ALLSTATE CUSTOM PORTFOLIO VARIABLE ANNUITY

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: THE DREYFUS SOCIALLY RESPONSIBLE GROWTH
AIM V.I. Balanced Fund FUND, INC.:
AIM V.I. Capital Appreciation Fund The Dreyfus Socially Responsible Growth
AIM V.I. Government Securities Fund Fund, Inc.
AIM V.I. Growth Fund
AIM V.I. High Yield Fund DREYFUS STOCK INDEX FUND:
AIM V.I. International Equity Fund Dreyfus Stock Index Fund
AIM V.I. Value Fund
DREYFUS VARIABLE INVESTMENT FUND:
FIDELITY VARIABLE INSURANCE PRODUCTS FUND: Dreyfus VIF Appreciation Portfolio
Fidelity VIP Contrafund-Registered Trademark-Portfolio
Fidelity VIP Equity-Income Portfolio WELLS FARGO VARIABLE TRUST:
Fidelity VIP Growth Portfolio Wells Fargo VT Asset Allocation Fund
Fidelity VIP Growth Opportunities Portfolio Wells Fargo VT Equity Income Fund
Fidelity VIP Overseas Portfolio Wells Fargo VT Growth Fund

FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS DELAWARE GROUP PREMIUM FUND, INC.:
TRUST: Delaware GP Small Cap Value Series
Templeton Asset Strategy Fund -- Class 2 Delaware GP Trend Series
Templeton International Securities Fund -- Class 2
HSBC VARIABLE INSURANCE FUNDS:
OPPENHEIMER VARIABLE ACCOUNT FUNDS: HSBC Variable Cash Management Fund
Oppenheimer Aggressive Growth Fund/VA HSBC Variable Fixed Income Fund
Oppenheimer Main Street Growth & Income HSBC Variable Growth & Income Fund
Fund/VA
Oppenheimer Strategic Bond Fund/VA

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.
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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
NOTICES BROKER-DEALERS THAT 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.

NYLD241-1
1 PROSPECTUS

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

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
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Financial Information 11
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CONTRACT FEATURES
- -----------------------------------------------------
The Contract 12
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Purchases 13
- -----------------------------------------------------
Contract Value 14
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Investment Alternatives 15
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The Variable Sub-Accounts 15
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The Fixed Account 17
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Transfers 20
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Expenses 22
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Access To Your Money 23
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Income Payments 24
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Death Benefits 26
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OTHER INFORMATION
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More Information: 27
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Allstate New York 27
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The Variable Account 27
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The Portfolios 28
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The Contract 28
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Qualified Plans 29
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Legal Matters 29
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Taxes 29
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Annual Reports and Other Documents 32
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Performance Information 33
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Experts 34
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APPENDIX A -- ACCUMULATION UNIT VALUES A-1
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APPENDIX B -- MARKET VALUE ADJUSTMENT
EXAMPLES B-1
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APPENDIX C -- WITHDRAWAL ADJUSTMENT EXAMPLE C-1
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STATEMENT OF ADDITIONAL INFORMATION TABLE
OF CONTENTS D-1
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2 PROSPECTUS

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

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
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Accumulation Phase 14
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Accumulation Unit 14
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Accumulation Unit Value 14
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Allstate New York ("We" or "Us") 27
- -----------------------------------------------------
Anniversary Values 26
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Annuitant 12
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Automatic Additions Program 13
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Automatic Portfolio Rebalancing Program 21
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Beneficiary 12
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Cancellation Period 13
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Contract* 28
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Contract Anniversary 5
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Contract Owner ("You") 6
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Contract Value 14
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Contract Year 4
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Death Benefit Anniversary 26
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Dollar Cost Averaging Program 21
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Due Proof of Death 26
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Fixed Account 17
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Guarantee Periods 18
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Income Plan 24
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Investment Alternatives 15
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Issue Date 6
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Market Value Adjustment 19
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Payout Phase 6
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Payout Start Date 24
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Portfolios 28
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Preferred Withdrawal Amount 22
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Qualified Contracts 31
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Right to Cancel 13
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SEC 1
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Settlement Value 26
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Systematic Withdrawal Program 24
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Treasury Rate 19
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Valuation Date 13
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Variable Account 27
- -----------------------------------------------------
Variable Sub-Account 15
- -----------------------------------------------------

* 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.

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 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.
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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.
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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:

- AIM 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.

4 PROSPECTUS

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

5 PROSPECTUS

HOW THE CONTRACT WORKS
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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 ACCUMULATION PHASE PAYOUT START PAYOUT
DATE DATE PHASE

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

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 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
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Applicable Charge: 7% 6% 5% 4% 3% 2% 1% 0%
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Annual Contract Maintenance Charge $30.00**
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Transfer Fee $10.00***
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*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%
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Administrative Expense Charge 0.10%
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Total Variable Account Annual Expenses 1.25%
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7 PROSPECTUS

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

Rule Total Annual
Management 12b-1 Other Portfolio
Fees Expenses Expenses Expneses
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 Shares 0.75% N/A 0.03% 0.78%
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-Registered Trademark-
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 Fund (6) 0.35% N/A 0.58% 0.93%
HSBC Variable Fixed Income Fund (6) 0.55% N/A 0.60% 1.15%
HSBC Variable Growth and Income Fund (6) 0.55% N/A 0.60% 1.15%
Oppenheimer Aggressive Growth Fund/VA 0.62% N/A 0.02% 0.64%
Oppenheimer Main Street Growth & Income Fund/VA 0.70% N/A 0.03% 0.73%
Oppenheimer Strategic Bond Fund/VA 0.74% N/A 0.05% 0.79%
Templeton Asset Strategy Fund -- Class 2 (7) 0.60% 0.25% 0.22% 1.07%
Templeton International Securities
Fund--Class 2(7) 0.67% 0.25% 0.20% 1.12%
Wells Fargo VT Asset Allocation Fund (7,8) 0.57% 0.25% 0.18% 1.00%
Wells Fargo VT Equity Income Fund (7,8) 0.53% 0.25% 0.22% 1.00%
Wells Fargo VT Growth Fund (7,8) 0.47% 0.25% 0.28% 1.00%
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(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 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:

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

9 PROSPECTUS

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.

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-Registered Trademark- $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
mpleton 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 AST
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.

10 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 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.

11 PROSPECTUS

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 29.

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:

(i) the youngest Contract owner, if living, otherwise

(ii) 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.

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.

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.

12 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
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.

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 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: 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.

13 PROSPECTUS

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 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 Portfolio 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 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.

14 PROSPECTUS

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
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 A I M Advisors, Inc.
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-Registered Trademark-
Portfolio Long-term capital appreciation
Fidelity VIP Equity-Income Portfolio Reasonable income
Fidelity VIP Growth Portfolio Capital appreciation
Fidelity VIP Growth Opportunities Portfolio Capital growth Fidelity Management & Research Company
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 -- Class 2 Long-term capital growth Fund

OPPENHEIMER VARIABLE ACCOUNT FUNDS:
Oppenheimer Aggressive Growth Capital appreciation
Growth Fund/VA
Oppenheimer Main Street Growth & Income High total return, which includes Oppenheimer Funds, Inc.
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,
Growth Fund, Inc. current income
Dreyfus Stock Index Fund To match the total returns of the The Dreyfus
Standard & Poor's-C- 500 Composite Corporation
Stock Index
Dreyfus VIF Appreciation Portfolio Long-term capital growth consistent
with the preservation of capital;
current income is a secondary goal

15 PROSPECTUS

PORTFOLIO: EACH PORTFOLIO SEEKS: INVESTMENT ADVISER:
WELLS FARGO VARIABLE TRUST:
Wells Fargo VT Asset Allocation Fund Long-term total return, consistent with
reasonable risk
Wells Fargo VT Equity Income Fund Long-term capital appreciation and Wells Fargo Bank, N.A.
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 GP Trend Series Long-term capital appreciation Delaware Management
Company
HSBC VARIABLE INSURANCE FUNDS:
HSBC Variable Cash Management Fund As high a level of current income as is
consistent with preservation of Management
capital and liquidity
HSBC Variable Fixed Income Fund High current income consistent with HSBC Asset Management
appreciation of capital (Americas), Inc.
HSBC Variable 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.

