1
LIVES INSURED JOHN M. DOE
MARY C. DOE

POLICY NUMBER 12 345 678

FLEXIBLE PREMIUM SURVIVORSHIP VARIABLE LIFE INSURANCE POLICY. PAYABLE ON DEATH
OF THE LAST-TO-DIE OF THE LIVES INSURED. ADJUSTABLE DEATH BENEFIT. FLEXIBLE
PREMIUMS PAYABLE TO THE MATURITY DATE OR UNTIL LAST DEATH, IF EARLIER.

CASH SURRENDER VALUES AND BENEFITS FOR A PORTION OF THE POLICY VALUES ALLOCATED
TO AN INVESTMENT ACCOUNT REFLECT THE INVESTMENT EXPERIENCE OF THE UNDERLYING
SUB-ACCOUNTS. INVESTMENT OPTIONS ARE DESCRIBED IN THE "POLICY VALUE COMPOSITION"
AND THE "INVESTMENT OPTIONS" PROVISIONS. NON-PARTICIPATING (NOT ELIGIBLE FOR
DIVIDENDS).

In this policy "you" and "your" refer to the owner(s) of the policy. "We", "us"
and "our" refer to The Manufacturers Life Insurance Company of New York.

If at least one of the Lives Insured is living on the Maturity Date, we will pay
you the Net Cash Surrender Value of the policy.

If all of the Lives Insured die while the policy is in force, on the last death
we will pay the Insurance Benefit to the beneficiary, subject to the provisions
of the policy. The Lives Insured and the beneficiary are named in the Policy
Information section of this policy and in the application for this policy, a
copy of which is attached to this policy. The death benefit is described in the
"Insurance Benefit" provision.

The Insurance Benefit is payable following the death of the last-to-die of the
Lives Insured. However, you must give us proof of each death as soon as it
occurs. Proof of death for all the Lives Insured is important for us to
accurately determine benefits under the policy.

YOUR NET PREMIUMS ARE ADDED TO YOUR POLICY VALUE. YOU MAY ALLOCATE THEM TO ONE
OR MORE OF THE INVESTMENT ACCOUNTS AND TO THE FIXED ACCOUNT.

THE PORTION OF YOUR POLICY VALUE THAT IS IN AN INVESTMENT ACCOUNT WILL VARY FROM
DAY TO DAY. THE AMOUNT IS NOT GUARANTEED; IT MAY INCREASE OR DECREASE, DEPENDING
ON THE INVESTMENT EXPERIENCE OF THE UNDERLYING SUB-ACCOUNTS FOR THE INVESTMENT
ACCOUNTS THAT YOU HAVE CHOSEN.

THE PORTION OF YOUR POLICY VALUE THAT IS IN THE FIXED ACCOUNT WILL ACCUMULATE,
AFTER DEDUCTIONS, AT RATES OF INTEREST WE DETERMINE. SUCH RATES WILL NOT BE LESS
THAN AN EFFECTIVE ANNUAL RATE OF 4%.

THE AMOUNT OF THE INSURANCE BENEFIT, OR THE DURATION OF THE INSURANCE COVERAGE,
OR BOTH, MAY BE VARIABLE OR FIXED UNDER SPECIFIED CONDITIONS AND MAY INCREASE OR
DECREASE AS DESCRIBED IN THE "INSURANCE BENEFIT" PROVISION.

READ YOUR POLICY CAREFULLY. IT IS A CONTRACT BETWEEN YOU AND US.

RIGHT TO RETURN POLICY. WITHIN TEN DAYS AFTER YOU RECEIVE YOUR POLICY, YOU CAN
RETURN THE POLICY FOR CANCELLATION BY DELIVERING OR MAILING IT TO US OR THE
AGENT WHO SOLD IT. IMMEDIATELY ON DELIVERY OR MAILING, THE POLICY WILL BE VOID
FROM THE BEGINNING. WE WILL REFUND IN FULL THE PAYMENT MADE.

[MANULIFE LETTERHEAD]

/s/ A. Scott Logan Tracy A. Kane
President Secretary

TABLE OF CONTENTS

PAGE

Policy Information.............................................................3
Table Of Guaranteed Maximum Cost Of Insurance Rates............................4
Definitions....................................................................5
Payment Of Premiums............................................................6
No-Lapse Guarantee.............................................................7
Policy Termination.............................................................7
Reinstatement..................................................................8
Maturity Date..................................................................8
Insurance Benefit..............................................................9
Policy Value..................................................................10
Policy Value Composition......................................................11
Separate Account And Sub-Accounts.............................................12
Investment Options............................................................13
Policy Loan Conditions........................................................14
Changing The Death Benefit Option Or The Face Amount..........................16
Surrender And Withdrawals.....................................................17
Conversion Privilege..........................................................19
Right To Postpone Payment Of Benefits.........................................19
Right To Cancel Increases.....................................................19
Suicide.......................................................................20
Beneficiary...................................................................20
Ownership And Assignment......................................................20
Protection Against Creditors..................................................21
Currency And Place Of Payment.................................................21
Contract......................................................................21
Validity......................................................................21
Non-Participating.............................................................21
Age And Sex...................................................................21
Flexible Factors..............................................................22
How Values Are Computed.......................................................22
Annual Statement..............................................................22
Tax Considerations............................................................22

Any endorsements, any supplementary benefits, and a copy of the application,
follow page 22.

Page 2
3

POLICY INFORMATION

LIVES INSURED NO. 1 - JOHN M. DOE AGE AT POLICY DATE: 35
NO. 2 - MARY C. DOE AGE AT POLICY DATE: 35

POLICY NUMBER 12 345 678 POLICY DATE: JAN 1, 1998
ISSUE DATE: FEB 1, 1998
MATURITY DATE: JAN 1, 2063

OWNER JOHN M. DOE AND MARY C. DOE, JOINTLY IF LIVING,
OTHERWISE THE SURVIVOR

BENEFICIARY AS DESIGNATED IN THE APPLICATION OR SUBSEQUENTLY
CHANGED

PREMIUM MODE ANNUALLY

BEGINNING ON
MON DAY YEAR PLANNED PREMIUM
JAN 01 1998 $800.00

LIFE INSURANCE COVERAGE MAY EXPIRE PRIOR TO THE MATURITY DATE IF PREMIUMS PAID
ARE INSUFFICIENT TO CONTINUE COVERAGE TO SUCH DATE.

KEEPING THE POLICY AND COVERAGE IN FORCE WILL BE AFFECTED BY FACTORS SUCH AS:
CHANGES IN THE CURRENT COST OF INSURANCE RATES; THE AMOUNT, TIMING AND FREQUENCY
OF PREMIUM PAYMENTS; THE INTEREST RATE BEING CREDITED TO THE FIXED ACCOUNT; THE
INVESTMENT EXPERIENCE OF THE SUB-ACCOUNTS; CHANGES TO THE DEATH BENEFIT OPTION;
CHANGES IN THE FACE AMOUNT; LOAN ACTIVITY; PARTIAL WITHDRAWALS; AND DEDUCTIONS
FOR ANY ATTACHED RIDERS. ALSO REFER TO THE POLICY TERMINATION PROVISION OF YOUR
POLICY.

SUBJECT TO THE GUARANTEES OF THIS POLICY, WE RESERVE THE RIGHT TO CHANGE THE
CURRENT COST OF INSURANCE RATE DEDUCTIONS AND THE CURRENT INTEREST RATE BEING
CREDITED TO THE FIXED ACCOUNT. THESE CHANGES MAY REQUIRE MORE PREMIUM TO BE PAID
THAN THE PLANNED PREMIUM SHOWN, OR CAUSE THE CASH VALUE TO BE LESS THAN WAS
ILLUSTRATED.

PLAN DETAILS, RISK CLASSIFICATION AND ADDITIONAL RATING ARE SHOWN ON THE NEXT
PAGE.

PAGE 3.0A
4

POLICY INFORMATION (CONTINUED) - POLICY 12 345 678

LIVES INSURED NO. 1 - JOHN M. DOE
NO. 2 - MARY C. DOE

POLICY NUMBER 12 345 678

PLAN FLEXIBLE PREMIUM SURVIVORSHIP VARIABLE LIFE
INSURANCE PAYABLE ON DEATH OF THE
LAST-TO-DIE OF THE LIVES INSURED
NON-PARTICIPATING

FACE AMOUNT $250,000.00

DEATH BENEFIT OPTION 1

SEX NO. 1 - MALE
NO. 2 - FEMALE

RISK
CLASSIFICATION NO. 1 - NON-SMOKER,STANDARD CLASS
NO. 2 - NON-SMOKER,STANDARD CLASS

ADDITIONAL
RATING NO. 1 - NOT APPLICABLE
NO. 2 - NOT APPLICABLE

PAGE 3.0B
5

POLICY INFORMATION (CONTINUED) - POLICY 12 345 678

TABLE OF CHARGES

PREMIUM LOAD:

7.5% OF EACH PREMIUM PAID IN EACH POLICY YEAR.

MONTHLY ADMINISTRATION CHARGE:

FOR THE FIRST POLICY YEAR THE CHARGE IS $30.00 PLUS $0.08 FOR EACH
$1,000 OF CURRENT FACE AMOUNT. THE CURRENT FACE AMOUNT IN ANY POLICY
MONTH IS THE FACE AMOUNT OF INSURANCE INITIALLY PURCHASED, PLUS OR
MINUS ADJUSTMENTS FOR INCREASES AND DECREASES. FOR ALL SUBSEQUENT
POLICY YEARS, A CHARGE NOT TO EXCEED $15.00 PLUS $0.02 FOR EACH $1,000
OF CURRENT FACE AMOUNT WILL APPLY.

