Exhibit 4
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[NATIONWIDE LOGO]
NATIONWIDE LIFE AND ANNUITY INSURANCE COMPANY

Home Office: Two Nationwide Plaza
Columbus, Ohio 43218-2150
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PLEASE READ YOUR POLICY CAREFULLY

This Policy is a legal contract between the Owner (you, your) and Nationwide
Life and Annuity Insurance Company (we, our, us, the Company).

INSURING AGREEMENT:

We issue this Policy in consideration of your application and the payment of the
Initial Premium. We agree to pay the Death Proceeds to the Beneficiary upon
receiving proof that the Insured has died while this Policy is in force and
before the Maturity Date. We agree to pay the Maturity Proceeds to you if the
Insured is living on the Maturity Date.

You and we are bound by the conditions and provisions of this Policy.

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The Surrender Value of this Policy will vary from day to day. It may increase or
decrease depending on the investment experience of the Policy. Refer to the
Nonforfeiture Provisions on page 11 for details. There is no guaranteed
Surrender Value.

The amount or duration of the death benefit will be variable and depend on the
investment experience of the Policy. The death benefit will never be less than
the Specified Amount as long as your Policy is in force. Refer to the Death
Benefit Provisions on page 9 for details.

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RIGHT TO EXAMINE POLICY

You may return this Policy to us within (1) 10 days after you get it, or (2) 45
days after you sign the application, or (3) 10 days after we mail or deliver the
Notice of Withdrawal Right, whichever is latest. The Policy, with a written
request for cancellation, must be mailed or delivered to our Home Office or to
the agent who sold it to you. The returned Policy will be treated as if we never
issued it, and we will pay you the amount specified by the laws of the state in
which the Policy was issued.

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If you have any questions about your Policy or need additional insurance
service, contact your agent or write to our Home Office.

/s/ Dennis W. Blick /s/ Joseph J. Gasfer
Secretary President

Signed at our Home Office on the Policy Date.

CORPORATE FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE
INSURANCE POLICY
- Adjustable Death Benefit - Flexible premiums payable during Insured's
lifetime until the Maturity Date
- Death Proceeds payable at Insured's death prior to the Maturity Date
- Maturity Proceeds payable on the Maturity Date
- Not eligible for dividends - Investment experience reflected in benefits

CONTENTS

Page

Annual Report.............................................................7

Assignment................................................................8

Beneficiary...............................................................8

Cash Surrender Value......................................................4

Cash Value...............................................................11

Death Benefit.............................................................9

Definitions...............................................................4

Error in Age..............................................................6

Exchange of Policy Provisions............................................15

Fixed Account............................................................17

Grace Period..............................................................9

Incontestability..........................................................6

Insured...................................................................5

Insuring Agreement........................................................1

Loan.....................................................................14

Monthly Cost of Insurance................................................12

Nonforfeiture............................................................11

Optional Modes of Settlement.............................................17

Ownership.................................................................8

Partial Surrender........................................................13

Policy Data Page..........................................................3

Premium...................................................................8

Reinstatement.............................................................9

Suicide...................................................................6

Termination...............................................................7

Transfers................................................................17

Valuation of Assets......................................................15

Variable Account Provisions..............................................16

DEFINITIONS

ATTAINED AGE: Attained Age is the Issue Age plus the number of full years since
the Policy Date.

BENEFICIARY: The Beneficiary is the person to whom the Death Proceeds are paid.
The Beneficiary is named in the application, unless changed.

CASH SURRENDER VALUE: The Cash Surrender Value of your Policy on any date is the
Cash Value minus any Indebtedness.

CASH VALUE: Your Policy's Cash Value is the sum of the cash value in each
Subaccount, the Fixed Account, and the Policy Loan Account. Refer to the
Nonforfeiture Provision for details.

COMPANY: The Company is the Nationwide Life and Annuity Insurance Company. "We,"
"our", and "us" refer to the Company.