16 PROSPECTUS

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 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 by 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 VI Cash Management Variable 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 VI Cash
Management Variable Sub-Account in equal monthly installments. Transferring
Account Value to the Money Market Variable 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 Twelve Month DCA Fixed
Account Option before the end of the transfer period, we will transfer the
remaining balance in this Option to the HSBC VI Cash Management Variable
Sub-Account unless you request a different investment alternative. No transfers
are permitted into the Twelve Month DCA Fixed 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

17 PROSPECTUS

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:

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) 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)

18 PROSPECTUS

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.

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 22, 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 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.

19 PROSPECTUS

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 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 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.

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 fees and 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

20 PROSPECTUS

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.

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:

- - 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.

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.

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 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.

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:

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.

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.

21 PROSPECTUS

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.

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 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.

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 or Automatic Portfolio
Rebalancing Program.

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:

22 PROSPECTUS

- - 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.

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 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 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 24.

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 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 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
SubAccount.

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.

23 PROSPECTUS

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 Program or the Automatic Portfolio Rebalancing Program.

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.

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.

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 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.

24 PROSPECTUS

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 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.

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 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 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.

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 Portfolio 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.

25 PROSPECTUS

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 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

26 PROSPECTUS

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.

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 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

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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.

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
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.

27 PROSPECTUS

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, 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 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 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 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

28 PROSPECTUS

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.

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, 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.

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.

29 PROSPECTUS

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 Portfolios or their
investments, we expect the Portfolios 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.

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.

"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.

30 PROSPECTUS

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;

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
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 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

31 PROSPECTUS

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.

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 N. Milwaukee Ave. Vernon Hills, IL
60061 (telephone: 1-800-692-4682).

32 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
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.

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.

33 PROSPECTUS

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

The financial statements and related financial statement schedules 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, which are incorporated herein by reference, have
been audited by Deloitte & Touche LLP, independent auditors, as stated in their
report, which are incorporated herein by reference, and are included 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, which are incorporated
herein by reference, have been audited by Deloitte & Touche LLP, independent
auditors, as stated in their report, which are incorporated herein by reference,
and are included in reliance upon the report of such firm given upon their
authority as experts in accounting and auditing.

34 PROSPECTUS

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-Registered Trademark- 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

A-1

FOR THE PERIOD
JUNE 1, 2000 THROUGH
DECEMBER 31, 2000
--------------------
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

A-2

FOR THE PERIOD
JUNE 1, 2000 THROUGH
DECEMBER 31, 2000
--------------------

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 VARIABLE 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 VARIABLE 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 VARIABLE 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.

A-3

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

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.

EXAMPLE 1: (ASSUMES DECLINING INTEREST RATES)

Step 1. Calculate Contract Value at End of 10,000.00 X (1.045)3 = $11,411.66
Contract Year 3:
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 = ------- = 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 - 1,500.00) = $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

B-1

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%
N = 730 days
------- = 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 - 1,500.00) = -$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

B-2

APPENDIX C
WITHDRAWAL ADJUSTMENT EXAMPLE
- --------------------------------------------------------------------------------
Issue Date: January 1, 2001

Initial Purchase Payment: $50,000

Death Benefit Amount ----------------------------------

Death
Contract Benefit
Type Value Contract Value Greatest
of Before Transaction After Anniversary Anniversary
Date 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
- ---------------------------------------------------------------------------------------------------------------

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)]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

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

DESCRIPTION

GENERAL MATTERS
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Incontestability
- -----------------------------------------------------
Settlements
- -----------------------------------------------------
Safekeeping of the Variable Account's
Assets
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Premium Taxes
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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.

D-1

ALLSTATE PROVIDER 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 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
DREYFUS STOCK INDEX FUND TRUST (VIT)
DREYFUS VARIABLE INVESTMENT FUND (VIF) MFS-REGISTERED TRADEMARK- VARIABLE
FIDELITY VARIABLE INSURANCE PRODUCTS INSURANCE TRUST-SM-
FUND (VIP) THE UNIVERSAL INSTITUTIONAL FUNDS, INC.
OPPENHEIMER VARIABLE ACCOUNT FUNDS

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.

THE CONTRACTS MAY BE DISTRIBUTED THROUGH BROKER-DEALERS THAT HAVE
IMPORTANT RELATIONSHIPS WITH BANKS OR OTHER FINANCIAL INSTITUTIONS OR BY
NOTICES 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.

NYLD249-1
1 PROSPECTUS

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
- ---------------------------------------------------------------------------
Expense Table 7
- ---------------------------------------------------------------------------
Financial Information 12
- ---------------------------------------------------------------------------
CONTRACT FEATURES
- ---------------------------------------------------------------------------
The Contract 13
- ---------------------------------------------------------------------------
Purchases 14
- ---------------------------------------------------------------------------
Contract Value 15
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Investment Alternatives 16
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The Variable Sub-Accounts 16
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The Fixed Account 18
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Transfers 21
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Expenses 23
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Access To Your Money 24
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Income Payments 25
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Death Benefits 27
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OTHER INFORMATION
- ---------------------------------------------------------------------------
More Information: 28
- ---------------------------------------------------------------------------
Allstate New York 28
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The Variable Account 29
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The Portfolios 29
- ---------------------------------------------------------------------------
The Contract 30
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Qualified Plans 30
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Legal Matters 30
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Taxes 31
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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
- ----------------------------------------------------------------------------

2 PROSPECTUS

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

PAGE

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Accumulation Phase 6
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Accumulation Unit 15
- ---------------------------------------------------------------------------
Accumulation Unit Value 15
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Allstate New York ("We" or "Us") 28
- ---------------------------------------------------------------------------
Anniversary Values 27
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Annuitant 13
- ---------------------------------------------------------------------------
Automatic Additions Program 14
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Automatic Portfolio Rebalancing Program 22
- ---------------------------------------------------------------------------
Beneficiary 13
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Cancellation Period 14
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Contract* 30
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Contract Anniversary 5
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Contract Owner ("You") 13
- ---------------------------------------------------------------------------
Contract Value 15
- ---------------------------------------------------------------------------
Contract Year 5
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Death Benefit Anniversary 27
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Dollar Cost Averaging Program 22
- ---------------------------------------------------------------------------
Due Proof of Death 27
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Fixed Account 18
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Guarantee Periods 19
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Income Plan 25
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Investment Alternatives 16
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Issue Date 6
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Market Value Adjustment 20
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Payout Phase 6
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Payout Start Date 25
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Portfolios 29
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Preferred Withdrawal Amount 23
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Qualified Contracts 32
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Right to Cancel 14
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SEC 1
- ---------------------------------------------------------------------------
Settlement Value 27
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Systematic Withdrawal Program 25
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Treasury Rate 20
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Valuation Date 14
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Variable Account 29
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Variable Sub-Account 16
- ----------------------------------------------------------------------------

*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.

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 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 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-Registered
Trademark
- 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.

4 PROSPECTUS

- --------------------------------------------------------------------------------
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 ACCUMULATIO 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 uring 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 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 25. 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 ACCUMULATION PHASE PAYOUT START PAYOUT PHASE
DATE DATE

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

Please call us at 1-800-692-4682 if you have any question 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 $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%
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7 PROSPECTUS