MORTALITY AND EXPENSE RISKS CHARGE:

0.063% IS DEDUCTED MONTHLY FROM EACH INVESTMENT ACCOUNT VALUE FOR 20
YEARS AND THEN REDUCES TO 0.033% THEREAFTER. THIS REDUCTION IN THE
CHARGE IS GUARANTEED.

MONTHLY COST OF INSURANCE CHARGE:

SEE THE MONTHLY DEDUCTIONS SECTION OF THE POLICY VALUE PROVISION FOR
DETAILS. THE COST OF ANY SUPPLEMENTARY BENEFIT IS DESCRIBED IN THE
SUPPLEMENTARY BENEFIT PAGE ATTACHED TO THIS POLICY.

PAGE 3.1A
6

POLICY INFORMATION (CONTINUED) - POLICY 12 345 678

TABLE OF CHARGES (CONTINUED)

SURRENDER CHARGE:

A SURRENDER CHARGE WILL BE DEDUCTED FROM YOUR POLICY VALUE UNDER CERTAIN
CONDITIONS AND WILL REDUCE OVER TIME ACCORDING TO THE GRADING PERCENTAGES SHOWN
IN THE TABLE BELOW. SEE THE POLICY VALUE, CHANGING THE DEATH BENEFIT OPTION OR
FACE AMOUNT, SURRENDER AND WITHDRAWALS PROVISIONS FOR DETAILS.

THE SURRENDER CHARGE IS DETERMINED AS FOLLOWS:

FOR THE INITIAL FACE AMOUNT:

(I) 3.75 MULTIPLIED BY EACH $1,000 OF FACE AMOUNT; PLUS

(II) 82.5% OF THE SUM OF PREMIUMS PAID IN THE FIRST POLICY YEAR, UP TO THE
SURRENDER CHARGE PREMIUM LIMIT SHOWN ON PAGE 3.2.

FOR AN INCREASE IN FACE AMOUNT, THE SURRENDER CHARGE WILL BE NO GREATER THAN:

(I) THE FACTOR APPLICABLE TO THE YOUNGEST OF THE LIVES INSURED'S ATTAINED
AGE AT THE DATE OF THE INCREASE AS DETERMINED FROM THE TABLE ON PAGE
3.1C, MULTIPLIED BY EACH $1,000 OF FACE AMOUNT INCREASE; PLUS

(II) THE SURRENDER CHARGE PREMIUM LIMIT FOR THE INCREASE.

TABLE OF GRADING PERCENTAGES DURING THE SURRENDER CHARGE PERIOD
(APPLIES TO THE INITIAL FACE AMOUNT AND SEPARATELY TO EACH SUBSEQUENT
FACE AMOUNT INCREASE)

* POLICY ** AGE AND GRADING PERCENTAGE
YEAR 0-75 76 77 78 79 80+

1 93% 92% 92% 91% 90% 90%
2 86% 85% 84% 83% 81% 80%
3 80% 78% 76% 75% 72% 70%
4 73% 71% 69% 66% 63% 60%
5 66% 64% 61% 58% 54% 50%
6 60% 57% 53% 50% 45% 40%
7 53% 50% 46% 41% 36% 30%
8 46% 42% 38% 33% 27% 20%
9 40% 35% 30% 25% 18% 10%
10 33% 28% 23% 16% 9% 0%
11 26% 21% 15% 8% 0%
12 20% 14% 7% 0%
13 13% 7% 0%
14 6% 0%
15 0%

* PERIODS SHOWN ARE AFTER END OF POLICY YEAR.

** AGE FOR THE INITIAL FACE AMOUNT REFERS TO THE ISSUE AGE OF THE
YOUNGEST OF THE LIVES INSURED UNDER THIS POLICY AT ISSUE; OR
FOR A SUBSEQUENT FACE AMOUNT INCREASE, AGE REFERS TO THE
ATTAINED AGE OF THE YOUNGEST OF THE LIVES INSURED AT THE TIME
OF THE INCREASE.

PAGE 3.1B
7

POLICY INFORMATION (CONTINUED) - POLICY 12 345 678

TABLE OF CHARGES (CONTINUED)

TABLE OF GUARANTEED SURRENDER CHARGE FACTORS PER $1,000 OF FACE AMOUNT INCREASE

YOUNGEST OF THE LIVES
INSURED'S ATTAINED AGE FACTOR

38 AND UNDER 3.75
39 4.25
40 4.75
41 5.25
42 5.75
43 6.25
44 6.75
45 7.25
46 7.75
47 8.25
48 AND OLDER 8.75

PAGE 3.1C
8

POLICY INFORMATION (CONTINUED) - POLICY 12 345 678

TABLE OF VALUES

REFER TO YOUR POLICY PROVISIONS FOR DETAILS ON THE TERMS AND VALUES SHOWN IN
THIS TABLE.

SURRENDER CHARGE PREMIUM LIMIT $964.00

NO-LAPSE GUARANTEE PREMIUM $750.00

NO-LAPSE GUARANTEE PERIOD FIRST 5 POLICY
YEARS

GUIDELINE SINGLE PREMIUM $21,979.00

GUIDELINE LEVEL PREMIUM $2,145.25

MINIMUM FACE AMOUNT $250,000.00

MINIMUM FACE AMOUNT INCREASE OR DECREASE $50,000.00

TRANSFER FEE $25.00
(FOR TRANSFERS IN EXCESS OF 12 IN A POLICY YEAR)

ASSET ALLOCATION BALANCER CHARGE
CURRENT $0.00
MAXIMUM $15.00

DOLLAR COST AVERAGING CHARGE
CURRENT $0.00
MAXIMUM $5.00

FIXED ACCOUNT MAXIMUM TRANSFER PERCENTAGE 15%

FIXED ACCOUNT MAXIMUM TRANSFER AMOUNT $500.00

FIXED ACCOUNT RATE 4%

WITHDRAWAL TIER AMOUNT PERCENTAGE 10%

ANNUAL LOAN INTEREST CHARGED RATE 5.25%

MAXIMUM LOAN INTEREST CREDITED DIFFERENTIAL 1.25%

DEATH BENEFIT DISCOUNT FACTOR 1.0032737

FIRST YEAR GUARANTEED MONTHLY COST OF INSURANCE
RATE PER THOUSAND 0.000207

PAGE 3.2
9

POLICY INFORMATION (CONTINUED) - POLICY 12 345 678

LIST OF INVESTMENT FUNDS

THE SEPARATE ACCOUNT IS AUTHORIZED TO INVEST IN SHARES OF MANUFACTURERS
INVESTMENT TRUST OR ANOTHER INVESTMENT COMPANY. EACH SUB-ACCOUNT OF THE SEPARATE
ACCOUNT PURCHASES SHARES IN THE FUNDS LISTED BELOW. WE WILL INFORM YOU OF ANY
CHANGES IN THE AVAILABLE FUNDS.

YOU MAY ALLOCATE NET PREMIUMS TO ANY OF THE FUNDS. YOUR INITIAL INVESTMENT
ALLOCATION IS SHOWN IN THE APPLICATION FOR THE POLICY.

SEE THE FOLLOWING PROVISIONS FOR DETAILS: POLICY VALUE, POLICY VALUE
COMPOSITION, SEPARATE ACCOUNT AND SUB-ACCOUNTS, AND INVESTMENT OPTIONS.

MANUFACTURERS INVESTMENT TRUST PORTFOLIOS AND INVESTMENT OBJECTIVES

(1) THE PACIFIC RIM EMERGING MARKETS TRUST SEEKS TO PROVIDE LONG-TERM
GROWTH OF CAPITAL.

(2) THE SCIENCE AND TECHNOLOGY TRUST SEEKS TO PROVIDE LONG-TERM GROWTH OF
CAPITAL. CURRENT INCOME IS INCIDENTAL TO THE PORTFOLIO'S OBJECTIVE.

(3) THE INTERNATIONAL SMALL CAP TRUST SEEKS TO PROVIDE LONG-TERM CAPITAL
APPRECIATION.

(4) THE EMERGING SMALL COMPANY TRUST SEEKS TO PROVIDE MAXIMUM CAPITAL
APPRECIATION.

(5) THE PILGRIM BAXTER GROWTH TRUST SEEKS TO PROVIDE CAPITAL APPRECIATION.

(6) THE SMALL/MID CAP TRUST SEEKS TO PROVIDE LONG-TERM CAPITAL
APPRECIATION.

(7) THE INTERNATIONAL STOCK TRUST SEEKS TO PROVIDE LONG-TERM GROWTH OF
CAPITAL.

(8) THE WORLDWIDE GROWTH TRUST SEEKS TO PROVIDE LONG-TERM GROWTH OF
CAPITAL.

(9) THE GLOBAL EQUITY TRUST SEEKS TO PROVIDE LONG-TERM CAPITAL
APPRECIATION.

(10) THE SMALL COMPANY VALUE TRUST SEEKS TO PROVIDE LONG-TERM GROWTH OF
CAPITAL.

(11) THE EQUITY TRUST SEEKS TO PROVIDE GROWTH OF CAPITAL. CURRENT INCOME IS
A SECONDARY CONSIDERATION ALTHOUGH GROWTH OF INCOME MAY ACCOMPANY
GROWTH OF CAPITAL.

