 5 year Treasury Rate for that duration is
4.50%. Assume that at the end of 3 years, you make a partial withdrawal. If, at
that later time, the current 2 year Treasury Rate is 4.20%, then the Market
Value Adjustment will be positive, which will result in an increase in the
amount payable to you. Conversely, if the current 2 year Treasury Rate is 4.80%,
then the Market Value Adjustment will be negative, which will result in a
decrease in the amount payable to you.

The formula for calculating Market Value Adjustments is set forth in Appendix B
to this prospectus, which also contains additional examples of the application
of the Market Value Adjustment.

INVESTMENT ALTERNATIVES: TRANSFERS
- -------------------------------------------------------------------

TRANSFERS DURING THE ACCUMULATION PHASE
During the Accumulation Phase, you may transfer Contract Value among the
investment alternatives at any time. The minimum amount that you may transfer
into a Guarantee Period is $500. You may request transfers in writing on a form
that we provide or by telephone according to the procedure described below. We
currently do not assess, but reserve the right to assess, a $10 charge on each
transfer in excess of 12 per Contract Year. We treat transfers to or from more
than one Fund on the same day as one transfer. Transfers you make as part of an
Automatic Fund Rebalancing Program do not count against the 12 free transfers
per Contract Year.

We will process transfer requests that we receive before 4:00 p.m. Eastern Time
(3:00 p.m. Central Time) on any Valuation Date using the Accumulation Unit
Values for that Date. We will process requests completed after 4:00 p.m. Eastern
Time (3:00 p.m. Central Time) on any Valuation Date using the Accumulation Unit
Values for the next Valuation Date. The Contract permits us to defer transfers
from the Fixed Account for up to 6 months from the date we receive your request.
If we decide to postpone transfers from the Fixed Account for 10 days or more,
we will pay interest as required by applicable law. Any interest would be
payable from the date we receive the transfer request to the date we make the
transfer.

17 PROSPECTUS

If you transfer an amount from a Guarantee Period other than during the 30 day
period after such Guarantee Period expires, we will increase or decrease the
amount by a Market Value Adjustment. If any transfer reduces your value in such
Guarantee Period to less than $500, we will treat the request as a transfer of
the entire value in such Guarantee Period.

We reserve the right to waive any transfer restrictions.

TRANSFERS DURING THE PAYOUT PHASE
During the Payout Phase, you may make transfers among the Variable Sub-Accounts
to change the relative weighting of the Variable Sub-Accounts on which your
variable income payments will be based. In addition, you will have a limited
ability to make transfers from the Variable Sub-Accounts to increase the
proportion of your income payments consisting of fixed income payments. You may
not, however, convert any portion of your right to receive fixed income payments
into variable income payments.

You may not make any transfers for the first 6 months after the Payout Start
Date. Thereafter, you may make transfers among the Variable Sub-Accounts or make
transfers from the Variable Sub-Accounts to increase the proportion of your
income payments consisting of fixed income payments. Your transfers must be at
least 6 months apart.

TELEPHONE TRANSFERS
You may make transfers by telephone by calling 1-800-692-4682, if you first send
us a completed authorization form. The cut off time for telephone transfer
requests is 4:00 p.m. Eastern Time (3:00 p.m. Central Time). In the event that
the New York Stock Exchange closes early, i.e., before 4:00 p.m. Eastern Time
(3:00 p.m. Central Time), or in the event that the Exchange closes early for a
period of time but then reopens for trading on the same day, we will process
telephone transfer requests as of the close of the Exchange on that particular
day. We will not accept telephone requests received at any telephone number
other than the number that appears in this paragraph or received after the close
of trading on the Exchange.

We may suspend, modify or terminate the telephone transfer privilege at any time
without notice.

We use procedures that we believe provide reasonable assurance that the
telephone transfers are genuine. For example, we tape telephone conversations
with persons purporting to authorize transfers and request identifying
information. Accordingly, we disclaim any liability for losses resulting from
allegedly unauthorized telephone transfers. However, if we do not take
reasonable steps to help ensure that a telephone authorization is valid, we may
be liable for such losses.

DOLLAR COST AVERAGING PROGRAM
Through the Dollar Cost Averaging Program, you may automatically transfer a set
amount at regular intervals during the Accumulation Phase from any Variable Sub-
Account, or the 1 year Guarantee Period of the Fixed Account, to any other
Variable Sub-Account. The interval between transfers may be monthly, quarterly,
semi-annually, or annually. Transfers made through dollar cost averaging must be
$50 or more. You may not use dollar cost averaging to transfer amounts to the
Fixed Account.

We will not charge a transfer fee for transfers made under this Program, nor
will such transfers count against the 12 transfers you can make each Contract
Year without paying a transfer fee. In addition, we will not apply the Market
Value Adjustment to these transfers.

The theory of dollar cost averaging is that if purchases of equal dollar amounts
are made at fluctuating prices, the aggregate average cost per unit will be less
than the average of the unit prices on the same purchase dates. However,
participation in this program does not assure you of a greater profit from your
purchases under the Program nor will it prevent or necessarily reduce losses in
a declining market.

Call or write us for instructions on how to enroll.

AUTOMATIC FUND REBALANCING PROGRAM
Once you have allocated your money among the Variable Sub-Accounts, the
performance of each Sub-Account may cause a shift in the percentage you
allocated to each Sub-Account. If you select our Automatic Fund Rebalancing
Program, we will automatically rebalance the Contract Value in each Variable
Sub-Account and return it to the desired percentage allocations. Money you
allocate to the Fixed Account will not be included in the rebalancing.

We will rebalance your account each quarter according to your instructions. We
will transfer amounts among the Variable Sub-Accounts to achieve the percentage
allocations you specify. You can change your allocations at any time by
contacting us in writing or by telephone. The new allocation will be effective
with the first rebalancing that occurs after we receive your request. We are not
responsible for rebalancing that occurs prior to receipt of your request.

Example:

18 PROSPECTUS

the next 2 months the bond market does very well while the stock market
performs poorly. At the end of the first quarter, the AIM V.I. Diversified
Income Variable Sub-Account now represents 50% of your holdings because of
its increase in value. If you choose to have your holdings rebalanced
quarterly, on the first day of the next quarter we would sell some of your
units in the AIM V.I. Diversified Income Variable Sub-Account and use the
money to buy more units in the AIM V.I. Growth Variable Sub-Account so that
the percentage allocations would again be 40% and 60% respectively.

The Automatic Fund Rebalancing Program is available only during the Accumulation
Phase. The transfers made under the Program do not count towards the
12 transfers you can make without paying a transfer fee, and are not subject to
a transfer fee.

Fund rebalancing is consistent with maintaining your allocation of investments
among market segments, although it is accomplished by reducing your Contract
Value allocated to the better performing segments.

EXPENSES
- -------------------------------------------------------------------

As a Contract owner, you will bear, directly or indirectly, the charges and
expenses described below.

CONTRACT MAINTENANCE CHARGE
During the Accumulation Phase, on each Contract Anniversary, we will deduct a
$35 contract maintenance charge from your Contract Value invested in each
Variable Sub-Account in proportion to the amount invested. We also will deduct a
full contract maintenance charge if you withdraw your entire Contract Value,
unless your Contract qualifies for a waiver, described below. During the Payout
Phase, we will deduct the charge proportionately from each income payment.

The charge is for the cost of maintaining each Contract and the Variable
Account. Maintenance costs include expenses we incur in billing and collecting
purchase payments; keeping records; processing death claims, cash withdrawals,
and policy changes; proxy statements; calculating Accumulation Unit Values and
income payments; and issuing reports to Contract owners and regulatory agencies.
We cannot increase the charge. We will waive this charge if:

- - total purchase payments equal $50,000 or more, or

- - all money is allocated to the Fixed Account on a Contract Anniversary.

MORTALITY AND EXPENSE RISK CHARGE
We deduct a mortality and expense risk charge daily at an annual rate of 1.35%
of the average daily net assets you have invested in the Variable Sub-Accounts.
The mortality and expense risk charge is for all the insurance benefits
available with your Contract (including our guarantee of annuity rates and the
death benefits), for certain expenses of the Contract, and for assuming the risk
(expense risk) that the current charges will be sufficient in the future to
cover the cost of administering the Contract. If the charges under the Contract
are not sufficient, then we will bear the loss.

We guarantee the mortality and expense risk charge and we cannot increase it. We
assess the mortality and expense risk charge during both the Accumulation Phase
and the Payout Phase.

ADMINISTRATIVE EXPENSE CHARGE
We deduct an administrative expense charge daily at an annual rate of 0.10% of
the average daily net assets you have invested in the Variable Sub-Accounts. We
intend this charge to cover actual administrative expenses that exceed the
revenues from the contract maintenance charge. There is no necessary
relationship between the amount of administrative charge imposed on a given
Contract and the amount of expenses that may be attributed to that Contract. We
assess this charge each day during the Accumulation Phase and the Payout Phase.
We guarantee that we will not raise this charge.

TRANSFER FEE
We do not currently impose a fee upon transfers among the investment
alternatives. However, we reserve the right to charge $10 per transfer after the
12th transfer in each Contract Year. We will not charge a transfer fee on
transfers that are part of a Dollar Cost Averaging Program or Automatic Fund
Rebalancing Program.

19 PROSPECTUS

purchase payment being withdrawn. A schedule showing how the charge declines
appears on page 7. During each Contract Year, you can withdraw up to 10% of
purchase payments without paying the charge. Unused portions of this 10%
"PREFERRED WITHDRAWAL AMOUNT" are not carried forward to future Contract Years.

We determine the withdrawal charge by:

- - multiplying the percentage corresponding to the number of complete years since
we received the purchase payment being withdrawn by;

- - the part of each purchase payment withdrawal that is in excess of the
Preferred Withdrawal Amount, adjusted by a Market Value Adjustment.

We will deduct withdrawal charges, if applicable, from the amount paid. For
purposes of the withdrawal charge, we will treat withdrawals as coming from the
oldest purchase payments first. However, for federal income tax purposes, please
note that withdrawals are considered to have come first from earnings in the
Contract. Thus, for tax purposes, earnings are considered to come out first,
which means you pay taxes on the earnings portion of your withdrawal.

We do not apply a withdrawal charge in the following situations:

- - on the Payout Start Date (a withdrawal charge may apply if you elect to
receive income payments for a specified period of less than 120 months);

- - the death of the Contract owner or Annuitant (unless the Settlement Value is
used);

- - withdrawals taken to satisfy IRS minimum distribution rules for the Contract;
or

- - withdrawals made after all purchase payments have been withdrawn.

We use the amounts obtained from the withdrawal charge to pay sales commissions
and other promotional or distribution expenses associated with marketing the
Contracts. To the extent that the withdrawal charge does not cover all sales
commissions and other promotional or distribution expenses, we may use any of
our corporate assets, including potential profit which may arise from the
mortality and expense risk charge or any other charges or fee described above,
to make up any difference.

Withdrawals may be subject to tax penalties or income tax and a Market Value
Adjustment. You should consult your own tax counsel or other tax advisers
regarding any withdrawals.

We reserve the right to waive the withdrawal charge with respect to Contracts
issued to employees and registered representatives of any broker-dealer that has
entered into a sales agreement with ALFS, Inc. ("ALFS") to sell the Contracts
and all wholesalers and their employees that are under agreement with ALFS to
wholesale the Contract.

PREMIUM TAXES
Currently, we do not make deductions for premium taxes under the Contract
because New York does not charge premium taxes on annuities. We may deduct taxes
that may be imposed in the future from purchase payments or the Contract Value
when the tax is incurred or at a later time.

DEDUCTION FOR SEPARATE ACCOUNT INCOME TAXES
We are not currently making a provision for taxes. In the future, however, we
may make a provision for taxes if we determine, in our sole discretion, that we
will incur a tax as a result of the operation of the Variable Account. We will
deduct for any taxes we incur as a result of the operation of the Variable
Account, whether or not we previously made a provision for taxes and whether or
not it was sufficient. Our status under the Internal Revenue Code is briefly
described in the Statement of Additional Information.

OTHER EXPENSES
Each Fund deducts advisory fees and other expenses from its assets. You
indirectly bear the charges and expenses of the Funds whose shares are held by
the Variable Sub-Accounts. These fees and expenses are described in the
accompanying prospectus for the Funds. For a summary of these charges and
expenses, see page 8 above. We may receive compensation from A I M Advisors,
Inc., for administrative services we provide to the Funds.

ACCESS TO YOUR MONEY
- -------------------------------------------------------------------

You can withdraw some or all of your Contract Value at any time prior to the
Payout Start Date. Withdrawals also are available under limited circumstances on
or after the Payout Start Date. See "Income Plans" on page 22.

20 PROSPECTUS

The amount payable upon withdrawal is the Contract Value next computed after we
receive the request for a withdrawal at our service center, adjusted by any
Market Value Adjustment, less any withdrawal charges, contract maintenance
charges, income tax withholding, penalty tax, and any premium taxes. We will pay
withdrawals from the Variable Account within 7 days of receipt of the request,
subject to postponement in certain circumstances.

You can withdraw money from the Variable Account or the Fixed Account. To
complete a partial withdrawal from the Variable Account, we will cancel
Accumulation Units in an amount equal to the withdrawal and any applicable
withdrawal charge and premium taxes.

You have the opportunity to name the investment alternative(s) from which you
are taking the withdrawal. If none is specified, we will deduct your withdrawal
pro-rata from the investment alternatives according to the value of your
investments therein.

In general, you must withdraw at least $50 at a time. You also may withdraw a
lesser amount if you are withdrawing your entire interest in a Variable Sub-
Account.

If you request a total withdrawal, we may require that you return your Contract
to us.

POSTPONEMENT OF PAYMENTS
We may postpone the payment of any amounts due from the Variable Account under
the Contract if:

1. The New York Stock Exchange is closed for other than usual weekends or
holidays, or trading on the Exchange is otherwise restricted;

2. An emergency exists as defined by the SEC; or

3. The SEC permits delay for your protection.

In addition, we may delay payments or transfers from the Fixed Account for up to
6 months or shorter period if required by law. If we delay payment or transfer
for 10 days or more, we will pay interest as required by law. Any interest would
be payable from the date we receive the withdrawal request to the date we make
the payment or transfer.

SYSTEMATIC WITHDRAWAL PROGRAM
You may choose to receive systematic withdrawal payments on a monthly,
quarterly, semi-annual, or annual basis at any time prior to the Payout Start
Date. The minimum amount of each systematic withdrawal is $50. At our
discretion, systematic withdrawals may not be offered in conjunction with the
Dollar Cost Averaging or the Automatic Fund Rebalancing Programs.

Depending on fluctuations in the accumulation unit value of the Variable
Sub-Accounts and the value of the Fixed Account, systematic withdrawals may
reduce or even exhaust the Contract Value. Income taxes may apply to systematic
withdrawals. Please consult your tax advisor before taking any withdrawal.

We will make systematic withdrawal payments to you or your designated payee. We
may modify or suspend the Systematic Withdrawal Program and charge a processing
fee for the service. If we modify or suspend the Systematic Withdrawal Program,
existing systematic withdrawal payments will not be affected.

MINIMUM CONTRACT VALUE
If your request for a partial withdrawal would reduce the amount in any
Guarantee Period to less than $500, we will treat it as a request to withdraw
the entire amount invested in such Guarantee Period. In addition, if your
request for a partial withdrawal would reduce the Contract Value to less than
$1,000, we may treat it as a request to withdraw your entire Contract Value.
Your Contract will terminate if you withdraw all of your Contract Value. We
will, however, ask you to confirm your withdrawal request before terminating
your Contract. If we terminate your Contract, we will distribute to you its
Contract Value, adjusted by any applicable Market Value Adjustment, less
withdrawal and other charges, and applicable taxes. Your Contract will terminate
if you withdraw all of your Contract Value.

21 PROSPECTUS

INCOME PAYMENTS
- -------------------------------------------------------------------

PAYOUT START DATE
The Payout Start Date is the day that we apply your money to an Income Plan. The
Payout Start Date must be no later than the Annuitant's 90th birthday.

You may change the Payout Start Date at any time by notifying us in writing of
the change at least 30 days before the scheduled Payout Start Date. Absent a
change, we will use the Payout Start Date stated in your Contract.

INCOME PLANS
An "Income Plan" is a series of payments on a scheduled basis to you or to
another person designated by you. You may choose and change your choice of
Income Plan until 30 days before the Payout Start Date. If you do not select an
Income Plan, we will make income payments in accordance with Income Plan 1 with
guaranteed payments for 10 years. After the Payout Start Date, you may not make
withdrawals (except as described below) or change your choice of Income Plan.

Three Income Plans are available under the Contract. Each is available to
provide:

- - fixed income payments;

- - variable income payments; or

- - a combination of the two.

The three Income Plans are:

INCOME PLAN 1 -- LIFE INCOME WITH GUARANTEED PAYMENTS. Under this plan, we make
periodic income payments for at least as long as the Annuitant lives. If the
Annuitant dies before we have made all of the guaranteed income payments, we
will continue to pay the remainder of the guaranteed income payments as required
by the Contract.

INCOME PLAN 2 -- JOINT AND SURVIVOR LIFE INCOME WITH GUARANTEED PAYMENTS. Under
this plan, we make periodic income payments for at least as long as either the
Annuitant or the joint Annuitant is alive. If both the Annuitant and the joint
Annuitant die before we have made all of the guaranteed income payments, we will
continue to pay the remainder of the guaranteed income payments as required by
the Contract.

INCOME PLAN 3 -- GUARANTEED PAYMENTS FOR A SPECIFIED PERIOD (5 YEARS TO 30
YEARS). Under this plan, we make periodic income payments for the period you
have chosen. These payments do not depend on the Annuitant's life. Income
payments for less than 120 months may be subject to a withdrawal charge. We will
deduct the mortality and expense risk charge from the Variable Sub-Account
assets that support the variable income payments even though we may not bear any
mortality risk.

The length of any guaranteed payment period under your selected Income Plan
generally will affect the dollar amounts of each income payment. As a general
rule, longer guarantee periods result in lower income payments, all other things
being equal. For example, if you choose an Income Plan with payments that depend
on the life of the Annuitant but with no minimum specified period for guaranteed
payments, the income payments generally will be greater than the income payments
made under the same Income Plan with a minimum specified period for guaranteed
payments.

If you choose Income Plan 1 or 2, or, if available, another Income Plan with
payments that continue for the life of the Annuitant or joint Annuitant, we may
require proof of age and sex of the Annuitant or joint Annuitant before starting
income payments, and proof that the Annuitant or joint Annuitant is alive before
we make each payment. Please note that under such Income Plans, if you elect to
take no minimum guaranteed payments, it is possible that the payee could receive
only 1 income payment if the Annuitant and any joint Annuitant both die before
the second income payment, or only 2 income payments if they die before the
third income payment, and so on.

Generally, you may not make withdrawals after the Payout Start Date. One
exception to this rule applies if you are receiving variable income payments
that do not depend on the life of the Annuitant (such as under Income Plan 3).
In that case you may terminate all or part of the Variable Account portion of
the income payments at any time and receive a lump sum equal to the present
value of the remaining variable payments associated with the amount withdrawn.
To determine the present value of any remaining variable income payments being
withdrawn, we use a discount rate equal to the assumed annual investment rate
that we use to compute such variable income payments. The minimum amount you may
withdraw under this feature is $1,000. A withdrawal charge may apply. We deduct
applicable premium taxes from the Contract Value at the Payout Start Date.

We may make other Income Plans available. You may obtain information about them
by writing or calling us.

You must apply at least the Contract Value in the Fixed Account on the Payout
Start Date to fixed income payments. If you wish to apply any portion of your
Fixed Account balance to provide variable income payments, you should plan ahead
and transfer that amount to the Variable Sub-Accounts prior to the Payout Start
Date. If you do not tell us how to allocate your Contract Value among fixed and
variable income payments, we will apply your Contract Value in the Variable
Account to variable income payments and your

22 PROSPECTUS

Contract Value in the Fixed Account to fixed income payments.

We will apply your Contract Value, adjusted by a Market Value Adjustment, less
applicable taxes to your Income Plan on the Payout Start Date. If the amount
available to apply under an Income Plan is less than $2,000 or not enough to
provide an initial payment of at least $20, and state law permits, we may:

- - pay you the Contract Value, adjusted by any Market Value Adjustment and less
any applicable taxes, in a lump sum instead of the periodic payments you have
chosen; or

- - reduce the frequency of your payments so that each payment will be at least
$20.

VARIABLE INCOME PAYMENTS
The amount of your variable income payments depends upon the investment results
of the Variable Sub-Accounts you select, the premium taxes you pay, the age and
sex of the Annuitant, and the Income Plan you choose. We guarantee that the
payments will not be affected by (a) actual mortality experience and (b) the
amount of our administration expenses.

We cannot predict the total amount of your variable income payments. Your
variable income payments may be more or less than your total purchase payments
because (a) variable income payments vary with the investment results of the
underlying Funds and (b) the Annuitant could live longer or shorter than we
expect based on the tables we use.

In calculating the amount of the periodic payments in the annuity tables in the
Contract, we assumed an annual investment rate of 3%. If the actual net
investment return of the Variable Sub-Accounts you choose is less than this
assumed investment rate, then the dollar amount of your variable income payments
will decrease. The dollar amount of your variable income payments will increase,
however, if the actual net investment return exceeds the assumed investment
rate. The dollar amount of the variable income payments stays level if the net
investment return equals the assumed investment rate. Please refer to the
Statement of Additional Information for more detailed information as to how we
determine variable income payments.

FIXED INCOME PAYMENTS
We guarantee income payment amounts derived from the Fixed Account for the
duration of the Income Plan. We calculate the fixed income payments by:

1. adjusting the portion of the Contract Value in the Fixed Account on the
Payout Start Date by any applicable Market Value Adjustment;

2. deducting any applicable premium tax; and

3. applying the resulting amount to the greater of (a) the appropriate value
from the income payment table in your Contract or (b) such other value as we are
offering at that time.

We may defer making fixed income payments for a period of up to 6 months or such
shorter time as state law may require. If we defer payments for 10 business days
or more, we will pay interest as required by law from the date we receive the
withdrawal request to the date we make payment.

CERTAIN EMPLOYEE BENEFIT PLANS
The Contracts offered by this prospectus contain income payment tables that
provide for different payments to men and women of the same age. However, we
reserve the right to use income payment tables that do not distinguish on the
basis of sex to the extent permitted by law. In certain employment-related
situations, employers are required by law to use the same income payment tables
for men and women. Accordingly, if the Contract is to be used in connection with
an employment-related retirement or benefit plan, you should consult with legal
counsel as to whether the purchase of a Contract is appropriate. For qualified
plans, where it is appropriate, we may use income payment tables that do not
distinguish on the basis of sex.

DEATH BENEFITS
- -------------------------------------------------------------------

We will pay a death benefit if, prior to the Payout Start Date:

1. any Contract owner dies; or

2. the Annuitant dies, if the Contract owner is not a natural person.

We will pay the death benefit to the new Contract owner who is determined
immediately after the death. The new Contract owner would be a surviving
Contract owner or, if none, the Beneficiary(ies). In the case of

23 PROSPECTUS

the death of an Annuitant, we will pay the death benefit to the current Contract
owner.

DEATH BENEFIT AMOUNT. Prior to the Payout Start Date, the death benefit is equal
to the greatest of:

1. the Contract Value as of the date we determine the death benefit; or

2. the Settlement Value (that is, the amount payable on a full withdrawal of
Contract Value) on the date we determine the death benefit; or

3. the Contract Value on the DEATH BENEFIT ANNIVERSARY immediately preceding the
date we determine the death benefit, adjusted by any purchase payments, partial
withdrawals and charges made since that Death Benefit Anniversary. A "Death
Benefit Anniversary" is every seventh Contract Anniversary beginning with the
Issue Date. For example, the Issue Date, 7th and 14th Contract Anniversaries are
the first three Death Benefit Anniversaries; or

4. the greatest of the Anniversary Values as of the date we determine the death
benefit. An "Anniversary Value" is equal to the Contract Value on a Contract
Anniversary, increased by purchase payments made since that Anniversary and
reduced by the amount of any partial withdrawals since that anniversary.
Anniversary Values will be calculated for each Contract Anniversary prior to the
earlier of:

(i) the date we determine the death benefit; or

(ii) the deceased's 75th birthday or 5 years after the Issue Date, if later.

We will determine the value of the death benefit as of the end of the Valuation
Date on which we receive a complete request for payment of the death benefit,
which includes Due Proof of Death. If we receive a request after 4:00 p.m.
Eastern Time (3:00 p.m. Central Time) on a Valuation Date, we will process the
request as of the end of the following Valuation Date.

We will not settle any death claim until we receive Due Proof of Death. We will
accept the following documentation as Due Proof of Death:

- - a certified copy of a death certificate; or

- - a certified copy of a decree of a court of competent jurisdiction as to a
finding of death; or

- - any other proof acceptable to us.

DEATH BENEFIT PAYMENTS. A death benefit will be paid:

1. if the Contract owner elects to receive the death benefit distributed in a
single payment within 180 days of the date of death, and

2. if the death benefit is paid as of the day the value of the death benefit is
determined.

Otherwise, the Settlement Value will be paid. We reserve the right to waive the
180 day limit on a non-discriminatory basis. The Settlement Value paid will be
the Settlement Value next computed on or after the requested distribution date
for payment, or on the mandatory distribution date of 5 years after the date of
death. The Contract owner may make a single withdrawal of any amount within one
year of the date of death without incurring a withdrawal charge. However, any
applicable Market Value Adjustment, determined as of the date of the withdrawal,
will apply.

In any event, the entire value of the Contract must be distributed within 5
years after the date of death unless an Income Plan is elected or a surviving
spouse continues the Contract in accordance with the provisions described below.

If the Contract owner eligible to receive the death benefit is not a natural
person, the Contract owner may elect to receive the distribution upon death in
one or more distributions.

If the Contract owner is a natural person, the Contract owner may elect to
receive the distribution upon death either in one or more distributions, or by
periodic payments through an Income Plan. Payments from the Income Plan must
begin within one year of the date of death and must be payable throughout:

- - the life of the Contract owner; or

- - a period not to exceed the life expectancy of the Contract owner; or

- - the life of the Contract owner with payments guaranteed to a period not to
exceed the life expectancy of the Contract owner.

If the surviving spouse of the deceased Contract owner is the sole new Contract
owner, then the spouse may elect one of the options listed above or may continue
the Contract in the Accumulation Phase as if the death had not occurred. The
Contract may only be continued once. If the Contract is continued in the
Accumulation Phase, the surviving spouse may make a single withdrawal of any
amount within one year of the date of death without incurring a withdrawal
charge. However, any applicable Market Value Adjustment, determined as of the
date of the withdrawal, will apply.

24 PROSPECTUS

MORE INFORMATION
- -------------------------------------------------------------------

ALLSTATE NEW YORK
Allstate New York is the issuer of the Contract. Allstate New York is a stock
life insurance company organized under the laws of the State of New York.
Allstate New York was incorporated in 1967 and was known as "Financial Life
Insurance Company" from 1967 to 1978. From 1978 to 1984, Allstate New York was
known as "PM Life Insurance Company." Since 1984 the company has been known as
"Allstate Life Insurance Company of New York."

Allstate New York is currently licensed to operate in New York. Our home office
is One Allstate Drive, Farmingville, New York 11738. Our service center is
located in Vernon Hills, Illinois.

Allstate New York is a wholly owned subsidiary of Allstate Life Insurance
Company ("Allstate Life"), a stock life insurance company incorporated under the
laws of the State of Illinois. Allstate Life is a wholly owned subsidiary of
Allstate Insurance Company, a stock property-liability insurance company
incorporated under the laws of Illinois. With the exception of the directors
qualifying shares, all of the outstanding capital stock of Allstate Insurance
Company is owned by The Allstate Corporation.

Independent rating agencies regularly evaluate life insurers' claims-paying
ability, quality of investments, and overall stability. A.M. Best Company
assigns an A+ (Superior) financial strength rating to Allstate Life, which
results in an A+g rating to Allstate New York due to its group affiliation with
Allstate Life. Standard & Poor's assigns an AA+ (Very Strong) financial strength
rating and Moody's Investors Service assigns an Aa2 (Excellent) financial
strength rating to Allstate New York, sharing the same ratings of its parent,
Allstate Life. These ratings do not reflect the investment performance of the
Variable Account. We may from time to time advertise these ratings in our sales
literature.

THE VARIABLE ACCOUNT
Allstate New York established the Allstate Life of New York Separate Account A
on December 15, 1995. We have registered the Variable Account with the SEC as a
unit investment trust. The SEC does not supervise the management of the Variable
Account or Allstate New York.

We own the assets of the Variable Account. The Variable Account is a segregated
asset account under New York law. That means we account for the Variable
Account's income, gains and losses separately from the results of our other
operations. It also means that only the assets of the Variable Account that are
in excess of the reserves and other Contract liabilities with respect to the
Variable Account are subject to liabilities relating to our other operations.
Our obligations arising under the Contracts are general corporate obligations of
Allstate New York.

The Variable Account consists of multiple Variable Sub-Accounts, 16 of which are
available through the Contracts. Each Variable Sub-Account invests in a
corresponding Fund. We may add new Variable Sub-Accounts or eliminate one or
more of them, if we believe marketing, tax, or investment conditions so warrant.
We do not guarantee the investment performance of the Variable Account, its
Sub-Accounts or the Funds. We may use the Variable Account to fund our other
annuity contracts. We will account separately for each type of annuity contract
funded by the Variable Account.

THE FUNDS

DIVIDENDS AND CAPITAL GAIN DISTRIBUTIONS. We automatically reinvest all
dividends and capital gains distributions from the Funds in shares of the
distributing Fund at their net asset value.

VOTING PRIVILEGES. As a general matter, you do not have a direct right to vote
the shares of the Funds held by the Variable Sub-Accounts to which you have
allocated your Contract Value. Under current law, however, you are entitled to
give us instructions on how to vote those shares on certain matters. Based on
our present view of the law, we will vote the shares of the Funds that we hold
directly or indirectly through the Variable Account in accordance with
instructions that we receive from Contract owners entitled to give such
instructions.