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

Management Rule 12b-1 Other Total Portfolio
Portfolio Fees Fees Expenses Annual Expenses
- -----------------------------------------------------------------------------------------------------
AIM V.I. Balanced Fund 0.75% N/A 0.35% 1.10%
- -----------------------------------------------------------------------------------------------------
AIM V.I. Diversified Income Fund 0.60% N/A 0.30% 0.90%
- -----------------------------------------------------------------------------------------------------
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. Growth and Income Fund 0.60% N/A 0.24% 0.84%
- -----------------------------------------------------------------------------------------------------
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%
- -----------------------------------------------------------------------------------------------------
The Dreyfus Socially Responsible
Growth Fund, Inc.: Initial Shares 0.75% N/A 0.03% 0.78%
- -----------------------------------------------------------------------------------------------------
Dreyfus Stock Index Fund: Initial Shares 0.25% N/A 0.01% 0.26%
- -----------------------------------------------------------------------------------------------------
Dreyfus VIF -- Growth & Income
Portfolio: Initial Shares 0.75% N/A 0.03% 0.78%
- -----------------------------------------------------------------------------------------------------
Dreyfus VIF -- Money Market Portfolio 0.50% N/A 0.10% 0.60%
- -----------------------------------------------------------------------------------------------------
Fidelity VIP Contrafund Portfolio (2,3) 0.57% N/A 0.09% 0.66%
- -----------------------------------------------------------------------------------------------------
Fidelity VIP Equity-Income
Portfolio (2,3) 0.48% N/A 0.08% 0.56%
- -----------------------------------------------------------------------------------------------------
Fidelity VIP Growth Portfolio (2,3) 0.57% N/A 0.08% 0.65%
- -----------------------------------------------------------------------------------------------------
Fidelity VIP High Income Portfolio (2) 0.58% N/A 0.10% 0.68%
- -----------------------------------------------------------------------------------------------------
Franklin Small Cap Fund -- Class 2
(4,5,6) 0.49% 0.25% 0.28% 1.02%
- -----------------------------------------------------------------------------------------------------
Mutual Shares Securities
Fund -- Class 2 (4) 0.60% 0.25% 0.20% 1.05%
- ----------------------------------------------------------------------------------------------------
Templeton Developing Markets Securities
Fund -- Class
2 (4) 1.25% 0.25% 0.31% 1.81%
- -----------------------------------------------------------------------------------------------------
Templeton Growth Securities
Fund -- Class 2 (4,7) 0.81% 0.25% 0.06% 1.12%
- -----------------------------------------------------------------------------------------------------
Templeton International Securities
Fund -- Class 2 (4) 0.67% 0.25% 0.20% 1.12%
- -----------------------------------------------------------------------------------------------------
Goldman Sachs VIT Capital Growth
Fund (8) 0.75% N/A 0.25% 1.00%
- -----------------------------------------------------------------------------------------------------
Goldman Sachs VIT CORE-SM- Small
Cap Equity Fund (8) 0.75% N/A 0.25% 1.00%
- -----------------------------------------------------------------------------------------------------
Goldman Sachs VIT CORE-SM- U.S.
Equity Fund 0.70% N/A 0.20% 0.90%
- -----------------------------------------------------------------------------------------------------
Goldman Sachs VIT Global Income Fund (8) 0.90% N/A 0.25% 1.05%
- ----------------------------------------------------------------------------------------------------
Goldman Sachs VIT International
Equity Fund (8) 1.00% N/A 0.35% 1.35%
- -----------------------------------------------------------------------------------------------------
MFS Emerging Growth Series (9) 0.75% N/A 0.10% 0.85%
- -----------------------------------------------------------------------------------------------------
MFS Investors Trust Series (9,10) 0.75% N/A 0.12% 0.87%
- -----------------------------------------------------------------------------------------------------
MFS New Discovery Series (9,11) 0.90% N/A 0.16% 1.06%
- -----------------------------------------------------------------------------------------------------
MFS Research Series (9) 0.75% N/A 0.10% 0.85%
- -----------------------------------------------------------------------------------------------------
Morgan Stanley UIF Equity
Growth Portfolio (12) 0.48% N/A 0.37% 0.85%
- -----------------------------------------------------------------------------------------------------
Morgan Stanley UIF Fixed Income
Portfolio (12) 0.21% N/A 0.49% 0.70%
- -----------------------------------------------------------------------------------------------------
Morgan Stanley UIF Global Equity
Portfolio (12) 0.52% N/A 0.63% 1.15%
- -----------------------------------------------------------------------------------------------------
Morgan Stanley UIF Mid Cap Value
Portfolio (12) 0.53% N/A 0.52% 1.05%
- -----------------------------------------------------------------------------------------------------
Morgan Stanley UIF Value Portfolio (10) 0.31% N/A 0.54% 0.85%
- -----------------------------------------------------------------------------------------------------
Oppenheimer Aggressive Growth Fund/VA 0.62% N/A 0.02% 0.64%
- -----------------------------------------------------------------------------------------------------
Oppenheimer Capital Appreciation
Fund/VA 0.64% N/A 0.03% 0.67%
- -----------------------------------------------------------------------------------------------------
Oppenheimer Global Securities Fund/VA 0.64% N/A 0.04% 0.68%
- -----------------------------------------------------------------------------------------------------
Oppenheimer Main Street Growth & Income
Fund/VA 0.70% N/A 0.03% 0.73%
- -----------------------------------------------------------------------------------------------------
Oppenheimer Strategic Bond Fund/VA 0.74% N/A 0.05% 0.79%
- -----------------------------------------------------------------------------------------------------

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

(2) Initial Class.

(3) 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.

8 PROSPECTUS

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

(5) "Total Portfolio Annual Expenses" differ from the ratio of expenses to
average net assets shown in the Financial Highlights table included in the
Fund's Annual Report to Shareholders for the fiscal year ended December 31,
2000 because they have been restated due to a new management agreement
effective May 1, 2000.

(6) The manager has agreed in advance to make an estimated reduction of 0.04%
of its fee to reflect reduced services resulting from the Fund's investment
on a Franklin Templeton money fund. This reduction is required by the
Fund's Board of Trustees and an order of the Securities and Exchange
Commission. Without this reduction, the "Total Portfolio Annual Expenses"
are estimated to be 1.06%.

(7) The Fund administration fee is paid indirectly through the management fee.

(8) Goldman Sachs Asset Management, the investment advisor has voluntarily
agreed to reduce or limit certain "Other Expenses" (excluding management
fees, taxes, interest, brokerage fees, litigation, indemnification, and
other extraordinary expenses) to the extent such expenses exceed the
percentage stated in the calculated per annum (above table) as of each
funds' respective average daily net assets. Without the limitations
described above, "Other Expenses" and "Total Portfolio Annual Expenses"
would be estimated as follows:

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

(9) Each series has an expense offset arrangement that reduces the series'
custodian fee based upon the amount of cash maintained by the series with
its custodian and dividend disbursing agent. The series may enter into
other similar arrangements and directed brokerage arrangements, which would
also have the effect of reducing the series' expenses. "Other Expenses" do
not take into account these expense reductions, and are therefore higher
than the actual expenses of the series. Had these fee reductions been taken
into account, "Total Portfolio Annual Expenses" would be lower, and for
service class shares would be estimated to be: 0.84% for Emerging Growth
Series, 0.86% for Investors Trust Series, 1.05% for New Discovery Series,
and 0.84% for Research Series.

(10) Effective May 1, 2001, the Series changed its name from MFS Growth with
Income Series to MFS Investors Trust Series to reflect changes in its
investment policies. We have made a corresponding change to the name of the
Variable Sub-Account that invests in that Portfolio.

(11) MFS has contractually agreed, subject to reimbursement, to bear the series'
expenses such that "Other Expenses" (after taking into account the expense
offset arrangement described above) do not exceed 0.15% annually. These
contractual fee arrangements will continue until at least May 1, 2002,
unless changed with the consent of the board of trustees which oversees the
series.

(12) 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:

Morgan Stanley UIF Equity Growth Portfolio 0.55% -- 0.37% 0.92%
---------------------------------------------------------------------------------------------
Morgan Stanley UIF Fixed Income Portfolio 0.40% -- 0.49% 0.89%
---------------------------------------------------------------------------------------------
Morgan Stanley UIF Global Equity Portfolio 0.80% -- 0.63% 1.43%
---------------------------------------------------------------------------------------------
Morgan Stanley UIF Mid Cap Value Portfolio 0.75% -- 0.52% 1.27%
---------------------------------------------------------------------------------------------
Morgan Stanley UIF Value Portfolio 0.55% -- 0.54% 1.09%
---------------------------------------------------------------------------------------------
The Portfolio's Advisors may discontinue all or part of these reductions
and reimbursements at any time.

9 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

- - earned a 5% annual return on your investment, surrendered your Contract, or
began receiving income payments for a specified period of less than 120
months, at the end of each time period.