PAGE 3.3A
10
POLICY INFORMATION (CONTINUED) - POLICY 12 345 678

LIST OF INVESTMENT FUNDS

(12) THE GROWTH TRUST SEEKS TO PROVIDE LONG-TERM GROWTH OF CAPITAL.

(13) THE QUANTITATIVE EQUITY TRUST SEEKS TO ACHIEVE INTERMEDIATE AND
LONG-TERM GROWTH THROUGH CAPITAL APPRECIATION AND CURRENT INCOME.

(14) THE EQUITY INDEX TRUST SEEKS TO ACHIEVE INVESTMENT RESULTS WHICH
APPROXIMATE THE TOTAL RETURN OF PUBLICLY TRADED COMMON STOCKS IN THE
AGGREGATE, AS REPRESENTED BY THE STANDARD & POOR'S 500 COMPOSITE STOCK
PRICE INDEX.

(15) THE BLUE CHIP GROWTH TRUST SEEKS TO PROVIDE LONG-TERM GROWTH OF
CAPITAL. CURRENT INCOME IS A SECONDARY OBJECTIVE, AND MANY OF THE
STOCKS IN THE PORTFOLIO ARE EXPECTED TO PAY DIVIDENDS.

(16) THE REAL ESTATE SECURITIES TRUST SEEKS TO ACHIEVE A COMBINATION OF
LONG-TERM CAPITAL APPRECIATION AND SATISFACTORY CURRENT INCOME.

(17) THE VALUE TRUST SEEKS TO PROVIDE AN ABOVE-AVERAGE TOTAL RETURN OVER A
MARKET CYCLE OF THREE TO FIVE YEARS, CONSISTENT WITH REASONABLE RISK.

(18) THE INTERNATIONAL GROWTH AND INCOME TRUST SEEKS TO PROVIDE LONG-TERM
GROWTH OF CAPITAL AND INCOME.

(19) THE GROWTH AND INCOME TRUST SEEKS TO PROVIDE LONG-TERM GROWTH OF
CAPITAL AND INCOME CONSISTENT WITH PRUDENT INVESTMENT RISK.

(20) THE EQUITY-INCOME TRUST SEEKS TO PROVIDE SUBSTANTIAL DIVIDEND INCOME
AND ALSO LONG-TERM CAPITAL APPRECIATION.

(21) THE BALANCED TRUST SEEKS TO PROVIDE CURRENT INCOME AND CAPITAL
APPRECIATION.

(22-24) THE AUTOMATIC ASSET ALLOCATION TRUSTS (AGGRESSIVE, MODERATE AND
CONSERVATIVE) SEEK TO OBTAIN THE HIGHEST POTENTIAL TOTAL RETURN
CONSISTENT WITH A SPECIFIED LEVEL OF RISK TOLERANCE --AGGRESSIVE,
MODERATE AND CONSERVATIVE.

(25) THE HIGH YIELD TRUST SEEKS TO REALIZE AN ABOVE-AVERAGE TOTAL RETURN
OVER A MARKET CYCLE OF THREE TO FIVE YEARS, CONSISTENT WITH REASONABLE
RISK .

PAGE 3.3B
11
POLICY INFORMATION (CONTINUED) - POLICY 12 345 678

LIST OF INVESTMENT FUNDS

(26) THE STRATEGIC BOND TRUST SEEKS TO PROVIDE A HIGH LEVEL OF TOTAL RETURN
CONSISTENT WITH PRESERVATION OF CAPITAL.

(27) THE GLOBAL GOVERNMENT BOND TRUST SEEKS TO PROVIDE A HIGH LEVEL OF TOTAL
RETURN BY PLACING PRIMARY EMPHASIS ON HIGH CURRENT INCOME AND THE
PRESERVATION OF CAPITAL.

(28) THE CAPITAL GROWTH BOND TRUST SEEKS TO ACHIEVE GROWTH OF CAPITAL BY
INVESTING IN MEDIUM-GRADE OR BETTER DEBT SECURITIES, WITH INCOME AS A
SECONDARY CONSIDERATION.

(29) THE INVESTMENT QUALITY BOND TRUST SEEKS TO PROVIDE A HIGH LEVEL OF
CURRENT INCOME CONSISTENT WITH THE MAINTENANCE OF PRINCIPAL AND
LIQUIDITY.

(30) THE U.S. GOVERNMENT SECURITIES TRUST SEEKS TO OBTAIN A HIGH LEVEL OF
CURRENT INCOME CONSISTENT WITH PRESERVATION OF CAPITAL AND MAINTENANCE
OF LIQUIDITY.

(31) THE MONEY MARKET TRUST SEEKS TO OBTAIN MAXIMUM CURRENT INCOME
CONSISTENT WITH PRESERVATION OF PRINCIPAL AND LIQUIDITY.

(32) THE LIFESTYLE AGGRESSIVE 1000 TRUST SEEKS TO PROVIDE LONG-TERM GROWTH
OF CAPITAL. CURRENT INCOME IS NOT A CONSIDERATION.

(33) THE LIFESTYLE GROWTH 820 TRUST SEEKS TO PROVIDE LONG-TERM GROWTH OF
CAPITAL WITH CONSIDERATION ALSO GIVEN TO CURRENT INCOME.

(34) THE LIFESTYLE BALANCED 640 TRUST SEEKS TO PROVIDE A BALANCE BETWEEN A
HIGH LEVEL OF CURRENT INCOME AND GROWTH OF CAPITAL WITH A GREATER
EMPHASIS GIVEN TO CAPITAL GROWTH.

(35) THE LIFESTYLE MODERATE 460 TRUST SEEKS TO PROVIDE A BALANCE BETWEEN A
HIGH LEVEL OF CURRENT INCOME AND GROWTH OF CAPITAL WITH A GREATER
EMPHASIS GIVEN TO HIGH INCOME.

(36) THE LIFESTYLE CONSERVATIVE 280 TRUST SEEKS TO PROVIDE A HIGH LEVEL OF
CURRENT INCOME WITH SOME CONSIDERATION ALSO GIVEN TO GROWTH OF CAPITAL.

PAGE 3.3C
12
TABLE OF GUARANTEED MAXIMUM COST OF INSURANCE RATES

GUARANTEED MAXIMUM MONTHLY RATES PER $1,000
OF NET AMOUNT AT RISK

FOR THE LIVES INSURED UNDER THIS POLICY

DURATION MONTHLY DURATION MONTHLY DURATION MONTHLY
(POLICY RATE (POLICY RATE (POLICY RATE
YEARS) YEARS) YEARS)

1 0.000207 23 0.103964 45 3.953521
2 0.000665 24 0.122184 46 4.558705
3 0.001212 25 0.143495 47 5.253161
4 0.001864 26 0.168742 48 6.055917
5 0.002654 27 0.198793 49 6.980966
6 0.003598 28 0.235576 50 8.015102
7 0.004763 29 0.281020 51 9.149825
8 0.006128 30 0.336457 52 10.364422
9 0.007748 31 0.401980 53 11.654835
10 0.009612 32 0.478377 54 13.000300
11 0.011830 33 0.565716 55 14.412617
12 0.014426 34 0.664435 56 15.891977
13 0.017472 35 0.777709 57 17.459834
14 0.021034 36 0.911511 58 19.156860
15 0.025213 37 1.080715 59 21.054761
16 0.030130 38 1.268137 60 23.368153
17 0.036011 39 1.507613 61 26.517002
18 0.043094 40 1.795237 62 31.354662
19 0.051658 41 2.130491 63 39.595173
20 0.061825 42 2.513928 64 54.652603
21 0.073840 43 2.944356 65 83.333333
22 0.087887 44 3.421111

THE ABOVE RATES HAVE BEEN INCREASED FOR ANY ADDITIONAL RATING SHOWN IN THE
POLICY INFORMATION SECTION.

Page 4
13
DEFINITIONS

THE FOLLOWING TERMS HAVE SPECIFIC MEANINGS IN YOUR POLICY. PLEASE REFER TO THESE
DEFINITIONS AS YOU READ YOUR POLICY.

ADDITIONAL RATING is an adjustment to the Cost of Insurance Rate for any of the
Lives Insured who do not meet, at a minimum, our underwriting requirements for
the standard Risk Classification.

AGE means each of the Lives Insured's age on their birthday closer to the Policy
Date.

ATTAINED AGE on any date means the Age plus the number of whole years that have
elapsed since the Policy Date.

BUSINESS DAY is any day that the New York Stock Exchange is open for trading,
and trading is not restricted. The net asset value of the underlying shares of a
Sub-Account will be determined as of the end of each Business Day. We will deem
each Business Day to end at the close of regularly scheduled trading of the New
York Stock Exchange (currently 4:00 p.m. Eastern Time) on that day.

CASH SURRENDER VALUE equals the Policy Value less the Surrender Charge and any
outstanding Monthly Deductions due.

FIXED ACCOUNT is that part of the Policy Value which reflects the value you have
in our general account.

GROSS WITHDRAWAL is the amount of partial Net Cash Surrender Value you request
plus any Surrender Charge applicable to the withdrawal.

INVESTMENT ACCOUNT is that part of the Policy Value that reflects the value you
have in one of the Sub-Accounts.

ISSUE DATE is the date shown in the Policy Information section from which the
Suicide and Validity provisions are applied.

LIFE INSURED is the last-to-die of the Lives Insured.