As a general rule, before the Payout Start Date, the Contract owner or anyone
with a voting interest is the person entitled to give voting instructions. The
number of shares that a person has a right to instruct will be determined by
dividing the Contract Value allocated to the applicable Variable Sub-Account by
the net asset value per share of the corresponding Fund as of the record date of
the meeting. After the Payout Start Date, the person receiving income payments
has the voting interest. The payee's number of votes will be determined by
dividing the reserve for such Contract allocated to the applicable Variable
Sub-Account by the net asset value per share of the corresponding Fund. The
votes decrease as income payments are made and as the reserves for the Contract
decrease.

We will vote shares attributable to Contracts for which we have not received
instructions, as well as shares attributable to us, in the same proportion as we
vote shares for which we have received instructions, unless we determine that we
may vote such shares in our own discretion. We will apply voting instructions to
abstain

25 PROSPECTUS

on any item to be voted on a pro-rata basis to reduce the votes eligible to be
cast.

We reserve the right to vote Fund shares as we see fit without regard to voting
instructions to the extent permitted by law. If we disregard voting
instructions, we will include a summary of that action and our reasons for that
action in the next semi-annual financial report we send to you.

CHANGES IN FUNDS. If the shares of any of the Funds are no longer available for
investment by the Variable Account or if, in our judgment, further investment in
such shares is no longer desirable in view of the purposes of the Contract, we
may eliminate that Fund and substitute shares of another eligible investment
fund. Any substitution of securities will comply with the requirements of the
1940 Act. We also may add new Variable Sub-Accounts that invest in underlying
Funds. We will notify you in advance of any changes.

CONFLICTS OF INTEREST. Certain of the Funds sell their shares to Variable
Accounts underlying both variable life insurance and variable annuity contracts.
It is conceivable that in the future it may be unfavorable for variable life
insurance Variable Accounts and variable annuity Variable Accounts to invest in
the same Fund. The boards of directors of these Funds monitor for possible
conflicts among Variable Accounts buying shares of the Funds. Conflicts could
develop for a variety of reasons. For example, differences in treatment under
tax and other laws or the failure by a Variable Account to comply with such laws
could cause a conflict. To eliminate a conflict, a Fund's board of directors may
require a Variable Account to withdraw its participation in a Fund. A Fund's net
asset value could decrease if it had to sell investment securities to pay
redemption proceeds to a Variable Account withdrawing because of a conflict.

THE CONTRACT

DISTRIBUTION. ALFS, Inc.("ALFS"), located at 3100 Sanders Road, Northbrook,
Illinois 60062, serves as principal underwriter of the Contracts. ALFS is a
wholly owned subsidiary of Allstate Life Insurance Company. ALFS is a registered
broker dealer under the Securities and Exchange Act of 1934, as amended
("EXCHANGE ACT"), and is a member of the National Association of Securities
Dealers, Inc.

We will pay commissions to broker-dealers who sell the Contracts. Commissions
paid may vary, but we estimate that the total commissions paid on all Contract
sales will not exceed 8 1/2% of any purchase payments. Sometimes, we also pay
the broker-dealer a persistency bonus in addition to the standard commissions. A
persistency bonus is not expected to exceed .56%, on an annual basis, of the
purchase payments considered in connection with the bonus. These commissions are
intended to cover distribution expenses.

Allstate New York does not pay ALFS a commission for distribution of the
Contracts. The underwriting agreement with ALFS provides that we will reimburse
ALFS for any liability to Contract owners arising out of services rendered or
Contracts issued.

ADMINISTRATION. We have primary responsibility for all administration of the
Contracts and the Variable Account.

We provide the following administrative services, among others:

- - issuance of the Contracts;

- - maintenance of Contract owner records;

- - Contract owner services;

- - calculation of unit values;

- - maintenance of the Variable Account; and

- - preparation of Contract owner reports.

We will send you Contract statements and transaction confirmations at least
annually. The annual statement details values and specific Contract data for
each particular Contract. You should notify us promptly in writing of any
address change. You should read your statements and confirmations carefully and
verify their accuracy. You should contact us promptly if you have a question
about a periodic statement. We will investigate all complaints and make any
necessary adjustments retroactively, but you must notify us of a potential error
within a reasonable time after the date of the questioned statement. If you wait
too long, we will make the adjustment as of the date that we receive notice of
the potential error.

We also will provide you with additional periodic and other reports, information
and prospectuses as may be required by federal securities laws.

QUALIFIED PLANS
If you use the Contract with a qualified plan (a Contract issued with a
qualified plan is a "Qualified Contract"), the plan may impose different or
additional conditions or limitations on withdrawals, waivers of withdrawal
charges, death benefits, Payout Start Dates, income payments, and other Contract
features. In addition, adverse tax consequences may result if qualified plan
limits on distributions and other conditions are not met. Please consult your
qualified plan administrator for more information.

26 PROSPECTUS

LEGAL MATTERS
Foley & Lardner, Washington, D.C., has advised Allstate New York on certain
federal securities law matters. All matters of New York law pertaining to the
Contracts, including the validity of the Contracts and Allstate New York's right
to issue such Contracts under New York insurance law, have been passed upon by
Michael J. Velotta, General Counsel of Allstate New York.

TAXES
- -------------------------------------------------------------------

THE FOLLOWING DISCUSSION IS GENERAL AND IS NOT INTENDED AS TAX ADVICE. ALLSTATE
NEW YORK MAKES NO GUARANTEE REGARDING THE TAX TREATMENT OF ANY CONTRACT OR
TRANSACTION INVOLVING A CONTRACT.

Federal, state, local and other tax consequences of ownership or receipt of
distributions under an annuity contract depend on your individual circumstances.
If you are concerned about any tax consequences with regard to your individual
circumstances, you should consult a competent tax adviser.

TAXATION OF ANNUITIES IN GENERAL

TAX DEFERRAL. Generally, you are not taxed on increases in the Contract Value
until a distribution occurs. This rule applies only where:

1. the Contract owner is a natural person,

2. the investments of the Variable Account are "adequately diversified"
according to Treasury Department regulations, and

3. Allstate New York is considered the owner of the Variable Account assets for
federal income tax purposes.

NON-NATURAL OWNERS. As a general rule, annuity contracts owned by non-natural
persons such as corporations, trusts, or other entities are not treated as
annuity contracts for federal income tax purposes. The income on such contracts
is taxed as ordinary income received or accrued by the owner during the taxable
year. Please see the Statement of Additional Information for a discussion of
several exceptions to the general rule for Contracts owned by non-natural
persons.

DIVERSIFICATION REQUIREMENTS. For a Contract to be treated as an annuity for
federal income tax purposes, the investments in the Variable Account must be
"adequately diversified" consistent with standards under Treasury Department
regulations. If the investments in the Variable Account are not adequately
diversified, the contract will not be treated as an annuity contract for federal
income tax purposes. As a result, the income on the Contract will be taxed as
ordinary income received or accrued by the owner during the taxable year.
Although Allstate New York does not have control over the Funds or their
investments, we expect the Funds to meet the diversification requirements.

OWNERSHIP TREATMENT. The IRS has stated that you will be considered the owner of
Variable Account assets if you possess incidents of ownership in those assets,
such as the ability to exercise investment control over the assets. At the time
the diversification regulations were issued, the Treasury Department announced
that the regulations do not provide guidance concerning circumstances in which
investor control of the Variable Account investments may cause an investor to be
treated as the owner of the Variable Account. The Treasury Department also
stated that future guidance would be issued regarding the extent that owners
could direct sub-account investments without being treated as owners of the
underlying assets of the Variable Account.

Your rights under the Contract are different than those described by the IRS in
rulings in which it found that contract owners were not owners of Variable
Account assets. For example, you have the choice to allocate premiums and
Contract Values among more investment alternatives. Also, you may be able to
transfer among investment alternatives more frequently than in such rulings.
These differences could result in you being treated as the owner of the Variable
Account. If this occurs, income and gain from the Variable Account assets would
be includible in your gross income. Allstate New York does not know what
standards will be set forth in any regulations or rulings which the Treasury
Department may issue. It is possible that future standards announced by the
Treasury Department could adversely affect the tax treatment of your Contract.
We reserve the right to modify the Contract as necessary to attempt to prevent
you from being considered the federal tax owner of the assets of the Variable
Account. However, we make no guarantee that such modification to the Contract
will be successful.

27 PROSPECTUS

investment in the Contract. The investment in the Contract is the gross premium
paid for the Contract minus any amounts previously received from the Contract if
such amounts were properly excluded from your gross income. If you make a
partial withdrawal under a Qualified Contract, the portion of the payment that
bears the same ratio to the total payment that the investment in the Contract
(i.e., nondeductible IRA contributions, after tax contributions to qualified
plans) bears to the contract value, is excluded from your income. If you make a
full withdrawal under a non-Qualified Contract or a Qualified Contract, the
amount received will be taxable only to the extent it exceeds the investment in
the contract.

"Nonqualified distributions" from Roth IRAs are treated as made from
contributions first and are included in gross income only to the extent that
distributions exceed contributions. "Qualified distributions" from Roth IRAs are
not included in gross income. "Qualified distributions" are any distributions
made more than 5 taxable years after the taxable year of the first contribution
to any Roth IRA and which are:

- - made on or after the date the individual attains age 59 1/2,

- - made to a beneficiary after the Contract owner's death,

- - attributable to the Contract owner being disabled, or

- - for a first time home purchase (first time home purchases are subject to a
lifetime limit of $10,000).

If you transfer a non-Qualified Contract without full and adequate consideration
to a person other than your spouse (or to a former spouse incident to a
divorce), you will be taxed on the difference between the Contract Value and the
investment in the Contract at the time of transfer. Except for certain Qualified
Contracts, any amount you receive as a loan under a Contract, and any assignment
or pledge (or agreement to assign or pledge) of the Contract Value is treated as
a withdrawal of such amount or portion.

TAXATION OF ANNUITY PAYMENTS. Generally, the rule for income taxation of annuity
payments received from a non-Qualified Contract provides for the return of your
investment in the Contract in equal tax-free amounts over the payment period.
The balance of each payment received is taxable. For fixed annuity payments, the
amount excluded from income is determined by multiplying the payment by the
ratio of the investment in the Contract (adjusted for any refund feature or
period certain) to the total expected value of annuity payments for the term of
the contract. If you elect variable annuity payments, the amount excluded from
taxable income is determined by dividing the investment in the Contract by the
total number of expected payments. The annuity payments will be fully taxable
after the total amount of the investment in the Contract is excluded using these
ratios. If you die, and annuity payments cease before the total amount of the
investment in the Contract is recovered, the unrecovered amount will be allowed
as a deduction for your last taxable year.

TAXATION OF ANNUITY DEATH BENEFITS. Death of a Contract owner, or death of the
Annuitant if the Contract is owned by a non-natural person, will cause a
distribution of death benefits from a Contract. Generally, such amounts are
included in income as follows:

1. if distributed in a lump sum, the amounts are taxed in the same manner as a
full withdrawal; or

2. if distributed under an annuity option, the amounts are taxed in the same
manner as an annuity payment. Please see the Statement of Additional Information
for more detail on distribution at death requirements.

Penalty Tax on Premature Distributions. A 10% penalty tax applies to the taxable
amount of any premature distribution from a non-Qualified Contract. The penalty
tax generally applies to any distribution made prior to the date you attain age
59 1/2. However, no penalty tax is incurred on distributions:

1. made on or after the date the Contract owner attains age 59 1/2;

2. made as a result of the Contract owner's death or disability; 0

3. made in substantially equal periodic payments over the owner's life or life
expectancy;

4. made under an immediate annuity; or

5. attributable to investment in the contract before August 14, 1982.

You should consult a competent tax advisor to determine if any other exceptions
to the penalty apply to your situation. Similar exceptions may apply to
distributions from Qualified Contracts.

AGGREGATION OF ANNUITY CONTRACTS. All non-qualified deferred annuity contracts
issued by Allstate New York (or its affiliates) to the same Contract owner
during any calendar year will be aggregated and treated as one annuity contract
for purposes of determining the taxable amount of a distribution.

TAX QUALIFIED CONTRACTS
Contracts may be used as investments with certain qualified plans such as:

- - Individual Retirement Annuities or Accounts (IRAs) under Section 408 of the
Code;

28 PROSPECTUS

- - Roth IRAs under Section 408A of the Code;

- - Simplified Employee Pension Plans under Section 408(k) of the Code;

- - Savings Incentive Match Plans for Employees (SIMPLE) Plans under Section
408(p) of the Code;

- - Tax Sheltered Annuities under Section 403(b) of the Code;

- - Corporate and Self Employed Pension and Profit Sharing Plans; and

- - State and Local Government and Tax-Exempt Organization Deferred Compensation
Plans.

The income on qualified plans and IRA investments is tax deferred and variable
annuities held by such plans do not receive any additional tax deferral. You
should review the annuity features, including all benefits and expenses, prior
to purchasing a variable annuity in a qualified plan or IRA. Allstate New York
reserves the right to limit the availability of the Contract for use with any of
the Qualified Plans listed above. In the case of certain qualified plans, the
terms of the plans may govern the right to benefits, regardless of the terms of
the Contract.

RESTRICTIONS UNDER SECTION 403(B) PLANS. Section 403(b) of the Tax Code provides
tax-deferred retirement savings plans for employees of certain non-profit and
educational organizations. Under Section 403(b), any Contract used for a
403(b) plan must provide that distributions attributable to salary reduction
contributions made after December 31, 1998, and all earnings on salary reduction
contributions, may be made only:

1. on or after the date the employee:

- attains age 59 1/2,

- separates from service,

- dies,

- becomes disabled, or

2. on account of hardship (earnings on salary reduction contributions may not be
distributed on account of hardship).

These limitations do not apply to withdrawals where Allstate New York is
directed to transfer some or all of the Contract Value to another 403(b) plan.

INCOME TAX WITHHOLDING

Allstate New York is required to withhold federal income tax at a rate of 20% on
all "eligible rollover distributions" unless you elect to make a "direct
rollover" of such amounts to an IRA or eligible retirement plan. Eligible
rollover distributions generally include all distributions from Qualified
Contracts, excluding IRAs, with the exception of:

1. required minimum distributions, or

2. a series of substantially equal periodic payments made over a period of at
least 10 years, or

3. over the life (joint lives) of the participant (and beneficiary).

Allstate New York may be required to withhold federal and state income taxes on
any distributions from non-Qualified Contracts or Qualified Contracts that are
not eligible rollover distributions, unless you notify us of your election to
not have taxes withheld.

29 PROSPECTUS

ANNUAL REPORTS AND OTHER DOCUMENTS
- -------------------------------------------------------------------

Allstate New York's annual report on Form 10-K for the year ended December 31,
2000 is incorporated herein by reference, which means that it is legally a part
of this prospectus.

After the date of this prospectus and before we terminate the offering of the
securities under this prospectus, all documents or reports we file with the SEC
under the Exchange Act are also incorporated herein by reference, which means
that they also legally become a part of this prospectus.

Statements in this prospectus, or in documents that we file later with the SEC
and that legally become a part of this prospectus, may change or supersede
statements in other documents that are legally part of this prospectus.
Accordingly, only the statement that is changed or replaced will legally be a
part of this prospectus.

We file our Exchange Act documents and reports, including our annual and
quarterly reports on Form 10-K and Form 10-Q electronically on the SEC's "EDGAR"
system using the identifying number CIK No. 0000948255. The SEC maintains a Web
site that contains reports, proxy and information statements and other
information regarding registrants that file electronically with the SEC. The
address of the site is http://www.sec.gov. You also can view these materials at
the SEC's Public Reference Room at 450 Fifth Street, N.W., Washington, D.C.
20549. For more information on the operations of SEC's Public Reference Room,
call 1-800-SEC-0330.

If you have received a copy of this prospectus, and would like a free copy of
any document incorporated herein by reference (other than exhibits not
specifically incorporated by reference into the text of such documents), please
write or call us at Customer Service, 300 North Milwaukee Ave., Vernon Hills, IL
60061 (telephone: 1-800-692-4682).

30 PROSPECTUS

PERFORMANCE INFORMATION
- -------------------------------------------------------------------

We may advertise the performance of the Variable Sub-Accounts, including yield
and total return information. Yield refers to the income generated by an
investment in a Variable Sub-Account over a specified period. Total return
represents the change, over a specified period of time, in the value of an
investment in a Variable Sub-Account after reinvesting all income distributions.

All performance advertisements will include, as applicable, standardized yield
and total return figures that reflect the deduction of insurance charges, the
contract maintenance charge, and withdrawal charge. Performance advertisements
also may include total return figures that reflect the deduction of insurance
charges, but not the contract maintenance or withdrawal charges. The deduction
of such charges would reduce the performance shown. In addition, performance
advertisements may include aggregate, average, year-by-year, or other types of
total return figures.

Performance information for periods prior to the inception date of the Variable
Sub-Accounts will be based on the historical performance of the corresponding
Funds for the periods beginning with the inception dates of the Funds and
adjusted to reflect current Contract expenses. You should not interpret these
figures to reflect actual historical performance of the Variable Account.

We may include in advertising and sales materials tax deferred compounding
charts and other hypothetical illustrations that compare currently taxable and
tax deferred investment programs based on selected tax brackets. Our
advertisements also may compare the performance of our Variable Sub-Accounts
with: (a) certain unmanaged market indices, including but not limited to the Dow
Jones Industrial Average, the Standard & Poor's 500, and the Shearson Lehman
Bond Index; and/or (b) other management investment companies with investment
objectives similar to the underlying funds being compared. In addition, our
advertisements may include the performance ranking assigned by various
publications, including the Wall Street Journal, Forbes, Fortune, Money,
Barron's, Business Week, USA Today, and statistical services, including Lipper
Analytical Services Mutual Fund Survey, Lipper Annuity and Closed End Survey,
the Variable Annuity Research Data Survey, and SEI.

31 PROSPECTUS

EXPERTS
- -------------------------------------------------------------------

The financial statements of Allstate New York as of December 31, 2000 and 1999
and for each of the three years in the period ended December 31, 2000 and the
related financial statement schedules incorporated herein by reference from the
Annual Report on Form 10-K of Allstate Life of New York and from the Statement
of Additional Information, have been audited by Deloitte & Touche LLP,
independent auditors, as stated in their report incorporated herein by
reference, and have been so incorporated in reliance upon the report of such
firm given upon their authority as experts in accounting and auditing.

The financial statements of the Variable Account as of December 31, 2000 and for
each of the periods in the two years then ended incorporated herein by
reference, from the Statement of Additional Information, have been audited by
Deloitte & Touche LLP, independent auditors, as stated in their report
incorporated herein by reference, and have been so incorporated in reliance upon
the report of such firm given upon their authority as experts in accounting and
auditing.

32 PROSPECTUS

APPENDIX A
- -------------------------------------------------------------------

ACCUMULATION UNIT VALUE AND NUMBER
OF ACCUMULATION UNITS OUTSTANDING FOR
EACH VARIABLE SUB-ACCOUNT SINCE INCEPTION*

FOR THE PERIOD JANUARY 1*
THROUGH DECEMBER 31
-----------------------------------------------
1996 1997 1998 1999
-------- ---------- ---------- ----------

AIM V.I. AGGRESSIVE GROWTH SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period........... N/A N/A N/A $10.00
Accumulation Unit Value, End of Period................. N/A N/A N/A $13.988
Number of Units Outstanding, End of Period............. N/A N/A N/A 12,661
AIM V.I. BALANCED SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period........... N/A N/A N/A $10.00
Accumulation Unit Value, End of Period................. N/A N/A N/A $13.162
Number of Units Outstanding, End of Period............. N/A N/A N/A 6,382
AIM V.I. BLUE CHIP SUB-ACCOUNT
AIM V.I. CAPITAL APPRECIATION SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period........... $9.855 $11.387 $12.739 $14.979
Accumulation Unit Value, End of Period................. $11.387 $12.739 $14.979 $21.350
Number of Units Outstanding, End of Period............. 7,681 161,013 287,336 425,748
AIM V.I. CAPITAL DEVELOPMENT SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period........... N/A N/A N/A $10.00
Accumulation Unit Value, End of Period................. N/A N/A N/A $11.655
Number of Units Outstanding, End of Period............. N/A N/A N/A 3,948
AIM V.I. DENT DEMOGRAPHICS TRENDS SUB-ACCOUNT
AIM V.I. DIVERSIFIED INCOME SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period........... $10.086 $10.934 $11.789 $12.035
Accumulation Unit Value, End of Period................. $10.934 $11.789 $12.035 $12.002
Number of Units Outstanding, End of Period............. 4,618 58,958 146,644 227,201
AIM V.I. GLOBAL UTILITIES SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period........... $10.252 $11.276 $13.518 $15.521
Accumulation Unit Value, End of Period................. $11.276 $13.518 $15.521 $20.432
Number of Units Outstanding, End of Period............. 0 8,276 25,418 61,408
AIM V.I. GOVERNMENT SECURITIES SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period........... $10.080 $10.164 $10.834 $11.829
Accumulation Unit Value, End of Period................. $10.164 $10.834 $11.829 $11.189
Number of Units Outstanding, End of Period............. 0 39,009 301,983 108,494
AIM V.I. GROWTH SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period........... $9.892 $11.466 $14.338 $18.954
Accumulation Unit Value, End of Period................. $11.466 $14.338 $18.954 $25.263
Number of Units Outstanding, End of Period............. 2,384 97,039 220,831 383,214
AIM V.I. GROWTH AND INCOME SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period........... $9.926 $11.699 $14.496 $18.243
Accumulation Unit Value, End of Period................. $11.699 $14.496 $18.243 $24.138
Number of Units Outstanding, End of Period............. 5,371 167,625 361,890 645,133
AIM V.I. HIGH YIELD SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period........... N/A N/A N/A $10.00
Accumulation Unit Value, End of Period................. N/A N/A N/A $9.957
Number of Units Outstanding, End of Period............. N/A N/A N/A 1,751
AIM V.I. INTERNATIONAL EQUITY SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period........... $10.168 $11.953 $12.598 $14.340
Accumulation Unit Value, End of Period................. $11.953 $12.598 $14.340 $21.914
Number of Units Outstanding, End of Period............. 5,404 85,934 136,898 220,690

A-1

FOR THE PERIOD JANUARY 1*
THROUGH DECEMBER 31
-----------------------------------------------
1996 1997 1998 1999
-------- ---------- ---------- ----------

AIM V.I. MONEY MARKET SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period........... $10.023 $10.369 $10.745 $11.126
Accumulation Unit Value, End of Period................. $10.369 $10.745 $11.126 $11.479
Number of Units Outstanding, End of Period............. 4,373 42,128 87,010 137,433
AIM V.I. NEW TECHNOLOGY SUB-ACCOUNT......................
AIM V.I. VALUE SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period........... $9.800 $11.090 $13.520 $17.644
Accumulation Unit Value, End of Period................. $11.090 $13.520 $17.644 $22.589
Number of Units Outstanding, End of Period............. 5,921 180,440 405,246 987,076

* The inception date of the following Variable Sub-Accounts is October 14, 1996:
AIM V.I. Capital Appreciation, AIM V.I. Diversified Income, AIM V.I. Global
Utilities, AIM V.I. Government Securities, AIM V.I. Growth, AIM V.I. Growth
and Income, AIM V.I. International Equity, AIM V.I. Money Market, AIM V.I.
Value. The inception date of the AIM V.I. Aggressive Growth, AIM V.I.
Balanced, AIM V.I. Capital Development and AIM V.I. High Yield Variable
Sub-Accounts is October 25, 1999. The inception date of the AIM V.I. Blue
Chip, AIM V.I. Dent Demographic Trends, AIM V.I. Growth and Income and AIM
V.I. New Technology Variable Sub-Accounts is January 3, 2000. The Accumulation
Unit Values in this table reflect a mortality and expense risk charge of 1.35%
and an administrative expense charge of 0.10%.

A-2

APPENDIX A
- -------------------------------------------------------------------

ACCUMULATION UNIT VALUE AND NUMBER
OF ACCUMULATION UNITS OUTSTANDING FOR
EACH VARIABLE SUB-ACCOUNT SINCE INCEPTION*

FOR THE
PERIOD
JANUARY 1*
THROUGH
DECEMBER 31
2000
------------

AIM V.I. AGGRESSIVE GROWTH SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $13.988
Accumulation Unit Value, End of Period.................... $14.15
Number of Units Outstanding, End of Period................ 53,890
AIM V.I. BALANCED SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $13.162
Accumulation Unit Value, End of Period.................... $12.43
Number of Units Outstanding, End of Period................ 24,499
AIM V.I. BLUE CHIP SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $10.000
Accumulation Unit Value, End of Period.................... $8.82
Number of Units Outstanding, End of Period................ 11,309
AIM V.I. CAPITAL APPRECIATION SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $21.350
Accumulation Unit Value, End of Period.................... $18.75
Number of Units Outstanding, End of Period................ 456,761
AIM V.I. CAPITAL DEVELOPMENT SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $11.655
Accumulation Unit Value, End of Period.................... $12.55
Number of Units Outstanding, End of Period................ 18,297
AIM V.I. DENT DEMOGRAPHICS SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $10.00
Accumulation Unit Value, End of Period.................... $7.89
Number of Units Outstanding, End of Period................ 32,307
AIM V.I. DIVERSIFIED INCOME SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $12.002
Accumulation Unit Value, End of Period.................... $11.55
Number of Units Outstanding, End of Period................ 204,561
AIM V.I. GLOBAL UTILITIES SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $20.432
Accumulation Unit Value, End of Period.................... $19.68
Number of Units Outstanding, End of Period................ 71,921
AIM V.I. GOVERNMENT SECURITIES SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $11.189
Accumulation Unit Value, End of Period.................... $12.15
Number of Units Outstanding, End of Period................ 99,531
AIM V.I. GROWTH SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $25.263
Accumulation Unit Value, End of Period.................... $19.80
Number of Units Outstanding, End of Period................ 403,785
AIM V.I. GROWTH AND INCOME SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $24.138
Accumulation Unit Value, End of Period.................... $20.33
Number of Units Outstanding, End of Period................ 674,689

A-3

FOR THE
PERIOD
JANUARY 1*
THROUGH
DECEMBER 31
2000
------------

AIM V.I. HIGH YIELD SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $9.957
Accumulation Unit Value, End of Period.................... $7.95
Number of Units Outstanding, End of Period................ 834
AIM V.I. INTERNATIONAL EQUITY SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $21.914
Accumulation Unit Value, End of Period.................... $15.90
Number of Units Outstanding, End of Period................ 245,480
AIM V.I. MONEY MARKET SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $11.479
Accumulation Unit Value, End of Period.................... $11.98
Number of Units Outstanding, End of Period................ 95,879
AIM V.I. NEW TECHNOLOGY SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $10.000
Accumulation Unit Value, End of Period.................... $20.18
Number of Units Outstanding, End of Period................ 11,448
AIM V.I. VALUE SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $22.589
Accumulation Unit Value, End of Period.................... $19.00
Number of Units Outstanding, End of Period................ 1,000,356

A-4

APPENDIX B
MARKET VALUE ADJUSTMENT
- -------------------------------------------------------------------

The Market Value Adjustment is based on the following:

I = the Treasury Rate for a maturity equal to the applicable
Guarantee Period for the week preceding the establishment of
the Guarantee Period.

N = the number of whole and partial years from the date we
receive the withdrawal, transfer or death benefit request,
or from the Payout Start Date to the end of the Guarantee
Period.

J = the Treasury Rate for a maturity of length N for the week
preceding the receipt of the withdrawal, transfer, death
benefit, or income payment request. If a note with a
maturity of length N is not available, a weighted average
will be used. If N is one year or less, J will be the 1-year
Treasury Rate.

Treasury Rate means the U.S. Treasury Note Constant Maturity
yield as reported in Federal Reserve Bulletin Release H.15.

The Market Value Adjustment factor is determined from the following formula:

.9 X (I - J) X N

To determine the Market Value Adjustment, we will multiply the Market Value
Adjustment factor by the amount transferred, withdrawn (in excess of the
Preferred Withdrawal Amount), paid as a death benefit, or applied to an Income
Plan, from a Guarantee Period at any time other than during the 30 day period
after such Guarantee Period expires.

EXAMPLES OF MARKET VALUE ADJUSTMENT

Purchase Payment: $10,000 allocated to a Guarantee Period
Guarantee Period: 5 years
Guaranteed Interest Rate: 4.50%
5 Year Treasury Rate at the time the
Guarantee Period
is established: 4.50%
Full Surrender: End of Contract Year 3

NOTE: These examples assume that premium taxes are not applicable.