Variable Sub-Account 1 Year 3 Years 5 Years 10 Years

- --------------------------------------------------------------------------------
AIM V.I. Balanced $84 $119 $156 $278
- --------------------------------------------------------------------------------
AIM V.I. Diversified Income $82 $113 $146 $257
- --------------------------------------------------------------------------------
AIM V.I. Government Securities $83 $115 $149 $264
- --------------------------------------------------------------------------------
AIM V.I. Growth and Income $82 $111 $142 $251
- --------------------------------------------------------------------------------
AIM V.I. Growth $82 $110 $142 $250
- --------------------------------------------------------------------------------
AIM V.I. International Equity $84 $116 $152 $269
- --------------------------------------------------------------------------------
AIM V.I. Value $82 $111 $142 $251
- --------------------------------------------------------------------------------
The Dreyfus Socially Responsible
Growth: Initial Shares $81 $109 $139 $244
- --------------------------------------------------------------------------------
Dreyfus Stock Index: Initial Shares $76 $ 93 $112 $188
- --------------------------------------------------------------------------------
Dreyfus VIF -- Growth & Income:
Initial Shares $81 $109 $139 $244
- --------------------------------------------------------------------------------
Dreyfus VIF -- Money Market $79 $103 $130 $225
- --------------------------------------------------------------------------------
Fidelity VIP Contrafund $80 $105 $133 $232
- --------------------------------------------------------------------------------
Fidelity VIP Equity-Income $79 $102 $128 $221
- --------------------------------------------------------------------------------
Fidelity VIP Growth $80 $105 $133 $231
- --------------------------------------------------------------------------------
Fidelity VIP High Income $80 $106 $134 $234
- --------------------------------------------------------------------------------
Franklin Small Cap -- Class 2 $84 $116 $152 $269
- --------------------------------------------------------------------------------
Mutual Shares Securities -- Class 2 $84 $117 $153 $272
- --------------------------------------------------------------------------------
Templeton Developing Markets
Securities -- Class 2 $92 $141 $192 $348
- --------------------------------------------------------------------------------
Templeton Growth Securities--Class 2 $85 $119 $157 $280
- --------------------------------------------------------------------------------
Templeton International
Securities -- Class 2 $85 $119 $157 $280
- --------------------------------------------------------------------------------
Goldman Sachs VIT Capital Growth $83 $116 $151 $267
- --------------------------------------------------------------------------------
Goldman Sachs VIT CORE-SM- Small
Cap Equity $83 $116 $151 $267
- --------------------------------------------------------------------------------
Goldman Sachs VIT CORE-SM- U.S.
Equity $82 $113 $146 $257
- --------------------------------------------------------------------------------
Goldman Sachs VIT Global Income $84 $117 $153 $272
- --------------------------------------------------------------------------------
Goldman Sachs VIT International Equity $87 $126 $169 $303
- --------------------------------------------------------------------------------
MFS Emerging Growth $82 $111 $143 $252
- --------------------------------------------------------------------------------
MFS Investors Trust $82 $112 $144 $254
- --------------------------------------------------------------------------------
MFS New Discovery $84 $118 $154 $273
- --------------------------------------------------------------------------------
MFS Research $82 $111 $143 $252
- --------------------------------------------------------------------------------
Morgan Stanley UIF Equity Growth $82 $111 $143 $252
- --------------------------------------------------------------------------------
Morgan Stanley UIF Fixed Income $80 $106 $135 $236
- --------------------------------------------------------------------------------
Morgan Stanley UIF Global Equity $85 $120 $158 $283
- --------------------------------------------------------------------------------
Morgan Stanley UIF Mid Cap Value $84 $117 $153 $272
- --------------------------------------------------------------------------------
Morgan Stanley UIF Value $82 $111 $143 $252
- --------------------------------------------------------------------------------
Oppenheimer Aggressive Growth $80 $105 $132 $229
- --------------------------------------------------------------------------------
Oppenheimer Capital Appreciation $80 $106 $134 $233
- --------------------------------------------------------------------------------
Oppenheimer Global Securities $73 $ 85 $ 98 $159
- --------------------------------------------------------------------------------
Oppenheimer Main Street Growth & Income $81 $107 $137 $239
- --------------------------------------------------------------------------------
Oppenheimer Strategic Bond $81 $109 $140 $245
- --------------------------------------------------------------------------------

10 PROSPECTUS

EXAMPLE 2

Variable Sub-Account 1 Year 3 Years 5 Years 10 Years

- --------------------------------------------------------------------------------
AIM V.I. Balanced $25 $76 $130 $278
- --------------------------------------------------------------------------------
AIM V.I. Diversified Income $23 $70 $120 $257
- --------------------------------------------------------------------------------
AIM V.I. Government Securities $23 $72 $124 $264
- --------------------------------------------------------------------------------
AIM V.I. Growth and Income $22 $68 $117 $251
- --------------------------------------------------------------------------------
AIM V.I. Growth $22 $68 $116 $250
- --------------------------------------------------------------------------------
AIM V.I. International Equity $24 $74 $126 $269
- --------------------------------------------------------------------------------
AIM V.I. Value $22 $68 $117 $251
- --------------------------------------------------------------------------------
The Dreyfus Socially Responsible
Growth: Initial Shares $22 $66 $114 $244
- --------------------------------------------------------------------------------
Dreyfus Stock Index: Initial Shares $16 $50 $ 87 $188
- --------------------------------------------------------------------------------
Dreyfus VIF -- Growth & Income:
Initial Shares $22 $66 $114 $244
- --------------------------------------------------------------------------------
Dreyfus VIF -- Money Market $20 $61 $104 $225
- --------------------------------------------------------------------------------
Fidelity VIP Contrafund $20 $63 $108 $232
- --------------------------------------------------------------------------------
Fidelity VIP Equity-Income $19 $60 $102 $221
- --------------------------------------------------------------------------------
Fidelity VIP Growth $20 $62 $107 $231
- --------------------------------------------------------------------------------
Fidelity VIP High Income $21 $63 $109 $234
- --------------------------------------------------------------------------------
Franklin Small Cap -- Class 2 $24 $74 $126 $269
- --------------------------------------------------------------------------------
Mutual Shares Securities -- Class 2 $24 $75 $128 $272
- --------------------------------------------------------------------------------
Templeton Developing Markets
Securities -- Class 2 $32 $98 $166 $348
- --------------------------------------------------------------------------------
Templeton Growth Securities--Class 2 $25 $77 $131 $280
- --------------------------------------------------------------------------------
Templeton International
Securities -- Class 2 $25 $77 $131 $280
- --------------------------------------------------------------------------------
Goldman Sachs VIT Capital Growth $24 $73 $125 $267
- --------------------------------------------------------------------------------
Goldman Sachs VIT CORE-SM- Small
Cap Equity $24 $73 $125 $267
- --------------------------------------------------------------------------------
Goldman Sachs VIT CORE-SM- U.S.
Equity $23 $70 $120 $257
- --------------------------------------------------------------------------------
Goldman Sachs VIT Global Income $24 $75 $128 $272
- --------------------------------------------------------------------------------
Goldman Sachs VIT International Equity $27 $84 $143 $303
- --------------------------------------------------------------------------------
MFS Emerging Growth $22 $69 $117 $252
- --------------------------------------------------------------------------------
MFS Investors Trust $22 $69 $119 $254
- --------------------------------------------------------------------------------
MFS New Discovery $24 $75 $128 $273
- --------------------------------------------------------------------------------
MFS Research $22 $69 $117 $252
- --------------------------------------------------------------------------------
Morgan Stanley UIF Equity Growth $22 $69 $117 $252
- --------------------------------------------------------------------------------
Morgan Stanley UIF Fixed Income $21 $64 $110 $236
- --------------------------------------------------------------------------------
Morgan Stanley UIF Global Equity $25 $78 $133 $283
- --------------------------------------------------------------------------------
Morgan Stanley UIF Mid Cap Value $24 $75 $128 $272
- --------------------------------------------------------------------------------
Morgan Stanley UIF Value $22 $69 $117 $252
- --------------------------------------------------------------------------------
Oppenheimer Aggressive Growth $20 $62 $107 $229
- --------------------------------------------------------------------------------
Oppenheimer Capital Appreciation $20 $63 $108 $233
- --------------------------------------------------------------------------------
Oppenheimer Global Securities $14 $42 $ 73 $159
- --------------------------------------------------------------------------------
Oppenheimer Main Street
Growth & Income $21 $65 $111 $239
- --------------------------------------------------------------------------------
Oppenheimer Strategic Bond $22 $67 $114 $245
- --------------------------------------------------------------------------------

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.

11 PROSPECTUS

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

There are no Accumulation Unit Values to report because as of the date of this
prospectus, no sales of the Contract had occurred.

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.

12 PROSPECTUS

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

CONTRACT OWNER
The Allstate Provider 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.

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

(i) the youngest Contract owner, if living, otherwise

(ii) the youngest Beneficiary.

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.