LIVES INSURED are the persons whose lives are insured under this policy as set
out in the Policy Information section. References to the youngest of the Lives
Insured means the youngest person insured under this policy when it is first
issued.

LOAN ACCOUNT is that part of the Policy Value which reflects the value
transferred from the Fixed Account or the Investment Accounts as collateral for
a policy loan.

MATURITY DATE is the date shown in the Policy Information section. It is the
Policy Anniversary nearest the date on which the youngest of the Lives Insured
reaches Attained Age 100, or the date such person would have reached Attained
Age 100 if living.

NET CASH SURRENDER VALUE is the Cash Surrender Value less the Policy Debt.

NET POLICY VALUE is the Policy Value less the value in the Loan Account.

NET PREMIUM is the gross premium paid less the Premium Load. It is the amount of
premium allocated to the Fixed Account and/or Investment Accounts.

POLICY DATE is the date shown in the Policy Information section from which
charges for the first Monthly Deduction are calculated. The Policy Date is used
to determine POLICY YEARS, POLICY MONTHS AND POLICY ANNIVERSARIES.

(continued)

Page 5
14
DEFINITIONS (continued)

POLICY DEBT as of any date equals (a) plus (b) plus (c) minus (d), where:

(a) is the total amount of loans borrowed as of such date;

(b) is the total amount of any unpaid loan interest charges which have been
borrowed against the policy on a Policy Anniversary;

(d) is the total amount of loan repayments as of such date.

POLICY VALUE is the sum of the values in the Loan Account, the Fixed Account and
the Investment Accounts.

SEPARATE ACCOUNT refers to Separate Account B of The Manufacturers Life
Insurance Company of New York.

SERVICE OFFICE is the office that we designate to service this policy. The
Service Office Mailing Address is The Manufacturers Life Insurance Company of
New York, P.O. Box 633, Niagara Square Station, Buffalo, NY 14202-0633. The Home
Office Address is The Corporate Center at Rye, 555 Theodore Fremd Avenue, Rye,
NY, 10580.

SUB-ACCOUNT refers to one of the sub-accounts of the Separate Account.

SURRENDER CHARGE compensates us for some of the expenses of selling and
distributing the policies, such as agent's commissions, advertising, agent
training and the printing of prospectuses and sales material. It also covers
expenses associated with underwriting and issuance of policies, such as
processing applications, conducting medical examinations, determining the risk
classification for the Lives Insured and establishing policy records.

SURRENDER CHARGE PERIOD is the period following the Issue Date of the policy or
following any increase in Face Amount during which we will assess surrender
charges. Surrender charges will apply during this period if you surrender the
policy, make a partial withdrawal, or if it terminates due to default.

SURRENDER CHARGE PREMIUM LIMIT is used to determine the Surrender Charge. The
Surrender Charge Premium Limit for the initial Face Amount is shown in the Table
of Values in the Policy Information section. You will be advised of the
Surrender Charge Premium Limit for any increase in Face Amount.

WITHDRAWAL TIER AMOUNT as of any date is the Net Cash Surrender Value at the
previous Policy Anniversary, multiplied by the Withdrawal Tier Amount Percentage
shown in the Table of Values in the Policy Information Section.

WRITTEN REQUEST is your request to us which must be in a form satisfactory to
us, signed and dated by you, and filed at our Service Office.

PAYMENT OF PREMIUMS

No insurance will take effect under this policy before we approve the
application and receive the initial premium. The initial premium is due as of
the Policy Date. The minimum initial premium is one-twelfth of the No-Lapse
Guarantee Premium shown in the Table of Values in the Policy Information
section.

Subsequent premiums can be paid at any time at our Service Office, and
in any amount subject to the limits described below. On request, we will give
you a receipt signed by one of our officers. The Planned Premium you requested
in the application is shown in the Policy Information section.

You may pay premiums until the Maturity Date.

LIMITS. Each premium payment after the first is subject to the following
limitations under Section 7702 of the Internal Revenue Code of 1986, or any
other equivalent section of the Code:

(a) we have the right to refuse or refund any premium payments that would cause
this policy to fail to qualify as life insurance under the Internal Revenue
Code;

(continued)

Page 6
15
PAYMENT OF PREMIUMS (continued)

(b) we reserve the right to request that you provide us with satisfactory
evidence of insurability if a premium payment would result in an
increase in the Death Benefit that is greater than the increase in
Policy Value; and

(c) the sum of the premiums paid into this policy at any time may not
exceed the guideline premium limitation as of such time. The guideline
premium limitation is, as of any date, the greater of:

(1) the Guideline Single Premium, or

(2) the sum of the Guideline Level Premiums to such date.

The Guideline Single Premium and the Guideline Level Premium are shown
in the Policy Information section.

NO-LAPSE GUARANTEE

Your policy includes a No-Lapse Guarantee. The guarantee period applicable to
this policy is shown in the Table of Values in the Policy Information section.

During your No-Lapse Guarantee Period, if the Net Cash Surrender Value falls to
zero or below, your policy will not go into default provided it satisfies the
cumulative premium test.

CUMULATIVE PREMIUM TEST. The test will be performed at the beginning of any
Policy Month that your policy would otherwise be in default in the absence of
the No-Lapse Guarantee. Your policy will satisfy the test if the sum of the
premiums paid, less any Policy Debt, and less any Gross Withdrawals taken on or
before the date of the test, is equal to or greater than the sum of the monthly
No-Lapse Guarantee Premiums due from the Policy Date to the date of the test.

The No-Lapse Guarantee Premium is shown as an annualized amount in the Table of
Values in the Policy Information section.

This amount will change if any of the following changes occur under your policy:

(a) you add, terminate or change a Supplementary Benefit;

(b) you change the Death Benefit Option under your policy;

(d) you change the Face Amount of insurance; or

(e) there is a change in the Risk Classification of any of the Lives
Insured.

We will inform you of any change to the No-Lapse Guarantee Premium resulting
from any such change. The revised premium will be effective from the date of the
change. For the purpose of performing the cumulative premium test, we will use
the No-Lapse Guarantee Premium in effect as of the Policy Date up to the date of
the change, including any revised premium in effect as of the date of a prior
change.

POLICY TERMINATION

DEFAULT. Unless the policy has met the No-Lapse Guarantee requirements, it will
go into default if, at the beginning of any Policy Month, the Net Cash Surrender
Value would go to zero or below after we take the Monthly Deduction that is due
for that month.

GRACE PERIOD. We will allow 61 days from the date that the policy goes into
default, for you to pay the amount that is required to bring the policy out of
default. We will send a notice to you and to the Lives Insured at least 15 days,
but not more than 45 days prior to the termination of coverage. This notice will
be sent to the last known address and will specify the required amount. If we
have notice of a policy assignment on file at our Service Office, we will also
mail a copy of the notice of the amount due to the assignee on record.

(continued)

Page 7
16
POLICY TERMINATION (continued)

The amount required to bring the policy out of default is equal to (a) plus (b)
plus (c) where:

(a) is the amount necessary to bring the Net Cash Surrender Value to zero,
if it is less than zero, at the date of default; and

(b) is the Monthly Deduction due on the date of default, plus the next two
Monthly Deductions; and

If the policy is in the No-Lapse Guarantee Period, then the following amount, if
less than the amount stated above, will bring the policy out of default. This
amount is equal to (a) plus (b), where:

(a) is the amount, if any, necessary to satisfy the No-Lapse Guarantee
cumulative premium test at the date of default; and

(b) is the No-Lapse Guarantee Premium for the next two Policy Months.

If the amount necessary to bring the policy out of default has not been paid by
the end of the grace period, the policy will terminate.

TERMINATION DATE. This policy terminates on the earliest of the following
events:

(a) the end of the grace period for which you have not paid the amount
necessary to bring the policy out of default;

(b) surrender of the policy for its Net Cash Surrender Value;

(d) the Maturity Date.

REINSTATEMENT

You can ask us to reinstate your policy only if it terminates at the end of a
grace period in which you did not make a required payment. The policy cannot be
reinstated if any of the Lives Insured die after the policy has terminated. You
can reinstate the policy if you:

(a) make a Written Request for reinstatement within 5 years after the date
your policy terminates;

(b) provide us with evidence of insurability satisfactory to us on the
Lives Insured or on the survivor(s) who were insured at the end of the
Grace Period; and

(c) pay a premium equal to the amount that was required during the 61-day
grace period following default plus the next two Monthly Deductions.

If we approve your request,

(a) the reinstatement date will be the later of the date we approve your
request or the date we receive the required payment at our Service
Office; and

(b) any Surrender Charges will be reinstated to the amount they were at the
date of default.

The Policy Value on the date of reinstatement, prior to the crediting of any Net
Premium paid on the reinstatement, will be equal to the Policy Value on the date
the policy terminated. If the policy is in a Surrender Charge Period when it
terminates, upon reinstatement the period will be the same as at the date of
default.

MATURITY DATE

We will pay you the Net Cash Surrender Value as of the Maturity Date provided
the policy is in force and at least one of the Lives Insured is alive. The
policy will terminate on the Maturity Date.

Page 8
17
INSURANCE BENEFIT

The Insurance Benefit is payable when the Life Insured dies, but you must
provide us with proof when any of the Lives Insured die.

If the Life Insured dies while the policy is in force, we will pay the Insurance
Benefit to the beneficiary on receiving due proof of death of the last to die of
the Lives Insured, subject to the Age and Sex, Suicide and Validity provisions.