B-1

EXAMPLE 1: (ASSUMES DECLINING INTEREST RATES)

Step 1. Calculate Contract Value at End of Contract
Year 3: 3
$10,000.00 X (1.045) = $11,411.66

Step 2. Calculate the Preferred Withdrawal Amount: .10 X $10,000.00 = $1,000.00

Step 3. Calculate the Market Value Adjustment: I = 4.5%
J = 4.2%
730 days
N = ------- = 2
365 days

Market Value Adjustment Factor: .9 X (I - J) X N
= .9 X (.045 - .042) X (730/365) = .0054

Market Value Adjustment = Market Value Adjustment Factor X Amount Subject to
Market Value Adjustment
= .0054 X ($11,411.66 - $1,000.00) = $56.22

Step 4. Calculate the Withdrawal Charge: .05 X ($10,000.00 - $1,000.00 + $56.22) = $452.81

Step 5. Calculate the amount received by Customers as
a result of full withdrawal at the end of Contract
Year 3: $11,411.66 - $452.81 + $56.22 = $11,015.07

EXAMPLE 2: (ASSUMES RISING INTEREST RATES)

Step 1. Calculate Contract Value at End of Contract Year 3: 3
$10,000.00 X (1.045) = $11,411.66
Step 2. Calculate the Preferred Withdrawal Amount: .10 X $10,000.00 = $1,000.00
Step 3. Calculate the Market Value Adjustment: I = 4.5%
J = 4.8%
730 days
N = ------- = 2
365 days
Market Value Adjustment Factor: .9 X (I - J) X N
= .9 X (.045 - .048) X (730/365) = -.0054

Market Value Adjustment = Market Value Adjustment Factor X Amount Subject to
Market Value Adjustment
-.0054 X ($11,411.66 - $1,000.00) = -$56.22

Step 4. Calculate the Withdrawal Charge: .05 X ($10,000.00 - $1,000.00 + $56.22) = $447.19

Step 5. Calculate the amount received by Customers as
a result of full withdrawal at the end of Contract
Year 3: $11,411.66 - $447.19 - $56.22 = $10,908.25

B-2

STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS
- -------------------------------------------------------------------

DESCRIPTION

- -----------------------------------------------------
ADDITIONS, DELETIONS OR SUBSTITUTIONS OF
INVESTMENTS
- -----------------------------------------------------
THE CONTRACT
- -----------------------------------------------------
Purchase of Contracts
- -----------------------------------------------------
Tax-free Exchanges (1035 Exchanges,
Rollovers and Transfers)
- -----------------------------------------------------
PERFORMANCE INFORMATION
- -----------------------------------------------------
CALCULATION OF ACCUMULATION UNIT VALUES
- -----------------------------------------------------
CALCULATION OF VARIABLE INCOME PAYMENTS
- -----------------------------------------------------

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

DESCRIPTION

GENERAL MATTERS
- -----------------------------------------------------
Incontestability
- -----------------------------------------------------
Settlements
- -----------------------------------------------------
Safekeeping of the Variable Account's
Assets
- -----------------------------------------------------
Premium Taxes
- -----------------------------------------------------
Tax Reserves
- -----------------------------------------------------
FEDERAL TAX MATTERS
- -----------------------------------------------------
QUALIFIED PLANS
- -----------------------------------------------------
EXPERTS
- -----------------------------------------------------
FINANCIAL STATEMENTS
- -----------------------------------------------------

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

THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH
SUCH OFFERING MAY NOT LAWFULLY BE MADE. WE DO NOT AUTHORIZE ANYONE TO PROVIDE
ANY INFORMATION OR REPRESENTATIONS REGARDING THE OFFERING DESCRIBED IN THIS
PROSPECTUS OTHER THAN AS CONTAINED IN THIS PROSPECTUS.

C-1

THE AIM LIFETIME PLUS-SM- II VARIABLE ANNUITY

ALLSTATE LIFE INSURANCE COMPANY OF NEW YORK
300 N. MILWAUKEE AVE., VERNON HILLS, IL 60061
TELEPHONE NUMBER: 1-800-692-4682 PROSPECTUS DATED MAY 1, 2001

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

Allstate Lfife Insurance Company of New York ("ALLSTATE NEW YORK") is offering
the AIM Lifetime Plus-SM- II Variable Annuity, a group flexible premium deferred
variable annuity contract ("CONTRACT"). This prospectus contains information
about the Contract that you should know before investing. Please keep it for
future reference.

The Contract currently offers 18 investment alternatives ("INVESTMENT
ALTERNATIVES"). The investment alternatives include 2 fixed account options
("FIXED ACCOUNT OPTIONS") and 16 variable sub-accounts ("VARIABLE SUB-ACCOUNTS")
of the Allstate Life of New York Separate Account A ("VARIABLE ACCOUNT"). Each
Variable Sub-Account invests exclusively in shares of one of the following funds
("FUNDS") of AIM Variable Insurance Funds, Inc.:

AIM V.I. Aggressive Growth Fund AIM V.I. Global Utilities Fund
AIM V.I. Balanced Fund AIM V.I. Government Securities Fund
AIM V.I. Blue Chip Fund AIM V.I. Growth Fund
AIM V.I. Capital Appreciation Fund AIM V.I. Growth and Income Fund*
AIM V.I. Capital Development Fund. AIM V.I. High Yield Fund
AIM V.I. Dent Demographic Trends Fund AIM V.I. International Equity Fund
AIM V.I. Diversified Income Fund AIM V.I. Money Market Fund
AIM V.I. Value Fund AIM V.I. New Technology Fund**

*Effective September 18, 2000 all of the assets of the AIM V.I. Global Growth
and Income Fund were combined into the AIM V.I. Growth and Income Fund
pursuant to an Agreement and Plan of Reorganization approved by the
shareholders of the AIM V.I. Global Growth and Income Fund. In conjunction
with the combining of the funds, the AIM V.I. Global Growth and Income
Sub-Account ("Global Growth and Income Sub-Account") was combined into the AIM
V.I. Growth and Income Sub-Account ("Growth and Income Sub-Account). When the
Sub-Accounts were combined, those with interests in the Global Growth and
Income Sub-Account received interests in the Growth and Income Sub-Account
equal in value to their interests in the Global Growth and Income Sub-Account
at the time of the combination. As a result, the Global Growth and Income
Sub-Account is no longer offered as an investment option.

**Effective May 1, 2001, the Fund changed its name from AIM V.I.
Telecommunications and Technology Fund to AIM V.I. New Technology Fund to
reflect changes in its investment policies. We have made a corresponding
change in the name of the Variable Sub-Account that invests in that Fund.

WE (Allstate New York) have filed a Statement of Additional Information, dated
May 1, 2001, with the Securities and Exchange Commission ("SEC"). It contains
more information about the Contract and is incorporated herein by reference,
which means it is legally a part of this prospectus. Its table of contents
appears on page C-1 of this prospectus. For a free copy, please write or call us
at the address or telephone number above, or go to the SEC's Web site
(http:www.sec.gov). You can find other information and documents about us,
including documents that are legally part of this prospectus, at the SEC's Web
site (http:\\www.sec.gov).
- --------------------------------------------------------------------------------

IMPORTANT THE CONTRACTS MAY BE DISTRIBUTED THROUGH BROKER-DEALERS THAT
NOTICES HAVE RELATIONSHIPS WITH BANKS OR OTHER FINANCIAL
INSTITUTIONS OR BY EMPLOYEES OF SUCH BANKS. HOWEVER, THE
CONTRACTS ARE NOT DEPOSITS, OR OBLIGATIONS OF, OR BY SUCH
INSTITUTIONS OR ANY FEDERAL REGULATORY AGENCY. INVESTMENT IN
THE CONTRACTS INVOLVES INVESTMENT RISKS, INCLUDING POSSIBLE
LOSS OF PRINCIPAL.

THE CONTRACTS ARE NOT FDIC INSURED.

THE CONTRACTS ARE ONLY AVAILABLE IN NEW YORK.

PROSPECTUS
1

TABLE OF CONTENTS
- -------------------------------------------------------------------

PAGE
- ----------------------------------------------------------------------------

OVERVIEW
- ----------------------------------------------------------------------------
Important Terms 3
- ----------------------------------------------------------------------------
The Contract at a Glance 4
- ----------------------------------------------------------------------------
How the Contract Works 6
- ----------------------------------------------------------------------------
Expense Table 7
- ----------------------------------------------------------------------------
Financial Information 10
- ----------------------------------------------------------------------------
CONTRACT FEATURES
- ----------------------------------------------------------------------------
The Contract 11
- ----------------------------------------------------------------------------
Purchases 12
- ----------------------------------------------------------------------------
Contract Value 13
- ----------------------------------------------------------------------------
Investment Alternatives: 14
- ----------------------------------------------------------------------------
The Variable Sub-Acounts 14
- ----------------------------------------------------------------------------
The Fixed Account Options 15
- ----------------------------------------------------------------------------
Transfers 17
- ----------------------------------------------------------------------------
Expenses 19
- ----------------------------------------------------------------------------
Access To Your Money 21
- ----------------------------------------------------------------------------
Income Payments 22
- ----------------------------------------------------------------------------
Death Benefits 24
- ----------------------------------------------------------------------------

PAGE
- ----------------------------------------------------------------------------

OTHER INFORMATION
- ----------------------------------------------------------------------------
More Information:
- ----------------------------------------------------------------------------
Allstate New York 26
- ----------------------------------------------------------------------------
The Variable Account 26
- ----------------------------------------------------------------------------
The Funds 26
- ----------------------------------------------------------------------------
The Contract 27
- ----------------------------------------------------------------------------
Qualified Plans 27
- ----------------------------------------------------------------------------
Legal Matters 28
- ----------------------------------------------------------------------------
Taxes 28
- ----------------------------------------------------------------------------
Annual Reports and Other Documents 30
- ----------------------------------------------------------------------------
Performance Information 31
- ----------------------------------------------------------------------------
Experts 32
- ----------------------------------------------------------------------------
APPENDIX A -- MARKET VALUE ADJUSTMENT EXAMPLES A-1
- ----------------------------------------------------------------------------
APPENDIX B -- WITHDRAWAL ADJUSTMENT EXAMPLE B-1
- ----------------------------------------------------------------------------
APPENDIX C -- ACCUMULATION UNIT VALUES C-1
- ----------------------------------------------------------------------------
STATEMENT OF ADDITIONAL INFORMATION TABLE OF CONTENTS D-1
- ----------------------------------------------------------------------------

2 PROSPECTUS

IMPORTANT TERMS
- -------------------------------------------------------------------

PAGE
- ----------------------------------------------------------------------------

Accumulation Phase 6
- ----------------------------------------------------------------------------
Accumulation Unit 13
- ----------------------------------------------------------------------------
Accumulation Unit Value 13
- ----------------------------------------------------------------------------
Allstate New York ("We" and/or "Us") 26
- ----------------------------------------------------------------------------
Anniversary Values 25
- ----------------------------------------------------------------------------
Annuitant 11
- ----------------------------------------------------------------------------
Automatic Additions Program 12
- ----------------------------------------------------------------------------
Automatic Fund Rebalancing Program 19
- ----------------------------------------------------------------------------
Beneficiary 11
- ----------------------------------------------------------------------------
Cancellation Period 12
- ----------------------------------------------------------------------------
Contract*
- ----------------------------------------------------------------------------
Contract Anniversary 5
- ----------------------------------------------------------------------------
Contract Owner ("You") 11
- ----------------------------------------------------------------------------
Contract Value 13
- ----------------------------------------------------------------------------
Contract Year 5
- ----------------------------------------------------------------------------
Death Benefit Anniversary 24
- ----------------------------------------------------------------------------
Dollar Cost Averaging Option 15
- ----------------------------------------------------------------------------
Dollar Cost Averaging Program 18
- ----------------------------------------------------------------------------
Due Proof of Death 24
- ----------------------------------------------------------------------------
Enhanced Death Benefit Option 24
- ----------------------------------------------------------------------------

PAGE
- ----------------------------------------------------------------------------

Fixed Account Options 15
- ----------------------------------------------------------------------------
Funds 26
- ----------------------------------------------------------------------------
Guarantee Periods 15
- ----------------------------------------------------------------------------
Income Plan 22
- ----------------------------------------------------------------------------
Investment Alternatives
- ----------------------------------------------------------------------------
Issue Date 6
- ----------------------------------------------------------------------------
Market Value Adjustment 17
- ----------------------------------------------------------------------------
Payout Phase 6
- ----------------------------------------------------------------------------
Payout Start Date 22
- ----------------------------------------------------------------------------
Preferred Withdrawal Amount 26
- ----------------------------------------------------------------------------
Qualified Contracts 29
- ----------------------------------------------------------------------------
Right to Cancel 12
- ----------------------------------------------------------------------------
SEC 1
- ----------------------------------------------------------------------------
Settlement Value 24
- ----------------------------------------------------------------------------
Systematic Withdrawal Program 21
- ----------------------------------------------------------------------------
Treasury Rate 17
- ----------------------------------------------------------------------------
Valuation Date 12
- ----------------------------------------------------------------------------
Variable Account 26
- ----------------------------------------------------------------------------
Variable Sub-Account 14
- ----------------------------------------------------------------------------

- ------------------------------
*The AIM Lifetime Plus-SM- II Variable Annuity is a group contract and your
ownership is represented by certificates. References to "Contract" in this
prospectus include certificates, unless the context requires otherwise.

3 PROSPECTUS

THE CONTRACT AT A GLANCE
- -------------------------------------------------------------------

The following is a snapshot of the Contract. Please read the remainder of this
prospectus for more information.

FLEXIBLE PAYMENTS You can purchase a Contract with an initial purchase payment
of $5,000 ($2,000 for "QUALIFIED CONTRACTS," which are
Contracts issued with QUALIFIED PLANS). You can add to your
Contract as often and as much as you like, but each payment
must be at least $500 ($100 for automatic purchase payments
to the variable investment options). You must maintain a
minimum account size of $1,000.
- --------------------------------------------------------------------------------------------------------

RIGHT TO CANCEL You may cancel your Contract within 10 days after receipt
("CANCELLATION PERIOD"). Upon cancellation, as permitted by
federal or state law, we will return your purchase payments
adjusted to reflect the investment experience of any amounts
allocated to the Variable Account.
- --------------------------------------------------------------------------------------------------------

EXPENSES You will bear the following expenses:
- Total Variable Account annual fees equal to 1.10% of
average daily net Assets (1.30% if you select the
ENHANCED DEATH BENEFIT OPTION)
- Annual contract maintenance charge of $35 (with certain
exceptions)
- Withdrawal charges ranging from 0% to 7% of payment
withdrawn (with certain exceptions)
- Transfer fee of $10 after 12th transfer in any CONTRACT
YEAR (fee currently waived) State premium tax (New York
currently does not impose one).
In addition, each Fund pays expenses that you will bear
indirectly if you invest in a Variable Sub-Account.
- --------------------------------------------------------------------------------------------------------

INVESTMENT ALTERNATIVES The Contract offers 18 investment alternatives including:
- 2 Fixed Account Options (which credit interest at rates
we guarantee), and
- 16 Variable Sub-Accounts investing in Funds offering
professional money management by A I M Advisors, Inc.
To find out current rates being paid on the Fixed Account
Options, or to find out how the Variable Sub-Accounts have
performed, please call us at 1-800-692-4682.
- --------------------------------------------------------------------------------------------------------

4 PROSPECTUS

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

DEATH BENEFITS If you die before the PAYOUT START DATE, we will pay the
death benefit described in the Contract. We also offer an
Enhanced Death Benefit Option.
- --------------------------------------------------------------------------------------------------------

TRANSFERS Before the Payout Start Date, you may transfer your Contract
value ("CONTRACT VALUE") among the investment alternatives,
with certain restrictions.

WITHDRAWALS You may withdraw some or all of your Contract Value at
anytime during the Accumulation Phase. Full or partial
withdrawals are available under limited circumstances on or
after the Payout Start Date.
In general, you must withdraw at least $50 at a time ($1,000
for withdrawals made during the Payout Phase.) A 10% federal
tax penalty may apply if you withdraw before you are 59 1/2
years old. A withdrawal charge and MARKET VALUE ADJUSTMENT
also may apply.

5 PROSPECTUS

HOW THE CONTRACT WORKS
- -------------------------------------------------------------------

The Contract basically works in two ways.

First, the Contract can help you (we assume you are the CONTRACT OWNER) save for
retirement because you can invest in up to 19 18 investment alternatives and pay
no federal income taxes on any earnings until you withdraw them. You do this
during what we call the "ACCUMULATION PHASE" of the Contract. The Accumulation
Phase begins on the date we issue your Contract (we call that date the "ISSUE
DATE") and continues until the Payout Start Date, which is the date we apply
your money to provide income payments. During the Accumulation Phase, you may
allocate your purchase payments to any combination of the Variable Sub-Accounts
and/or Fixed Account Options. If you invest in the Fixed Account Options, you
will earn a fixed rate of interest that we declare periodically. If you invest
in any of the Variable Sub-Accounts, your investment return will vary up or down
depending on the performance of the corresponding Funds.

The timeline below illustrates how you might use your Contract.

ISSUE ACCUMULATION PHASE PAYOUT PAYOUT
DATE START PHASE
DATE

--------------------------------------------------------------------------------------------------------
You buy You save for retirement You elect to You can receive Or you can
a Contract receive income payments receive income
income for a set payments for life
payments or period
receive a
lump sum
payment

Please call us at 1-800-692-4682 if you have any questions about how the
Contract works.

6 PROSPECTUS

EXPENSE TABLE
- -------------------------------------------------------------------

CONTRACT OWNER TRANSACTION EXPENSES
Withdrawal Charge (as a percentage of purchase payments)*

Number of Complete Years Since We Received the Purchase Payment Being Withdrawn: 0 1 2 3 4 5 6 7+

- ------------------------------------------------------------------------------------------------------------------
Applicable Charge: 7% 6% 5% 4% 3% 2% 1% 0%
- ------------------------------------------------------------------------------------------------------------------
Annual Contract Maintenance Charge $35.00**
- ------------------------------------------------------------------------------------------------------------------
Transfer Fee $10.00***
- ------------------------------------------------------------------------------------------------------------------

*Each Contract Year, you may withdraw up to 15% of the Contract Value as of
the beginning of the Contract Year without incurring a withdrawal charge or
Market Value Adjustment.

**We will waive this charge in certain cases. See "Expenses."

VARIABLE ACCOUNT ANNUAL EXPENSES
(AS A PERCENTAGE OF AVERAGE DAILY NET ASSETS
DEDUCTED FROM EACH VARIABLE SUB-ACCOUNT)

WITHOUT ENHANCED DEATH BENEFIT OPTION
- ----------------------------------------------------------------------
Mortality and Expense Risk Charge 1.00%
- ----------------------------------------------------------------------
Administrative Expense Charge 0.10%
- ----------------------------------------------------------------------
Total Variable Account Annual Expenses 0.10%
- ----------------------------------------------------------------------

WITH ENHANCED DEATH BENEFIT OPTION
- ----------------------------------------------------------------------
Mortality and Expense Risk Charge 1.20%
- ----------------------------------------------------------------------
Administrative Expense Charge 0.10%
- ----------------------------------------------------------------------
Total Variable Account Annual Expenses 1.30%
- ----------------------------------------------------------------------

7 PROSPECTUS

FUND ANNUAL EXPENSES (after Voluntary Reductions and Reimbursements)
(as a percentage of Portfolio average daily net assets)(1)

Total Annual
Management Other Fund
Fund Fees Expenses Expenses

- --------------------------------------------------------------------------------------------------------------------
AIM V.I. Aggressive Growth Fund (2) 0.80% 0.46% 1.26%
- --------------------------------------------------------------------------------------------------------------------
AIM V.I. Balanced Fund 0.75% 0.35% 1.10%
- --------------------------------------------------------------------------------------------------------------------
AIM V.I. Blue Chip Fund (3) 0.02% 1.38% 1.40%
- --------------------------------------------------------------------------------------------------------------------
AIM V.I. Capital Appreciation 0.61% 0.21% 0.82%
- --------------------------------------------------------------------------------------------------------------------
AIM V.I. Capital Development Fund (2) 0.75% 0.63% 1.38%
- --------------------------------------------------------------------------------------------------------------------
AIM V.I. Dent Demographic Trends Fund (4) 0.72% 0.78% 1.50%
- --------------------------------------------------------------------------------------------------------------------
AIM V.I. Diversified Income Fund 0.60% 0.30% 0.90%
- --------------------------------------------------------------------------------------------------------------------
AIM V.I. Global Utilities Fund 0.65% 0.45% 1.10%
- --------------------------------------------------------------------------------------------------------------------
AIM V.I. Government Securities Fund 0.50% 0.47% 0.97%
- --------------------------------------------------------------------------------------------------------------------
AIM V.I. Growth Fund 0.61% 0.22% 0.83%
- --------------------------------------------------------------------------------------------------------------------
AIM V.I. Growth and Income Fund 0.60% 0.24% 0.84%
- --------------------------------------------------------------------------------------------------------------------
AIM V.I. High Yield Fund (2) 0.63% 0.56% 1.19%
- --------------------------------------------------------------------------------------------------------------------
AIM V.I. International Equity Fund 0.73% 0.29% 1.02%
- --------------------------------------------------------------------------------------------------------------------
AIM V.I. Money Market Fund 0.40% 0.31% 0.71%
- --------------------------------------------------------------------------------------------------------------------
AIM V.I. New Technology Fund 1.00% 0.31% 1.31%
- --------------------------------------------------------------------------------------------------------------------
AIM V.I. Value Fund 0.61% 0.23% 0.84%
- --------------------------------------------------------------------------------------------------------------------

(1) Figures shown in the Table are for the year ended December 31, 2000 (except
as otherwise noted).

(2) Expenses have been restated to reflect current fees.

(3) Expenses have been restated to reflect current fees. The investment advisor
has agreed to waive fees and/or reimburse expenses (excluding interest,
taxes, dividend expense on short sales, extraordinary items and increases in
expenses due to expense offset arrangements, if any) to limit Total Annual
Fund Expenses to 1.40% of average daily net assets until December 31, 2001.
Total Annual Fund Expenses before waivers and reimbursements were 2.13%.

(4) Expenses have been restated to reflect current fees. The investment advisor
has agreed to waive fees and/or reimburse expenses (excluding interest,
taxes, dividend expense on short sales, extraordinary items and increases in
expenses due to expense offset arrangements, if any) to limit Total Annual
Fund Expenses to 1.50% of average daily net assets until December 31, 2001.
Total Annual Fund Expenses before waivers and reimbursements were 1.63%.

8 PROSPECTUS

EXAMPLE 1

The example below shows the dollar amount of expenses that you would bear
directly or indirectly if you:

- - invested a $1,000 in a Variable Sub-Account,

- - earned a 5% annual return on your investment,

- - surrendered your Contract, or you began receiving income payments for a
specified period of less than 120 months, at the end of each time period, and

- - elected the Enhanced Death Benefit Option.

THE EXAMPLE DOES NOT INCLUDE ANY TAX PENALTIES YOU MAY BE REQUIRED TO PAY IF YOU
SURRENDER YOUR CONTRACT. THIS EXAMPLE DOES NOT INCLUDE DEDUCTIONS FOR PREMIUM
TAXES BECAUSE NEW YORK DOES NOT CHARGE PREMIUM TAXES ON ANNUITIES.

Sub-Account 1 Year 3 Year 5 Year 10 Year

- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Aggressive Growth Fund $86 $128 $169 $298
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Balanced Fund $85 $123 $161 $281
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Blue Chip Fund $88 $132 $176 $311
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Capital Appreciation Fund $82 $115 $147 $253
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Capital Development Fund $88 $131 $175 $310
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Dent Demographic Trends Fund $89 $129 $168 $293
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Diversified Income Fund $83 $117 $151 $261
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Global Utilities Fund $85 $123 $161 $281
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Government Securities Fund $83 $119 $155 $268
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Growth Fund $82 $115 $148 $254
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Growth and Income Fund $82 $116 $148 $255
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. High Yield Fund $86 $126 $166 $291
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. International Equity Fund $84 $121 $157 $273
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Money Market Fund $81 $112 $142 $241
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. New Technology Fund $87 $129 $171 $303
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Value Fund $82 $116 $148 $255
- ------------------------------------------------------------------------------------------------------------------------------

EXAMPLE 2

Same assumptions as Example 1 above, except that you decided not to surrender
your Contract, or you began receiving income payments (for at least 120 months
if under an Income Plan for a specified period), at the end of each period.

Sub-Account 1 Year 3 Years 5 Years 10 Years

- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Aggressive Growth $39 $117 $198 $407
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Balanced $27 $ 84 $143 $303
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Blue Chip $27 $ 84 $142 $302
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Capital Appreciation $21 $ 66 $113 $243
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Capital Development $49 $147 $245 $492
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Dent Demographic Trends $28 $ 87 $148 $313
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Diversified Income $22 $ 69 $118 $254
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Global Utilities $26 $ 79 $134 $285
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Government Securities $23 $ 71 $122 $261
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Growth $21 $ 66 $113 $243
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Growth and Income $22 $ 67 $115 $247
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. High Yield $28 $ 87 $149 $313
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. International Equity $24 $ 73 $126 $268
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Money Market $20 $ 62 $106 $229
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. New Technology $27 $ 83 $141 $299
- ------------------------------------------------------------------------------------------------------------------------------
AIM V.I. Value $22 $ 67 $115 $246
- ------------------------------------------------------------------------------------------------------------------------------

PLEASE REMEMBER THAT YOU ARE LOOKING AT EXAMPLES AND NOT A REPRESENTATION OF
PAST OR FUTURE EXPENSES. THE EXAMPLES ASSUME THAT ANY FUND EXPENSE WAIVERS OR
REIMBURSEMENT ARRANGEMENTS DESCRIBED IN THE FOOTNOTES ON PAGE 8 ARE IN EFFECT
FOR THE TIME PERIODS PRESUMED ABOVE. YOUR ACTUAL EXPENSES MAY BE LOWER OR
GREATER THAN THOSE SHOWN ABOVE. SIMILARLY, YOUR RATE OF RETURN MAY BE LOWER OR
GREATER THAN 5%, WHICH IS NOT GUARANTEED. THE ABOVE EXAMPLES ASSUME THE ELECTION
OF THE ENHANCED DEATH BENEFIT OPTION, WITH A MORTALITY AND EXPENSE RISK CHARGE
OF 1.20%. IF THAT OPTION WAS NOT ELECTED, THE EXPENSE FIGURES SHOWN ABOVE WOULD
BE SLIGHTLY LOWER. TO REFLECT THE CONTRACT MAINTENANCE CHARGE IN THE EXAMPLES,
WE ESTIMATED AN EQUIVALENT PERCENTAGE CHARGE, BASED ON AN ASSUMED AVERAGE
CONTRACT SIZE OF $50,000.

9 PROSPECTUS

FINANCIAL INFORMATION
- -------------------------------------------------------------------

Attached as Appendix C to this prospectus are tables showing the Accumulation
Unit Values of each Variable Sub-Account since the date we first offered the
Contracts. To obtain a fuller picture of each Variable Sub-Account's finances,
please refer to the Variable Account's financial statements contained in the
Statement of Additional Information. The financial statements of Allstate New
York also appear in the Statement of Additional Information.

10 PROSPECTUS

THE CONTRACT
- -------------------------------------------------------------------

CONTRACT OWNER
The AIM Lifetime Plus-SM- II Variable Annuity is a contract between you, the
Contract owner, and Allstate New York, a life insurance company. As the Contract
owner, you may exercise all of the rights and privileges provided to you by the
Contract. That means it is up to you to select or change (to the extent
permitted):

- - the investment alternatives during the Accumulation and Payout Phases,

- - the amount and timing of your purchase payments and withdrawals,

- - the programs you want to use to invest or withdraw money,

- - the income payment plan you want to use to receive retirement income,

- - the Annuitant (either yourself or someone else) on whose life the income
payments will be based,

- - the Beneficiary or Beneficiaries who will receive the benefits that the
Contract provides when the last surviving Contract owner dies, and

- - any other rights that the Contract provides.

If you die, any surviving Contract owner or, if none, the Beneficiary may
exercise the rights and privileges provided to them by the Contract.

The Contract cannot be jointly owned by both a non-natural person and a natural
person. The maximum age of the oldest Contract owner cannot exceed age 80 as of
the date we receive the completed application to purchase the Contract. The
maximum age of the Annuitant cannot exceed age 80 as of the date we receive the
completed application to purchase the Contract.

ANNUITANT
The Annuitant is the individual whose life determines the amount and duration of
income payments (other than under Income Plans with guaranteed payments for a
specified period). You initially designate an Annuitant in your application. The
maximum age of the Annuitant cannot exceed age 80 as of the date we receive the
completed application to purchase the Contract. If the Contract owner is a
natural person you may change the Annuitant prior to the Payout Start Date. In
our discretion, we may permit you to designate a joint Annuitant, who is a
second person on whose life income payments depend, on the Payout Start Date.

If the Annuitant dies prior to the Payout Start Date, the new Annuitant will be:

- - the youngest Contract owner, if living, otherwise

- - the youngest Beneficiary.

BENEFICIARY
The Beneficiary is the person who may elect to receive the death benefit or
become the new Contract owner if the sole surviving Contract owner dies before
the Payout Start Date (See section titled "Death Benefits" for details.) If the
sole surviving Contract owner dies after the Payout Start Date, the Beneficiary
will receive any guaranteed income payments scheduled to continue.

You may name one or more Beneficiaries when you apply for a Contract. You may
change or add Beneficiaries at any time by writing to us, unless you have
designated an irrevocable Beneficiary. We will provide a change of Beneficiary
form to be signed and filed with us. Any change will be effective at the time
you sign the written notice, whether or not the Annuitant is living when we
receive the notice. Until we receive your written notice to change a
Beneficiary, we are entitled to rely on the most recent Beneficiary information
in our files. We will not be liable as to any payment or settlement made prior
to receiving the written notice. Accordingly, if you wish to change your
Beneficiary, you should deliver your written notice to us promptly.

If you do not name a Beneficiary or if the named Beneficiary is no longer living
and there are no other surviving Beneficiaries, the new Beneficiary will be:

- - your spouse or, if he or she is no longer alive,

- - your surviving children equally, or if you have no surviving children,

- - your estate.

11 PROSPECTUS

provisions of the Contract. We may not change the terms of the Contract without
your consent, except to conform the Contract to applicable law or changes in the
law. If a provision of the Contract is inconsistent with state law, we will
follow state law.

PURCHASES
- -------------------------------------------------------------------

MINIMUM PURCHASE PAYMENTS
Your initial purchase payment must be at least $5,000 ($2,000 for a Qualified
Contract). All subsequent purchase payments must be $500 or more. The maximum
purchase payment is $2,000,000 without prior approval. We reserve the right to
reduce the minimum purchase payment. You may make purchase payments at any time
prior to the Payout Start Date. We reserve the right to reject any application.

AUTOMATIC ADDITIONS PROGRAM
You may make subsequent purchase payments of at least $100 ($500 for allocation
to the Fixed Account Options) by automatically transferring amounts from your
bank account. Please consult with your sales representative for detailed
information.

ALLOCATION OF PURCHASE PAYMENTS
At the time you apply for a Contract, you must decide how to allocate your
purchase payments among the investment alternatives. The allocation you specify
on your application will be effective immediately. All allocations must be in
whole percents that total 100% or in whole dollars. You can change your
allocations by notifying us in writing. We reserve the right to limit the
availability of the investment alternatives.

