GLENBROOK LIFE AND ANNUITY COMPANY
              GLENBROOK LIFE AND ANNUITY COMPANY SEPARATE ACCOUNT A
                   SUPPLEMENT, DATED SEPTEMBER 6, 2002, TO THE
     AIM LIFETIME PLUS (SM) II VARIABLE ANNUITY PROSPECTUS DATED MAY 1, 2002

The purpose of this supplement is to make a change in the above-referenced
prospectus for the AIM Lifetime Plus (SM) II Variable Annuity of contracts
("Contracts") offered by Glenbrook Life and Annuity Company. Please read this
supplement carefully and retain it for future reference. This supplement is not
valid unless it is accompanied or preceded by a current prospectus for the
Contracts. The terms we use in this supplement have the same meanings as in the
prospectus for the Contracts.

Effective September 30, 2002, the following change is made in the section
"Investment Alternatives: The Variable Sub-Account" in the above referenced
variable annuity prospectuses.

To change and replace in its entirety:


From:
AIM V.I. Core Equity Fund  Growth of Capital of Capital with a secondary
objective of current income

To:
AIM V.I. Core Equity Fund  Growth of Capital