If the Life Insured dies after we receive a request from you to surrender the
policy, there will be no Insurance Benefit. We will pay the amount payable under
the Surrender For Cash provision instead.

INSURANCE BENEFIT. The Insurance Benefit payable is:

(a) the Death Benefit as described below; plus

(b) any amounts payable under any Supplementary Benefits that form part of
the policy; less

If the Life Insured dies during a grace period, the Insurance Benefit described
above will be modified as follows:

(a) the Insurance Benefit will be reduced by any outstanding Monthly
Deductions due; and

(b) the Policy Value used in the calculation of the Death Benefit will be
the Policy Value as of the default date.

DEATH BENEFIT. The Death Benefit will depend on whether Death Benefit Option 1
or 2 is in effect on the date of death.

Under Option 1, the Death Benefit is the Face Amount of the policy at the date
of the Life Insured's death.

Under Option 2, the Death Benefit is the Face Amount of the policy, plus the
Policy Value at the date of the Life Insured's death.

MINIMUM DEATH BENEFIT. To ensure that the policy continues to qualify as life
insurance under the Internal Revenue Code, the Death Benefit will never be less
than the Minimum Death Benefit. The Minimum Death Benefit is equal to the Policy
Value at the date of death, multiplied by the Minimum Death Benefit Percentage
for the Attained Age of the youngest of the Lives Insured, or the Attained Age
such person would have reached if living. The Minimum Death Benefit Percentages
are shown in the Table of Minimum Death Benefit Percentages shown below.

TABLE OF MINIMUM DEATH BENEFIT PERCENTAGES

ATTAINED AGE APPLICABLE PERCENTAGE

40 and under 250%
45 215%
50 185%
55 150%
60 130%
65 120%
70 115%
75 105%
90 105%
95 and above 100%

To determine the Applicable Percentage, we will use the Attained Age of the
youngest of the Lives Insured, or the Attained Age such person would have
reached if living.

For ages not shown, the Applicable Percentage can be found by reducing the
above Applicable Percentages proportionately.

SIMULTANEOUS DEATH. If the Lives Insured die simultaneously or in circumstances
rendering it uncertain who is the Life Insured, the oldest of the Lives Insured
will be deemed to have been the Life Insured. No payment will be made on the
death of the other Lives Insured.

(continued)

Page 9
18
INSURANCE BENEFIT (continued)

PAYMENT OF INSURANCE BENEFIT. We will pay the Insurance Benefit in one lump sum
with interest calculated from the date of the Life Insured's death to the date
of payment. The rate will be at the rate prescribed by the state. If the state
does not specify the interest rate, we will use the rate for insurance benefits
left on deposit with us.

POLICY VALUE

INITIAL NET PREMIUMS. We will allocate your initial Net Premium plus any earned
interest on the later of the date our underwriters approve issuance of the
policy or the date we receive the initial premium at our Service Office.
Interest will be credited as of the date we received the initial premium payment
at the rate of return then being earned on allocations to the Money Market
Trust. This initial allocation will become your Policy Value to which subsequent
Net Premiums will be allocated.

SUBSEQUENT NET PREMIUMS. As of the Business Day we receive your subsequent
premium payments at our Service Office, we will add your Net Premium to your
Policy Value. We will do this before we take any deductions due as of that
Business Day.

MONTHLY DEDUCTIONS. At the beginning of each Policy Month, a deduction is taken
from your policy to cover Monthly Administration Charges and the cost to provide
the insurance coverage.

The first Monthly Deduction is taken on the later of the date our underwriters
approve issuance of the policy or the date we receive at least the initial
premium at our Service Office.

The Monthly Deduction for any Policy Month is the sum of the following amounts
determined as of the beginning of that month:

(a) the Monthly Administration Charge shown in the Table Of Expense Charges
in the Policy Information section;

(b) the Mortality and Expense Risks Charge shown in the Table Of Expense
Charges in the Policy Information section;

(d) the monthly Cost of Insurance for the Lives Insured.

Unless you have requested otherwise, we will take Monthly Deductions from the
Fixed Account and the Investment Accounts in the same proportion that the Policy
Value in each of these accounts bears to the Net Policy Value immediately prior
to the deduction.

The Cost of Insurance for a specific Policy Month is determined as the rate for
the Cost of Insurance for that month, as described below, multiplied by the net
amount at risk.

For Death Benefit Option 1, the net amount at risk is equal to (a) minus (b),
where:

(a) is the Death Benefit as of the first day of the Policy Month, divided
by the Death Benefit Discount Factor shown in the Table of Values in
the Policy Information section; and

(b) is the Policy Value as of the first day of the Policy Month after the
deduction of the monthly Cost of Insurance for the Lives Insured.

For Death Benefit Option 2, the net amount at risk is equal to the Face Amount
of insurance.

The rates for the Cost of Insurance, as of the Policy Date and subsequently for
each Face Amount increase, are blended and based on the Lives Insured's Age,
Sex, Risk Classification and duration that the coverage has been in force. The
Cost of Insurance Rate shown in the Table of Values in the Policy Information
section is payable for the first Policy Year. After the first Policy Year, the
Cost of Insurance will generally increase on each Policy Anniversary. The Cost
of Insurance calculation will reflect any Additional Rating shown in the Policy
Information section.

(continued)

Page 10
19
POLICY VALUE (continued)

We will re-determine Cost of Insurance rates from time to time. Any adjustments
will be by class and based on changes in expected mortality and persistency
experience, investment earnings and operating expenses.

The rates for the Cost of Insurance are intended to cover future mortality costs
under the policy. These rates may be higher in early Policy Years due to
recovery of initial acquisition costs.

The Cost of Insurance rates will never exceed those shown in the Table of
Guaranteed Maximum Cost of Insurance Rates on Page 4.

OTHER DEDUCTIONS. We will deduct a Surrender Charge if during the Surrender
Charge Period shown in the Policy Information section:

(a) you surrender the policy for its Net Cash Surrender Value;

(b) you make one or more partial withdrawals in a Policy Year totaling more
than the Withdrawal Tier Amount; or

See the Surrender And Withdrawals provision for details.

POLICY VALUE COMPOSITION

Your Policy Value at any time is equal to the sum of the values you have in the
Loan Account, the Fixed Account and the Investment Accounts.

LOAN ACCOUNT VALUE. The amount you have in the Loan Account at any time equals:

(a) amounts transferred to it for loans or borrowed loan interest; plus

(b) interest credited to it; less

For the details of the Loan Account see the Policy Loan Conditions provision.

FIXED ACCOUNT VALUE. The amount you have in the Fixed Account at any time
equals:

(a) Net Premiums allocated to it; plus

(b) amounts transferred to it; plus

(d) amounts deducted from it; less

(e) amounts transferred from it; less

(f) amounts withdrawn from it.

Interest will be credited to amounts in the Fixed Account at an effective annual
rate of no less than the Fixed Account Rate shown in the Table of Values in the
Policy Information Section. The actual interest rate used will be set by us from
time to time. For all transactions, interest is calculated from the date of the
transaction.

INVESTMENT ACCOUNT VALUE. The amount you have in an Investment Account at any
time equals the number of units in that Investment Account, multiplied by the
unit value of the corresponding Sub-Account at that time.

The number of units in an Investment Account at any time equals (a) minus (b),
where:

(a) is the number of units credited to the Investment Account because of:

(1) Net Premiums allocated to it; and

(2) amounts transferred to it; and

(b) is the number of units canceled from the Investment Account because of:

(1) amounts deducted from it;

(2) amounts transferred from it; and

(3) amounts withdrawn from it.

(continued)

Page 11
20
POLICY VALUE COMPOSITION (continued)

The number of units credited or canceled for a given transaction is equal to the
dollar amount of the transaction, divided by the unit value as of the Business
Day of the transaction. See the Unit Value Calculation section of this provision
for details on how unit values are determined.

SEPARATE ACCOUNT AND SUB-ACCOUNTS

The Separate Account is authorized to invest in the shares of Manufacturers
Investment Trust, or another management investment company. Each Sub-Account of
the Separate Account purchases shares of a corresponding Fund of Manufacturers
Investment Trust or another management investment company. The Funds are listed
in the Policy Information section.

FUND SUBSTITUTION. A Fund might, in our judgment, become unsuitable for
investment by a Sub-Account. This might happen because of a change of investment
policy; or a change in the applicable laws or regulations; or because the shares
are no longer available for investment; or for some other reason.

If a Fund becomes unsuitable for investment, we have the right to substitute
another Fund or another management investment company. Before doing this, we
would first seek, where required, approval from the Securities and Exchange
Commission and the Superintendent of Insurance of the state of New York.

To the extent permitted by applicable federal and state law, we also have the
right, without your approval, to:

(a) create new separate accounts;

(b) combine any two or more separate accounts including the Separate
Account;

(c) make available additional Sub-Accounts investing in additional Funds of
Manufacturers Investment Trust, or another investment company;

(d) eliminate existing Sub-Accounts and stop accepting new allocations and
transfers into the corresponding Fund;

(e) operate the Separate Account as a management investment company under
the Investment Company Act of 1940 or in any other form permitted by
law;

(f) de-register the Separate Account under the Investment Company Act of
1940;

(g) transfer assets between the Separate Account and other separate
accounts; and

(h) combine Sub-Accounts or to transfer assets in one Sub-Account to
another Sub-Account.