13 PROSPECTUS

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

14 PROSPECTUS

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

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.

15 PROSPECTUS

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

You may allocate your purchase payments to up to 39 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 prospectuses for
the Portfolios. You should carefully review the Portfolio prospectuses before
allocating amounts to the Variable Sub-Accounts.

PORTFOLIO: EACH PORTFOLIO SEEKS: INVESTMENT ADVISOR:

AIM VARIABLE INSURANCE FUNDS
AIM V.I. Balanced Fund* To achieve as high a total return as
possible, consistent with preservation
of capital.
AIM V.I. Diversified Income Fund* A high level of current income
AIM V.I. Government Securities Fund* A high level of current income
consistent with a reasonable concern for
safety of principal
AIM V.I. Growth Fund* Growth of capital A I M Advisors, Inc.
AIM V.I. Growth and Income Fund* Growth of capital with a secondary
objective 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.

THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.; THE DREYFUS STOCK INDEX
FUND; AND THE DREYFUS VARIABLE INVESTMENT FUND (VIF) COLLECTIVELY, THE DREYFU
FUNDS)
The Dreyfus Socially Responsible Growth Capital growth and, secondarily, current
Fund, Inc. income
Dreyfus Stock Index Fund Stock
Price Index To match the total return of the
Standard & Poor's-C- 500 Composite
Dreyfus VIF Growth & Income Portfolio Long-term capital growth, income current
and growth of income, consistent with The Dreyfus Corporation
reasonable investment risk
Dreyfus VIF Money Market Portfolio A high level of current income as is
consistent with the preservation of
capital and the maintenance of liquidity

FIDELITY VARIABLE INSURANCE PRODUCTS FUND
Fidelity VIP Equity-Income Portfolio Reasonable income
Fidelity VIP Growth Portfolio Capital appreciation
Fidelity VIP High Income Portfolio High level of current income while also Fidelity Management & Research Company
considering growth of capital
Fidelity VIP Contrafund(R) Portfolio Long-term capital appreciation
FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST (VIP) - CLASS 2
Franklin Small Cap Fund Inc. Long-term capital growth Franklin Advisers,
Mutual Shares Securities Fund Capital appreciation. Secondary goal is
income Franklin Mutual Advisors, LLC.
Templeton Developing Markets Long-term capital Appreciation Templeton Asset Management LTD.
Securities Fund
Templeton Growth Securities Fund Long-term capital growth Templeton Global Advisors Limited
Templeton International Securities Fund Long-term capital growth Templeton Investment Counsel, LLC.

16 PROSPECTUS

PORTFOLIO: EACH PORTFOLIO SEEKS: INVESTMENT ADVISOR:
GOLDMAN SACHS VARIABLE INSURANCE TRUST (VIT)
Goldman Sachs VIT Capital Growth Long-term growth of capital Goldman Sachs Asset Management
Goldman Sachs VIT CORE(SM) Small Cap Long-term growth of capital
Equity Fund
Goldman Sachs VIT CORE(SM) U.S. Equity Long-term growth of capital and dividend
Fund income
Goldman Sachs VIT Global Income Fund A high total return, emphasizing current
income and, to a lesser extent providing
opportunities for capital appreciation
Goldman Sachs VIT International Equity Long-term capital appreciation Goldman Sachs Asset Management
Fund International
MFS-REGISTERED TRADEMARK- VARIABLE INSURANCE TRUST-SM-
MFS Emerging Growth Series Long-term growth of capital
MFS Investors Trust Series** Long-term growth of capital with a MFS Investment Management-Registered
secondary objective to seek reasonable Trademark-
current income
MFS New Discovery Series Capital appreciation
MFS Research Series Long-term growth of capital and future
income
THE UNIVERSAL INSTITUTIONAL FUNDS, INC.
Morgan Stanley UIF Equity Growth Long-term capital appreciation
Portfolio
Morgan Stanley UIF Fixed Income Above-average total return over a market Morgan Stanley Asset Management
Portfolio cycle of three to five years
Morgan Stanley UIF Global Equity Long-term capital appreciation Portfolio
Morgan Stanley UIF Mid Cap Value Above-average total return over a market Miller Anderson & Sherrerd, LLP
Portfolio cycle of three to five years
Morgan Stanley UIF Value Portfolio Above-average total return over a market
cycle of three to five years

OPPENHEIMER VARIABLE ACCOUNT FUNDS
Oppenheimer Aggressive Growth Fund/VA Capital appreciation
Oppenheimer Capital Appreciation
Fund/VA Capital appreciation
Oppenheimer Global Securities Fund/VA Long-term capital appreciation Oppenheimer Funds, Inc.
Oppenheimer Main Street Growth & Income High total return, which includes growth
Fund/ VA 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 Portfolio's investment objectives may be changed by the Portfolio's
Board of Trustees without shareholder approval.

** Effective May 1, 2001, the MFS Growth with Income Series changed its name
to MFS Investors Trust Series, and changed its investment policies.

17 PROSPECTUS

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

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 Money Market Dreyfus VIF -- Variable 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 Money Market
Dreyfus VIF -- Variable Sub-Account in equal monthly installments. Transferring
Account Value to the Money Market Dreyfus VIF -- Variable Sub-Account in this
manner may not be consistent with the theory of dollar cost averaging described
on page 22.

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 Twelve Month DCA Fixed
Account Option before the end of the transfer period, we will transfer the
remaining balance in this Option to the Money Market Dreyfus VIF -- Variable
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
Dreyfus VIF -- Variable Sub-Account in equal monthly installments. Transferring
Account Value to the Money Market variable sub-account in this manner may not be
consistent with the theory of dollar cost averaging described on page 22.

At the end of the transfer period, any nominal amounts remaining in the Six
Month Dollar Cost Averaging Fixed Account or the Twelve Month 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.

18 PROSPECTUS

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.

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.

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:

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) 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)

19 PROSPECTUS

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

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

20 PROSPECTUS

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 A to this prospectus, which also contains additional
examples of the application of the Market Value Adjustment.

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

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.

We use procedures that we believe provide reasonable assurance that the
telephone transfers are genuine. For example, we tape telephone conversations
with persons 21 PROSPECTUS 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.

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:

- 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.

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, 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.

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 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.

22 PROSPECTUS

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.

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.

23 PROSPECTUS

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 prospectuses 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
- --------------------------------------------------------------------------------

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
SubAccount.

If you request a total withdrawal, you must return your Contract to us.

24 PROSPECTUS

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.

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:

25 PROSPECTUS

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 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. 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 Contract Value in the Fixed Account to fixed income payments.

- - 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.

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.

26 PROSPECTUS

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 who is 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

(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

27 PROSPECTUS

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 applyWe 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.

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 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 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.

28 PROSPECTUS

results in 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 parents, 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, 39 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.

29 PROSPECTUS

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.

The 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. Commission paid to
broker-dealers may vary, but we estimate that the total commissions paid on all
Contract sales to broker-dealers will not exceed 6.25% 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.

30 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.

31 PROSPECTUS

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).

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.

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

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.

32 PROSPECTUS

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 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.

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).

33 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.

34 PROSPECTUS

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

The financial statements and related financial statement schedules 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, which are incorporated herein by reference, have
been audited by Deloitte & Touche LLP, independent auditors, as stated in their
report, which is incorporated herein by reference, and are included 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, which are incorporated
herein by reference, have been audited by Deloitte & Touche LLP, independent
auditors, as stated in their report, which is incorporated herein by reference,
and are included in reliance upon the report of such firm given upon their
authority as experts in accounting and auditing.