CONTINGENT BENEFICIARY: The Contingent Beneficiary will become the Beneficiary
if the named Beneficiary dies prior to the date of the death of the Insured. The
Contingent Beneficiary is named in the application, unless changed.

CONTINGENT OWNER: The Contingent Owner will become the Owner if the named Owner
dies prior to the date of the death of the Insured. The Contingent Owner is
named in the application, unless changed.

DEATH PROCEEDS: The Death Proceeds are the amount of money payable to the
Beneficiary if the Insured dies while your Policy is in force prior to the
Maturity Date. Refer to the Death Benefit Provisions for details.

FIXED ACCOUNT: A Fixed Account is an investment option which is funded by the
General Account of the Company.

FUND: A Fund is the underlying mutual fund in which Subaccount assets are
invested. There is a Fund that corresponds to each Subaccount in a Variable
Account. The Funds are listed on the Policy Data Page with the corresponding
Subaccounts.

GENERAL ACCOUNT: The General Account is made up of all of our assets other than
those held in any separate investment account.

HOME OFFICE: The Home Office of the Company is at Two Nationwide Plaza,
Columbus, Ohio.

INDEBTEDNESS: Indebtedness is any amount you owe us as a result of a policy
loan. Indebtedness consists of principal amount plus accrued interest.

INITIAL INVESTMENT DATE: The Initial Investment Date is the later of the Policy
Date or the date we receive the Initial Premium at our Home Office.

INITIAL PREMIUM: The Initial Premium is the premium required for coverage to
become effective on the Policy Date. It is shown on the Policy Data Page.

INSURED: The Insured is the person whose life is covered by this insurance
Policy and is named in the application.

INTEREST RATE GUARANTEE PERIOD: The Interest Rate Guaranteed Period for each
transfer to the Fixed Account is that period of time for which the current
interest crediting rate is guaranteed by the Company.

ISSUE AGE: Issue Age is the Insured's age on the last birthday on or before the
Policy Date. It is shown on the Policy Data Page.

MATURITY DATE: The Maturity Date is the Policy Anniversary on or next following
the Insured's 100th birthday.

MATURITY PROCEEDS: Maturity Proceeds are the amount of money payable to you on
the Maturity Date if your Policy is still in force. The Maturity Proceeds will
be equal to the amount of the Cash Value, less any Indebtedness.

MONTHLY ANNIVERSARY DAY: The Monthly Anniversary Day is the same day as the
Policy Date for each succeeding month.

NET AMOUNT AT RISK: The Net Amount At Risk on a Monthly Anniversary Day is the
death benefit on that Monthly Anniversary Day minus the Cash Value calculated on
that Monthly Anniversary Day prior to deduction of the base policy cost of
insurance charge. On any other day the Net Amount At Risk is the death benefit
on that day minus the Cash Value on that day.

NET PREMIUM: The Net Premium is equal to the actual premium minus the percent of
premium charge. The percent of premium charge is shown on the Policy Data Page.
The Company may at its sole discretion apply a lower percent of premium charge.

OWNER: The Owner has all rights under this Policy and is named in the
application unless later changed and endorsed on this Policy. "You" or "your"
refer to the Owner of this Policy.

POLICY ANNIVERSARY: The Policy Anniversary is the same day and month as the
Policy Date for each succeeding year.

POLICY DATE: The Policy Date is the date the provisions of this Policy take
effect. It is shown on the Policy Data Page. Policy years and policy months are
measured from the Policy Date.

POLICY LOAN ACCOUNT: The Policy Loan Account is that portion of the Cash Value
which results from policy loans.

PROCEEDS: The Proceeds are the amount payable on the Maturity Date, on the
surrender of this Policy prior to the Maturity Date, or on the death of the
Insured while this Policy is in force.

SEC: SEC is the Securities and Exchange Commission.

SPECIFIED AMOUNT: The Specified Amount is a dollar amount used to determine the
death benefit of your Policy. It is shown on the Policy Data Page.