The investment objectives of a Sub-Account within the Separate Account will not
be changed materially without first filing the change with the Insurance
Commissioner of our state of domicile and with the Superintendent of Insurance
of the state of New York. We will inform you of any changes deemed to be
material.

UNIT VALUE CALCULATION. We will determine the unit values for each Sub-Account
as of the end of each Business Day. When we need to determine a Policy Value or
an amount after the end of a Business Day, or on a day that is not a Business
Day, we will do so as of the next Business Day.

The value of a unit of each Sub-Account was initially fixed at $10 for the first
Business Day that an amount was allocated, or transferred to the particular
Sub-Account. For any subsequent Business Day, the unit value for that
Sub-Account is obtained by multiplying the unit value for the immediately
preceding Business Day by the net investment factor for the particular
Sub-Account on such subsequent Business Day.

(continued)

Page 12
21
SEPARATE ACCOUNT AND SUB-ACCOUNTS (continued)

NET INVESTMENT FACTOR. The net investment factor for a Sub-Account on any
Business Day is equal to (a) divided by (b), where:

(a) is the net asset value of the underlying Fund shares held by that
Sub-Account as of the end of such Business Day before any policy
transactions are made on that day; and

(b) is the net asset value of the underlying Fund shares held by that
Sub-Account as of the end of the immediately preceding Business Day
after all policy transactions were made for that day.

We reserve the right to adjust the above formula for any taxes determined by us
to be attributable to the operations of the Sub-Account. Before making any such
changes, we will first seek the approval of the Superintendent of Insurance of
the state of New York.

SEPARATE ACCOUNT ASSETS. The assets held in each Sub-Account are used to support
the Policy Values of Single Premium and Flexible Premium Variable Life Insurance
policies. The Separate Account will be used to fund only variable life insurance
benefits.

Income, gains and losses of the Separate Account are credited to, or charged
against, the applicable Sub-Accounts without regard to our other income, gains
and losses.

The assets of the Separate Account are our property. The part of the assets that
is equal to the Investment Account values in respect of all Single Premium and
Flexible Premium Variable Life Insurance policies will not be charged with
liabilities from any other business we conduct. We can transfer to our general
account, Separate Account assets in excess of the liabilities of the Separate
Account arising under the Single Premium and Flexible Premium Variable Life
Insurance policies supported by the Separate Account.

INVESTMENT OPTIONS

ALLOCATIONS. You may allocate Net Premiums to the Fixed Account or any of the
Investment Accounts. Unless you change the initial premium allocation specified
in your application for this policy, it will continue to apply to subsequent
premium payments.

Allocation percentages must be zero or a whole number not greater than 100. The
sum of the allocation percentages must equal 100. You may change the allocation
percentages by Written Request to our Service Office. The change will take
effect as of the date we receive your request at our Service Office.

TRANSFERS. By Written Request you may transfer portions of your Policy Value
among the Investment Accounts and the Fixed Account.

Transfers are subject to the following restrictions:

(a) you can make as many transfers in a Policy Year as you want. There is
no charge for the first twelve transfers in any Policy Year. If you
make more than twelve transfers in any Policy Year, the Transfer Fee
shown in the Table of Values in the Policy Information section will
apply to each subsequent transfer in that Policy Year. We will consider
all transfer requests received on the same Business Day as one
transfer;

(b) you may transfer the Policy Value from any of the Investment Accounts
to the Fixed Account without incurring the transfer charges in (a)
above, provided such transfers occur within:

(1) eighteen months after the Issue Date, as shown in the Policy
Information section of this policy; or
(2) the later of (i) or (ii) below:

(i) 60 days from the effective date of a material change
in the investment objectives of any of the
Sub-Accounts; or

(ii) 60 days from the notification date of any such
change.

(continued)

Page 13
22
INVESTMENT OPTIONS (continued)

(c) the maximum amount that you can transfer out of the Fixed Account in
any one Policy Year is limited to the greater of:

(1) the Fixed Account Maximum Transfer Percentage shown in the
Policy Information section, multiplied by the value in the
Fixed Account at the previous Policy Anniversary; or

(2) the Fixed Account Maximum Transfer Amount shown in the Policy
Information section.

(d) any transfer out of the Fixed Account may not involve a transfer to the
Investment Account for the Money Market Trust; and

(e) transfer privileges are subject to any restrictions that may be imposed
by the Trust.

ASSET ALLOCATION BALANCER TRANSFERS. If you elect this option, we will
automatically transfer amounts among your specified Investment Accounts in order
to maintain your designated percentage in each account. We will effect the
transfers six months after the Policy Date and each six month interval
thereafter.

The current and maximum Asset Allocation Balancer Charge for transfers under
this option are shown in the Policy Information section of this policy. We will
provide you with 90 days written notice of any change in the current amount.

When you change your premium allocation instructions, your Asset Allocation
Balancer will change so the two are identical. This change will automatically
occur unless you instruct us otherwise, or a Dollar Cost Averaging request is in
effect.

We reserve the right to cease to offer this option as of 90 days after we send
you written notice.

DOLLAR COST AVERAGING. If you elect this option, we will automatically transfer
amounts each month from one Investment Account to one or more of the other
Investment Accounts or the Fixed Account. You must select the amount to be
transferred and the accounts.

If the value in the Investment Account from which the transfer is being made is
insufficient to cover the transfer amount, we will not effect the transfer and
we will notify you.

The current and maximum Dollar Cost Averaging Charge for transfers under this
option are shown in the Policy Information section of this policy. We will
provide you with 90 days written notice of any change in the current amount.

We reserve the right to cease to offer this option as of 90 days after we send
you written notice.

POLICY LOAN CONDITIONS

At any time while this policy is in force and has an available loan value, you
can get a loan by Written Request. We may require a loan agreement from you as
the policy is the only security for the loan.

AVAILABLE LOAN VALUE. The available loan value on any date is 90% of the Net
Cash Surrender Value.

You should consult your tax advisor before making a decision to take out a new
loan.

LOAN ACCOUNT. When you take out a loan, or when loan interest charges are
borrowed, we will do a transfer from the Fixed Account and/or one or more of the
Investment Accounts into the Loan Account. Amounts we transfer into the Loan
Account cover the loan principal plus loan interest due to the next Policy
Anniversary.

A Loan Sub-Account exists for each Investment Account and for the Fixed Account.
Amounts transferred to the Loan Account are allocated to the appropriate Loan
Sub-Account to reflect the account from which the transfer was made.

(continued)

Page 14
23
POLICY LOAN CONDITIONS (continued)

You may tell us how much of the amount to be transferred to the Loan Account you
wish to allocate to your value in the Fixed Account and each of the Investment
Accounts. If you do not tell us, we will allocate the amounts to be transferred
in the same proportion that your value in the Fixed Account and the Investment
Accounts bears to the Net Policy Value.

When an amount to be transferred is allocated to an Investment Account, we will
redeem units of that Investment Account sufficient in value to cover the
allocated amount. These transfers do not count as a transfer for the purposes of
the Transfers section of the Investment Options provision.

Interest is credited to the Loan Account and interest is also charged on the
Policy Debt, as described under the Loan Interest Charged and the Loan Interest
Credited sections of this provision.

LOAN INTEREST CHARGED. Interest will accrue daily on loans. In the event that
you do not pay the Loan Interest Charged in any Policy Year, it will be borrowed
against the policy and added to the Policy Debt in arrears at the Policy
Anniversary. We will allocate the amount borrowed for interest payment in the
same proportion that your value in the Fixed Account and the Investment Accounts
bears to the Net Policy Value as of the Policy Anniversary.

The policy will go into default at any time the Policy Debt exceeds the Policy
Value. At least 61 days prior to termination, we will send a notice to your last
known address. If you had filed a notice of assignment with us, we will also
send a copy of the notice to the last known address of the assignee on record.
Payment of the loan interest during the 61-day grace period will bring the
policy out of default.

The rate of interest charged is fixed at the effective Annual Loan Interest
Charged Rate shown in the Table of Values in the Policy Information section.

LOAN INTEREST CREDITED. Interest will accrue daily to amounts in the Loan
Account. The effective annual Loan Interest Credited Rate is the difference
between the Loan Interest Charged Rate and the Loan Interest Credited
Differential.

The Maximum Loan Interest Credited Differential is shown in the Table of Values
in the Policy Information section.

In no event will the Loan Interest Credited rate be less than the Fixed Account
Rate shown in the Table of Values in the Policy Information section.

LOAN REPAYMENT. You may repay the Policy Debt in whole or in part at any time
prior to the death of the Life Insured, and while the policy is in force.

When you repay a loan, we credit the amount to the Loan Account, and make a
transfer to the Fixed Account and/or the Investment Accounts.

We will allocate loan repayments as follows:

(a) first to the Fixed Account, until the associated Loan Sub-Account is
reduced to zero;

(b) then to each Investment Account in the same proportion that the value
in the corresponding Loan Sub-Account bears to the value of the Loan
Account.

While a loan exists, we will treat the amounts you pay as premiums, unless you
request in writing that they be treated as loan repayments. However, when a
portion of the Loan Account amount is allocated to the Fixed Account, where
permitted by state law, we reserve the right to require that amounts you pay be
treated as loan repayments.

Page 15
24
CHANGING THE DEATH BENEFIT OPTION OR THE FACE AMOUNT

You may change your Death Benefit Option or your Face Amount of insurance by
Written Request. Such changes are subject to the general conditions of this
provision and the conditions described in the section for each type of change.