We will allocate your purchase payments to the investment alternatives according
to your most recent instructions on file with us. Unless you notify us in
writing otherwise, we will allocate subsequent purchase payments according to
the allocation for the previous purchase payment. We will effect any change in
allocation instructions at the time we receive written notice of the change in
good order.

We will credit the initial purchase payment that accompanies your completed
application to your Contract within 2 business days after we receive the payment
at our servicing center. If your application is incomplete, we will ask you to
complete your application within 5 business days. If you do so, we will credit
your initial purchase payment to your Contract within that 5 business day
period. If you do not, we will return your purchase payment at the end of the 5
business day period unless you expressly allow us to hold it until you complete
the application. We will credit subsequent purchase payments to the Contract at
the close of the business day on which we receive the purchase payment at our
service center located in Vernon Hills, Illinois (mailing address: 300 North
Milwaukee Avenue, Vernon Hills, Illinois, 60061).

RIGHT TO CANCEL
You may cancel the Contract by returning it to us within the Cancellation
Period, which is the 10 day period after you receive the Contract (60 days if
you are exchanging another contract for the Contract described in this
prospectus.) You may return it by delivering it or mailing it to us. If you
exercise this "RIGHT TO CANCEL," the Contract terminates and we will pay you the
full amount of your purchase payments allocated to the Fixed Account Options.
Upon cancellation, as permitted by federal or state law, we will return your
purchase payments allocated to the Variable Account after an adjustment to
reflect investment gain

12 PROSPECTUS

or loss that occurred from the date of allocation through the date of
cancellation. If your Contract is qualified under Section 408 of the Internal
Revenue Code, we will refund the greater of any purchase payments or the
Contract Value.

CONTRACT VALUE
- -------------------------------------------------------------------

On the issue date, the Contract Value is equal to the initial purchase payment.
Thereafter, your Contract Value at any time during the Accumulation Phase is
equal to the sum of the value of your Accumulation Units in the Variable
Sub-Accounts you have selected, plus the value of your interest in the Fixed
Account Options.

ACCUMULATION UNITS
To determine the number of Accumulation Units of each Variable Sub-Account to
allocate to your Contract, we divide (i) the amount of the purchase payment or
transfer you have allocated to a Variable Sub-Account by (ii) the Accumulation
Unit Value of that Variable Sub-Account next computed after we receive your
payment or transfer. For example, if we receive a $10,000 purchase payment
allocated to a Variable Sub-Account when the Accumulation Unit Value for the
Sub-Account is $10, we would credit 1,000 Accumulation Units of that Variable
Sub-Account to your Contract. Withdrawals and transfers from a Variable
Sub-Account would, of course, reduce the number of Accumulation Units of that
Sub-Account allocated to your Contract.

ACCUMULATION UNIT VALUE
As a general matter, the Accumulation Unit Value for each Variable Sub-Account
will rise or fall to reflect:

- - changes in the share price of the Fund in which the Variable Sub-Account
invests, and

We determine a separate Accumulation Unit Value for each Variable Sub-Account on
each Valuation Date. We also determine a separate set of Accumulation Unit
Values reflecting the cost of the Enhanced Death Benefit Option described on
page 24 below.

13 PROSPECTUS

INVESTMENT ALTERNATIVES: THE VARIABLE SUB-ACCOUNTS
- -------------------------------------------------------------------

For more complete information about each Fund, including expenses and risks
associated with the Fund, please refer to the accompanying prospectus for the
Fund. You should carefully review the Fund prospectuses before allocating
amounts to the Variable Sub-Accounts. A I M Advisors, Inc. serves as the
investment advisor to each Fund.

FUND: EACH FUND SEEKS:*

AIM V.I. Aggressive Growth Fund** Long-term growth of capital
AIM V.I. Balanced Fund As high a total return as possible, consistent
with preservation of capital
AIM V.I. Blue Chip Fund Long-term growth of capital with a secondary
objective of current income
AIM V.I. Capital Appreciation Fund Growth of capital
AIM V.I. Capital Development Fund Long-term growth of capital
AIM V.I. Dent Demographic Trends Fund Long-term growth of capital
AIM V.I. Diversified Income Fund High level of current income
AIM V.I. Global Utilities Fund High total return
AIM V.I. Government Securities Fund High level of current income consistent with
reasonable concern for safety of principal
AIM V.I. Growth Fund Growth of capital
AIM V.I. Growth and Income Fund Growth of capital with a secondary objective of
current income
AIM V.I. High Yield Fund High level of current income
AIM V.I. International Equity Fund Long-term growth of capital
AIM V.I. Money Market Fund As high a level of current income as is
consistent with the preservation of capital and
liquidity
AIM V.I. New Technology Fund Long-term growth of capital
AIM V.I. Value Fund Long-term growth of capital with income as a
secondary objective

*A Fund's investment objectives may be changed by the Fund's Board of Trustees
without shareholder approval.

**Due to the sometime limited availability of common stocks of small-cap
companies that meet the investment criteria for AIM V.I. Aggressive Growth Fund,
the Fund may periodically suspend or limit the offering of its shares and it
will be closed to new participants when Fund assets reach $200 million. During
closed periods the Fund will accept additional investments from existing
Contract owners maintaining an allocation in the Fund.

14 PROSPECTUS

INVESTMENT ALTERNATIVES: THE FIXED ACCOUNT OPTIONS
- -------------------------------------------------------------------

You may allocate all or a portion of your purchase payments to the Fixed
Account. You may choose from among 2 Fixed Account Options, including a DOLLAR
COST AVERAGING FIXED ACCOUNT OPTION ("DOLLAR COST AVERAGING OPTION"), and the
option to invest in one or more GUARANTEE PERIODS. The Fixed Account Options may
not be available in all states. Please consult with your sales representative
for current information. The Fixed Account supports our insurance and annuity
obligations. The Fixed Account consists of our general assets other than those
in segregated asset accounts. We have sole discretion to invest the assets of
the Fixed Account, subject to applicable law. Any money you allocate to a Fixed
Account Option does not entitle you to share in the investment experience of the
Fixed Account.

DOLLAR COST AVERAGING OPTION
You may establish a Dollar Cost Averaging Program, as described on page 18, by
allocating purchase payments to the Dollar Cost Averaging Option either for 6
months (the "6 Month Dollar Cost Averaging Option") or for 12 months (the "12
Month Dollar Cost Averaging Option"). Your purchase payments that you allocate
to the Dollar Cost Averaging Option will earn interest for the period you select
at the current rate in effect at the time of allocation. Rates may differ from
those available for the Guarantee Periods described below.

We will credit interest daily at a rate that will compound over the 6 or 12
month period to the annual interest rate we guaranteed at the time of
allocation. You must transfer all of your money out of the 6 or 12 Month Dollar
Cost Averaging Options to other investment alternatives in equal monthly
installments beginning within 30 days of allocation. The number of monthly
installments must be no more than 6 for the 6 Month Dollar Cost Averaging
Option, and no more than 12 for the 12 Month Dollar Cost Averaging Option. At
the end of the applicable 6 or 12 months period, any remaining portion of the
purchase payment and interest in the Dollar Cost Averaging Option will be
allocated to other investment alternatives as defined by the current Dollar Cost
Averaging Option allocation. You may not transfer funds from other investment
alternatives to the Dollar Cost Averaging Option.

The interest rates we credit for the Dollar Cost Averaging Option will never be
less than 3% annually.

Transfers out of the Dollar Cost Averaging Option do not count towards the 12
transfers you can make without paying a transfer fee.

We may declare different interest rates for different amounts allocated to the
Dollar Cost Averaging Option depending on when they were allocated. For current
interest rate information, please contact your Financial Advisor or our Customer
Service unit at 1-800-692-4682.

GUARANTEE PERIODS
Each payment or transfer allocated to a Guarantee Period earns interest at a
specified rate that we guarantee for a period of years. Guarantee Periods may
range from 1 to 10 years. We are currently offering Guarantee Periods of 1, 3,
5, 7, and 10 years in length. In the future we may offer Guarantee Periods of
different lengths or stop offering some Guarantee Periods. You select one or
more Guarantee Periods for each purchase payment or transfer. If you do not
select the Guarantee Period for a purchase payment or transfer, we will assign
the shortest Guarantee Period available under the Contract for such payment or
transfer. We reserve the right to limit the number of additional purchase
payments that you may allocate to this Option. Please consult with your sales
representative for more information.

15 PROSPECTUS

The following example illustrates how a purchase payment allocated to a
Guarantee Period would grow, given an assumed Guarantee Period and effective
annual interest rate:

END OF CONTRACT YEAR

YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5
---------- ---------- ---------- ---------- ----------

Beginning Contract Value...................... $10,000.00
X (1 + Annual Interest Rate) X 1.045
----------
$10,450.00
Contract Value at end of Contract Year........ $10,450.00
X (1 + Annual Interest Rate) X 1.045
----------
$10,920.25
Contract Value at end of Contract Year........ $10,920.25
X (1 + Annual Interest Rate) X 1.045
----------
$11,411.66
Contract Value at end of Contract Year........ $11,411.66
X (1 + Annual Interest Rate) X 1.045
----------
$11,925.19
Contract Value at end of Contract Year........ $11,925.19
X (1 + Annual Interest Rate) X 1.045
----------
$12,461.82

TOTAL INTEREST CREDITED DURING GUARANTEE PERIOD = $2,461.82 ($12,461.82 -
$10,000)

16 PROSPECTUS

Date. We will apply renewals to Guarantee Periods of the selected length until
you direct us in writing to stop. We may stop offering this Program at any time.
For additional information on the Automatic Laddering Program, please call our
Customer Service unit at 1-800-692-4682.

MARKET VALUE ADJUSTMENT All withdrawals in excess of the Preferred Withdrawal
Amount, transfers, and amounts applied to an Income Plan from a Guarantee
Period, other than those taken during the 30 day period after such Guarantee
Period expires, are subject to a Market Value Adjustment. A positive Market
Value Adjustment also may apply upon payment of a death benefit from amounts
currently invested in a Guarantee Period (unless paid or applied during the 30
day period after such Guarantee Period expires). We will not apply a Market
Value Adjustment to a transfer you make as part of a Dollar Cost Averaging
Program. We also will not apply a Market Value Adjustment to a withdrawal you
make:

- - within the Preferred Withdrawal Amount as described on page 20, or

- - to satisfy the IRS minimum distribution rules for the Contract.

We apply the Market Value Adjustment to reflect changes in interest rates from
the time you first allocate money to a Guarantee Period to the time it is
removed from that Guarantee Period. We calculate the Market Value Adjustment by
comparing the Treasury Rate for a period equal to the Guarantee Period at its
inception to the Treasury Rate for a period equal to the time remaining in the
Guarantee Period when you remove your money. "TREASURY RATE" means the U.S.
Treasury Note Constant Maturity Yield as reported in Federal Reserve Bulletin
Release H.15.

The formula for calculating Market Value Adjustments is set forth in Appendix A
to this prospectus, which also contains additional examples of the application
of the Market Value Adjustment.

INVESTMENT ALTERNATIVES: TRANSFERS
- -------------------------------------------------------------------

TRANSFERS DURING THE ACCUMULATION PHASE
During the Accumulation Phase, you may transfer Contract Value among the
investment alternatives. You may not transfer Contract Value into the Dollar
Cost Averaging Option. You may request transfers in writing on a form that we
provided or by telephone according to the procedure described below. We
currently do not assess, but reserve the right to assess, a $10 charge on each
transfer in excess of 12 per Contract Year. We treat transfers to or from more
than one Fund on the same day as one transfer. Transfers you make as part of a
Dollar Cost Averaging Program or Automatic Fund Rebalancing Program do not count
against the 12 free transfers per Contract Year.

We will process transfer requests that we receive before 4:00 p.m. Eastern Time
on any Valuation Date using the Accumulation Unit Values for that Date. We will
process requests completed after 4:00 p.m. Eastern

17 PROSPECTUS

Time on any Valuation Date using the Accumulation Unit Values for the next
Valuation Date. The Contract permits us to defer transfers from the Fixed
Account for up to 6 months from the date we receive your request. If we decide
to postpone transfers from the Fixed Account Options for 10 days or more, we
will pay interest as required by applicable law. Any interest would be payable
from the date we receive the transfer request to the date we make the transfer.

If you transfer an amount from a Guarantee Period other than during the 30 day
period after such Guarantee Period expires, we will increase or decrease the
amount by a Market Value Adjustment.

We reserve the right to waive any transfer restrictions.

TELEPHONE TRANSFERS
You may make transfers by telephone by calling 1-800-692-4682, if you first send
us a completed authorization form. The cut off time for telephone transfer
requests is 4:00 p.m. Eastern Time. In the event that the New York Stock
Exchange closes early, i.e., before 4:00 p.m. Eastern Time, or in the event that
the Exchange closes early for a period of time but then reopens for trading on
the same day, we will process telephone transfer requests as of the close of the
Exchange on that particular day. We will not accept telephone requests received
at any telephone number other than the number that appears in this paragraph or
received after the close of trading on the Exchange.

We may suspend, modify or terminate the telephone transfer privilege at any time
without notice.

DOLLAR COST AVERAGING PROGRAM
Through the Dollar Cost Averaging Program, you may automatically transfer a set
amount at regular intervals during the Accumulation Phase from any Variable Sub-
Account, the Dollar Cost Averaging Option, or the 3, 5, 7 or 10 year Guarantee
Periods, to any Variable Sub-Account. The interval between transfers may be
monthly, quarterly, semi-annually, or annually. Transfers made through dollar
cost averaging must be $50 or more. You may not use dollar cost averaging to
transfer amounts into the Dollar Cost Averaging Option.

Call or write us for instructions on how to enroll.

EXCESSIVE TRADING LIMITS
For Contracts issued on or after May 1, 1999, we reserve the right to limit
transfers in any Contract Year, or to refuse any transfer request for a Contract
owner or certain Contract owners, if:

- - we believe, in our sole discretion, that excessive trading by such Contract
owner or owners, or a specific transfer request or group of transfer requests,
may have a detrimental effect on the Accumulation Unit Values of any Variable
Sub-Account or the share prices of the corresponding Funds or would be to the
disadvantage of other Contract owners; or

- - we are informed by one or more of the corresponding Funds that they intend to
restrict the purchase or redemption of Fund shares because of excessive
trading or because they believe that a specific transfer or groups of
transfers would have a detrimental effect on the prices of Fund shares.

18 PROSPECTUS

We may apply the restrictions in any manner reasonably designed to prevent
transfers that we consider disadvantageous to other Contract owners.

Example:

Assume that you want your initial purchase payment split among 2 Variable
Sub-Accounts. You want 40% to be in the AIM V.I. Diversified Income Variable
Sub-Account and 60% to be in the AIM V.I. Growth Variable Sub-Account. Over
the next 2 months the bond market does very well while the stock market
performs poorly. At the end of the first quarter, the AIM V.I. Diversified
Income Variable Sub-Account now represents 50% of your holdings because of
its increase in value. If you choose to have your holdings rebalanced
quarterly, on the first day of the next quarter we would sell some of your
units in the AIM V.I. Diversified Income Variable Sub-Account and use the
money to buy more units in the AIM V.I. Growth Variable Sub-Account so that
the percentage allocations would again be 40% and 60% respectively.

The Automatic Fund Rebalancing Program is available only during the Accumulation
Phase. The transfers made under the Program do not count towards the 12
transfers you can make without paying a transfer fee, and are not subject to a
transfer fee.

EXPENSES
- -------------------------------------------------------------------

As a Contract owner, you will bear, directly or indirectly, the charges and
expenses described below.

- - total purchase payments equal $50,000 or more, or

- - all money is allocated to the Fixed Account Options, as of the Contract
Anniversary.

After the Payout Start Date, we will waive this charge if:

- - as of the Payout Start Date, total purchase payments are $50,000 or more, or

- - all income payments are fixed amount income payments.

MORTALITY AND EXPENSE RISK CHARGE
We deduct a mortality and expense risk charge daily at an annual rate of 1.00%
of the average daily net assets you have invested in the Variable Sub-Accounts
(1.20%

19 PROSPECTUS

if you select the Enhanced Death Benefit Option). The mortality and expense risk
charge is for all the insurance benefits available with your Contract (including
our guarantee of annuity rates and the death benefits), for certain expenses of
the Contract, and for assuming the risk (expense risk) that the current charges
will be sufficient in the future to cover the cost of administering the
Contract. If the charges under the Contract are not sufficient, then we will
bear the loss. We charge an additional .20% for the Enhanced Death Benefit
Option to compensate us for the additional risk that we accept by providing the
rider.

We guarantee the mortality and expense risk charge and we cannot increase it. We
assess the mortality and expense risk charge during both the Accumulation Phase
and the Payout Phase.

WITHDRAWAL CHARGE
We may assess a withdrawal charge of up to 7% of the purchase payment(s) you
withdraw in excess of the Preferred Withdrawal Amount, adjusted by a Market
Value Adjustment. The charge declines annually to 0% after 7 complete years from
the day we receive the purchase payment being withdrawn. A schedule showing how
the charge declines appears on page 7. During each Contract Year, you can
withdraw up to 15% of the Contract Value as of the beginning of that Contract
Year without paying the charge. Unused portions of this 15% "PREFERRED
WITHDRAWAL AMOUNT" are not carried forward to future Contract Years.

We determine the withdrawal charge by:

- - multiplying the percentage corresponding to the number of complete years since
we received the purchase payment being withdrawn, times

- - the part of each purchase payment withdrawal that is in excess of the
Preferred Withdrawal Amount, adjusted by a Market Value Adjustment.

- - We will deduct withdrawal charges, if applicable, from the amount paid. For
purposes of the withdrawal charge, we will treat withdrawals as coming from
the oldest purchase payments first. However, for federal income tax purposes,
please note that withdrawals are considered to have come first from earnings
in the Contract. Thus, for tax purposes, earnings are considered to come out
first, which means you pay taxes on the earnings portion of your withdrawal.

We do not apply a withdrawal charge in the following situations:

- - on the Payout Start Date (a withdrawal charge may apply if you elect to
receive income payments for a specified period of less than 120 months);

- - the death of the Contract owner or Annuitant (unless the Settlement Value is
used);

- - withdrawals taken to satisfy IRS minimum distribution rules for the Contract;
and

- - withdrawals made after all purchase payments have been withdrawn.

Withdrawals may be subject to tax penalties or income tax and a Market Value
Adjustment. You should consult your own tax counsel or other tax advisers
regarding any withdrawals.

20 PROSPECTUS

DEDUCTION FOR VARIABLE ACCOUNT INCOME TAXES
We are not currently making a provision for taxes. In the future, however, we
may make a provision for taxes if we determine, in our sole discretion, that we
will incur a tax as a result of the operation of the Variable Account. We will
deduct for any taxes we incur as a result of the operation of the Variable
Account, whether or not we previously made a provision for taxes and whether or
not it was sufficient. Our status under the Internal Revenue Code is briefly
described in the Statement of Additional Information.

OTHER EXPENSES
Each Fund deducts advisory fees and other expenses from its assets. You
indirectly bear the charges and expenses of the Funds whose shares are held by
the Variable Sub-Accounts. These fees and expenses are described in the
accompanying prospectus for the Funds. For a summary of these charges and
expenses, see page 8. We may receive compensation from A I M Advisors, Inc., for
administrative services we provide to the Funds.

ACCESS TO YOUR MONEY
- -------------------------------------------------------------------

You can withdraw money from the Variable Account or the Fixed Account Options.
To complete a partial withdrawal from the Variable Account, we will cancel
Accumulation Units in an amount equal to the withdrawal and any applicable
withdrawal charge and premium taxes.

You must name the investment alternative from which you are taking the
withdrawal. If none is named, then the withdrawal request is incomplete and
cannot be honored.

In general, you must withdraw at least $50 at a time. You also may withdraw a
lesser amount if you are withdrawing your entire interest in a Variable Sub-
Account.

If you request a total withdrawal, we may request that you return your Contract
to us.

POSTPONEMENT OF PAYMENTS
We may postpone the payment of any amounts due from the Variable Account under
the Contract if:

1. The New York Stock Exchange is closed for other than usual weekends or
holidays, or trading on the Exchange is otherwise restricted;

2. An emergency exists as defined by the SEC; or

3. The SEC permits delay for your protection.

In addition, we may delay payments or transfers from the Fixed Account Options
for up to 6 months or shorter period if required by law. If we delay payment or
transfer for 10 days or more, we will pay interest as required by law. Any
interest would be payable from the date we receive the withdrawal request to the
date we make the payment or transfer.

SYSTEMATIC WITHDRAWAL PROGRAM
You may choose to receive systematic withdrawal payments on a monthly,
quarterly, semi-annual, or annual basis at any time prior to the Payout Start
Date. The minimum amount of each systematic withdrawal is $50. Systematic
Withdrawals are not available from the Dollar Cost Averaging Option. At our
discretion, systematic withdrawals may not be offered in conjunction with the
Dollar Cost Averaging Program or the Automatic Fund Rebalancing Program.

Depending on fluctuations in the accumulation unit value of the Variable
Sub-Accounts and the value of the Fixed Account Options, systematic withdrawals
may reduce or even exhaust the Contract Value. Income taxes may apply to
systematic withdrawals. Please consult your tax advisor before taking any
withdrawal.

We will make systematic withdrawal payments to you or your designated payee. We
may modify or suspend the

21 PROSPECTUS

Systematic Withdrawal Program and charge a processing fee for the service. If we
modify or suspend the Systematic Withdrawal Program, existing systematic
withdrawal payments will not be affected.

MINIMUM CONTRACT VALUE
If your request for a partial withdrawal would reduce the amount in any
Guarantee Period to less than $500, we will treat it as a request to withdraw
the entire amount invested in such Guarantee Period. If your request for a
partial withdrawal would reduce the Contract Value to less than $1,000, we may
treat it as a request to withdraw your entire Contract Value. Your Contract will
terminate if you withdraw all of your Contract Value. We will, however, ask you
to confirm your withdrawal request before terminating your Contract. If we
terminate your Contract, we will distribute to you its Contract Value, adjusted
by any applicable Market Value Adjustment, less withdrawal and other charges,
and applicable taxes.

INCOME PAYMENTS
- -------------------------------------------------------------------

PAYOUT START DATE
The Payout Start Date is the day that we apply your money to an Income Plan. The
Payout Start Date must be no later than the Annuitant's 90th birthday.

Three Income Plans are available under the Contract. Each is available to
provide:

- - fixed income payments;

- - variable income payments; or

- - a combination of the two.

The three Income Plans are:

INCOME PLAN 3 -- GUARANTEED PAYMENTS FOR A SPECIFIED PERIOD (5 YEARS TO 30
YEARS). Under this plan, we make periodic income payments for the period you
have chosen. These payments do not depend on the Annuitant's life. Income
payments for less than 120 months may be subject to a withdrawal charge. We will
deduct the mortality and expense risk charge from the Variable Sub-Account
assets that support variable income payments even though we may not bear any
mortality risk.

22 PROSPECTUS

guaranteed payments, it is possible that the payee could receive only 1 income
payment if the Annuitant and any joint Annuitant both die before the second
income payment, or only 2 income payments if they die before the third income
payment, and so on.

Generally, you may not make withdrawals after the Payout Start Date. One
exception to this rule applies if you are receiving variable income payments
that do not depend on the life of the Annuitant (such as under Income Plan 3).
In that case you may terminate all or a portion of the Variable Account portion
of the income payments at any time and receive a lump sum equal to the present
value of the remaining variable payments associated with the amount withdrawn.
To determine the present value of any remaining variable income payments being
withdrawn, we use a discount rate equal to the assumed annual investment rate
that we use to compute such variable income payments. The minimum amount you may
withdraw under this feature is $1,000. A withdrawal charge may apply. We deduct
applicable premium taxes from the Contract Value at the Payout Start Date.

We may make other Income Plans available. You may obtain information about them
by writing or calling us.

You must apply at least the Contract Value in the Fixed Account Options on the
Payout Start Date to fixed income payments. If you wish to apply any portion of
your Fixed Account Option balance to provide variable income payments, you
should plan ahead and transfer that amount to the Variable Sub-Accounts prior to
the Payout Start Date. If you do not tell us how to allocate your Contract Value
among fixed and variable income payments, we will apply your Contract Value in
the Variable Account to variable income payments and your Contract Value in the
Fixed Account Options to fixed income payments.

We will apply your Contract Value, adjusted by a Market Value Adjustment, less
applicable taxes to your Income Plan on the Payout Start Date. If the Contract
owner has not made any purchase payments for at least 3 years preceding the
Payout Start Date, and either the Contract Value is less than $2,000 or not
enough to provide an initial payment of at least $20, and state law permits, we
may:

- - terminate the Contract and pay you the Contract Value, adjusted by any Market
Value Adjustment and less any applicable taxes, in a lump sum instead of the
periodic payments you have chosen, or

- - reduce the frequency of your payments so that each payment will be at least
$20.

FIXED INCOME PAYMENTS
We guarantee income payment amounts derived from any Fixed Account Option for
the duration of the Income Plan. We calculate the fixed income payments by:

1. adjusting the portion of the Contract Value in any Fixed Account Option on
the Payout Start Date by any applicable Market Value Adjustment;

2. deducting any applicable premium tax; and

3. applying the resulting amount to the greater of (a) the appropriate value
from the income payment table in your Contract or (b) such other value as we are
offering at that time.

CERTAIN EMPLOYEE BENEFIT PLANS
The Contracts offered by this prospectus contain income payment tables that
provide for different

23 PROSPECTUS

payments to men and women of the same age. However, we reserve the right to use
income payment tables that do not distinguish on the basis of sex to the extent
permitted by law. In certain employment-related situations, employers are
required by law to use the same income payment tables for men and women.
Accordingly, if the Contract is to be used in connection with an
employment-related retirement or benefit plan, you should consult with legal
counsel as to whether the purchase of a Contract is appropriate. For qualified
plans, where it is appropriate, we may use income payment tables that do not
distinguish on the basis of sex.

DEATH BENEFITS
- -------------------------------------------------------------------

We will pay a death benefit if, prior to the Payout Start Date:

1. any Contract owner dies or,

2. the Annuitant dies, if the Contract owner is not a natural person.

A request for payment of the death benefit must include "DUE PROOF OF DEATH." We
will accept the following documentation as Due Proof of Death:

- - a certified copy of a death certificate,

- - a certified copy of a decree of a court of competent jurisdiction as to the
finding of death, or

- - any other proof acceptable to us.

DEATH BENEFIT AMOUNT. Prior to the Payout Start Date, the death benefit is equal
to the greatest of:

1. the Contract Value as of the date we determine the death benefit, or

2. the SETTLEMENT VALUE (that is, the amount payable on a full withdrawal of
Contract Value) on the date we determine the death benefit, or

3. the sum of all purchase payments reduced by a withdrawal adjustment, as
defined below, or

4. the greatest of the Contract Values calculated on each DEATH BENEFIT
ANNIVERSARY prior to the date we determine the death benefit, increased by
purchase payments made since that Death Benefit Anniversary and reduced by a
withdrawal adjustment as defined below.

When a death benefit is paid, only a positive aggregate Market Value Adjustment
amount, if any, is applied to the account value attributable to amounts
withdrawn from Guarantee Period(s).

A "Death Benefit Anniversary" is every seventh Contract Anniversary during the
Accumulation Phase. For example, the 7th, 14th, and 21st Contract Anniversaries
are the first three Death Benefit Anniversaries.

The "withdrawal adjustment" is equal to (a) divided by (b), with the result
multiplied by (c), where:

(a) is the withdrawal amount;

(b) is the Contract Value immediately prior to the withdrawal; and

We will determine the value of the death benefit as of the end of the Valuation
Date on which we receive a complete request for payment of the death benefit. If
we receive a request after 4:00 p.m. Eastern Time on a Valuation Date, we will
process the request as of the end of the following Valuation Date.

ENHANCED DEATH BENEFIT OPTION. If the oldest Contract owner and Annuitant is
less than or equal to age 80 as of the date we receive the completed
application, the Enhanced Death Benefit Option, is an optional benefit that you
may select. If the Contract owner is a living individual, the Enhanced Death
Benefit applies only for the death of the Contract owner. If the Contract owner
is not a living individual, the enhanced death benefit applies only for the
death of the Annuitant. For Contracts with the Enhanced Death Benefit Rider, the
death benefit will be the greatest of (1) through (4) above, or (5) the Enhanced
Death Benefit, described below. When a death benefit is paid, only a positive
aggregate Market Value Adjustment amount, if any, is applied to the account
value attributable to amounts withdrawn from Guaranteed Period(s).

The Enhanced Death Benefit will never be greater than the maximum death benefit
allowed by any state nonforfeiture laws which govern the Contract.

24 PROSPECTUS

ENHANCED DEATH BENEFIT. The Enhanced Death Benefit on the Issue Date is equal to
the initial purchase payment. On each Contract Anniversary, we will recalculate
your Enhanced Death Benefit to equal the greater of your Contract Value on that
date, or the most recently calculated Enhanced Death Benefit. We also will
recalculate your Enhanced Death Benefit whenever you make an additional purchase
payment or a partial withdrawal. Additional purchase payments will increase the
Enhanced Death Benefit dollar-for-dollar. Withdrawals will reduce the Enhanced
Death Benefit by an amount equal to a withdrawal adjustment computed in the
manner described above under "Death Benefit Amount." In the absence of any
withdrawals or purchase payments, the Enhanced Death Benefit will be the
greatest of all Contract Anniversary Contract Values on or before the date we
calculate the death benefit.

We will calculate ANNIVERSARY VALUES for each Contract Anniversary prior to the
oldest Contract owner's or the oldest Annuitant's, if the Contract owner is not
a natural person, 85th birthday. After age 85, we will recalculate the Enhanced
Death Benefit only for purchase payments and withdrawals. The Enhanced Death
Benefit will never be greater than the maximum death benefit allowed by any
non-forfeiture laws which govern the Contract.

DEATH BENEFIT PAYMENTS. A death benefit will be paid:

1. if the Contract owner elects to receive the death benefit distributed in a
single payment within 180 days of the date of death, and

2. if the death benefit is paid as of the day the value of the death benefit is
determined.