35 PROSPECTUS

APPENDIX A
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 4.50%
time the Guarantee Period
is established:
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 = ------- = 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 - 1,500.00) = $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

A-1

EXAMPLE 2: (ASSUMES RISING INTEREST RATES)

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

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 = ------- = 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 1,500.00) = -$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

A-2

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

Issue Date: January 1, 2001

Initial Purchase Payment: $50,000

Death Benefit Amount
---------------------------------------
Contract Death Benefit
Type Value Contract Value Greatest
of Before Transaction After Anniversary Anniversary
Date 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
- -----------------------------------------------------------------------------------------------------

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

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

DESCRIPTION

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

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

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

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

C-1

SelectDirections(sm) Variable Annuity

Allstate Life Insurance Company of New York
300 N. Milwaukee Ave. Vernon Hills, IL 60061
Telephone Number: 1-800-347-5433 Prospectus dated May 1, 2001

Allstate Life Insurance Company of New York ("Allstate New York") is offering
the SelectDirections(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 25 investment alternatives ("investment
alternatives"). The investment alternatives include the fixed account
("Fixed Account") and 24 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: MFS(R)Variable Insurance Trust(sm):
AIM V.I. Capital Appreciation Fund MFS Bond Series
AIM V.I. Diversified Income Fund MFS High Income Series
AIM V.I. Growth and Income Fund MFS Investors Trust Series*
AIM V.I. International Equity Fund MFS New Discovery Series
AIM V.I. Value Fund
Oppenheimer Variable Account Funds
Fidelity Variable Insurance Products Fund (VIP): Oppenheimer Bond Fund/VA
Fidelity VIP Contrafund(R) Portfolio Oppenheimer Capital Appreciation Fund/VA
Fidelity VIP Growth Portfolio Oppenheimer Global Securities Fund/VA
Fidelity VIP High Income Portfolio Oppenheimer High Income Fund/VA
Fidelity VIP Index 500 Portfolio Oppenheimer Main Street Small Cap Fund/VA**
Fidelity VIP Investment Grade Bond Portfolio
Fidelity VIP Overseas Portfolio Van Kampen Life Investment Trust:
Van Kampen LIT Comstock Portfolio
Van Kampen LIT Domestic Income Portfolio
Van Kampen LIT Emerging Growth Portfolio
Van Kampen LIT Money Market Portfolio

*Effective May 1, 2001, the MFS Growth with Income Series changed its name to
MFS Investors Trust Series, and changed its investment objective.We have made a
corresponding change in the name of the Variable Sub-Account that invests in
that Portfolio.

**Effective May 1, 2001, the Fund changed its name from Oppenheimer Small Cap
Growth Fund/VA to Oppenheimer Main Street Small Cap Fund/VA. 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 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 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
NOTICES The Contracts may be distributed through broker-dealers
that have relationships with banks or other financial
institutions or by employees of such banks. However, the
Contracts are not deposits, or obligations of, or guaranted
by such institutions or any federal regulatory agency.
Investment in the Contracts involves investment risks,
including possible loss of principal.

TheContracts are not FDIC insured. The Contracts are only
available in New York.

FIN18NY
1 PROSPECTUS

Table of Contents

- -------------------------------------------------------------------------------
Page
- ----------------------------------------------------------------------------
OVERVIEW
- ----------------------------------------------------------------------------
Important Terms 3
- ----------------------------------------------------------------------------
The Contract at a Glance 4
- ----------------------------------------------------------------------------
How the Contract Works 6
- ----------------------------------------------------------------------------
Expense Table 7
- ----------------------------------------------------------------------------
Financial Information 11
- ----------------------------------------------------------------------------
CONTRACT FEATURES
- ----------------------------------------------------------------------------
The Contract 12
- ----------------------------------------------------------------------------
Purchases 13
- ----------------------------------------------------------------------------
Contract Value 14
- ----------------------------------------------------------------------------
Investment Alternatives 15
- ----------------------------------------------------------------------------
The Variable Sub-Accounts 15
- ----------------------------------------------------------------------------
The Fixed Account 17
- ----------------------------------------------------------------------------
Transfers 20
- ----------------------------------------------------------------------------
Expenses 21
- ----------------------------------------------------------------------------
Access to Your Money 23
- ----------------------------------------------------------------------------
Income Payments 24
- ----------------------------------------------------------------------------
Death Benefits 25
- ----------------------------------------------------------------------------
OTHER INFORMATION
- ----------------------------------------------------------------------------
More Information: 27
- ----------------------------------------------------------------------------
Allstate New York 27
- ----------------------------------------------------------------------------
The Variable Account 27
- ----------------------------------------------------------------------------
The Portfolios 27
- ----------------------------------------------------------------------------
The Contract 28
- ----------------------------------------------------------------------------
Qualified Plans 28
- ----------------------------------------------------------------------------
Legal Matters 28
- ----------------------------------------------------------------------------
Taxes 29
- ----------------------------------------------------------------------------
Annual Reports and Other Documents 31
- ----------------------------------------------------------------------------
Performance Information 31
- ----------------------------------------------------------------------------
Experts 32
- ----------------------------------------------------------------------------
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
- ----------------------------------------------------------------------------

2 PROSPECTUS

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

PAGE

- ---------------------------------------------------------------------------
Accumulation Phase 6
- ---------------------------------------------------------------------------
Accumulation Unit 14
- ---------------------------------------------------------------------------
Accumulation Unit Value 14
- ---------------------------------------------------------------------------
Allstate New York ("We" or "Us") 27
- ---------------------------------------------------------------------------
Anniversary Values 26
- ---------------------------------------------------------------------------
Annuitant 12
- ---------------------------------------------------------------------------
Automatic Additions Program 13
- ---------------------------------------------------------------------------
Automatic Portfolio Rebalancing Program 21
- ---------------------------------------------------------------------------
Beneficiary 12
- ---------------------------------------------------------------------------
Cancellation Period 13
- ---------------------------------------------------------------------------
Contract* 28
- ---------------------------------------------------------------------------
Contract Anniversary 5
- ---------------------------------------------------------------------------
Contract Owner ("You") 12
- ---------------------------------------------------------------------------
Contract Value 14
- ---------------------------------------------------------------------------
Contract Year 5
- ---------------------------------------------------------------------------
Death Benefit Anniversary 26
- ---------------------------------------------------------------------------
Dollar Cost Averaging Program 21
- ---------------------------------------------------------------------------
Due Proof of Death 26
- ---------------------------------------------------------------------------
Fixed Account 17
- ---------------------------------------------------------------------------
Guarantee Periods 17
- ---------------------------------------------------------------------------
Income Plan 24
- ---------------------------------------------------------------------------
Investment Alternatives 15
- ---------------------------------------------------------------------------
Issue Date 6
- ---------------------------------------------------------------------------
Market Value Adjustment 19
- ---------------------------------------------------------------------------
Payout Phase 6
- ---------------------------------------------------------------------------
Payout Start Date 24
- ---------------------------------------------------------------------------
Portfolios 27
- ---------------------------------------------------------------------------
Preferred Withdrawal Amount 22
- ---------------------------------------------------------------------------
Qualified Contracts 30
- ---------------------------------------------------------------------------
Right to Cancel 13
- ---------------------------------------------------------------------------
SEC 1
- ---------------------------------------------------------------------------
Settlement Value 25
- ---------------------------------------------------------------------------
Systematic Withdrawal Program 23
- ---------------------------------------------------------------------------
Treasury Rate 19
- ---------------------------------------------------------------------------
Valuation Date 13
- ---------------------------------------------------------------------------
Variable Account 27
- ---------------------------------------------------------------------------
Variable Sub-Account 15
- ---------------------------------------------------------------------------

*The SelectDirections(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
- ------------------------------------------------------------------------------

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 25
investment alternatives including:
- the fixed account (which credits
interest at rates we guarantee), and
- 24 Variable Sub-Accounts investing
in Portfolios offering professional
money management by:

- A I M Advisors, Inc.
- Fidelity Management & Research Company
- MFS Investment Management(R)
- OppenheimerFunds, Inc.
- Van Kampen Asset Management 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
1-800-347-5433.

- ---------------------------------------------------------------------------------------
SPECIAL SERVICES
For your convenience, we offer these
special services:
- Automatic Portfolio Rebalancing Program
- Automatic Additions Program
- Dollar Cost Averaging Program
- Systematic Withdrawal Program

4 PROSPECTUS

- -----------------------------------------------------------------------------------------
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.