The following general conditions apply to changes in Death Benefit Option or
Face Amount of insurance:

(a) changes may be made once in each Policy Year after the first Policy
Anniversary;

(b) changes will take effect as of the beginning of the next Policy Month
following the date we approve the request; and

(c) we reserve the right to limit any changes that would cause this policy
to fail to qualify as life insurance according to Section 7702 of the
Internal Revenue Code of 1986, or any other equivalent of the Code.

A Death Benefit Option Change or a Face Amount Change, will cause a change in
the Guideline Single Premium, Guideline Level Premium, and the No-Lapse
Guarantee Premium. For increases in Face Amount the Surrender Charge Premium
Limit will also change. An additional Surrender Charge Premium Limit will be
associated only with the new Face Amount if it has been added after restoring
prior decreases.

We will inform you of the new premium amounts at the time of the change.

CHANGE FROM DEATH BENEFIT OPTION 1 TO DEATH BENEFIT OPTION 2.

The Face Amount of insurance after the change from Option 1 to Option 2 will be
(a) minus (b), where:

(a) is the Face Amount of insurance immediately before the change; and

(b) is the Policy Value as of the effective date of the change.

We will not allow the change in Death Benefit Option if it would cause the Face
Amount to decrease below the Minimum Face Amount shown in the Table of Values in
the Policy Information section.

CHANGE FROM DEATH BENEFIT OPTION 2 TO DEATH BENEFIT OPTION 1.

The Face Amount of insurance after the change from Option 2 to Option 1 will be
(a) plus (b), where:

(a) is the Face Amount of insurance immediately before the change; and

(b) is the Policy Value as of the effective date of the change.

We will not increase the Surrender Charge because of the increase in the Face
Amount of insurance resulting from this change.

DECREASE IN FACE AMOUNT. The Minimum Face Amount Decrease is shown in the Table
of Values in the Policy Information section. We may change this amount as of 90
days after we send you written notice of the change. We will not allow a
decrease if it would cause the Face Amount to go below the Minimum Face Amount
shown in the Table Of Values in the Policy Information section.

When you request a decrease in the Face Amount of insurance, we will reduce the
Face Amount in the following order:

(a) the amounts of insurance provided by any increases you may have
requested to the policy Face Amount, starting with the most recent
increase until all such increases are reduced; then

(b) the initial Face Amount of the policy.

(continued)

Page 16
25
CHANGING THE DEATH BENEFIT OPTION OR THE FACE AMOUNT (continued)

We will deduct a pro-rata Surrender Charge from the Policy Value if you decrease
the initial Face Amount or a prior increase in Face Amount during the Surrender
Charge period. See the Pro-Rata Charge section of the Surrender Charges
provision for details.

INCREASE IN FACE AMOUNT. The Lives Insured shown in the Policy Information
Section must all be alive when you request an increase in the Face Amount of
insurance. You must provide us with evidence of insurability on the Lives
Insured that is satisfactory to us. The Minimum Face Amount Increase is shown in
the Policy Information section. We may change this amount as of 90 days after we
send you written notice of the change.

We reserve the right to refuse a Face Amount increase if the Attained Age of any
of the Lives Insured at the date the increase would be effective is 90 or more
as of the effective date of the increase.

The Face Amount of insurance will increase in the following order:

(a) we will restore the Face Amount reduced by the most recent decrease
first; followed by

(b) the next most recent decrease until all decreases are restored; then

There will be no new Surrender Charge associated with the restoration of prior
decreases under (a) or (b) above. However, there will be a new Surrender Charge
associated with the new Face Amount under (c). We will inform you of any new
Surrender Charges at the time of the increase.

You will not necessarily have to pay additional premium with an increase in Face
Amount, but the new Surrender Charge may require an additional premium payment
to prevent the policy from going into default.

For Surrender Charge purposes, the premiums attributable to the new Face Amount
will not exceed the Surrender Charge Premium Limit associated with that
increase.

SURRENDER AND WITHDRAWALS

SURRENDER OF THE POLICY. You may surrender this policy for its Net Cash
Surrender Value at any time prior to the death of the Life Insured. We will
determine the Net Cash Surrender Value as of the end of the Business Day on
which we receive the policy and your Written Request for surrender at our
Service Office. After we receive your surrender request, no insurance will be in
force.

If you surrender your policy during the Surrender Charge Period, we will deduct
a Surrender Charge from your Policy Value in calculating the Net Cash Surrender
Value. If you have increased the Face Amount of insurance, the Surrender Charge
will be the sum of the Surrender Charge for the initial Face Amount plus the
Surrender Charge for each increase as shown in the Policy Update page amending
the policy. No additional Surrender Charge will be imposed on any portion of an
increase in Face Amount that restores a prior decrease.

PARTIAL NET CASH SURRENDER VALUE WITHDRAWAL. You may request a partial Net Cash
Surrender Value withdrawal once each Policy Month after the first Policy
Anniversary. You may make this request provided there is a Net Cash Surrender
Value for the policy. The partial Net Cash Surrender Value withdrawal will be
done as of the end of the Business Day on which we receive your Written Request.

(continued)

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SURRENDER AND WITHDRAWALS (continued)

You may specify the accounts from which we should make the partial Net Cash
Surrender Value withdrawal. If we do not receive such instructions, we will make
the withdrawal in the same proportion that the value in the Fixed Account and
the Investment Accounts bears to the Net Policy Value.

If the sum of partial Net Cash Surrender Value withdrawals in any Policy Year
during the Surrender Charge Period is greater than the Withdrawal Tier Amount
for that year, we will deduct a pro-rata Surrender Charge from the Policy Value.

The portion of a partial Net Cash Surrender Value withdrawal that is considered
above the Withdrawal Tier Amount includes all previous partial Net Cash
Surrender Value withdrawals that have occurred in the current Policy Year.

We will deduct a pro-rata Surrender Charge from the Policy Value if during the
Surrender Charge Period you make a partial Net Cash Surrender Value Withdrawal
in excess of the Withdrawal Tier Amount.

The pro-rata charge deducted will equal the sum of the pro-rata Surrender Charge
for the initial Face Amount and any previous increase in Face Amount. This
amount is (a) divided by (b), multiplied by (c), where:

(a) is the amount of the partial Net Cash Surrender Value withdrawal in
excess of the Withdrawal Tier Amount;

(b) is the Net Cash Surrender Value prior to the withdrawal, in excess of
the Withdrawal Tier Amount; and

We will allocate the deduction of the pro-rata charges for the withdrawal to the
Fixed Account and the Investment Accounts in the same proportion that the
withdrawal from each account bears to the total withdrawal.

If the withdrawal plus the pro-rata Surrender Charge allocated to a particular
account are greater than the value of that account, we will reduce the portion
of the withdrawal allocated to that account. We will reduce the allocated
portion so that the withdrawal plus the pro-rata charge allocated to the account
equal the value of the account.

If Death Benefit Option 1 is in effect at the time of the withdrawal, the Face
Amount will be reduced by:

(a) the amount of the withdrawal plus the pro-rata Surrender Charge, if at
the time of the withdrawal the Death Benefit equals the Face Amount;
otherwise

(b) the amount, if any, by which the withdrawal plus the pro-rata Surrender
Charge exceeds the difference between the Death Benefit and the Face
Amount.

If there has been a prior increase in Face Amount, then the Face Amount will be
decreased in the same order as if you had requested the decrease. See the
Decrease in Face Amount section of the Changing The Death Benefit Option Or The
Face Amount provision. Withdrawals will be limited if they would otherwise cause
the Face Amount to fall below the Minimum Face Amount shown in the Table of
Values in the Policy Information section.

Partial Net Cash Surrender Value withdrawals do not affect the Face Amount of
your policy if Death Benefit Option 2 is in effect.

(continued)

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SURRENDER AND WITHDRAWALS (continued)

Each time we deduct the pro-rata Surrender Charge for a partial withdrawal, we
will reduce the remaining Surrender Charge in the same proportion that the
Surrender Charge deducted bears to the total Surrender Charge immediately before
the partial withdrawal.

Partial Net Cash Surrender Value withdrawals do not affect the Face Amount of
your policy if Death Benefit Option 2 is in effect.

CONVERSION PRIVILEGE

You may convert your policy to a fixed paid-up benefit at any Policy
Anniversary, without evidence of insurability.

The conversion is subject to the following conditions:

(a) no further Monthly Deductions will be taken from the Policy Value after
the date of conversion;

(b) the Death Benefit, the Policy Value, other values based on the Policy
Value, and the Investment Account values will be determined as of the
Business Day on which we receive your Written Request for conversion;

(c) the basis for determining the Policy Value will be the Commissioners
1980 Standard Ordinary Smoker/Non-Smoker Mortality Table and an
interest rate of 4% per year; and

(d) this Flexible Premium Survivorship Variable Life coverage cannot be
reinstated after the date of the conversion.

RIGHT TO POSTPONE PAYMENT OF BENEFITS

We reserve the right to postpone the payment of Net Cash Surrender Values,
partial Net Cash Surrender Value withdrawals, policy loans and the portion of
the Insurance Benefit that depends on Investment Account values, for any period
during which:

(a) the New York Stock Exchange (Exchange) is closed for trading (other
than customary week-end and holiday closings), or trading on the
Exchange is otherwise restricted; or

(b) an emergency exists as defined by the Securities and Exchange
Commission (SEC), or the SEC requires that trading be restricted.