Otherwise, the Settlement Value will be paid. The Contract owner may make a
single withdrawal of any amount within one year of the date of death without
incurring a withdrawal charge. Any applicable positive aggregate Market Value
Adjustment, determined as of the date of the withdrawal, will apply. We reserve
the right to waive the 180 day limit on a non-discriminatory basis. The
Settlement Value paid will be the Settlement Value next computed on or after the
requested distribution date for payment, or on the mandatory distribution date
of 5 years after the date of death.

If the Contract owner eligible to receive the death benefit is not a natural
person, the Contract owner may elect to receive the distribution upon death in
one or more distributions.

If the Contract owner is a natural person, the Contract owner may elect to
receive the death benefit either in one or more distributions, or by periodic
payments through an Income Plan. Payments from the Income Plan must begin within
one year of the date of death and must be payable throughout:

- - the life of the Contract owner; or

- - a period not to exceed the life expectancy of the Contract owner; or

- - the life of the Contract owner with payments guaranteed for a period not to
exceed the life expectancy of the Contract owner.

If the surviving spouse of the deceased Contract owner is the sole new Contract
owner, then the spouse may elect one of the options listed above or may continue
the Contract in the Accumulation Phase as if the death had not occurred.
However, the surviving spouse may not continue the Contract under the Enhanced
Death Benefit Option. Thus, if the Enhanced Death Benefit Option had been
selected and the surviving spouse elects to continue the Contract in the
Accumulation Phase, then the annualized mortality and expense risk charge of
1.20% will be reduced to 1.00%. The effective date of this change will be the
date we determine the value of the Death Benefit. The Contract may only be
continued once. If the Contract is continued in the Accumulation Phase, the
surviving spouse may make a single withdrawal of any amount within one year of
the date of death without incurring a withdrawal charge. Any applicable positive
aggregate Market Value Adjustment, determined as of the date of the withdrawal,
will apply. On the day the Contract is continued, the Contract Value will be the
death benefit at the end of the Valuation Date after we receive due proof of
death. Prior to the Payout Start Date, the death benefit of the continued
Contract will be the greater of:

(a) the sum of all purchase payments reduced by a withdrawal adjustment, as
defined in the death benefit provision, or

(b) the Contract Value on the date we determine the death benefit.

25 PROSPECTUS

MORE INFORMATION
- -------------------------------------------------------------------

Allstate New York is currently licensed to operate in New York. Our home office
is One Allstate Drive, Farmingville, New York 11738. Our service center located
in Vernon Hills, Illinois.

Allstate New York is a wholly owned subsidiary of Allstate Life Insurance
Company ("ALLSTATE LIFE"), a stock life insurance company incorporated under the
laws of the State of Illinois. Allstate Life is a wholly owned subsidiary of
Allstate Insurance Company, a stock property-liability insurance company
incorporated under the laws of Illinois. With the exception of the directors
qualifying shares, all of the outstanding capital stock of Allstate Insurance
Company is owned by The Allstate Corporation.

Independent rating agencies regularly evaluate life insurers' claims-paying
ability, quality of investments, and overall stability. A.M. Best Company
assigns an A+ (Superior) financial strength rating to Allstate Life, which
results in an A+g rating to Allstate New York due to its group affiliation with
Allstate Life. Standard & Poor's assigns an AA+ (Very Strong) and Moody's
Investors Service assigns an Aa2 (Excellent) financial strength rating to
Allstate New York, sharing the same ratings of its parent, Allstate Life. These
ratings do not reflect the investment performance of the Variable Account. We
may from time to time advertise these ratings in our sales literature.

THE FUNDS
DIVIDENDS AND CAPITAL GAIN DISTRIBUTIONS. We automatically reinvest all
dividends and capital gains distributions from the Funds in shares of the
distributing Fund at their net asset value.

26 PROSPECTUS

CHANGES IN FUNDS. If the shares of any of the Funds are no longer available for
investment by the Variable Account or if, in our judgment, further investment in
such shares is no longer desirable in view of the purposes of the Contract, we
may eliminate that Fund and substitute shares of another eligible investment
fund. Any substitution of securities will comply with the requirements of the
1940 Act. We also may add new Variable Sub-Accounts that invest in additional
underlying mutual funds. We will notify you in advance of any changes.

THE CONTRACT

DISTRIBUTION. ALFS, Inc.* ("ALFS"), located at 3100 Sanders Road, Northbrook, IL
60062-7154, serves as principal underwriter of the Contracts. ALFS is a wholly
owned subsidiary of Allstate Life Insurance Company. ALFS is a registered broker
dealer under the Securities and Exchange Act of 1934, as amended ("EXCHANGE
ACT"), and is a member of the National Association of Securities Dealers, Inc.

We will pay commissions to broker-dealers who sell the Contracts. Commissions
paid may vary, but we estimate that the total commissions paid on all Contract
sales will not exceed 8 1/2% of any purchase payments. Sometimes, we also pay
the broker-dealer a persistency bonus in addition to the standard commissions. A
persistency bonus is not expected to exceed 1.2%, on an annual basis, of the
purchase payments considered in connection with the bonus. These commissions are
intended to cover distribution expenses. Contracts may be sold by
representatives or employees of banks which may be acting as broker-dealers
without separate registration under the Exchange Act, pursuant to legal and
regulatory exceptions.

ADMINISTRATION. We have primary responsibility for all administration of the
Contracts and the Variable Account. We provide the following administrative
services, among others:

- - issuance of the Contracts;

- - maintenance of Contract owner records;

- - Contract owner services;

- - calculation of unit values;

- - maintenance of the Variable Account; and

- - preparation of Contract owner reports.

We also will provide you with additional periodic and other reports, information
and prospectuses as may be required by federal securities laws.

QUALIFIED PLANS
If you use the Contract with a qualified plan, the plan may impose different or
additional conditions or limitations on withdrawals, waivers of withdrawal
charges, death benefits, Payout Start Dates, income payments, and other Contract
features. In addition, adverse tax consequences may result if qualified plan
limits on distributions and other conditions are not met. Please consult your
qualified plan administrator for more information.

27 PROSPECTUS

TAXES
- -------------------------------------------------------------------

THE FOLLOWING DISCUSSION IS GENERAL AND IS NOT INTENDED AS TAX ADVICE. ALLSTATE
NEW YORK MAKES NO GUARANTEE REGARDING THE TAX TREATMENT OF ANY CONTRACT OR
TRANSACTION INVOLVING A CONTRACT.

TAXATION OF ANNUITIES IN GENERAL

TAX DEFERRAL. Generally, you are not taxed on increases in the Contract Value
until a distribution occurs. This rule applies only where:

1. the Contract owner is a natural person,

2. the investments of the Variable Account are "adequately diversified"
according to Treasury Department regulations, and

3. Allstate New York is considered the owner of the Variable Account assets for
federal income tax purposes.

28 PROSPECTUS

- - made on or after the date the individual attains age 59 1/2,

- - made to a beneficiary after the Contract owner's death,

- - attributable to the Contract owner being disabled, or

- - for a first time home purchase (first time home purchases are subject to a
lifetime limit of $10,000).

1. if distributed in a lump sum, the amounts are taxed in the same manner as a
full withdrawal, or

PENALTY TAX ON PREMATURE DISTRIBUTIONS. A 10% penalty tax applies to the taxable
amount of any premature distribution from a non-Qualified Contract. The penalty
tax generally applies to any distribution made prior to the date you attain age
59 1/2. However, no penalty tax is incurred on distributions:

1. made on or after the date the Contract owner attains age 59 1/2;

2. made as a result of the Contract owner's death or disability;

3. made in substantially equal periodic payments over the owner's life or life
expectancy;

4. made under an immediate annuity; or

5. attributable to investment in the contract before August 14, 1982.

You should consult a competent tax advisor to determine if any other exceptions
to the penalty apply to your situation. Similar exceptions may apply to
distributions from Qualified Contracts.

TAX QUALIFIED CONTRACTS
The income on qualified plan and IRA investments is tax deferred and variable
annuities held by such plans do not receive any additional tax deferral. You
should review the annuity features, including all benefits and

29 PROSPECTUS

expenses, prior to purchasing a variable annuity in a qualified plan or IRA.

Contracts may be used as investments with certain qualified plans such as:

- - Individual Retirement Annuities or Accounts (IRAs) under Section 408 of the
Code;

- - Roth IRAs under Section 408A of the Code;

- - Simplified Employee Pension Plans under Section 408(k) of the Code;

- - Savings Incentive Match Plans for Employees (SIMPLE) Plans under
Section 408(p) of the Code;

- - Tax Sheltered Annuities under Section 403(b) of the Code;

- - Corporate and Self Employed Pension and Profit Sharing Plans; and

- - State and Local Government and Tax-Exempt Organization Deferred Compensation
Plans.

Allstate New York reserves the right to limit the availability of the Contract
for use with any of the qualified plans listed above. In the case of certain
qualified plans, the terms of the plans may govern the right to benefits,
regardless of the terms of the Contract.

RESTRICTIONS UNDER SECTION 403(b) PLANS. Section 403(b) of the Tax Code provides
tax-deferred retirement savings plans for employees of certain non-profit and
educational organizations. Under Section 403(b), any Contract used for a 403(b)
plan must provide that distributions attributable to salary reduction
contributions made after December 31, 1988, and all earnings on salary reduction
contributions, may be made only:

1. on or after the date the employee

- attains age 59 1/2,

- separates from service,

- dies,

- becomes disabled, or

2. on account of hardship (earnings on salary reduction contributions may not be
distributed on the account of hardship).

These limitations do not apply to withdrawals where Allstate New York is
directed to transfer some or all of the Contract Value to another 403(b) plan.

INCOME TAX WITHHOLDING
Allstate New York is required to withhold federal income tax at a rate of 20% on
all "eligible rollover distributions" unless you elect to make a "direct
rollover" of such amounts to an IRA or eligible retirement plan. Eligible
rollover distributions generally include all distributions from Qualified
Contracts, excluding IRAs, with the exception of:

1. required minimum distributions, or

2. a series of substantially equal periodic payments made over a period of at
least 10 years, or,

3. over the life (joint lives) of the participant (and beneficiary).

ANNUAL REPORTS AND OTHER DOCUMENTS
- -------------------------------------------------------------------

Allstate New York's annual report on Form 10-K for the year ended December 31,
2000 is incorporated herein by reference, which means that it is legally a part
of this prospectus.

We file our Exchange Act documents and reports, including our annual and
quarterly reports on Form 10-K and Form 10-Q electronically on the SEC's

30 PROSPECTUS

"EDGAR" system using the identifying number CIK No. 0000948255. The SEC
maintains a Web site that contains reports, proxy and information statements and
other information regarding registrants that file electronically with the SEC.
The address of the site is http://www.sec.gov. You also can view these materials
at the SEC's Public Reference Room at 450 Fifth Street, N.W., Washington, D.C.
20549. For more information on the operations of SEC's Public Reference Room,
call 1-800-SEC-0330.

If you have received a copy of this prospectus, and would like a free copy of
any document incorporated herein by reference (other than exhibits not
specifically incorporated by reference into the text of such documents), please
write or call us at Customer Service, 300 N. Milwaukee Ave. Vernon Hills, IL
60061 (telephone: 1-800-692-4682).

PERFORMANCE INFORMATION
- -------------------------------------------------------------------

31 PROSPECTUS

EXPERTS
- -------------------------------------------------------------------

32 PROSPECTUS

APPENDIX A
MARKET VALUE ADJUSTMENT
- -------------------------------------------------------------------

The Market Value Adjustment is based on the following:

I = the Treasury Rate for a maturity equal to the applicable
Guarantee Period for the week preceding the establishment of
the Guarantee Period.
N = the number of whole and partial years from the date we
receive the withdrawal, transfer or death benefit request,
or from the Payout Start Date to the end of the Guarantee
Period.
J = the Treasury Rate for a maturity of length N for the week
preceding the receipt of the withdrawal, transfer, death
benefit, or income payment request. If a note with a
maturity of length N is not available, a weighted average
will be used. If N is one year or less, J will be the 1-year
Treasury Rate.

Treasury Rate means the U.S. Treasury Note Constant Maturity yield as reported
in Federal Reserve Bulletin Release H.15.

The Market Value Adjustment factor is determined from the following formula:

.9 X (I - J) X N

EXAMPLES OF MARKET VALUE ADJUSTMENT

Purchase Payment: $10,000 allocated to a Guarantee Period
Guarantee Period: 5 years
Guaranteed
Interest Rate: 4.50%
5 Year Treasury
Rate at the time
the Guarantee
Period is
established: 4.50%
Full Surrender: End of Contract Year 3

NOTE: These examples assume that premium taxes are not applicable.

EXAMPLE 1: (ASSUMES DECLINING INTEREST RATES)

Step 1. Calculate Contract Value at End of Contract Year
3: $10,000.00 X (1.045)TO THE POWER OF 3 = $11,411.66
.15 X $10,000.00 X (1.045)TO THE POWER OF 2 =
Step 2. Calculate the Preferred Withdrawal Amount: $1,638.04

Step 3. Calculate the Market Value Adjustment: I = 4.5%
J = 4.2%
730 days
N = ------- = 2
365 days
Market Value Adjustment Factor: .9 X (I - J) X N
= .9 X (.045 - .042) X (730/365) = .0054
Market Value Adjustment = Market Value Adjustment Factor X Amount Subject
to Market Value Adjustment
= .0054 X ($11,411.66 - $1,638.04) = $52.78
Step 4. Calculate the Withdrawal Charge: .05 X ($10,000.00 - $1,638.04 + $52.78) = $420.74
Step 5. Calculate the amount received by Customers as a
result of full withdrawal at the end of Contract Year 3: $11,411.66 - $420.74 + $52.78 = $11,043.70

A-1

EXAMPLE 2: (ASSUMES RISING INTEREST RATES)

Step 1. Calculate Contract Value at End of Contract Year
3: $10,000.00 X (1.045)TO THE POWER OF 3 = $11,411.66

Step 2. Calculate the Preferred Withdrawal Amount: .15 X $10,000 X (1.045)TO THE POWER OF 2 = $1,638.04

Step 3. Calculate the Market Value Adjustment: I = 4.5%
J = 4.8%
730 days
N = ------- = 2
365 days
Market Value Adjustment Factor: .9 X (I - J) X N
= .9 X (.045 - .048) X (730/365) = -.0054

Market Value Adjustment = Market Value Adjustment Factor X Amount Subject
to Market Value Adjustment
-.0054 X ($11,411.66 - $1,638.04) = -$52.78

Step 4. Calculate the Withdrawal Charge: -.05 X ($10,000.00 - $1,638.04 - $52.78) = $415.46

Step 5. Calculate the amount received by Customers as a
result of full withdrawal at the end of Contract Year 3: $11,411.66 - $415.46 - $52.78 = $10,943.42

A-2

APPENDIX B
WITHDRAWAL ADJUSTMENT EXAMPLE
- -------------------------------------------------------------------

Issue Date: January 1, 2000
Initial Purchase Payment: $50,000

DEATH BENEFIT AMOUNT
CONTRACT --------------------------
CONTRACT VALUE DEATH BENEFIT MAXIMUM
VALUE BEFORE TRANSACTION AFTER ANNIVERSARY ANNIVERSARY
DATE TYPE OF OCCURRENCE OCCURRENCE AMOUNT OCCURRENCE VALUE VALUE
- ---- ------------------ ------------ ----------- ---------- ------------- -----------

1/1/00 Issue Date.............................. -- $50,000 $50,000 $50,000 $50,000
1/1/01 Contract Anniversary.................... $55,000 -- $55,000 $50,000 $55,000
7/1/01 Partial Withdrawal...................... $60,000 $15,000 $45,000 $37,500 $41,250

Withdrawal adjustment equals the partial withdrawal amount divided by the
Contract Value immediately prior to the partial withdrawal multiplied by the
value of the applicable death benefit amount alternative immediately prior to
the partial withdrawal.

Death Benefit Anniversary Value Death Benefit
Partial Withdrawal Amount................................. (w) $15,000
Contract Value Immediately Prior to Partial Withdrawal.... (a) $60,000
Value of Applicable Death Benefit Amount Immediately Prior
to Partial Withdrawal.................................... (d) $50,000
Withdrawal Adjustment [(w)/(a)]*(d) $12,500
Adjusted Death Benefit.................................... $37,500

Maximum Anniversary Value Death Benefit
Partial Withdrawal Amount................................. (w) $15,000
Contract Value Immediately Prior to Partial Withdrawal.... (a) $60,000
Value of Applicable Death Benefit Amount Immediately Prior
to Partial Withdrawal.................................... (d) $55,000
Withdrawal Adjustment..................................... [(w)/a)]*(d) $13,750
Adjusted Death Benefit.................................... $41,250

Please remember that you are looking at a hypothetical example, and that your
investment performance may be greater or less than the figures shown.

B-1

APPENDIX C
- -------------------------------------------------------------------

ACCUMULATION UNIT VALUE AND NUMBER
OF ACCUMULATION UNITS OUTSTANDING FOR
EACH VARIABLE SUB-ACCOUNT SINCE CONTRACTS WERE FIRST OFFERED*
CONTRACT WITHOUT ENHANCED DEATH BENEFIT OPTION

FOR THE
PERIOD
JANUARY 1*
THROUGH
DECEMBER 31
2000
------------

AIM V.I. AGGRESSIVE GROWTH SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 13.988
Accumulation Unit Value, End of Period.................... $ 14.15
Number of Units Outstanding, End of Period................ 53,890
AIM V.I. BALANCED SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 13.162
Accumulation Unit Value, End of Period.................... $ 12.43
Number of Units Outstanding, End of Period................ 24,499
AIM V.I. BLUE CHIP SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 8.82
Number of Units Outstanding, End of Period................ 11,309
AIM V.I. CAPITAL APPRECIATION SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 21.350
Accumulation Unit Value, End of Period.................... $ 18.75
Number of Units Outstanding, End of Period................ 456,761
AIM V.I. CAPITAL DEVELOPMENT SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 11.655
Accumulation Unit Value, End of Period.................... $ 12.55
Number of Units Outstanding, End of Period................ 18,297
AIM V.I. DENT DEMOGRAPHICS TRENDS SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.00
Accumulation Unit Value, End of Period.................... $ 7.89
Number of Units Outstanding, End of Period................ 32,307
AIM V.I. DIVERSIFIED INCOME SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 12.002
Accumulation Unit Value, End of Period.................... $ 11.55
Number of Units Outstanding, End of Period................ 204,561
AIM V.I. GLOBAL UTILITIES SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 20.432
Accumulation Unit Value, End of Period.................... $ 19.68
Number of Units Outstanding, End of Period................ 71,921
AIM V.I. GOVERNMENT SECURITIES SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 11.189
Accumulation Unit Value, End of Period.................... $ 12.15
Number of Units Outstanding, End of Period................ 99,531
AIM V.I. GROWTH SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 25.263
Accumulation Unit Value, End of Period.................... $ 19.80
Number of Units Outstanding, End of Period................ 403,785

C-1

ACCUMULATION UNIT VALUE AND NUMBER
OF ACCUMULATION UNITS OUTSTANDING FOR
EACH VARIABLE SUB-ACCOUNT SINCE INCEPTION*

FOR THE
PERIOD
JANUARY 1*
THROUGH
DECEMBER 31
2000
------------

AIM V.I. GROWTH AND INCOME SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 24.138
Accumulation Unit Value, End of Period.................... $ 20.33
Number of Units Outstanding, End of Period................ 674,689
AIM V.I. HIGH YIELD SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 9.957
Accumulation Unit Value, End of Period.................... $ 7.95
Number of Units Outstanding, End of Period................ 834
AIM V.I. INTERNATIONAL EQUITY SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 21.914
Accumulation Unit Value, End of Period.................... $ 15.90
Number of Units Outstanding, End of Period................ 245,480
AIM V.I. MONEY MARKET SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 11.479
Accumulation Unit Value, End of Period.................... $ 11.98
Number of Units Outstanding, End of Period................ 95,879
AIM V.I. NEW TECHNOLOGY SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 20.18
Number of Units Outstanding, End of Period................ 11,448
AIM V.I. VALUE SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 22.589
Accumulation Unit Value, End of Period.................... $ 19.00
Number of Units Outstanding, End of Period................ 1,000,356

* The Contracts were first offered on January 17, 2000. All Variable
Sub-Accounts were first offered under the Contracts on January 17, 2000. The
Accumulation Unit Values in this table reflect a mortality and expense risk
charge of 1.00%

C-2

ACCUMULATION UNIT VALUE AND NUMBER
OF ACCUMULATION UNITS OUTSTANDING FOR
EACH VARIABLE SUB-ACCOUNT SINCE CONTRACTS WERE FIRST OFFERED*
CONTRACT WITH ENHANCED DEATH BENEFIT OPTION

FOR THE
PERIOD
JANUARY 1*
THROUGH
DECEMBER 31
2000
------------

AIM V.I. AGGRESSIVE GROWTH SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 10.985
Number of Units Outstanding, End of Period................ 102,502
AIM V.I. BALANCED SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 9.729
Number of Units Outstanding, End of Period................ 75,164
AIM V.I. BLUE CHIP SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 8.837
Number of Units Outstanding, End of Period................ 177,304
AIM V.I. CAPITAL APPRECIATION SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 9.513
Number of Units Outstanding, End of Period................ 131,409
AIM V.I. CAPITAL DEVELOPMENT SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 11.566
Number of Units Outstanding, End of Period................ 7,338
AIM V.I. DENT DEMOGRAPHICS TRENDS SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.00
Accumulation Unit Value, End of Period.................... $ 7.902
Number of Units Outstanding, End of Period................ 78,274
AIM V.I. DIVERSIFIED INCOME SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 9.833
Number of Units Outstanding, End of Period................ 6,486
AIM V.I. GLOBAL UTILITIES SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 10.100
Number of Units Outstanding, End of Period................ 14,485
AIM V.I. GOVERNMENT SECURITIES SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 10.770
Number of Units Outstanding, End of Period................ 15,884
AIM V.I. GROWTH SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 8.312
Number of Units Outstanding, End of Period................ 122,705

C-3

ACCUMULATION UNIT VALUE AND NUMBER
OF ACCUMULATION UNITS OUTSTANDING FOR
EACH VARIABLE SUB-ACCOUNT SINCE INCEPTION*

FOR THE
PERIOD
JANUARY 1*
THROUGH
DECEMBER 31
2000
------------

AIM V.I. GROWTH AND INCOME SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 9.080
Number of Units Outstanding, End of Period................ 136,401
AIM V.I. HIGH YIELD SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 8.015
Number of Units Outstanding, End of Period................ 15,188
AIM V.I. INTERNATIONAL EQUITY SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 8.096
Number of Units Outstanding, End of Period................ 45,706
AIM V.I. MONEY MARKET SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 10.468
Number of Units Outstanding, End of Period................ 15,332
AIM V.I. NEW TECHNOLOGY SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 20.212
Number of Units Outstanding, End of Period................ 33,509
AIM V.I. VALUE SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period.............. $ 10.000
Accumulation Unit Value, End of Period.................... $ 8.772
Number of Units Outstanding, End of Period................ 212,887

C-4

STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS
- -------------------------------------------------------------------

DESCRIPTION

DESCRIPTION
- -----------------------------------------------------

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

D-1

ALLSTATE CUSTOM PORTFOLIO VARIABLE ANNUITY

ALLSTATE LIFE INSURANCE COMPANY OF NEW YORK
P.O. BOX 94038, PALATINE, IL 60094-4038
TELEPHONE NUMBER: 1-800-692-4682 PROSPECTUS DATED MAY 1, 2001

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

Allstate Life Insurance Company of New York ("ALLSTATE NEW YORK") is offering
the Allstate Custom Portfolio Variable Annuity, a group flexible premium
deferred variable annuity contract ("CONTRACT"). This prospectus contains
information about the Contract that you should know before investing. Please
keep it for future reference.

The Contract currently offers 29 investment alternatives ("INVESTMENT
ALTERNATIVES"). The investment alternatives include the fixed account ("FIXED
ACCOUNT") and 28 variable sub-accounts ("VARIABLE SUB-ACCOUNTS") of the Allstate
Life of New York Separate Account A ("VARIABLE ACCOUNT"). Each Variable
Sub-Account invests exclusively in shares of one of the following mutual fund
portfolios ("PORTFOLIOS"):

AIM VARIABLE INSURANCE FUNDS: OPPENHEIMER VARIABLE ACCOUNT FUNDS:
AIM V.I. Balanced Fund Oppenheimer Aggressive Growth Fund/VA
AIM V.I. Capital Appreciation Fund Oppenheimer Main Street Growth & Income
AIM V.I. Government Securities Fund Fund/VA
AIM V.I. Growth Fund Oppenheimer Strategic Bond Fund/VA
AIM V.I. High Yield Fund THE DREYFUS SOCIALLY RESPONSIBLE GROWTH
AIM V.I. International Equity Fund FUND, INC.:
AIM V.I. Value Fund The Dreyfus Socially Responsible Growth
FIDELITY VARIABLE INSURANCE PRODUCTS Fund, Inc.
FUND : DREYFUS STOCK INDEX FUND:
Fidelity VIP Contrafund(R) Dreyfus Stock Index Fund
Portfolio DREYFUS VARIABLE INVESTMENT FUND:
Dreyfus VIF Appreciation Portfolio
Fidelity VIP Equity-Income Portfolio WELLS FARGO VARIABLE TRUST:
Fidelity VIP Growth Portfolio Wells Fargo VT Asset Allocation Fund
Fidelity VIP Growth Opportunities Wells Fargo VT Equity Income Fund
Portfolio Wells Fargo VT Growth Fund
Fidelity VIP Overseas Portfolio DELAWARE GROUP PREMIUM FUND, INC.:
FRANKLIN TEMPLETON VARIABLE INSURANCE Delaware GP Small Cap Value Series
PRODUCTS TRUST: Delaware GP Trend Series
Templeton Asset Strategy Fund --
Class 2
Templeton International Securities
Fund -- Class 2
HSBC VARIABLE INSURANCE FUNDS:
HSBC Variable Cash Management Fund
HSBC Variable Fixed Income Fund
HSBC Variable Growth & Income Fund

WE (Allstate New York) have filed a Statement of Additional Information, dated
May 1, 2001, with the Securities and Exchange Commission ("SEC"). It contains
more information about the Contract and is incorporated herein by reference,
which means it is legally a part of this prospectus. Its table of contents
appears on page D-1 of this prospectus. For a free copy, please write or call us
at the address or telephone number above, or go to the SEC's Web site
(http://www.sec.gov). You can find other information and documents about us,
including documents that are legally part of this prospectus, at the SEC's Web
site.
- --------------------------------------------------------------------------------

TABLE OF CONTENTS
- -------------------------------------------------------------------
PAGE
- ----------------------------------------------------------------------------
OVERVIEW
- ----------------------------------------------------------------------------
Important Terms 3
- ----------------------------------------------------------------------------
The Contract at a Glance 4
- ----------------------------------------------------------------------------
How the Contract Works 6
- ----------------------------------------------------------------------------
Expense Table 7
- ----------------------------------------------------------------------------
Financial Information 12
- ----------------------------------------------------------------------------
CONTRACT FEATURES
- ----------------------------------------------------------------------------
The Contract 13
- ----------------------------------------------------------------------------
Purchases 14
- ----------------------------------------------------------------------------
Contract Value 15
- ----------------------------------------------------------------------------
Investment Alternatives 16
- ----------------------------------------------------------------------------
The Variable Sub-Accounts 16
- ----------------------------------------------------------------------------
The Fixed Account 18
- ----------------------------------------------------------------------------
Transfers 21
- ----------------------------------------------------------------------------
Expenses 23
- ----------------------------------------------------------------------------
Access To Your Money 24
- ----------------------------------------------------------------------------
Income Payments 25
- ----------------------------------------------------------------------------
Death Benefits 27
- ----------------------------------------------------------------------------
OTHER INFORMATION
- ----------------------------------------------------------------------------
More Information: 28
- ----------------------------------------------------------------------------
Allstate New York 28
- ----------------------------------------------------------------------------
The Variable Account 29
- ----------------------------------------------------------------------------
The Portfolios 29
- ----------------------------------------------------------------------------
The Contract 30
- ----------------------------------------------------------------------------
Qualified Plans 30
- ----------------------------------------------------------------------------
Legal Matters 30
- ----------------------------------------------------------------------------
Taxes 31
- ----------------------------------------------------------------------------
Annual Reports and Other Documents 33
- ----------------------------------------------------------------------------
Performance Information 34
- ----------------------------------------------------------------------------
Experts 35
- ----------------------------------------------------------------------------
APPENDIX A - ACCUMULATION UNIT VALUES A-1
- ----------------------------------------------------------------------------
APPENDIX B -- MARKET VALUE ADJUSTMENT EXAMPLES B-1
- ----------------------------------------------------------------------------
APPENDIX C -- WITHDRAWAL ADJUSTMENT EXAMPLE C-1
- ----------------------------------------------------------------------------
STATEMENT OF ADDITIONAL INFORMATION TABLE OF CONTENTS D-1
- ----------------------------------------------------------------------------

IMPORTANT TERMS
- -------------------------------------------------------------------

PAGE

- --------------------------------------------------------------------------
Accumulation Phase
- --------------------------------------------------------------------------
Accumulation Unit
- --------------------------------------------------------------------------
Accumulation Unit Value
- --------------------------------------------------------------------------
Allstate New York ("We" or "Us")
- --------------------------------------------------------------------------
Anniversary Values
- --------------------------------------------------------------------------
Annuitant
- --------------------------------------------------------------------------
Automatic Additions Program
- --------------------------------------------------------------------------
Automatic Portfolio Rebalancing Program
- --------------------------------------------------------------------------
Beneficiary
- --------------------------------------------------------------------------
Cancellation Period
- --------------------------------------------------------------------------
Contract*
- --------------------------------------------------------------------------
Contract Anniversary
- --------------------------------------------------------------------------
Contract Owner ("You")
- --------------------------------------------------------------------------
Contract Value
- --------------------------------------------------------------------------
Contract Year
- ---------------------------------------------------------------------------
Death Benefit Anniversary
- --------------------------------------------------------------------------
Dollar Cost Averaging Program
- --------------------------------------------------------------------------
Due Proof of Death
- --------------------------------------------------------------------------
Fixed Account
- --------------------------------------------------------------------------
Guarantee Periods
- --------------------------------------------------------------------------
Income Plan
- --------------------------------------------------------------------------
Investment Alternatives
- --------------------------------------------------------------------------
Issue Date
- --------------------------------------------------------------------------
Market Value Adjustment
- --------------------------------------------------------------------------
Payout Phase
- --------------------------------------------------------------------------
Payout Start Date
- --------------------------------------------------------------------------
Portfolios
- --------------------------------------------------------------------------
Preferred Withdrawal Amount
- --------------------------------------------------------------------------
Qualified Contracts
- --------------------------------------------------------------------------
Right to Cancel
- --------------------------------------------------------------------------
SEC
- --------------------------------------------------------------------------
Settlement Value
- --------------------------------------------------------------------------
Systematic Withdrawal Program
- --------------------------------------------------------------------------
Treasury Rate
- --------------------------------------------------------------------------
Valuation Date
- --------------------------------------------------------------------------
Variable Account
- --------------------------------------------------------------------------
Variable Sub-Account
- --------------------------------------------------------------------------

*The Allstate Custom Portfolio Variable Annuity is a group contract and your
ownership is represented by certificates. References to "Contract" in this
prospectus include certificates, unless the context requires otherwise.