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 25 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 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 1-800-347-5433 if you have any question 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 $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%
- ----------------------------------------------------------------------

7 PROSPECTUS

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

Management Fees Total Portfolio
Portfolio Other Expenses Annual Expenses
- ---------------------------------------------------------- ------------------ -------------------- ----------------------

AIM V.I. Capital Appreciation 0.61% 0.21% 0.82%
AIM V.I. Diversified Income 0.60% 0.30% 0.90%
AIM V.I. Growth and Income 0.60% 0.24% 0.84%
AIM V.I. International Equity 0.73% 0.29% 1.02%
AIM V.I. Value 0.61% 0.23% 0.84%
Fidelity VIP Contrafund (2,3) 0.57% 0.09% 0.66%
Fidelity VIP Growth (2,3) 0.57% 0.08% 0.65%
Fidelity VIP High Income (2) 0.58% 0.10% 0.68%
Fidelity VIP Index 500 (2,4) 0.24% 0.09% 0.33%
Fidelity VIP Investment Grade Bond(2) 0.43% 0.11% 0.54%
Fidelity VIP Overseas (2,3) 0.72% 0.17% 0.89%
MFS Bond (5,7) 0.60% 0.16% 0.76%
MFS High Income (5,7) 0.75% 0.16% 0.91%
MFS Investors Trust(5,6) 0.75% 0.12% 0.87%
MFS New Discovery (5,7) 0.90% 0.16% 1.06%
Oppenheimer Bond/VA 0.72% 0.04% 0.76%
Oppenheimer Capital Appreciation/VA 0.64% 0.03% 0.67%
Oppenheimer Global Securities/VA 0.64% 0.04% 0.68%
Oppenheimer High Income/VA 0.74% 0.05% 0.79%
Oppenheimer Main Street Small Cap/VA(8) 0.75% 0.62% 1.37%
Van Kampen LIT Comstock(9,10) 0.00% 1.01% 1.01%
Van Kampen LIT Domestic Income(9,10) 0.00% 0.62% 0.62%
Van Kampen LIT Emerging Growth 0.70% 0.05% 0.75%
Van Kampen LIT Money Market(9,10) 0.14% 0.47% 0.61%

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

2. Initial Class.

3. 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.

4. The fund's manager has voluntarily agreed to reimburse the class's expenses
if they exceed a certain level. Including this reimbursement, the annual
class operating expenses were 0.28%. This arrangement may be discontinued
by the fund's manager at any time.

5. Each series has an expense offset arrangement which reduces the series'
custodian fee based upon the amount of cash maintained by the series with
its custodian and dividend disbursing agent. Each series may enter into
such arrangements and directed brokerage arrangements, which would also
have the effect of reducing the series' expenses. "Other Expenses" do not
take into account these expense reductions, and are therefore higher that
the actual expenses of the series. Had these fee reductions been taken into
account, "Total Portfolio Annual Expenses" would be lower for certain
series and would equal: 0.75% for Bond Series, 0.90% for High Income
Series, 0.86% for Investors Trust Series, and 1.05% for New Discovery
Series.

6. Effective May 1, 2001, the Series changed its name from MFS Growth with
Income Series to MFS Investors Trust Series 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 Portfolio.

7. MFS has contractually agreed, subject to reimbursement, to bear expenses
for the series such that "Other Expenses" (after taking into account the
expense offset arrangement described above), do not exceed the following
percentage of the average daily net assets of the series for the current
fiscal year: 0.15% for Bond Series, 0.15% for High Income Series, and 0.15%
for New Discovery Series. These contractual fee arrangements will continue
until at least May 1, 2002, unless changed with the consent of the board of
trustees which oversees the series.

8. Effective May 1, 2001, the Fund changed its name from Oppenheimer Small Cap
Growth Fund/VA to Oppenheimer Main Street Small Cap Fund/VA. We have made a
corresponding change in the name of the Variable Sub-Account that invests
in that Fund.

8 PROSPECTUS

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

Management Fees Total Portfolio
Portfolio Other Expenses Annual Expenses
- ------------------------------------------------------------- ------------------ ---------------- ----------------------

Van Kampen LIT Comstock 0.60% 1.60% 2.20%
Van Kampen LIT Domestic Income 0.50% 0.94% 1.44%
Van Kampen LIT Money Market 0.50% 0.47% 0.97%

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

10. The ratio of expenses to average new assets do not reflect credits earned
on overnight cash balances. If these credits were reflected as a reduction
of expenses, the ratios for the year ended December 31, 2000 would decrease
by 0.06% for the Van Kampen LIT Comstock Portfolio, 0.02% for the Van
Kampen LIT Domestic Income Portfolio, and 0.01% for the Van Kampen LIT
Money Market Portfolio.

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.

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

AIM V.I. Capital Appreciation $85 $122 $162 $293
AIM V.I. Diversified Income $86 $125 $166 $302
AIM V.I. Growth and Income $86 $123 $163 $295
AIM V.I. International Equity $87 $128 $172 $314
AIM V.I. Value $86 $123 $163 $295

Fidelity VIP Growth $84 $117 $153 $276
Fidelity VIP High Income $84 $118 $155 $279
Fidelity VIP Overseas $86 $124 $166 $301

Fidelity VIP II Contrafund $84 $117 $154 $277
Fidelity VIP II Index 500 $80 $107 $137 $242
Fidelity VIP II Investment Grade $83 $114 $148 $264

MFS Bond $85 $120 $159 $287
MFS Growth with Income $91 $139 $190 $348
MFS High Income $85 $121 $161 $290
MFS New Discovery $86 $124 $165 $298

Oppenheimer Bond/VA $86 $125 $167 $303
Oppenheimer Capital Appreciation/VA $84 $118 $155 $279
Oppenheimer Global Securities/VA $88 $130 $174 $318
Oppenheimer High Income/VA $85 $120 $159 $287
Oppenheimer Main Street Small Cap/VA $84 $118 $154 $278

Van Kampen Comstock $87 $128 $172 $313
Van Kampen Domestic Income $83 $116 $152 $273
Van Kampen Emerging Growth $85 $120 $159 $286
Van Kampen Money Market $83 $116 $151 $271

9 PROSPECTUS

EXAMPLE 2

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

AIM V.I. Capital Appreciation $26 $80 $137 $293
AIM V.I. Diversified Income $27 $82 $141 $302
AIM V.I. Growth and Income $26 $80 $138 $295
AIM V.I. International Equity $28 $86 $147 $314
AIM V.I. Value $26 $80 $138 $295

Fidelity VIP Growth $24 $75 $128 $276
Fidelity VIP High Income $24 $75 $129 $279
Fidelity VIP Overseas $27 $82 $140 $301

Fidelity VIP II Contrafund $24 $75 $128 $277
Fidelity VIP II Index 500 $21 $65 $111 $242
Fidelity VIP II Investment Grade $23 $71 $122 $264

MFS Bond $25 $78 $134 $287
MFS Growth with Income $32 $97 $165 $348
MFS High Income $26 $79 $135 $290
MFS New Discovery $26 $81 $139 $298

Oppenheimer Bond/VA $27 $83 $141 $303
Oppenheimer Capital Appreciation/VA $24 $75 $129 $279
Oppenheimer Global Securities/VA $28 $87 $149 $318
Oppenheimer High Income/VA $25 $78 $134 $287
Oppenheimer Main Street Small Cap/VA $24 $75 $129 $278

Van Kampen Comstock $28 $86 $146 $313
Van Kampen Domestic Income $24 $74 $126 $273
Van Kampen Emerging Growth $25 $78 $133 $286
Van Kampen Money Market $24 $73 $126 $271

10 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 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.

11 PROSPECTUS

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

CONTRACT OWNER

The SelectDirections(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.

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.

ASSIGNMENT

We will not honor an assignment of an interest in a Contract as collateral or
security for a loan. However, you may

12 PROSPECTUS

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

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

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).

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.

13 PROSPECTUS

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

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

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

14 PROSPECTUS

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

You may allocate your purchase payments to up to 24 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.

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

Portfolio: Each Portfolio Seeks: Investment Advisor:
- -----------------------------------------------------------------------------------------------
AIM VARIABLE INSURANCE FUNDS
- -------------------------------------------------------------------------------------------------
AIM V.I. Capital Appreciation Fund* Growth of capital. A I M Advisors, Inc.
- -------------------------------------------------------------- ----------------------------------
AIM V.I. Diversified Income Fund* High level of current income.
- -------------------------------------------------------------- ----------------------------------
AIM V.I. Growth and Income Fund* Growth of capital with a
secondary objective 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 Growth Portfolio Capital appreciation.
- ------------------------------------------------------------------------------------------------
- -Fidelity VIP
High Income Portfolio High level of current
income while also
considering growth of
capital.

- -------------------------------------------------------------------------------------------------
Fidelity VIP
Index 500 Portfolio Investment results that correspond to the
total return of common stocks publicly
traded in the United States, as represented
by the S&P 500.
- -------------------------------------------------------------------------------------------------
Fidelity VIP
Investment Grade
Bond Portfolio High level of current income.