We also reserve the right to postpone payments for up to six months if such
payments are based on values that do not depend on the investment performance of
the Sub-Accounts.

In addition, we may defer transfers under the circumstances stated in (a) and
(b) above, and in the Transfers section of the Investment Options provision.

RIGHT TO CANCEL INCREASES

If you request an increase in Face Amount which results in a new Surrender
Charge, you have the same rights to cancel the increase as described on the
front cover of this policy, under the Right to Return Policy. If canceled, the
Policy Value and the Surrender Charge will be recalculated to the amounts they
would have been, had the increase not taken place. You may request a refund for
all or a portion of premiums paid during this period. Upon payment of the
refund, we will recalculate the Policy Value and the Surrender Charge to the
amounts they would have been, had the premiums not been paid.

Page 19
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SUICIDE

If within two years after the Issue Date any of the Lives Insured die by
suicide, the policy will terminate and our liability will be limited to:

(a) the premiums paid; less

(b) any partial Net Cash Surrender Value withdrawals; and less

If any of the Lives Insured die by suicide, within two years after the effective
date of an applied for increase in Face Amount, we will credit the amount of any
Monthly Deductions taken for the increase and reduce the Face Amount to what it
was prior to the increase. If the last death is by suicide, the Death Benefit
for that increase will be limited to the Monthly Deductions taken for the
increase.

We reserve the right under this provision to obtain evidence of the manner and
cause of death of the Lives Insured.

BENEFICIARY

The following four sections will apply unless there is a beneficiary appointment
in force that provides otherwise.

BENEFICIARY CLASSIFICATION. You can appoint beneficiaries for the Insurance
Benefit in three classes: primary, secondary and final. Beneficiaries in the
same class will share equally in the Insurance Benefit payable to them.

PAYMENT TO BENEFICIARIES. We will pay the Insurance Benefit:

(a) to any primary beneficiaries who are alive when the Life Insured dies;
or

(b) if no primary beneficiary is then alive, to any secondary beneficiaries
who are then alive; or

CHANGE OF BENEFICIARY. Until the Life Insured's death you can change the
beneficiary by Written Request unless you make an irrevocable designation. We
are not responsible if the change does not achieve your purpose. The change will
take effect as of the date you signed such request. It will not apply to any
payments we made or any action we may have taken before we received your Written
Request.

DEATH OF BENEFICIARY. If no beneficiary is alive when the Life Insured dies, the
Insurance Benefit will be payable to you; or to your estate if you are the Life
Insured. Unless otherwise provided, if a beneficiary dies before the seventh day
after the death of the Life Insured, we will pay the Insurance Benefit as if the
beneficiary had died before the Life Insured.

OWNERSHIP AND ASSIGNMENT

Until the Life Insured's death, without the consent of any beneficiary, except
an irrevocable beneficiary, you as owner can:

(a) receive any amount payable under your policy;

(b) exercise all rights and privileges granted by the policy; and

An assignment does not bind us until we receive it in writing at our Service
Office. We are not responsible for its validity or its effects. It should be
filed with us in duplicate. We will return a copy.

CHANGE OF OWNER. Until the Life Insured's death, the owner can change the
ownership of the policy by Written Request. The change will take effect as of
the date you signed the Written Request. It will not apply to any payments we
made or any action we may have taken before we received your Written Request.

TRUSTEE OWNER. Should the owner be a trustee, payment to the trustee(s) of any
amount to which the trustee(s) is (are) entitled under the policy, either by
death or otherwise, will fully discharge us from all liability under the policy
to the extent of the amount so paid.

(continued)

Page 20
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OWNERSHIP AND ASSIGNMENT (continued)

JOINT OWNERSHIP. Two or more owners will own the policy as joint tenants with
right of survivorship, unless otherwise requested on the application or in any
subsequent assignment of the policy. On death of any of the owners, the deceased
owner's interest in the policy passes to the surviving owner(s).

Any rights and privileges that may be exercised by the owner, may be exercised
only with the consent of all joint owners.

SUCCESSOR OWNER. Upon the owner's death during the lifetime of the Lives
Insured, a named successor owner will, if then living, have all the owner's
rights and interest in the policy. Until the Life Insured's death, the owner,
without the consent of any revocable beneficiary or any successor owner, can
cancel or change the designation of successor owner. This may be done from time
to time by agreement in writing with us.

PROTECTION AGAINST CREDITORS

If permitted by state law, all payments shall be exempt from the debts and
contracts of the owners and beneficiaries, and from seizure by court order.

CURRENCY AND PLACE OF PAYMENT

All payments to or by us will be in U.S. currency. We will make payments from
our Service Office. We may require proof that the person claiming any payment is
entitled to it.

CONTRACT

The policy, application, supplementary benefits, and any endorsements form your
whole contract. A copy of the application is attached to the policy and deemed a
part of it. We will not be bound by any statement that is not in the application
or the policy.

Only our President or one of our Vice-Presidents can agree to amend or modify
the policy or waive any of its provisions. Any change must be in writing.

Statements made by any of the Lives Insured are representations, not warranties.
We will not use any statement by you or any of the Lives Insured to deny a
claim, unless it is written in the application or any supplement to the
application.

VALIDITY

We have the right to contest the validity of this policy based on material
misstatements made in the initial application or an application for policy
change that requires evidence of insurability. However, we cannot contest the
validity of your policy after it has been in force during the lifetime of the
Lives Insured for two years from the Issue Date.

We cannot contest the validity of an applied for increase in Face Amount or the
addition of a Supplementary Benefit after such increase or addition has been in
force during the lifetime of the Lives Insured for two years from the date of
such increase or addition.

We can contest after two years if the policy has been reinstated and has been in
force during the lifetime of the Lives Insured for less than two years from the
reinstatement date. If this is the case, we can only contest the validity in
respect of any fact material to the reinstatement that was misrepresented.

NON-PARTICIPATING

Your policy is non-participating. It does not earn dividends.

AGE AND SEX

If the Age or Sex of any of the Lives Insured was misstated in the application,
we will change the Face Amount of insurance. The new Face Amount will be
determined so that the Death Benefit will be that which the most recent Cost of
Insurance deduction would have purchased for the correct Age and Sex.

Page 21
30
FLEXIBLE FACTORS

When determining the rate of interest to be used in crediting interest to the
portion of the Policy Value in the Fixed Account, and any changes in that rate,
we will consider the following factors: expected mortality and persistency
experience; expected investment earnings; and expected operating expenses. We
will consider the same factors when we determine the actual cost of insurance;
the deductions from premiums for premium load; administrative charges; and
whenever changes are made to any of these charges. We will not try to recover
any losses in earlier years by increasing your charges in later years.

Adjustments to flexible factors will be by class and be determined by us from
time to time based on future expectations for such factors. Any change will be
determined in accordance with procedures and standards on file with the
Superintendent of Insurance of the state of New York.

HOW VALUES ARE COMPUTED

We provide Cash Surrender Values that are at least equal to those required by
law. A detailed statement of the method of computing the values of this policy
has been filed with the insurance department of the state in which this policy
is delivered.

We use the Commissioners 1980 Standard Ordinary Smoker/Non-Smoker Mortality
Table in computing reserves, and in determining Maximum Cost of Insurance Rates.
Values relating to amounts in the Fixed Account are computed at the Fixed
Account Rate shown in the Table of Values in the Policy Information section.

ANNUAL STATEMENT

Within 30 days after each Policy Anniversary, we will send you a report showing:

(a) the Death Benefit;

(b) the Policy Value;

(d) the value of the units in each chosen Investment Account;

(e) any Loan Account balance and loan interest charged since the last
report;

(f) the premiums paid and policy transactions for the year; and

(g) any further information required by law.

TAX CONSIDERATIONS

It is the intent that this policy be considered as life insurance for tax
purposes, to comply with Section 7702 of the Internal Revenue Code of 1986, or
any other equivalent section of the code. We reserve the right to limit the
amount of premiums paid for this policy, or to make any other reasonable
adjustments to the terms or conditions of this policy if it becomes necessary to
allow it to qualify as life insurance.

This provision should not be construed to guarantee that the policy will be
treated as life insurance or that the tax treatment of life insurance will never
be changed by the future actions of any tax authority.

Page 22
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[MANULIFE LOGO]

FLEXIBLE PREMIUM SURVIVORSHIP VARIABLE LIFE INSURANCE POLICY.

PAYABLE ON DEATH OF THE LAST-TO-DIE OF THE LIVES INSURED.

ADJUSTABLE DEATH BENEFIT.

FLEXIBLE PREMIUMS PAYABLE TO THE MATURITY DATE OR UNTIL LAST DEATH, IF EARLIER.

IMPORTANT NOTICE

To claim a benefit or request a change in your
policy, contact our nearest representative or
write to our Service Office at the address below.

Please tell us promptly of any change in your
address.

WE STRONGLY URGE THAT, BEFORE YOU TAKE ANY ACTION
TO REPLACE THIS OR ANY OTHER POLICY, YOU ASK THE
ADVICE OF THE COMPANY THAT ISSUED THE POLICY.

Service Office Mailing Address:
The Manufacturers Life Insurance Company of New York
P.O. Box 633
Niagara Square Station
Buffalo, NY 14202-0633

Toll Free Number: 1-888-267-7784

Manulife Financial and the block design are registered service
marks of The Manufacturers Life Insurance Company and are used
by it and its subsidiaries.