THE CONTRACT AT A GLANCE
- -------------------------------------------------------------------

The following is a snapshot of the Contract. Please read the remainder of this
prospectus for more information.

FLEXIBLE PAYMENTS You can purchase a Contract with as
little as $3,000 ($2,000 for a
"QUALIFIED CONTRACT," which is a
Contract issued with a qualified
plan).
You can add to your Contract as often
and as much as you like, but each payment must be
at least $100. You must maintain a minimum
account size of $1,000.
- ------------------------------------------------------------------------------------
RIGHT TO CANCEL You may cancel your Contract within 10
days after receipt (60 days if you are
exchanging another contract for the
Contract described in this prospectus)
("CANCELLATION PERIOD"). Upon
cancellation we will return
your purchase payments adjusted to the
extent federal or state law permits to reflect
the investment experience of any
amounts allocated to the Variable Account.

- ------------------------------------------------------------------------------------
EXPENSES
You will bear the following expenses:
- Total Variable Account annual fees
equal to 1.25% of average daily net
assets
- Annual contract maintenance charge of
$30 (with certain exceptions)
- Withdrawal charges ranging from 0% to
7% of payment withdrawn (with certain
exceptions)
- Transfer fee of $10 after 12th
transfer in any Contract
Year (fee currently waived)
- State premium tax (New York currently
does not impose one).
- In addition, each Portfolio pays
expenses that you will
bear indirectly if you invest in a
Variable Sub-Account.
- ------------------------------------------------------------------------------------
INVESTMENT ALTERNATIVES The Contract offers 29 investment alternatives
including:
- the fixed account (which credits
interest at rates we guarantee), and
- 28 Variable Sub-Accounts investing in
Portfolios offering professional money management by:

- A I M Advisors, Inc.
- Fidelity Management & Research Company
- Templeton Investment Counsel, LLC
- OppenheimerFunds, Inc.
- The Dreyfus Corporation
- Wells Fargo Bank, N.A.
- Delaware Management Company
- HSBC Asset Management (Americas), Inc.
To find out current rates being paid on
the Fixed Account, or to find out how the
Variable Sub-Accounts have performed, please
call us at 1-800-692-4682.

- -------------------------------------------------------------------------------------------------------------------
SPECIAL SERVICES For your convenience, we offer these special services:
- AUTOMATIC PORTFOLIO REBALANCING PROGRAM
- AUTOMATIC ADDITIONS PROGRAM
- DOLLAR COST AVERAGING PROGRAM
- SYSTEMATIC WITHDRAWAL PROGRAM
- -------------------------------------------------------------------------------------------------------------------
INCOME PAYMENTS You can choose fixed income payments,
variable income payments, or a
combination of the two. You can receive your
income payments in one of the following ways:
- life income with guaranteed payments
- a joint and survivor life income with
guaranteed payments
- guaranteed payments for a specified
period (5 to 30 years)
- ------------------------------------------------------------------------------------
DEATH BENEFITS If you die before the PAYOUT START DATE,
we will pay the death benefit described
in the Contract.
- ------------------------------------------------------------------------------------
TRANSFERS Before the Payout Start Date, you may
transfer your Contract value ("CONTRACT
VALUE") among the investment alternatives, with
certain restrictions. Transfers to the Fixed Account
must be at least $500.

We do not currently impose a fee upon
transfers. However, we reserve the right to
charge $10 per transfer after the 12th transfer in
each "CONTRACT YEAR," which we measure from the
date we issue your contract or a Contract
anniversary ("CONTRACT ANNIVERSARY").
- ------------------------------------------------------------------------------------
WITHDRAWALS
You may withdraw some or all of your
Contract Value at anytime during the
ACCUMULATION PHASE. Full or partial
withdrawals also are available under
limited circumstances on or after the
Payout Start Date. In general, you must
withdraw at least $50 at a time ($1,000
for withdrawals made during the PAYOUT
PHASE). A 10% federal tax penalty may
apply if you withdraw before you are 59 1/2
years old. A withdrawal charge and MARKET VALUE
ADJUSTMENT also may apply.

HOW THE CONTRACT WORKS
- -------------------------------------------------------------------

The Contract basically works in two ways.

First, the Contract can help you (we assume you are the CONTRACT OWNER) save for
retirement because you can invest in up to 29 investment alternatives and pay no
federal income taxes on any earnings until you withdraw them. You do this during
what we call the "ACCUMULATION PHASE" of the Contract. The Accumulation Phase
begins on the date we issue your Contract (we call that date the "ISSUE DATE")
and continues until the Payout Start Date, which is the date we apply your money
to provide income payments. During the Accumulation Phase, you may allocate your
purchase payments to any combination of the Variable Sub-Accounts and/or Fixed
Account. If you invest in the Fixed Account, you will earn a fixed rate of
interest that we declare periodically. If you invest in any of the Variable
Sub-Accounts, your investment return will vary up or down depending on the
performance of the corresponding Portfolios.

Second, the Contract can help you plan for retirement because you can use it to
receive retirement income for life and/or for a pre-set number of years, by
selecting one of the income payment options (we call these "INCOME PLANS")
described on page 24. You receive income payments during what we call the
"PAYOUT PHASE" of the Contract, which begins on the Payout Start Date and
continues until we make the last payment required by the Income Plan you select.
During the Payout Phase, if you select a fixed income payment option, we
guarantee the amount of your payments, which will remain fixed. If you select a
variable income payment option, based on one or more of the Variable
Sub-Accounts, the amount of your payments will vary up or down depending on the
performance of the corresponding Portfolios. The amount of money you accumulate
under your Contract during the Accumulation Phase and apply to an Income Plan
will determine the amount of your income payments during the Payout Phase.

The timeline below illustrates how you might use your Contract.

Issue Payout Start
Date Accumulation Phase Date Payout Phase

- ------------------------------------------------------------------------------>
You save for retirement

You buy You elect to receive income You can Or you can
a Contract payments or receive a lump receive receive
sum payment income income
payments payments
for a set for life
period

As the Contract owner, you exercise all of the rights and privileges provided by
the Contract. If you die, any surviving Contract owner, or if there is none, the
BENEFICIARY will exercise the rights and privileges provided by the Contract.
See "The Contract." In addition, if you die before the Payout Start Date, we
will pay a death benefit to any surviving Contract owner or, if none, to your
Beneficiary. See "Death Benefits."

Please call us at 1-800-692-4682 if you have any question about how the Contract
works.

EXPENSE TABLE
- -------------------------------------------------------------------

The table below lists the expenses that you will bear directly or indirectly
when you buy a Contract. The table and the examples that follow do not reflect
premium taxes because New York currently does not impose premium taxes on
annuities. For more information about Variable Account expenses, see "Expenses,"
below. For more information about Portfolio expenses, please refer to the
accompanying prospectuses for the Portfolios.

CONTRACT OWNER TRANSACTION EXPENSES
Withdrawal Charge (as a percentage of purchase payments)*

Number of Complete Years Since We Received the Purchase Payment
Being Withdrawn: 0 1 2 3 4 5 6 7
- ------------------------------------------------------------------------------
Applicable Charge: 7% 6% 5% 4% 3% 2% 1% 0%
- ------------------------------------------------------------------------------
Annual Contract Maintenance Charge $30.00**
- ------------------------------------------------------------------------------
Transfer Fee $10.00***
- ------------------------------------------------------------------------------

*Each Contract Year, you may withdraw up to 15% of purchase payments without
incurring a withdrawal charge or a Market Value Adjustment.

**We will waive this charge in certain cases. See "Expenses."

***Applies solely to the thirteenth and subsequent transfers within a Contract
Year excluding transfers due to dollar cost averaging or automatic portfolio
rebalancing. We are currently waiving the transfer fee.

VARIABLE ACCOUNT ANNUAL EXPENSES
(AS A PERCENTAGE OF AVERAGE DAILY NET ASSETS
DEDUCTED FROM EACH VARIABLE SUB-ACCOUNT)

Mortality and Expense Risk Charge 1.15%
- ----------------------------------------------------------------------
Administrative Expense Charge 0.10%
- ----------------------------------------------------------------------
Total Variable Account Annual Expenses 1.25%
- ----------------------------------------------------------------------

PORTFOLIO ANNUAL EXPENSES (After Voluntary Reductions and Reimbursements) (as a
percentage of Portfolio average daily net assets)1

Management Total Portfolio
Portfolio Fees Rule 12b-1 Fees Other Annual Expenses
Expenses
- -------------------------------------------------------------- -------------- ---------------- ----------- ----------------------

AIM V.I. Balanced Fund 0.75% N/A 0.35% 1.10%
AIM V.I. Capital Appreciation Fund 0.61% N/A 0.21% 0.82%
AIM V.I. Government Securities Fund 0.50% N/A 0.47% 0.97%
AIM V.I. Growth Fund 0.61% N/A 0.22% 0.83%
AIM V.I. High Yield (2) 0.63% N/A 0.56% 1.19%
AIM V.I. International Equity Fund 0.73% N/A 0.29% 1.02%
AIM V.I. Value Fund 0.61% N/A 0.23% 0.84%
Delaware Premium Fund Small Cap Value Series (3) 0.71% N/A 0.14% 0.85%
Delaware Premium Fund Trend Series (3) 0.74% N/A 0.09% 0.83%
The Dreyfus Socially Responsible Growth Fund, Inc.: Initial 0.75% N/A 0.03% 0.78%
Shares
Dreyfus Stock Index Fund: Initial Shares 0.25% N/A 0.01% 0.26%
Dreyfus VIF - Appreciation Portfolio: Initial Shares 0.75% N/A 0.03% 0.78%
Fidelity VIP Contrafund(R)Portfolio (4,5) 0.57% N/A 0.09% 0.66%
Fidelity VIP Equity-Income Portfolio (4,5) 0.48% N/A 0.08% 0.56%
Fidelity VIP Growth Portfolio (4,5) 0.57% N/A 0.08% 0.65%
Fidelity VIP Growth Opportunities Portfolio (4,5) 0.58% N/A 0.10% 0.68%
Fidelity VIP Overseas Portfolio (4,5) 0.72% N/A 0.17% 0.89%
HSBC Variable Cash Management(6) 0.35% N/A 0.58% 0.93%
HSBC Variable Fixed Income(6) 0.55% N/A 0.60% 1.15%
HSBC Variable Growth and Income(6) 0.55% N/A 0.60% 1.15%
Oppenheimer Aggressive Growth 0.62% N/A 0.02% 0.64%
Oppenheimer Main Street Growth & Income 0.70% N/A 0.03% 0.73%
Oppenheimer Strategic Bond 0.74% N/A 0.05% 0.79%
Templeton Asset Strategy - Class 2 (7) 0.60% 0.25% 0.22% 1.07%
Templeton International Securities - Class 2 (7) 0.67% 0.25% 0.20% 1.12%
Wells Fargo VT Asset Allocation(7,8) 0.57% 0.25% 0.18% 1.00%
Wells Fargo VT Equity Income (7,8) 0.53% 0.25% 0.22% 1.00%
Wells Fargo VT Growth (7,8) 0.47% 0.25% 0.28% 1.00%

1. Figures shown in the Table are for the year ended December 31, 2000 (except
as otherwise noted).

2. Expenses have been restated to reflect current fees.

3. Effective May 1, 2001 through October 31, 2001, Delaware Management
Company, ("DMC") has voluntarily agreed to waive its management fee and
reimburse the Series for expenses to the extent that "Total Portfolio
Annual Expenses" will not exceed 0.85% for Small Cap Value Series and Trend
Series. Without such an arrangement, the "Total Portfolio Annual Expenses"
would be 0.89% for Small Cap Value Series. Under its Management Agreement,
the Series pay a management fee based on average daily net assets as
follows: 0.75% on the first $500 million, 0.70% on the next $500 million,
0.65% on the next $1,500 million, 0.60% on assets in excess of $2,500
million, all per year.

4. Initial Class

5. Actual annual class operating expenses were lower because a portion of the
brokerage commissions that the fund paid was used to reduce the fund's
expenses, and/or because through arrangements with the fund's custodian,
credits realized as a result of uninvested cash balances were used to
reduce a portion of the fund's custodian expenses. See the accompanying
fund prospectus for details.

6. Absent voluntary reductions and reimbursements for certain Portfolios,
"Total Portfolio Annual Expenses" as a percent of average net assets of the
portfolios would have been as follows: 43.08% for HSBC Variable Cash
Management Fund, 407.90% for HSBC Variable Fixed Income Fund, and 39.75%
for HSBC Variable Growth and Income Fund. The Portfolio's Advisors may
discontinue all or part of these voluntary reductions and reimbursements at
any time.

7. The Fund's Class 2 distribution plan or "Rule 12b-1 plan" is described in
the Fund's prospectus.

8. Absent voluntary reductions and reimbursements for certain Portfolios,
"Management Fees," "Rule 12b-1 Fees," "Other Expenses," and "Total
Portfolio Annual Expenses" as a percent of average net assets of the
portfolios would have been as follows:

Management Total Portfolio
Portfolio Fees Rule 12b-1 Other Annual Expenses
Fees Expenses
- ------------------------------------------- ------------- ------------- -------------- ----------------------

Wells Fargo VT Asset Allocation Fund 0.70% 0.25% 0.18% 1.13%
Wells Fargo VT Equity Income Fund 0.70% 0.25% 0.22% 1.17%
Wells Fargo VT Growth Fund 0.70% 0.25% 0.28% 1.23%

The Portfolio's Advisors may discontinue all or part of these reductions and
reimbursements at any time.

EXAMPLE 1

The example below shows the dollar amount of expenses that you would bear
directly or indirectly if you:

- - invested $1,000 in a Variable Sub-Account,

- - earned a 5% annual return on your investment, and

- - surrendered your Contract, or began receiving income payments for a
specified period of less than 120 months, at the end of each time period.

THE EXAMPLE DOES NOT INCLUDE ANY TAXES YOU MAY BE REQUIRED TO PAY IF YOU
SURRENDER YOUR CONTRACT. THE EXAMPLE DOES NOT INCLUDE DEDUCTIONS FOR PREMIUM
TAXES BECAUSE NEW YORK DOES NOT CHARGE PREMIUM TAXES ON ANNUITIES.

Variable Sub-Account 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- -------------------- ------ ------- ------ --------

AIM V.I. Balanced $85 $119 $156 $277
AIM V.I. Capital Appreciation $81 $110 $141 $248
AIM V.I. Government Securities $83 $115 $149 $264
AIM V.I. Growth $82 $110 $146 $250
AIM V.I. High Yield $85 $122 $160 $287
AIM V.I. International Equity $84 $116 $152 $269
AIM V.I. Value $82 $111 $142 $251
Delaware Premium Fund Small Cap Value $82 $111 $143 $252
Delaware Premium Fund Trend $82 $110 $142 $250
The Dreyfus Socially Responsible Growth: Initial Shares $81 $109 $139 $244
Dreyfus Stock Index: Initial Shares $76 $93 $112 $188
Dreyfus VIF - Appreciation: Initial Shares $81 $109 $140 $244
Fidelity VIP Contrafund(R) $80 $105 $133 $231
Fidelity VIP Equity-Income $79 $102 $128 $221
Fidelity VIP Growth Opportunities $80 $106 $134 $234
Fidelity VIP Growth $80 $105 $133 $230
Fidelity VIP Overseas $82 $112 $145 $256
HSBC Variable Cash Management $83 $114 $147 $260
HSBC Variable Fixed Income $85 $120 $158 $283
HSBC Variable Growth and Income $85 $120 $158 $283
Oppenheimer Aggressive Growth $80 $105 $132 $229
Oppenheimer Main Street Growth & Income $81 $107 $137 $239
Oppenheimer Strategic Bond $81 $109 $140 $245
Templeton Asset Strategy - Class 2 $84 $118 $154 $274
Templeton International Securities - Class 2 $85 $119 $157 $279
Wells Fargo VT Asset Allocation $83 $116 $151 $267
Wells Fargo VT Equity Income $83 $116 $151 $267
Wells Fargo VT Growth $83 $116 $151 $267

Variable Sub-Account 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- -------------------- ------ ------- ------ --------
AIM V.I. Balanced $25 $76 $130 $277
AIM V.I. Capital Appreciation $22 $68 $116 $248
AIM V.I. Government Securities $23 $72 $124 $264
AIM V.I. Growth $22 $68 $116 $249
AIM V.I. High Yield $26 $79 $135 $287
AIM V.I. International Equity $24 $74 $126 $269
AIM V.I. Value $22 $68 $117 $251
Delaware Premium Fund Small Cap Value $22 $69 $117 $252
Delaware Premium Fund Trend $22 $68 $116 $249
The Dreyfus Socially Responsible Growth: Initial Shares $22 $66 $114 $244
Dreyfus Stock Index: Initial Shares $16 $50 $86 $188
Dreyfus VIF - Appreciation: Initial Shares $22 $66 $114 $244
Fidelity VIP Contrafund(R) $20 $63 $108 $231
Fidelity VIP Equity-Income $19 $60 $102 $221
Fidelity VIP Growth Opportunities $21 $63 $109 $234
Fidelity VIP Growth $20 $62 $107 $230
Fidelity VIP Overseas $23 $70 $119 $256
HSBC Variable Cash Management $23 $71 $122 $260
HSBC Variable Fixed Income $25 $78 $133 $283
HSBC Variable Growth and Income $25 $78 $133 $283
Oppenheimer Aggressive Growth $20 $62 $106 $229
Oppenheimer Main Street Growth & Income $21 $65 $111 $239
Oppenheimer Strategic Bond $22 $67 $114 $245
Templeton Asset Strategy - Class 2 $25 $75 $129 $274
Templeton International Securities - Class 2 $25 $77 $131 $279
Wells Fargo VT Asset Allocation $24 $73 $125 $267
Wells Fargo VT Equity Income $24 $73 $125 $267
Wells Fargo VT Growth $24 $73 $125 $267

PLEASE REMEMBER THAT YOU ARE LOOKING AT EXAMPLES AND NOT A REPRESENTATION OF
PAST OR FUTURE EXPENSES. THE EXAMPLES ASSUME THAT ANY PORTFOLIO EXPENSE WAIVERS
OR REIMBURSEMENT ARRANGEMENTS DESCRIBED IN THE FOOTNOTES ON PAGES 8-9 ARE IN
EFFECT FOR THE TIME PERIODS PRESENTED ABOVE. YOUR ACTUAL EXPENSES MAY BE LESSER
OR GREATER THAN THOSE SHOWN ABOVE. SIMILARLY, YOUR RATE OF RETURN MAY BE LESSER
OR GREATER THAN 5%, WHICH IS NOT GUARANTEED. TO REFLECT THE CONTRACT MAINTENANCE
CHARGE IN THE EXAMPLES, WE ESTIMATED AN EQUIVALENT PERCENTAGE CHARGE, BASED ON
AN ASSUMED AVERAGE CONTRACT SIZE OF $40,000.

FINANCIAL INFORMATION
- -------------------------------------------------------------------

Attached as Appendix A to this prospectus are tables showing the Accumulation
Unit Values to each Variable Sub-Account since the date the Contracts were first
offered. To obtain a fuller picture of each Variable Sub-Account's finances,
please refer to the Variable Account's financial statements contained in the
Statement of Additional Information. The financial statements of Allstate New
York also appear in the Statement of Additional Information.

THE CONTRACT
- -------------------------------------------------------------------

CONTRACT OWNER
The Allstate Custom Portfolio Variable Annuity is a contract between you, the
Contract owner, and Allstate New York, a life insurance company. As the Contract
owner, you may exercise all of the rights and privileges provided to you by the
Contract. That means it is up to you to select or change (to the extent
permitted):

- - the investment alternatives during the Accumulation and Payout Phases,

- - the amount and timing of your purchase payments and withdrawals,

- - the programs you want to use to invest or withdraw money,

- - the income payment plan you want to use to receive retirement income,

- - the Annuitant (either yourself or someone else) on whose life the income
payments will be based,

- - the Beneficiary or Beneficiaries who will receive the benefits that the
Contract provides when the last surviving Contract owner dies, and

- - any other rights that the Contract provides.

If you die, any surviving Contract owner or, if none, the Beneficiary may
exercise the rights and privileges provided to them by the Contract.

The Contract cannot be jointly owned by both a non-natural person and a natural
person. The maximum age of the oldest Contract owner cannot exceed 85 as of the
date we receive the completed application.

You can use the Contract with or without a qualified plan. A qualified plan is a
retirement savings plan, such as an IRA or tax-sheltered annuity, that meets the
requirements of the Internal Revenue Code. Qualified plans may limit or modify
your rights and privileges under the Contract. We use the term "Qualified
Contract" to refer to a Contract issued with a qualified plan. See "Qualified
Plans" on page 30.

ANNUITANT
The Annuitant is the individual whose life determines the amount and duration of
income payments (other than under Income Plans with guaranteed payments for a
specified period). You initially designate an Annuitant in your application. The
maximum age of the oldest Annuitant cannot exceed 85 as of the date we receive
the completed application. If the Contract owner is a natural person you may
change the Annuitant prior to the Payout Start Date. In our discretion, we may
permit you to designate a joint Annuitant, who is a second person on whose life
income payments depend, on the Payout Start Date.

If the Annuitant dies prior to the Payout Start Date, the new Annuitant will be:

- - the youngest Contract owner, if living, otherwise

- - the youngest Beneficiary.

BENEFICIARY
The Beneficiary is the person who may elect to receive the death benefit or
become the new Contract owner if the sole surviving Contract owner dies before
the Payout Start Date. If the sole surviving Contract owner dies after the
Payout Start Date, the Beneficiary will receive any guaranteed income payments
scheduled to continue.

If you do not name a Beneficiary or, if the named Beneficiary is no longer
living and there are no other surviving Beneficiaries, the new Beneficiary will
be:

- - your spouse or, if he or she is no longer alive,

- - your surviving children equally, or if you have no surviving children,

- - your estate.

PURCHASES
- -------------------------------------------------------------------

MINIMUM PURCHASE PAYMENTS
Your initial purchase payment must be at least $3,000 ($2,000 for a Qualified
Contract). All subsequent purchase payments must be $100 or more. You may make
purchase payments at any time prior to the Payout Start Date. We reserve the
right to limit the maximum amount of purchase payments, or reduce the minimum
purchase payment we will accept. We reserve the right to reject any application.

AUTOMATIC ADDITIONS PROGRAM
You may make subsequent purchase payments of at least $100 ($500 for allocation
to the Fixed Account) by automatically transferring amounts from your bank
account. Please consult with your representative for detailed information.

We will credit the initial purchase payment that accompanies your completed
application to your Contract within 2 business days after we receive the payment
at our service center. If your application is incomplete, we will ask you to
complete your application within 5 business days. If you do so, we will credit
your initial purchase payment to your Contract within that 5 business day
period. If you do not, we will return your purchase payment at the end of the 5
business day period unless you expressly allow us to hold it until you complete
the application. We will credit subsequent purchase payments to the Contract at
the close of the business day on which we receive the purchase payment at our
service center located in Vernon Hills, Illinois (mailing address: P.O. Box
94038, Palatine, Illinois, 60094-4038; overnight mail: 300 N. Milwaukee Ave,
Vernon Hills, Illinois 60061).

We are open for business each day Monday through Friday that the New York Stock
Exchange is open for business. We also refer to these days as "VALUATION DATES."
Our business day closes when the New York Stock Exchange closes, usually 4:00
p.m. Eastern Time (3:00 p.m. Central Time). If we receive your purchase payment
after 4:00 p.m. Eastern Time (3:00 p.m. Central Time) on any Valuation Date, we
will credit your purchase payment using the Accumulation Unit Values computed on
the next Valuation Date.

RIGHT TO CANCEL
You may cancel the Contract by returning it to us within the Cancellation
Period, which is the 10 day period after you receive the Contract (60 days if
you are exchanging another contract for the Contract described in this
prospectus). You may return it by delivering it or mailing it to us. If you
exercise this "RIGHT TO CANCEL," the Contract terminates and we will pay you the
full amount of your purchase payments allocated to the Fixed Account. Upon
cancellation, as permitted by federal or state law, we will return your purchase
payments allocated to the Variable Account after an adjustment to the extent
federal or state law permits to reflect investment gain or loss that occurred
from the date of allocation through the date of cancellation. If your Contract
is qualified under Section 408 of the Internal Revenue Code, we will refund the
greater of any purchase payments or the Contract Value.

CONTRACT VALUE
- -------------------------------------------------------------------

On the Issue Date, the Contract Value is equal to the initial purchase payment.
Your Contract Value at any other time during the Accumulation Phase is equal to
the sum of the value as of the most recent Valuation Date of your Accumulation
Units in the Variable Sub-Accounts you have selected, plus the value of your
interest in the Fixed Account.

ACCUMULATION UNIT VALUE
As a general matter, the Accumulation Unit Value for each Variable Sub-Account
will rise or fall to reflect:

- - changes in the share price of the Portfolio in which the Variable Sub-Account
invests, and

We determine a separate Accumulation Unit Value for each Variable Sub-Account on
each Valuation Date.

YOU SHOULD REFER TO THE PROSPECTUSES FOR THE PORTFOLIOS THAT ACCOMPANY THIS
PROSPECTUS FOR A DESCRIPTION OF HOW THE ASSETS OF EACH PORTFOLIO ARE VALUED,
SINCE THAT DETERMINATION DIRECTLY BEARS ON THE ACCUMULATION UNIT VALUE OF THE
CORRESPONDING VARIABLE SUB-ACCOUNT AND, THEREFORE, YOUR CONTRACT VALUE.

INVESTMENT ALTERNATIVES: THE VARIABLE SUB-ACCOUNTS
- -------------------------------------------------------------------

You may allocate your purchase payments to up to 28 Variable Sub-Accounts. Each
Variable Sub-Account invests in the shares of a corresponding Portfolio. Each
Portfolio has its own investment objective(s) and policies. We briefly describe
the Portfolios below.

For more complete information about each Portfolio, including expenses and risks
associated with the Portfolio, please refer to the accompanying prospectus for
the Portfolio. You should carefully review the Portfolio prospectuses before
allocating amounts to the Variable Sub-Accounts.

PORTFOLIO: EACH PORTFOLIO SEEKS: INVESTMENT
ADVISER:

AIM VARIABLE INSURANCE FUNDS:

AIM V.I. Balanced Fund* To achieve as high a total return as A I M Advisors, Inc.
Possible, consistent with preservation
of capital
AIM V.I. Capital Appreciation Fund* Growth of capital
AIM V.I. Government Securities Fund* A high level of current income
consistent with reasonable concern for
safety of principal
AIM V.I. Growth Fund* Growth of capital
AIM V.I. High Yield Fund* A high level of current income
AIM V.I. International Equity Fund* Long-term growth of capital
AIM V.I. Value Fund* Long-term growth of capital; income is
a secondary objective
FIDELITY VARIABLE INSURANCE PRODUCTS FUND:
Fidelity VIP Contrafund(R)Portfolio Long-term capital appreciation Fidelity Management
& Research Company
Fidelity VIP Equity-Income Portfolio Reasonable income
Fidelity VIP Growth Portfolio Capital appreciation
Fidelity VIP Growth Opportunities Capital growth
Portfolio
Fidelity VIP Overseas Portfolio Long-term growth of capital

FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS FUND:
Templeton Asset Strategy Fund -- High total return Templeton Investment
Class 2 Counsel, LLC.
Templeton International Securities Long-term capital growth Fund
- -- Class 2

OPPENHEIMER VARIABLE ACCOUNT FUNDS:
Oppenheimer Aggressive Growth Capital appreciation OppenheimerFunds, Inc.
Growth Fund/VA
Oppenheimer Main Street Growth & High total return, which includes
Income Fund/VA growth in the value of its shares as
well as current income, from equity
and debt securities
Oppenheimer Strategic Bond Fund/VA High level of current income

THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.; THE DREYFUS STOCK INDEX
FUND; AND THE DREYFUS VARIABLE INVESTMENT FUND (VIF):

The Dreyfus Socially Responsible Capital growth and, secondarily, The Dreyfus Corporation
Growth Fund, Inc. current income
Dreyfus Stock Index Fund To match the total returns of the
Standard & Poor's(C) 500 Composite Stock Index
Dreyfus VIF Appreciation Portfolio Long-term capital growth consistent with the
preservation of capital; current income
is a secondary goal

PORTFOLIO: EACH PORTFOLIO SEEKS:
INVESTMENT ADVISER:

WELLS FARGO VARIABLE TRUST:

Wells Fargo VT Asset Allocation Fund Long-term total return, consistent Wells Fargo Bank, N.A.
with reasonable risk
Wells Fargo VT Equity Income Fund Long-term capital appreciation and
above-average dividend income
Wells Fargo VT Growth Fund Long-term capital appreciation

DELAWARE GROUP PREMIUM FUND, INC.:
Delaware GP Small Cap Value Series Capital appreciation Delaware Management
Company
Delaware GP Trend Series Long-term capital appreciation

HSBC VARIABLE INSURANCE FUNDS:
HSBCVI Cash Management Fund As high a level of current HSBC Asset Management
income as is consistent (Americas) Inc.
with preservation of,
Management capital and liquidity
HSBC VI Fixed Income Fund High current income consistent with
appreciation of capital
HSBC VI Growth & Income Fund Long-term growth of capital and
current income

* The Portfolio's investment objectives may be changed by the Portfolio's Board
of Trustees without shareholder approval.