- -------------------------------------------------------------------------------------------------
Fidelity
VIP Overseas Portfolio Long-term growth of capital.

- -------------------------------------------------------------------------------------------------
MFS(R) VARIABLE INSURANCE TRUST (SM)
- -------------------------------------------------------------------------------------------------
MFS Bond Series As high a level of current income MFS Investment
as is believed to be consistent Management(R)
with prudent risk. Its secondary
objective is to protect shareholders'
capital.
- -------------------------------------------------------------- ---------------------------------
MFS Investors Trust Series** Long-term growth of capital with a secondary
objective to seek reasonable current income.
- -------------------------------------------------------------------------------------------------
MFS High Income Series
High current income by investing
primarily in a professionally
managed diversified portfolio of
fixed income securities, some of
which may involve equity features.
- ------------------------------------------------------------------------------------------------
MFS New Discovery Series Capital appreciation.

- ------------------------------------------------------------------------------------------------
OPPENHEIMER VARIABLE ACCOUNT FUNDS
- ------------------------------------------------------------------------------------------------
Oppenheimer Bond Fund/VA High level of current income. OppenheimerFunds,Inc.
As a secondary objective,
the Portfolio seeks capital
appreciation when consistent
with its primary objective.

- ------------------------------------------------------------------------------------------------
Oppenheimer Capital Appreciation
Fund/VA Capital appreciation.
- ------------------------------------------------------------------------------------------------
Oppenheimer
Global Securities
Fund/VA Long-term capital appreciation.
- ------------------------------------------------------------------------------------------------
Oppenheimer High
Income Fund/VA High level of current income.
- ------------------------------------------------------------------------------------------------
Oppenheimer Main
Street Small Cap Fund/VA*** Capital appreciation.
- ------------------------------------------------------------------------------------------------

15 PROSPECTUS

VAN KAMPEN LIFE INVESTMENT TRUST
- ------------------------------------------------------------------------------------------------
Van Kampen LIT Comstock Portfolio Van Kampen Asset
Capital growth and income through Management Inc.
Investments in equity securities,
Including common stocks, preferred
Stocks and securities convertible
Into common and preferred stocks.
- ------------------------------------------------------------------------------------------------
Van Kampen LIT Domestic
Income Portfolio Primarily current income.
When consistent with the primary
investment objective, capital
appreciation is a secondary
investment objective.
- ------------------------------------------------------------------------------------------------
Van Kampen LIT Emerging
Growth Portfolio Capital appreciation.
- ------------------------------------------------------------------------------------------------
Van Kampen LIT Money Market Protection of capital and high current income
Portfolio through investments in money market
instruments.

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

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

**Effective May 1, 2000, the MFS Growth with Income Series changed its name to
MFS Investors Trust Series, and changed its investment policies.

*** Effective May 1, 2001, the Fund changed its name from Oppenheimer Small Cap
Growth Fund/VA to Oppenheimer Main Street Small Cap Fund/VA.

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.

17 PROSPECTUS

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.

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 Van Kampen LIT Money Market Variable 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 Van Kampen LIT
Money Market Variable Sub-Account in equal monthly installments. Transferring
Account Value to the Van Kampen LIT Money Market Variable 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 Van Kampen LIT Money Market Variable 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 Van Kampen LIT Money Market Variable 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.

17 PROSPECTUS

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.

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 Personal Financial Representative or Allstate
New York at 1-800-347-5433. 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)

18 PROSPECTUS

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 22, 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.

19 PROSPECTUS

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

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

TELEPHONE TRANSFERS
You may make transfers by telephone by calling 1-800-347-5433, 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.

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

20 PROSPECTUS

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.

Call or write us for instructions on how to enroll.

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. Capital Appreciation
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.
Capital Appreciation 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. Capital Appreciation 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.

EXPENSES

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

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

21 PROSPECTUS

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

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

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 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 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.

22 PROSPECTUS

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 prospectuses 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 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.

23 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.

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:

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

24 PROSPECTUS

- 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 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 who is 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

25 PROSPECTUS

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.

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.

26 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.

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
investment 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, 24 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.

CHANGES IN PORTFOLIOS. If the shares of any of the Portfolios are no longer
available for investment by the Variable

27 PROSPECTUS

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 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.

The 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.

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.

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.

28 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.

- 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

29 PROSPECTUS

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.

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,

30 PROSPECTUS

- 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, 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: 1-800-347-5433).

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

31 PROSPECTUS

not interpret these figures to reflect actual historical performance of the
Variable Account.

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 Contracts Were First Offered

For the Period Beginning September 19, 2000 and Ended December 31, 2000
- ------------------------------------------------------------------------------

AIM V. I. CAPITAL APPRECIAITON
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 7.63
Number of Units Outstanding, End of Period 1,991
AIM V. I. DIVERSIFIED INCOME
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 9.99
Number of Units Outstanding, End of Period 364
AIM V. I. GROWTH AND INCOME
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 8.18
Number of Units Outstanding, End of Period 1,488
AIM V. I. INTERNATIONAL EQUITY
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 8.66
Number of Units Outstanding, End of Period 305
AIM V. I. VALUE
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 8.67
Number of Units Outstanding, End of Period 21,939
FIDELITY VIP GROWTH
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 8.53
Number of Units Outstanding, End of Period 27,151
FIDELITY VIP HIGH INCOME
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 8.40
Number of Units Outstanding, End of Period 33
FIDELIITY VIP OVERSEAS
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 8.97
Number of Units Outstanding, End of Period 92
FIDELITY VIP II CONTRAFUND
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 9.39
Number of Units Outstanding, End of Period 2,196
FIDELIITY VIP II INVESTMENT GRADE BOND
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $10.44
Number of Units Outstanding, End of Period 132
FIDELITY VIP INDEX 500 PORTFOLIO
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 9.04
Number of Units Outstanding, End of Period 0
MFS BOND SERIES
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $10.39
Number of Units Outstanding, End of Period 0
MFS HIGH INCOME
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 9.22
Number of Units Outstanding, End of Period 108

A-1

MFS INVESTORS TRUST SERIES (Growth with Income)**
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 9.73
Number of Units Outstanding, End of Period 0
MFS NEW DISCOVERY
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 8.89
Number of Units Outstanding, End of Period 6,891
OPPENHEIMER BOND FUND/VA
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $10.20
Number of Units Outstanding, End of Period 0
OPPENHEIMER CAPITAL APPRECIATION
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 8.95
Number of Units Outstanding, End of Period 91
OPPENHEIMER GLOBAL SECURITIES FUND/VA
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 9.63
Number of Units Outstanding, End of Period 0
OPPENHEIMER HIGH INCOME FUND/VA
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 9.46
Number of Units Outstanding, End of Period 0
OPPENHEIMER Main Street SMALL CAP***
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 8.73
Number of Units Outstanding, End of Period 240
VAN KAMPEN LIT COMSTOCK
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $11.58
Number of Units Outstanding, End of Period 337
VAN KAMPEN LIT DOMESTIC INCOME PORTFOLIO
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $10.35
Number of Units Outstanding, End of Period 0
VAN KAMPEN LIT EMERGING GROWTH
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $ 7.47
Number of Units Outstanding, End of Period 16,637
VAN KAMPEN LIT MONEY MARKET PORTFOLIO
Accumulation Unit Value, Beginning of Period $10.00
Accumulation Unit Value, End of Period $10.14
Number of Units Outstanding, End of Period 0

*The Contracts were first offered on September 22, 2000. The Accumulation Unit
Values in this table reflect a 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 September 19, 2000.

**Effective May 1, 2001, the MFS Growth with Income Series changed its name to
MFS Investors Trust Series, and changed its investment objective. We have made a
corresponding change in the name of the Variable Sub-Account that invests in
that Portfolio.

***Effective May 1, 2001, the Fund changed its name from Oppenheimer Small Cap
Growth Fund/VA to Oppenheimer Main Street Small Cap Fund/VA. We have made a
corresponding change in the name of the Variable Sub-Account that invests in
that Fund.

A-2

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 = ------- = 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 - 1,500.00) = $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

B-1

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 = ------- = 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 - 1,500.00) = -$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

B-2

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.

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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
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FEDERAL TAX MATTERS
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QUALIFIED PLANS
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EXPERTS
- ----------------------------------------------------------------------------
FINANCIAL STATEMENTS
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