AMOUNTS YOU ALLOCATE TO VARIABLE SUB-ACCOUNTS MAY GROW IN VALUE, DECLINE IN
VALUE, OR GROW LESS THAN YOU EXPECT, DEPENDING ON THE INVESTMENT PERFORMANCE OF
THE PORTFOLIOS IN WHICH THOSE VARIABLE SUB-ACCOUNTS INVEST. YOU BEAR THE
INVESTMENT RISK THAT THE PORTFOLIOS MIGHT NOT MEET THEIR INVESTMENT OBJECTIVES.
SHARES OF THE PORTFOLIOS ARE NOT DEPOSITS, OR OBLIGATIONS OF, OR GUARANTEED OR
ENDORSED BY ANY BANK AND ARE NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD OR ANY OTHER AGENCY.

INVESTMENT ALTERNATIVES: THE FIXED ACCOUNT
- -------------------------------------------------------------------

INVESTMENT ALTERNATIVES: THE FIXED ACCOUNT OPTIONS

You may allocate all or a portion of your purchase payments to the Fixed Account
Options. Generally, the Contract offers the Fixed Account Options described
below. However, the 6 and 12 Month Dollar Cost Averaging Options are not
currently available. We currently offer only the option to invest in one or more
Guarantee Periods. We may also offer additional Fixed Account options in the
future.

We will credit a minimum annual interest rate of 3% to money you allocate to any
of the Fixed Account Options. Please consult with your representative for
current information. The Fixed Account supports our insurance and annuity
obligations. The Fixed Account consists of our general account assets other than
those in segregated asset accounts. We have sole discretion to invest the assets
of the Fixed Account, subject to applicable law. Any money you allocate to a
Fixed Account Option does not entitle you to share in the investment experience
of the Fixed Account.

Six Month Dollar Cost Averaging Fixed Account Option. In the future, we may
offer a Six Month Dollar Cost Averaging Fixed Account Option. Under this Option,
you may establish a Dollar Cost Averaging Program allocating purchase payments
to THE SIX MONTH DOLLAR COST AVERAGING FIXED ACCOUNT OPTION ("SIX MONTH DCA
FIXED ACCOUNT OPTION"). We will credit interest to purchase payments you
allocate to this Option for six months at the current rate in effect at the time
of allocation. We will credit interest daily at a rate that will compound at the
annual interest rate we guaranteed at the time of allocation.

We will follow your instructions in transferring amounts monthly from the Six
Month DCA Fixed Account Option. You must transfer all of your money out of the
Six Month DCA Fixed Account Option to the Variable Sub-Accounts in six equal
monthly installments. If you discontinue the Six Month DCA Fixed Account Option
before the end of the transfer period, we will transfer the remaining balance in
this Option to the HSBC Variable Cash Management Sub-Account unless you request
a different investment alternative. No transfers are permitted into the Six
Month DCA Fixed Account.

For each purchase payment allocated to this Option, your first monthly transfer
will occur at the end of the first month following such purchase payment. If we
do not receive an allocation from you within one month of the date of payment,
we will transfer the payment plus associated interest to the HSBC Variable Cash
Management Sub-Account in equal monthly installments. Transferring Account Value
to the HSBC Variable Cash Management Sub-Account in this manner may not be
consistent with the theory of dollar cost averaging described on page 21.

Twelve Month Dollar Cost Averaging Fixed Account Option. In the future, we may
offer a Twelve Month Dollar Cost Averaging Fixed Account Option. Under this
Option, you may establish a Dollar Cost Averaging Program by allocating purchase
payments to THE TWELVE MONTH DOLLAR COST AVERAGING FIXED ACCOUNT OPTION ("TWELVE
MONTH DCA FIXED ACCOUNT OPTION"). We will credit interest to purchase payments
you allocate to this Option for twelve months at the current rate in effect at
the time of allocation. We will credit interest daily at a rate that will
compound at the annual interest rate we guaranteed at the time of allocation.

We will follow your instructions in transferring amounts monthly from the Twelve
Month DCA Fixed Account Option. You must transfer all of your money out of the
Twelve Month DCA Fixed Account Option to the Variable Sub-Accounts in twelve
equal monthly installments. If you discontinue the Dollar Cost Averaging Option
before the end of the transfer period, we will transfer the remaining balance in
this Option to the HSBC Variable Cash Management Sub-Account unless you request
a different investment alternative. No transfers are permitted into the Twelve
Month DCA Fixed Account.

For each purchase payment allocated to this Option, your first monthly transfer
will occur at the end of the first month following such purchase payment. If we
do not receive an allocation from you within one month of the date of payment,
we will transfer the payment plus associated interest to the Money Market
Variable Sub-Account in equal monthly installments. Transferring Account Value
to the HSBC Variable Cash Management Sub-Account in this manner may not be
consistent with the theory of dollar cost averaging described on page 21.

At the end of the transfer period, any nominal amounts remaining in the Six
Month Dollar Cost Averaging Fixed Account or the Twelve Month Term Dollar Cost
Averaging Fixed Account will be allocated to the Money Market Variable
Sub-Account.

Transfers out of the Dollar Cost Averaging Fixed Account Options do not count
towards the 12 transfers you can make without paying a transfer fee.

Investment Risk

We bear the investment risk for all amounts allocated to the Six Month DCA Fixed
Account Option and the Twelve Month DCA Fixed Account Option. That is because we
guarantee the current interest rates we credit to the amounts you allocate to
either of these Options, which will never be less than the minimum guaranteed
rate in the Contract. Currently, we determine, in our sole discretion, the
amount of interest credited in excess of the guaranteed rate.

We may declare more than one interest rate for different monies based upon the
date of allocation to the Six Month DCA Fixed Account Option and the Twelve
Month DCA Fixed Account Option. For current interest rate information, please
contact your representative or our customer support unit at 1-800-692-4682.

GUARANTEE PERIODS
Each payment or transfer allocated to the Fixed Account earns interest at a
specified rate that we guarantee for a period of years we call a GUARANTEE
PERIOD. Guarantee Periods may range from 1 to 10 years. We are currently
offering Guarantee Periods of 1, 3, 5, 7, and 10 years in length. In the future
we may offer Guarantee Periods of different lengths or stop offering some
Guarantee Periods. You select one or more Guarantee Periods for each purchase
payment or transfer. If you do not select the Guarantee Period for a purchase
payment or transfer, we will assign the shortest Guarantee Period available
under the Contract for such payment or transfer.

Each payment or transfer allocated to a Guarantee Period must be at least $500.
We reserve the right to limit the number of additional purchase payments that
you may allocate to the Fixed Account. Please consult with your sales
representative for more information.

INTEREST RATES
We will tell you what interest rates and Guarantee Periods we are offering at a
particular time. We may declare different interest rates for Guarantee Periods
of the same length that begin at different times. We will not change the
interest rate that we credit to a particular allocation until the end of the
relevant Guarantee Period.

We have no specific formula for determining the rate of interest that we will
declare initially or in the future. We will set those interest rates based on
investment returns available at the time of the determination. In addition, we
may consider various other factors in determining interest rates including
regulatory and tax requirements, our sales commission and administrative
expenses, general economic trends, and competitive factors. We determine the
interest rates to be declared in our sole discretion. We can neither predict nor
guarantee what those rates will be in the future. For current interest rate
information, please contact your sales representative or Allstate New York at
1-800-692-4682. The interest rate will never be less than the minimum guaranteed
amount stated in the Contract.

HOW WE CREDIT INTEREST
We will credit interest daily to each amount allocated to a Guarantee Period at
a rate that compounds to the effective annual interest rate that we declared at
the beginning of the applicable Guarantee Period.

The following example illustrates how a purchase payment allocated to the Fixed
Account would grow, given an assumed Guarantee Period and effective annual
interest rate:

END OF CONTRACT YEAR

YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5
---------- ---------- ---------- ---------- ---------

Beginning Contract Value...................... $10,000.00
X (1 + Annual Interest Rate) 1.045
----------
$10,450.00
Contract Value at end of Contract Year........ $10,450.00
X (1 + Annual Interest Rate) 1.045
----------
$10,920.25
Contract Value at end of Contract Year........ $10,920.25
X (1 + Annual Interest Rate) 1.045
----------
$11,411.66
Contract Value at end of Contract Year........ $11,411.66
X (1 + Annual Interest Rate) 1.045
----------
$11,925.19
Contract Value at end of Contract
Year........ $11,925.19
X (1 + Annual Interest Rate) 1.045
----------
$12,461.82

TOTAL INTEREST CREDITED DURING GUARANTEE PERIOD = $2,461.82 ($12,461.82-$10,000)

Under our automatic laddering program ("Automatic Laddering Program"), you may
choose, in advance, to use Guarantee Periods of the same length for all
renewals. You can select this Program at any time during the Accumulation Phase,
including on the Issue Date. We will apply renewals to Guarantee Periods of the
selected length until you direct us in writing to stop. We may stop offering
this Program at any time. For additional information on the Automatic Laddering
Program, please call our customer service center at 1-800-692-4682.

MARKET VALUE ADJUSTMENT. All withdrawals in excess of the PREFERRED WITHDRAWAL
AMOUNT, and transfers from a Guarantee Period, other than those taken during the
30 day period after such Guarantee Period expires, are subject to a Market Value
Adjustment. A Market Value Adjustment also applies when you apply amounts
currently invested in a Guarantee Period to an Income Plan (unless paid or
applied during the 30 day period after such Guarantee Period expires). A
positive Market Value Adjustment will apply to amounts currently invested in a
Guarantee Period that are paid out as death benefits. We will not apply a Market
Value Adjustment to a transfer you make as part of a Dollar Cost Averaging
Program. We also will not apply a Market Value Adjustment to a withdrawal you
make:

- - within the Preferred Withdrawal Amount as described on page 23, or

- - to satisfy the IRS minimum distribution rules for the Contract.

We apply the Market Value Adjustment to reflect changes in interest rates from
the time you first allocate money to a Guarantee Period to the time it is
removed from that Guarantee Period. We calculate the Market Value Adjustment by
comparing the TREASURY RATE for a period equal to the Guarantee Period at its
inception to the Treasury Rate for a period equal to the time remaining in the
Guarantee Period when you remove your money. "Treasury Rate" means the U.S.
Treasury Note Constant Maturity Yield as reported in Federal Reserve Bulletin
Release H.15.

The formula for calculating Market Value Adjustments is set forth in Appendix B
to this prospectus, which also contains additional examples of the application
of the Market Value Adjustment.

INVESTMENT ALTERNATIVES: TRANSFERS
- -------------------------------------------------------------------

TRANSFERS DURING THE ACCUMULATION PHASE
During the Accumulation Phase, you may transfer Contract Value among the
investment alternatives at any time. The minimum amount that you may transfer
into a Guarantee Period is $500. You may request transfers in writing on a form
that we provided or by telephone according to the procedure described below. We
currently do not assess, but reserve the right to assess, a $10 charge on each
transfer in excess of 12 per Contract Year. We treat transfers to or from more
than one Portfolio on the same day as one transfer. Transfers you make as part
of a Dollar Cost Averaging Program or Automatic Portfolio Rebalancing Program do
not count against the 12 free transfers per Contract Year.

We reserve the right to waive any transfer fees and restrictions.

We may suspend, modify or terminate the telephone transfer privilege at any time
without notice.

EXCESSIVE TRADING LIMITS

We reserve the right to limit transfers among the Variable Sub-Accounts in any
Contract Year, or to refuse any Variable Sub-Account transfer request, if:

o we believe, in our sole discretion, that excessive trading by such
Contract owner or owners, or a specific transfer request or group of
transfer requests, may have a detrimental effect on the Accumulation Unit
Values of any Variable Sub-Account or the share prices of the corresponding
Funds or would be to the disadvantage of other Contract owners; or

o we are informed by one or more of the corresponding Funds that they
intend to restrict the purchase or redemption of Fund shares because of
excessive trading or because they believe that a specific transfer or
groups of transfers would have a detrimental effect on the prices of Fund
shares.

We may apply the restrictions in any manner reasonably designed to prevent
transfers that we consider disadvantageous to other Contract owners.

DOLLAR COST AVERAGING PROGRAM Through the Dollar Cost Averaging Program, you may
automatically transfer a set amount every month during the Accumulation Phase
from any Variable Sub-Account, the Six Month Dollar Cost Averaging Fixed
Account, or the Twelve Month Dollar Cost Averaging Fixed Account, to any other
Variable Sub-Account. You may not use dollar cost averaging to transfer amounts
to the Fixed Account.

Call or write us for instructions on how to enroll.

AUTOMATIC PORTFOLIO REBALANCING PROGRAM
Once you have allocated your money among the Variable Sub-Accounts, the
performance of each Sub-Account may cause a shift in the percentage you
allocated to each Sub-Account. If you select our Automatic Portfolio Rebalancing
Program, we will automatically rebalance the Contract Value in each Variable
Sub-Account and return it to the desired percentage allocations. Money you
allocate to the Fixed Account will not be included in the rebalancing.

Example:

Assume that you want your initial purchase payment split among 2 Variable
Sub-Accounts. You want 40% to be in the AIM V.I. Balanced Variable
Sub-Account and 60% to be in the Fidelity VIP Growth Variable Sub-Account.
Over the next 2 months the bond market does very well while the stock market
performs poorly. At the end of the first quarter, the AIM V.I. Balanced
Variable Sub-Account now represents 50% of your holdings because of its
increase in value. If you choose to have your holdings rebalanced quarterly,
on the first day of the next quarter we would sell some of your units in the
AIM V.I. Balanced Variable Sub-Account and use the money to buy more units
in the Fidelity VIP Growth Variable Sub-Account so that the percentage
allocations would again be 40% and 60% respectively.

The Automatic Portfolio Rebalancing Program is available only during the
Accumulation Phase. The transfers made under the Program do not count towards
the 12 transfers you can make without paying a transfer fee, and are not subject
to a transfer fee.

Portfolio rebalancing is consistent with maintaining your allocation of
investments among market segments, although it is accomplished by reducing your
Contract Value allocated to the better performing segments.

EXPENSES
- -------------------------------------------------------------------

As a Contract owner, you will bear, directly or indirectly, the charges and
expenses described below.

CONTRACT MAINTENANCE CHARGE
During the Accumulation Phase, on each Contract Anniversary, we will deduct a
$30 contract maintenance charge from your Contract Value invested in each
Variable Sub-Account in proportion to the amount invested. We also will deduct a
full contract maintenance charge if you withdraw your entire Contract Value,
unless your Contract qualifies for a waiver, described below. During the Payout
Phase, we will deduct the charge proportionately from each income payment.

- - total purchase payments equal $50,000 or more, or

- - all of your money is allocated to the Fixed Account on a Contract Anniversary.

MORTALITY AND EXPENSE RISK CHARGE
We deduct a mortality and expense risk charge daily at an annual rate of 1.15%
of the average daily net assets you have invested in the Variable Sub-Accounts.
The mortality and expense risk charge is for all the insurance benefits
available with your Contract (including our guarantee of annuity rates and the
death benefits), for certain expenses of the Contract, and for assuming the risk
(expense risk) that the current charges will be sufficient in the future to
cover the cost of administering the Contract. If the charges under the Contract
are not sufficient, then we will bear the loss.

We guarantee the mortality and expense risk charge and we cannot increase it. We
assess the mortality and expense risk charge during both the Accumulation Phase
and the Payout Phase.

ADMINISTRATIVE EXPENSE CHARGE
We deduct an administrative expense charge daily at an annual rate of 0.10% of
the average daily net assets you have invested in the Variable Sub-Accounts. We
intend this charge to cover actual administrative expenses that exceed the
revenues from the contract
maintenance charge. There is no necessary relationship between the amount of
administrative charge imposed on a given Contract and the amount of expenses
that may be attributed to that Contract. We assess this charge each day during
the Accumulation Phase and the Payout Phase. We guarantee that we will not raise
this charge.

WITHDRAWAL CHARGE
We may assess a withdrawal charge of up to 7% of the purchase payment(s) you
withdraw in excess of the Preferred Withdrawal Amount, adjusted by a Market
Value Adjustment. The charge declines by 1% annually to 0% after 7 complete
years from the day we receive the purchase payment being withdrawn. A schedule
showing how the charge declines appears on page 7. During each Contract Year,
you can withdraw up to 15% of purchase payments without paying the charge.
Unused portions of this 15% "PREFERRED WITHDRAWAL AMOUNT" are not carried
forward to future Contract Years.

We determine the withdrawal charge by:

- - multiplying the percentage corresponding to the number of complete years since
we received the purchase payment being withdrawn, times

- - the part of each purchase payment withdrawal that is in excess of the
Preferred Withdrawal Amount, adjusted by a Market Value Adjustment.

We will deduct withdrawal charges, if applicable, from the amount paid. For
purposes of the withdrawal charge, we will treat withdrawals as coming from the
oldest purchase payments first. However, for federal income tax purposes, please
note that withdrawals are considered to have come first from earnings in the
Contract, which means you pay taxes on the earnings portion of your withdrawal.

We do not apply a withdrawal charge in the following situations:

- - on the Payout Start Date (a withdrawal charge may apply if you elect to
receive income payments for a specified period of less than 120 months);

- - the death of the Contract owner or Annuitant (unless the Settlement Value
is used);

- - withdrawals taken to satisfy IRS minimum distribution rules for the
Contract; or

- - withdrawals made after all purchase payments have been withdrawn.

Withdrawals may be subject to tax penalties or income tax and a Market Value
Adjustment. You should consult your own tax counsel or other tax advisers
regarding any withdrawals.

OTHER EXPENSES
Each Portfolio deducts advisory fees and other expenses from its assets. You
indirectly bear the charges and expenses of the Portfolios whose shares are held
by the Variable Sub-Accounts. These fees and expenses are described in the
accompanying prospectus for the Portfolios. For a summary of these charges and
expenses, see pages 8-9. We may receive compensation from the investment
advisers or administrators of the Portfolios for administrative services we
provide to the Portfolios.

ACCESS TO YOUR MONEY
- -------------------------------------------------------------------

You can withdraw some or all of your Contract Value at any time prior to the
Payout Start Date. Full or partial withdrawals also are available under limited
circumstances on or after the Payout Start Date. See "Income Plans" on page 25.

The amount payable upon withdrawal is the Contract Value next computed after we
receive the request for a withdrawal at our customer service center, adjusted by
any Market Value Adjustment, less any withdrawal charges, contract maintenance
charges, income tax withholding, penalty tax, and any premium taxes. We will pay
withdrawals from the Variable Account within 7 days of receipt of the request,
subject to postponement in certain circumstances.

You must name the investment alternative from which you are taking the
withdrawal. If none is named, then the withdrawal request is incomplete and
cannot be honored.

In general, you must withdraw at least $50 at a time. You also may withdraw a
lesser amount if you are withdrawing your entire interest in a Variable Sub-
Account.

If you request a total withdrawal, you must return your Contract to us.

POSTPONEMENT OF PAYMENTS
We may postpone the payment of any amounts due from the Variable Account under
the Contract if:

1. The New York Stock Exchange is closed for other than usual weekends or
holidays, or trading on the Exchange is otherwise restricted;

2. An emergency exists as defined by the SEC; or

3. The SEC permits delay for your protection.

In addition, we may delay payments or transfers from the Fixed Account for up to
6 months or a shorter period if required by law. If we delay payment or transfer
for 10 business days or more, we will pay interest as required by law. Any
interest would be payable from the date we receive the withdrawal request to the
date we make the payment or transfer.

Depending on fluctuations in the net asset value of the Variable Sub-Accounts
and the value of the Fixed Account, systematic withdrawals may reduce or even
exhaust the Contract Value. Income taxes may apply to systematic withdrawals.
Please consult your tax advisor before taking any withdrawal.

INCOME PAYMENTS
- -------------------------------------------------------------------

PAYOUT START DATE
The Payout Start Date is the day that we apply your money to an Income Plan. The
Payout Start Date must be no later than the Annuitant's 90th birthday.

Three Income Plans are available under the Contract. Each is available to
provide:

- - fixed income payments;

- - variable income payments; or

- - a combination of the two.

The three Income Plans are:

INCOME PLAN 3 -- GUARANTEED PAYMENTS FOR A SPECIFIED PERIOD (5 YEARS TO 30
YEARS). Under this plan, we make periodic income payments for the period you
have chosen. These payments do not depend on the Annuitant's life. Income
payments for less than 120 months may be subject to a withdrawal charge. We will
deduct the mortality and expense risk charge from the Variable Sub-Account
assets that support variable income payments even though we may not bear any
mortality risk.

Generally, you may not make withdrawals after the Payout Start Date. One
exception to this rule applies if you are receiving variable income payments
that do not depend on the life of the Annuitant (such as under Income Plan 3).
In that case you may terminate all or part of the Variable Account portion of
the income payments at any time and receive a lump sum equal to the present
value of the remaining variable income payments associated with the amount
withdrawn. To determine the present value of any remaining variable income
payments being withdrawn, we use a discount rate equal to the assumed annual
investment rate that we use to compute such variable income payments. The
minimum amount you may withdraw under this feature is $1,000. A withdrawal
charge may apply. You will also have a limited ability to make transfers from
the Variable Account portion of the income payments to increase the proportion
of your income payments consisting of fixed income payments. You may not,
however, convert any portion of your right to receive fixed income payments into
variable income payments. We deduct applicable premium taxes from the Contract
Value at the Payout Start Date.

We may make other Income Plans available. You may obtain information about them
by writing or calling us.

We will apply your Contract Value, adjusted by a Market Value Adjustment, less
applicable taxes to your Income Plan on the Payout Start Date. If the Contract
Value is less than $2,000 or not enough to provide an initial payment of at
least $20, and state law permits, we may:

- - terminate the Contract and pay you the Contract Value, adjusted by any Market
Value Adjustment and less any applicable taxes, in a lump sum instead of the
periodic payments you have chosen, or

- - reduce the frequency of your payments so that each payment will be at least
$20.

We cannot predict the total amount of your variable income payments. Your
variable income payments may be more or less than your total purchase payments
because (a) variable income payments vary with the investment results of the
underlying Portfolio and (b) the Annuitant could live longer or shorter than we
expect based on the tables we use.

FIXED INCOME PAYMENTS
We guarantee income payment amounts derived from the Fixed Account for the
duration of the Income Plan. We calculate the fixed income payments by:

1. adjusting the portion of the Contract Value in the Fixed Account on the
Payout Start Date by any applicable Market Value Adjustment;

2. deducting any applicable premium tax; and

3. applying the resulting amount to the greater of (a) the appropriate value
from the income payment table in your Contract or (b) such other value as we are
offering at that time.

DEATH BENEFITS
- -------------------------------------------------------------------

We will pay a death benefit if, prior to the Payout Start Date:

1. any Contract owner dies or,

2. the Annuitant dies, if the Contract owner is not a natural person.

We will pay the death benefit to the new Contract owner as determined
immediately after the death. The new Contract owner would be a surviving
Contract owner or, if none, the Beneficiary(ies).

DEATH BENEFIT AMOUNT. Prior to the Payout Start Date, the death benefit is equal
to the greatest of:

1. the Contract Value as of the date we determine the death benefit, or

2. the SETTLEMENT VALUE (that is, the amount payable on a full withdrawal of
Contract Value) on the date we determine the death benefit, or

3. the Contract Value on the DEATH BENEFIT ANNIVERSARY immediately preceding the
date we determine the death benefit, adjusted by any purchase payments,
withdrawal adjustment as defined below, and charges made since that Death
Benefit Anniversary. A "Death Benefit Anniversary" is every seventh Contract
Anniversary beginning with the Issue Date. For example, the Issue Date, 7th and
14th Contract Anniversaries are the first three Death Benefit Anniversaries, or

4. the greatest of the Anniversary Values as of the date we determine the death
benefit. An "ANNIVERSARY VALUE" is equal to the Contract Value on a Contract
Anniversary, increased by purchase payments made since that anniversary and
reduced by the amount of any withdrawal adjustment, as defined below, since that
anniversary. Anniversary Values will be calculated for each Contract Anniversary
prior to the earlier of:

(i) the date we determine the death benefit, or

(ii) the deceased's 75th birthday or 5 years after the Issue Date, if later.

A positive Market Value Adjustment will apply to amounts currently invested in a
Guarantee Period that are paid out as death benefits.

The value of the death benefit will be determined at the end of the Valuation
Date on which we receive a complete request for payment of the death benefit,
which includes DUE PROOF OF DEATH.

The withdrawal adjustment is equal to (a) divided by (b), with the result
multiplied by (c), where:

(a) = the withdrawal amount,

(b) = the Contract Value immediately prior to
the withdrawal, and

See Appendix C for an example representative of how the withdrawal adjustment
applies.

We will not settle any death claim until we receive Due Proof of Death. We will
accept the following documentation as Due Proof of Death:

- - a certified copy of a death certificate; or

- - a certified copy of a decree of a court of competent jurisdiction as to a
finding of death; or

- - any other proof acceptable to us.

DEATH BENEFIT PAYMENTS. A death benefit will be paid:

1. if the Contract owner elects to receive the death benefit distributed in a
single payment within 180 days of the date of death, and

2. if the death benefit is paid as of the day the value of the death benefit is
determined.

Otherwise, the Settlement Value will be paid. The new Contract owner may make a
single withdrawal of any amount within one year of the date of death without
incurring a withdrawal charge. However, any applicable Market Value Adjustment,
determined as of the date of the withdrawal, will apply. We reserve the right to
waive the 180 day limit on a non-discriminatory basis. The Settlement Value paid
will be the Settlement Value next computed on or after the requested
distribution date for payment, or on the mandatory distribution date of 5 years
after the date of death.

If the Contract owner eligible to receive the death benefit is not a natural
person, the Contract owner may elect to receive the distribution upon death in
one or more distributions.

- - the life of the Contract owner; or

- - a period not to exceed the life expectancy of the Contract owner; or

- - the life of the Contract owner with payments guaranteed for a period not to
exceed the life expectancy of the Contract owner.

If the surviving spouse of the deceased Contract owner is the sole new Contract
owner, then the spouse may elect one of the options listed above or may continue
the Contract in the Accumulation Phase as if the death had not occurred. The
Contract may only be continued once. If the Contract is continued in the
Accumulation Phase, the surviving spouse may make a single withdrawal of any
amount within one year of the date of death without incurring a withdrawal
charge. However, any applicable Market Value Adjustment, determined as of the
date of the withdrawal, will apply.

MORE INFORMATION
- -------------------------------------------------------------------

Allstate New York is currently licensed to operate in New York. Our home office
is One Allstate Drive, Farmingville, New York 11738.

Allstate New York is a wholly owned subsidiary of Allstate Life Insurance
Company ("Allstate Life") , a stock life insurance company incorporated under
the laws of the State of Illinois. Allstate Life is a wholly owned subsidiary of
Allstate Insurance Company, a stock property-liability insurance company
incorporated under the laws of the State of Illinois. With the exception of the
directors qualifying shares, all of the outstanding capital stock of Allstate
Insurance Company is owned by The Allstate Corporation.

Independent rating agencies regularly evaluate life insurers' claims-paying
ability, quality of investments, and overall stability. A.M. Best Company
assigns an A+ (Superior) financial strength rating to Allstate Life, which
results in an A+g rating to Allstate New York due to its group affiliation with
Allstate Life. Standard & Poor's Insurance Rating Service assigns an AA+ (Very
Strong) financial strength rating and Moody's Investors Service assigns an Aa2
(Excellent) financial strength rating to Allstate New York, sharing the same
ratings of its parent Allstate Life. These ratings do not reflect the
performance of the Variable Account. We may from time to time advertise these
ratings in our sales literature.

The Variable Account consists of multiple Variable Sub-Accounts, 28 of which are
available through the Contracts. Each Variable Sub-Account invests in a
corresponding Portfolio. We may add new Variable Sub-Accounts or eliminate one
or more of them, if we believe marketing, tax, or investment conditions so
warrant. We do not guarantee the investment performance of the Variable Account,
its Sub-Accounts or the Portfolios. We may use the Variable Account to fund our
other annuity contracts. We will account separately for each type of annuity
contract funded by the Variable Account.

THE PORTFOLIOS

DIVIDENDS AND CAPITAL GAIN DISTRIBUTIONS. We automatically reinvest all
dividends and capital gains distributions from the Portfolios in shares of the
distributing Portfolio at their net asset value.

VOTING PRIVILEGES. As a general matter, you do not have a direct right to vote
the shares of the Portfolios held by the Variable Sub-Accounts to which you have
allocated your Contract Value. Under current law, however, you are entitled to
give us instructions on how to vote those shares on certain matters. Based on
our present view of the law, we will vote the shares of the Portfolios that we
hold directly or indirectly through the Variable Account in accordance with
instructions that we receive from Contract owners entitled to give such
instructions.

As a general rule, before the Payout Start Date, the Contract owner or anyone
with a voting interest is the person entitled to give voting instructions. The
number of shares that a person has a right to instruct will be determined by
dividing the Contract Value allocated to the applicable Variable Sub-Account by
the net asset value per share of the corresponding Portfolio as of the record
date of the meeting. After the Payout Start Date, the person receiving income
payments has the voting interest. The payee's number of votes will be determined
by dividing the reserve for such Contract allocated to the applicable Variable
Sub-Account by the net asset value per share of the corresponding Portfolio. The
votes decrease as income payments are made and as the reserves for the Contract
decrease.

We reserve the right to vote Portfolio shares as we see fit without regard to
voting instructions to the extent permitted by law. If we disregard voting
instructions, we will include a summary of that action and our reasons for that
action in the next semi-annual financial report we send to you.

CHANGES IN PORTFOLIOS. If the shares of any of the Portfolios are no longer
available for investment by the Variable Account or if, in our judgment, further
investment in such shares is no longer desirable in view of the purposes of the
Contract, we may eliminate that Portfolio and substitute shares of another
eligible investment portfolio. Any substitution of securities will comply with
the requirements of the 1940 Act. We also may add new Variable Sub-Accounts that
invest in additional mutual funds. We will notify you in advance of any changes.

CONFLICTS OF INTEREST. Certain of the Portfolios sell their shares to Variable
Accounts underlying both variable life insurance and variable annuity contracts.
It is conceivable that in the future it may be unfavorable for variable life
insurance Variable Accounts and variable annuity Variable Accounts to invest in
the same Portfolio. The boards of directors of these Portfolios monitor for
possible conflicts among Variable Accounts buying shares of the Portfolios.
Conflicts could develop for a variety of reasons. For example, differences in
treatment under tax and other laws or the failure by a Variable Account to
comply with such laws could cause a conflict. To eliminate a conflict, a
Portfolio's board of directors may require a Variable Account to withdraw its
participation in a Portfolio. A Portfolio's net asset value could decrease if it
had to sell investment securities to pay redemption proceeds to a Variable
Account withdrawing because of a conflict.

THE CONTRACT

DISTRIBUTION. ALFS, Inc. ("ALFS"), located at 3100 Sanders Road, Northbrook,
Illinois 60062, serves as principal underwriter of the Contracts. ALFS is a
wholly owned subsidiary of Allstate Life Insurance Company. ALFS is a registered
broker-dealer under the Securities and Exchange Act of 1934, as amended
("Exchange Act"), and is a member of the National Association of Securities
Dealers, Inc.

Contracts described in this prospectus are sold by registered representatives of
broker-dealers who are our licensed insurance agents, either individually or
through an incorporated insurance agency. Commissions paid to broker-dealers may
vary, but we estimate that the total commissions paid on all Contract sales to
broker-dealers will not exceed 8.5% of any purchase payments. These commissions
are intended to cover distribution expenses. From time to time, we may offer
additional sales incentives of up to 1% of purchase payments to broker-dealers
who maintain certain sales volume levels.

ADMINISTRATION. We have primary responsibility for all administration of the
Contracts and the Variable Account. We provide the following administrative
services, among others:

- - issuance of the Contracts;

- - maintenance of Contract owner records;

- - Contract owner services;

- - calculation of unit values;

- - maintenance of the Variable Account; and

- - preparation of Contract owner reports.

We also will provide you with additional periodic and other reports, information
and prospectuses as may be required by federal securities laws.

TAXES
- -------------------------------------------------------------------

THE FOLLOWING DISCUSSION IS GENERAL AND IS NOT INTENDED AS TAX ADVICE. ALLSTATE
NEW YORK MAKES NO GUARANTEE REGARDING THE TAX TREATMENT OF ANY CONTRACT OR
TRANSACTION INVOLVING A CONTRACT.

TAXATION OF ANNUITIES IN GENERAL

TAX DEFERRAL. Generally, you are not taxed on increases in the Contract Value
until a distribution occurs. This rule applies only where:

1) the Contract owner is a natural person,

2) the investments of the Variable Account are "adequately diversified"
according to Treasury Department regulations, and

3) Allstate New York is considered the owner of the Variable Account assets for
federal income tax purposes.

DIVERSIFICATION REQUIREMENTS. For a Contract to be treated as an annuity for
federal income tax purposes, the investments in the Variable Account must be
"adequately diversified" consistent with standards under Treasury Department
regulations. If the investments in the Variable Account are not adequately
diversified, the contract will not be treated as an annuity contract for federal
income tax purposes. As a result, the income on the Contract will be taxed as
ordinary income received or accrued by the owner during the taxable year.
Although Allstate New York does not have control over the Portfolios or their
investments, we expect the Portfolios to meet the diversification requirements.

TAXATION OF PARTIAL AND FULL WITHDRAWALS. If you make a partial withdrawal under
a non-Qualified Contract, amounts received are taxable to the extent the
Contract Value, without regard to surrender charges, exceeds the investment in
the Contract. The investment in the Contract is the gross premium paid for the
Contract minus any amounts previously received from the Contract if such amounts
were properly excluded from your gross income. If you make a partial withdrawal
under a Qualified Contract, the portion of the payment that bears the same ratio
to the total payment that the investment in the Contract (i.e., nondeductible
IRA contributions, after tax contributions to qualified plans) bears to the
contract value, is excluded from your income. If you make a full withdrawal
under a non-Qualified Contract or a Qualified Contract, the amount received will
be taxable only to the extent it exceeds the investment in the contract.

- - made on or after the date the individual attains age 59 1/2,

- - made to a beneficiary after the Contract owner's death,

- - attributable to the Contract owner being disabled, or

- - for a first time home purchase (first time home purchases are subject to a
lifetime limit of $10,000).

1) if distributed in a lump sum, the amounts are taxed in the same manner as a
full withdrawal, or

2) if distributed under an annuity option, the amounts are taxed in the same
manner as an annuity payment. Please see the Statement of Additional Information
for more detail on distribution at death requirements.

1) made on or after the date the Contract owner attains age 59 1/2;

2) made as a result of the Contract owner's death or disability;

3) made in substantially equal periodic payments over the owner's life or life
expectancy,

4) made under an immediate annuity; or

5) attributable to investment in the contract before August 14, 1982.

You should consult a competent tax advisor to determine if any other exceptions
to the penalty apply to your situation. Similar exceptions may apply to
distributions from Qualified Contracts.

Contracts may be used as investments with certain qualified plans such as:

- - Individual Retirement Annuities or Accounts (IRAs) under Section 408 of the
Code;

- - Roth IRAs under Section 408A of the Code;

- - Simplified Employee Pension Plans under Section 408(k) of the Code;

- - Savings Incentive Match Plans for Employees (SIMPLE) Plans under Section
408(p) of the Code;

- - Tax Sheltered Annuities under Section 403(b) of the Code;

- - Corporate and Self Employed Pension and Profit Sharing Plans; and

- - State and Local Government and Tax-Exempt Organization Deferred Compensation
Plans.

1. on or after the date the employee

- attains age 59 1/2,

- separates from service,

- dies,

- becomes disabled, or

2. on account of hardship (earnings on salary reduction contributions may not be
distributed on account of hardship).

These limitations do not apply to withdrawals where Allstate New York is
directed to transfer some or all of the Contract Value to another 403(b) plan.

1. required minimum distributions, or

2. a series of substantially equal periodic payments made over a period of at
least 10 years, or,

3. over the life (joint lives) of the participant (and beneficiary).

ANNUAL REPORTS AND OTHER DOCUMENTS
- -------------------------------------------------------------------

Allstate New York's annual report on Form 10-K for the year ended December 31,
2000 is incorporated herein by reference, which means that it is legally a part
of this prospectus.

If you have received a copy of this prospectus, and would like a free copy of
any document incorporated herein by reference (other than exhibits not
specifically incorporated by reference into the text of such documents), please
write or call us at Customer Service, P.O. Box 94038, Palatine, Illinois
60094-4038 (telephone: 1-800-692-4682).

PERFORMANCE INFORMATION
- -------------------------------------------------------------------

Performance information for periods prior to the inception date of the Variable
Sub-Accounts will be based on the historical performance of the corresponding
Portfolios for the periods beginning with the inception dates of the Portfolios
and adjusted to reflect current Contract expenses. You should not interpret
these figures to reflect actual historical performance of the Variable Account.

EXPERTS
- -------------------------------------------------------------------

APPENDIX A
ACCUMULATION UNIT VALUE AND NUMBER OF ACCUMULATION UNITS
OUTSTANDING FOR EACH VARIABLE SUB-ACCOUNT SINCE CONTRACTS WERE FIRST OFFERED
- -----------------------------------------------------------------------------

FOR THE PERIOD June 1, 2000 THROUGH DECEMBER 31, 2000

AIM V.I. BALANCED SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $10.154
Number of Units Outstanding, End of Period................. 26,413

AIM V.I. CAPITAL APPRECIATION SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $ 9.242
Number of Units Outstanding, End of Period................. 10,595

AIM V.I. GOVERNMENT SECURITIES SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $10.807
Number of Units Outstanding, End of Period................. 12,496

AIM V.I. GROWTH SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $ 8.338
Number of Units Outstanding, End of Period................. 14,487

AIM V.I. HIGH YIELD SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $ 8,362
Number of Units Outstanding, End of Period................. 7,031

AIM V.I. INTERNATIONAL EQUITY SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $ 8.989
Number of Units Outstanding, End of Period................. 6,197

AIM V.I. VALUE SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $ 8.980
Number of Units Outstanding, End of Period................. 29,890

FIDELITY VIP CONTRAFUND(R) SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $ 9.950
Number of Units Outstanding, End of Period................. 16,726

FIDELITY VIP EQUITY INCOME SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $10.810
Number of Units Outstanding, End of Period................. 1,655

FIDELITY VIP HIGH GROWTH SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $ 9.389
Number of Units Outstanding, End of Period................. 12,984

FIDELITY VIP GROWTH OPPORTUNITIES SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $ 9.350
Number of Units Outstanding, End of Period................. 4,746

FIDELITY VIP OVERSEAS SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $ 9.314
Number of Units Outstanding, End of Period................. 4,880

TEMPLETON ASSET STRATEGY - CLASS 2 SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $10.443
Number of Units Outstanding, End of Period................. 632

TEMPLETON INTERNATIONAL SECURITIES - CLASS 2 SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $10.522
Number of Units Outstanding, End of Period................. 7,881

OPPENHEIMER AGGRESSIVE GROWTH/VA SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $ 9.162
Number of Units Outstanding, End of Period................. 10,578

OPPENHEIMER MAIN STREET GROWTH & INCOME/VA SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $ 9.274
Number of Units Outstanding, End of Period................. 35,354

OPPENHEIMER STRATEGIC BOND/VA SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $10.320
Number of Units Outstanding, End of Period................. 8,730

THE DREYFUS SOCIALLY RESPONSIBLE GROWTH, INC. SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $ 9.249
Number of Units Outstanding, End of Period................. 11,070

DREYFUS STOCK INDEX SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $ 9.409
Number of Units Outstanding, End of Period................. 28,181

DREYFUS VIF APPRECIATION SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $ 9.931
Number of Units Outstanding, End of Period................. 1,285

WELLS FARGO VT ASSET ALLOCATION SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $10.012
Number of Units Outstanding, End of Period................. 667

WELLS FARGO VT EQUITY INCOME SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $10,429
Number of Units Outstanding, End of Period................. 264

WELLS FARGO VT GROWTH SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $ 9.048
Number of Units Outstanding, End of Period................. 390

DELAWARE GP SMALL CAP VALUE SERIES SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $11.593
Number of Units Outstanding, End of Period................. 7,204

DELAWARE GP TREND SERIES SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $ 9.265
Number of Units Outstanding, End of Period................. 5,514

HSBC VI CASH MANAGEMENT SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $10.188
Number of Units Outstanding, End of Period................. 15,211

HSBC VI FIXED INCOME SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $10.210
Number of Units Outstanding, End of Period................. 2,487

HSBC VI GROWTH & INCOME SUB-ACCOUNT
Accumulation Unit Value, Beginning of Period............... $10.000
Accumulation Unit Value, End of Period..................... $10.175
Number of Units Outstanding, End of Period................. 36,688

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

*The Contracts were first offered on June 1, 2000. The Accumulation Unit Values
in this table reflect mortality and expense risk charge of 1.15% and an
administrative expense charge of 0.10%. All of the Variable Sub-Accounts were
first offered under the Contracts on June 1, 2000.

APPENDIX B
MARKET VALUE ADJUSTMENT EXAMPLES
- -------------------------------------------------------------------

The Market Value Adjustment is based on the following:

I = the Treasury Rate for a maturity equal to the applicable Guarantee
Period for the week preceding the establishment of the Guarantee
Period.
N = the number of whole and partial years from the date we receive the
withdrawal, transfer or death benefit request, or from the Payout
Start Date to the end of the Guarantee Period.
J = the Treasury Rate for a maturity of length N for the week preceding
the receipt of the withdrawal, transfer, death benefit, or income
payment request. If a note with a maturity of length N is not
available, a weighted average will be used. If N is one year or less,
J will be the 1-year Treasury Rate.

Treasury Rate means the U.S. Treasury Note Constant Maturity yield as
reported in Federal Reserve Bulletin Release H.15.

The Market Value Adjustment factor is determined from the following formula:

.9 X (I - J) X N

EXAMPLES OF MARKET VALUE ADJUSTMENT

Purchase Payment: $10,000 allocated to a Guarantee Period
Guarantee Period: 5 years
Guaranteed Interest Rate: 4.50%
5 Year Treasury Rate at the time the
Guarantee Period is established: 4.50%
Full Surrender: End of Contract Year 3

NOTE: These examples assume that premium taxes are not applicable.

EXAMPLE 1: (ASSUMES DECLINING INTEREST RATES)

Step 1. Calculate Contract Value at End of
Contract Year 3: 10,000.00 X (1.045)3 = $11,411.66

Step 2. Calculate the Preferred
Withdrawal Amount: .15 X 10,000.00 = $1,500.00

Step 3. Calculate the Market Value
Adjustment: I = 4.5%
J = 4.2%
730 days
N = -------
365 days = 2

B-1

Market Value Adjustment Factor: .9 X (I - J) X N
= .9 X (.045 - .042) X (730/365) = .0054

Market Value Adjustment = Market Value Adjustment
Factor X Amount Subject to Market Value
Adjustment:

= .0054 X (11,411.66 - 1,500.00) = $53.52

Step 4. Calculate the Withdrawal
Charge: .05 X (10,000.00 - 1,500.00 + 53.52) = $427.68

Step 5. Calculate the amount received by Customers as
a result of full withdrawal at the end of Contract
Year 3: 11,411.66 - 427.68 + 53.52 = $11,037.50

EXAMPLE 2: (ASSUMES RISING INTEREST RATES)

Step 1. Calculate Contract Value at End of
Contract Year 3: 10,000.00 X (1.045)3 = $11,411.66

Step 2. Calculate the Preferred
Withdrawal Amount: .15 X 10,000.00 = $1,500.00

Step 3. Calculate the Market Value
Adjustment: I = 4.5%
J = 4.8%
730 days
N = -------
365 days = 2

Market Value Adjustment Factor: .9 X (I - J) X N
= .9 X (.045 - .048) X (730/365) = -.0054

Market Value Adjustment = Market Value
Adjustment Factor X Amount Subject to Market
Value Adjustment:

-.0054 X (11,411.66 - 1,500.00) = -$53.52

Step 4. Calculate the Withdrawal
Charge: .05 X(10,000.00 - 1,500.00 - 53.52) = $422.32

Step 5. Calculate the amount received by customers as
a result of full withdrawal at the end of
Contract Year 3: 11,411.66 - 422.32 - 53.52 = $10,935.82

APPENDIX C
- -------------------------------------------------------------------

WITHDRAWAL ADJUSTMENT EXAMPLE

Issue Date: January 1, 2001
Initial Purchase Payment: $50,000

DEATH BENEFIT AMOUNT
---------------------------------------
DEATH
CONTRACT CONTRACT BENEFIT GREATEST
VALUE BEFORE TRANSACTION VALUE AFTER ANNIVERSARY ANNIVERSARY
DATE TYPE OF OCCURRENCE OCCURRENCE AMOUNT OCCURRENCE VALUE VALUE
- ---- ------------------ ------------ ----------- ----------- ----------- -----------

1/1/01 Issue Date -- $50,000 $50,000 $50,000 $50,000
1/1/02 Contract Anniversary $55,000 -- $55,000 $50,000 $55,000
7/1/02 Partial Withdrawal $60,000 $15,000 $45,000 $37,500 $41,250

Death Benefit Anniversary Value Death Benefit

Partial Withdrawal Amount (w) $15,000
Contract Value Immediately Prior to Partial Withdrawal (a) $60,000
Value of Applicable Death Benefit Amount Immediately Prior to Partial Withdrawal (d) $50,000
Withdrawal Adjustment [(w)/(a)]X(d) $12,500
Adjusted Death Benefit $37,500

Greatest Anniversary Value Death Benefit

Partial Withdrawal Amount (w) $15,000
Contract Value Immediately Prior to Partial Withdrawal (a) $60,000
Value of Applicable Death Benefit Amount Immediately Prior to Partial Withdrawal (d) $55,000
Withdrawal Adjustment [(w)/(a)]X(d) $13,750
Adjusted Death Benefit $41,250

Please remember that you are looking at a hypothetical example, and that your
investment performance may be greater or less than the figures shown.

C-1

STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS
- -------------------------------------------------------------------

DESCRIPTION PAGE

- ----------------------------------------------------------------------------
ADDITIONS, DELETIONS OR SUBSTITUTIONS OF INVESTMENTS
- ----------------------------------------------------------------------------
THE CONTRACT
- ----------------------------------------------------------------------------
Purchases
- ----------------------------------------------------------------------------
Tax-free Exchanges (1035 Exchanges, Rollovers and Transfers)
- ----------------------------------------------------------------------------
PERFORMANCE INFORMATION
- ----------------------------------------------------------------------------
CALCULATION OF ACCUMULATION UNIT VALUES
- ----------------------------------------------------------------------------
CALCULATION OF VARIABLE INCOME PAYMENTS
- ----------------------------------------------------------------------------
GENERAL MATTERS
- ----------------------------------------------------------------------------
Incontestability
- ----------------------------------------------------------------------------
Settlements
- ----------------------------------------------------------------------------
Safekeeping of the Variable Account's Assets
- ----------------------------------------------------------------------------
Premium Taxes
- ----------------------------------------------------------------------------
Tax Reserves
- ----------------------------------------------------------------------------
FEDERAL TAX MATTERS
- ----------------------------------------------------------------------------
QUALIFIED PLANS
- ----------------------------------------------------------------------------
EXPERTS
- ----------------------------------------------------------------------------
FINANCIAL STATEMENTS
- ----------------------------------------------------------------------------

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

D-1

ALLSTATE PROVIDER VARIABLE ANNUITY

ALLSTATE LIFE INSURANCE COMPANY OF NEW YORK
P.O. BOX 94038, PALATINE, IL 60094-4038
TELEPHONE NUMBER: 1-800-692-4682 PROSPECTUS DATED May 1, 2001

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

Allstate Life Insurance Company of New York ("ALLSTATE NEW YORK") is offering
the Allstate Provider Variable Annuity, a group flexible premium deferred
variable annuity contract ("CONTRACT"). This prospectus contains information
about the Contract that you should know before investing. Please keep it for
future reference.

The Contract currently offers 40 investment alternatives ("investment
alternatives"). The investment alternatives include the fixed account
("FIXED ACCOUNT") and 39 variable sub-accounts ("VARIABLE SUB-ACCOUNTS")
of the Allstate Life of New York Separate Account A ("VARIABLE ACCOUNT"). Each
Variable Sub-Account invests exclusively in shares of one of the portfolios
("PORTFOLIOS") of the following mutual funds ("FUNDS"):

AIM VARIABLE INSURANCE FUNDS FRANKLIN TEMPLETON VARIABLE INSURANCE
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH PRODUCTS TRUST
FUND, INC. GOLDMAN SACHS VARIABLE INSURANCE TRUST(VIT)
DREYFUS STOCK INDEX FUND MFS(R) VARIABLE INSURANCE TRUST(SM)
DREYFUS VARIABLE INVESTMENT FUND (VIF) THE UNIVERSAL INSTITUTIONAL FUNDS, INC.
FIDELITY VARIABLE INSURANCE PRODUCTS OPPENHEIMER VARIABLE ACCOUNT FUNDS
FUND (VIP)

WE (Allstate New York) have filed a Statement of Additional Information, dated
May 1, 2001, with the Securities and Exchange Commission ("SEC"). It contains
more information about the Contract and is incorporated herein by reference,
which means it is legally a part of this prospectus. Its table of contents
appears on page D-1 of this prospectus. For a free copy, please write or call us
at the address or telephone number above, or go to the SEC's Web site
(http://www.sec.gov). You can find other information and documents about us,
including documents that are legally part of this prospectus, at the SEC's Web
site.

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

THE CONTRACTS ARE NOT FDIC INSURED.

THE CONTRACTS ARE ONLY AVAILABLE IN NEW YORK.

TABLE OF CONTENTS
- -------------------------------------------------------------------

PAGE

- ----------------------------------------------------------------------------
OVERVIEW
- ----------------------------------------------------------------------------
Important Terms 3
- ----------------------------------------------------------------------------
The Contract at a Glance 4
- ----------------------------------------------------------------------------
How the Contract Works 6
- ----------------------------------------------------------------------------
Expense Table 7
- ----------------------------------------------------------------------------
Financial Information 12
- ----------------------------------------------------------------------------
CONTRACT FEATURES
- ----------------------------------------------------------------------------
The Contract 13
- ----------------------------------------------------------------------------
Purchases 14
- ----------------------------------------------------------------------------
Contract Value 15
- ----------------------------------------------------------------------------
Investment Alternatives 16
- ----------------------------------------------------------------------------
The Variable Sub-Accounts 16
- ----------------------------------------------------------------------------
The Fixed Account 18
- ----------------------------------------------------------------------------
Transfers 21
- ----------------------------------------------------------------------------
Expenses 23
- ----------------------------------------------------------------------------
Access To Your Money 24
- ----------------------------------------------------------------------------
Income Payments 25
- ----------------------------------------------------------------------------
Death Benefits 27
- ----------------------------------------------------------------------------
OTHER INFORMATION
- ----------------------------------------------------------------------------
More Information: 28
- ----------------------------------------------------------------------------
Allstate New York 28
- ----------------------------------------------------------------------------
The Variable Account 29
- ----------------------------------------------------------------------------
The Portfolios 29
- ----------------------------------------------------------------------------
The Contract 30
- ----------------------------------------------------------------------------
Qualified Plans 30
- ----------------------------------------------------------------------------
Legal Matters 30
- ----------------------------------------------------------------------------
Taxes 31
- ----------------------------------------------------------------------------
Annual Reports and Other Documents 33
- ----------------------------------------------------------------------------
Performance Information 34
- ----------------------------------------------------------------------------
Experts 35
- ----------------------------------------------------------------------------
APPENDIX A -- MARKET VALUE ADJUSTMENT EXAMPLES A-1
- ----------------------------------------------------------------------------
APPENDIX B -- WITHDRAWAL ADJUSTMENT EXAMPLE B-1
- ----------------------------------------------------------------------------
STATEMENT OF ADDITIONAL INFORMATION TABLE OF CONTENTS C-1
- ----------------------------------------------------------------------------

IMPORTANT TERMS
- -------------------------------------------------------------------

PAGE

- -------------------------------------------------------------------------
Accumulation Phase
- -------------------------------------------------------------------------
Accumulation Unit
- -------------------------------------------------------------------------
Accumulation Unit Value
- -------------------------------------------------------------------------
Allstate New York ("We" or "Us")
- -------------------------------------------------------------------------
Anniversary Values
- -------------------------------------------------------------------------
Annuitant
- -------------------------------------------------------------------------
Automatic Additions Program
- -------------------------------------------------------------------------
Automatic Portfolio Rebalancing Program
- -------------------------------------------------------------------------
Beneficiary
- -------------------------------------------------------------------------
Cancellation Period
- -------------------------------------------------------------------------
Contract*
- -------------------------------------------------------------------------
Contract Anniversary
- -------------------------------------------------------------------------
Contract Owner ("You")
- -------------------------------------------------------------------------
Contract Value
- -------------------------------------------------------------------------
Contract Year
- -------------------------------------------------------------------------
Death Benefit Anniversary
- -------------------------------------------------------------------------
Dollar Cost Averaging Program
- -------------------------------------------------------------------------
Due Proof of Death
- -------------------------------------------------------------------------
Fixed Account
- -------------------------------------------------------------------------
Guarantee Periods
- -------------------------------------------------------------------------
Income Plan
- -------------------------------------------------------------------------
Investment Alternatives
- -------------------------------------------------------------------------
Issue Date
- -------------------------------------------------------------------------
Market Value Adjustment
- -------------------------------------------------------------------------
Payout Phase
- -------------------------------------------------------------------------
Payout Start Date
- -------------------------------------------------------------------------
Portfolios
- -------------------------------------------------------------------------
Preferred Withdrawal Amount
- -------------------------------------------------------------------------
Qualified Contracts
- -------------------------------------------------------------------------
Right to Cancel
- -------------------------------------------------------------------------
SEC
- -------------------------------------------------------------------------
Settlement Value
- -------------------------------------------------------------------------
Systematic Withdrawal Program
- -------------------------------------------------------------------------
Treasury Rate
- -------------------------------------------------------------------------
Valuation Date
- -------------------------------------------------------------------------
Variable Account
- -------------------------------------------------------------------------
Variable Sub-Account
- -------------------------------------------------------------------------

*The Allstate Provider Variable Annuity is a group contract and your ownership
is represented by certificates. References to "Contract" in this prospectus
include certificates, unless the context requires otherwise.

THE CONTRACT AT A GLANCE
- -------------------------------------------------------------------

The following is a snapshot of the Contract. Please read the remainder of this
prospectus for more information.

FLEXIBLE PAYMENTS You can purchase a Contract
with as little as $3,000 ($2,000 for
a "QUALIFIED CONTRACT," which is a
Contract issued with a qualified
plan).
You can add to your Contract as often
and as much as you like, but each
payment must be at least $100.
You must maintain a minimum account size
of $1,000.
- ------------------------------------------------------------------------------------
RIGHT TO CANCEL You may cancel your
Contract within 10 days after
receipt (60 days if you are
exchanging another contract for the
Contract described in this
prospectus)("CANCELLATION PERIOD").
Upon cancellation we will return your purchase
payments adjusted to the extent federal or state
law permits to reflect the investment experience of any amounts
allocated to the Variable Account.

- ------------------------------------------------------------------------------------
INVESTMENT ALTERNATIVES The Contract offers 40 investment alternatives
including:
- the fixed account (which credits
interest at rates we guarantee), and
- 39 Variable Sub-Accounts
investing in portfolios
("Portfolios") offering
professional money management
by:

- A I M Advisors, Inc.
- The Dreyfus Corporation
- Fidelity Management & Research Company
- Franklin Advisers, Inc.
- Franklin Mutual Advisers, LLC
- Goldman Sachs Asset Management
- Goldman Sachs Asset Management International
- MFS Investment Management(R)
- Miller Anderson & Sherrerd, LLP
- Morgan Stanley Asset Management
- OppenheimerFunds, Inc.
- Templeton Global Advisors Limited
- Templeton Investment Counsel, LLC
- Templeton Asset Management LTD.

To find out current rates being paid
on the Fixed Account, or to find out
how the Variable Sub-Accounts have
performed, please call us at
1-800-692-4682.

- ------------------------------------------------------------------------------------
SPECIAL SERVICES
For your convenience, we
offer these special services:

- AUTOMATIC PORTFOLIO REBALANCING PROGRAM
- AUTOMATIC ADDITIONS PROGRAM
- DOLLAR COST AVERAGING PROGRAM
- SYSTEMATIC WITHDRAWAL PROGRAM
- ------------------------------------------------------------------------------------
INCOME PAYMENTS You can choose fixed income payments,
variable income payments, or a combination of
the two. You can receive your income payments in one of the
following ways:
- life income with guaranteed payments
- a joint and survivor life income
with guaranteed payments
- guaranteed payments for a specified
period (5 to 30 years)
- ------------------------------------------------------------------------------------
DEATH BENEFITS If you die before the
PAYOUT START DATE, we will pay the
death benefit described in the
Contract.

- ------------------------------------------------------------------------------------
TRANSFERS Before the Payout Start Date, you
may transfer your Contract value
("CONTRACT VALUE") among the
investment alternatives, with
certain restrictions. Transfers to
the Fixed Account must be at least
$500.

- ------------------------------------------------------------------------------------
WITHDRAWALS You may withdraw some or all of your
Contract Value at anytime during the ACCUMULATION PHASE.
Full or partial withdrawals also are available under limited
circumstances on or after the Payout Start Date.
In general, you must withdraw at least
$50 at a time ($1,000 for withdrawals made during
the PAYOUT PHASE). A 10% federal tax penalty may
apply if you withdraw before you are 59 1/2
years old. A withdrawal charge and MARKET VALUE ADJUSTMENT
also may apply.

HOW THE CONTRACT WORKS
- -------------------------------------------------------------------

The Contract basically works in two ways.

First, the Contract can help you (we assume you are the CONTRACT OWNER) save for
retirement because you can invest in up to 40 investment alternatives and pay no
federal income taxes on any earnings until you withdraw them. You do this during
what we call the "ACCUMULATION PHASE" of the Contract. The Accumulation Phase
begins on the date we issue your Contract (we call that date the "ISSUE
DATE")and continues until the Payout Start Date, which is the date we apply your
money to provide income payments. During the Accumulation Phase, you may
allocate your purchase payments to any combination of the Variable Sub-Accounts
and/or Fixed Account. If you invest in the Fixed Account, you will earn a fixed
rate of interest that we declare periodically. If you invest in any of the
Variable Sub-Accounts, your investment return will vary up or down depending on
the performance of the corresponding Portfolios.

Second, the Contract can help you plan for retirement because you can use it to
receive retirement income for life and/or for a pre-set number of years, by
selecting one of the income payment options (we call these "INCOME PLANS")
described on page ___. You receive income payments during what we call the
"PAYOUT PHASE" of the Contract, which begins on the Payout Start Date and
continues until we make the last payment required by the Income Plan you select.
During the Payout Phase, if you select a fixed income payment option, we
guarantee the amount of your payments, which will remain fixed. If you select a
variable income payment option, based on one or more of the Variable
Sub-Accounts, the amount of your payments will vary up or down depending on the
performance of the corresponding Portfolios. The amount of money you accumulate
under your Contract during the Accumulation Phase and apply to an Income Plan
will determine the amount of your income payments during the Payout Phase.