SUBACCOUNT: A Subaccount is a part of the Variable Account. The assets in each
Subaccount are invested exclusively in a specified corresponding Fund. The
Subaccounts are listed on the Policy Data Page.

VALUATION DAY: A Valuation Day is each day that the New York Stock Exchange is
open for trading except for customary holidays observed by us.

VALUATION PERIOD: A Valuation Period is the interval of time between a Valuation
Day and the next Valuation Day.

VARIABLE ACCOUNT: One or more Variable Accounts are named on the Policy Data
Page. Each is a separate investment account of the Company.

GENERAL POLICY PROVISIONS

ENTIRE CONTRACT: The entire contract consists of this Policy, any attached
riders or endorsements, and the attached copy of any written application,
including any written supplemental applications. No agent, registered
representative, or other person may change this Policy or waive any of its
provisions. Any agreement to alter this Policy must be in writing, signed by our
President or Secretary and attached to or endorsed on your Policy. We will not
be bound by any promise or representations made by any agent or other persons.

APPLICATION: All statements made in an application are considered
representations and not warranties. In issuing this Policy, we have relied on
the statements made in any application to be true and complete. No such
statement will be used to void the Policy or to deny a claim unless that
statement is a material misrepresentation.

INCONTESTABILITY: We will not contest payment of the Death Proceeds based on the
initial Specified Amount after this Policy has been in force during the
Insured's lifetime for 2 years from the Policy Date. For any increase in
Specified Amount requiring evidence of insurability, we will not contest payment
of the Death Proceeds based on such an increase after it has been in force
during the Insured's lifetime for 2 years from its effective date.

SUICIDE: If the Insured commits suicide, while sane or insane, within 2 years
from the Policy Date, we will not pay the Death Proceeds normally payable on the
Insured's death. Instead, we will pay the Beneficiary an amount equal to all
premiums paid prior to the Insured's death, less any Indebtedness, and less any
partial surrenders. For any increase in Specified Amount requiring evidence of
insurability, if the Insured commits suicide, while sane or insane, within 2
years from the effective date of any such increase, we will not pay the Death
Proceeds associated with such an increase. Instead, our liability with respect
to such an increase will be limited to its cost.

ERROR IN AGE: If the age of the Insured has been misstated, the death benefit or
Cash Value will be adjusted. The adjusted death benefit will be (1) multiplied
by (2) and then the result added to (3) where:

1. is the Net Amount At Risk at the time of the Insured's death;

2. is the ratio of the monthly cost of insurance applied in the policy
month of death and the monthly cost of insurance that should have
been applied at the true age in the policy month of death; and
3. is the Cash Value at the time of the Insured's death.

The adjusted Cash Value will be recalculated from the Policy Date using cost of
insurance charges based on the correct age.

PAYMENT OF PROCEEDS: Unless an optional mode of settlement is elected, the Death
Proceeds will be paid in one sum to the Beneficiary. Unless an optional mode of
settlement is elected, any Proceeds payable on the Maturity Date or upon
surrender of this Policy will be paid in one sum to you.

POSTPONEMENT OF PAYMENTS: We will normally pay any amount payable on maturity,
complete or partial surrender, or policy loan within seven days after we receive
your written request. We will normally pay any Death Proceeds within seven days
after we receive proof of death and any other information we may reasonably
require to pay a claim. However, such payments may be postponed if:

1. the New York Stock Exchange is closed (except for customary holiday
closings); or
2. the SEC requires trading be restricted or declares an emergency; or
3. the SEC lets us defer payments for the protection of our Policy
Owners; or
4. policy values are being withdrawn from the Fixed Account.

EFFECTIVE DATE OF COVERAGE: The effective date of coverage of any person insured
under your Policy is as follows:

1. the Policy Date is the effective date for all coverage provided in
the original application;

2. for any increase or addition to coverage, the effective date will be
the Monthly Anniversary Day on or next following the date we approve
the supplemental application unless you request a different date; and

3. for any insurance that has been reinstated, the effective date is the
Monthly Anniversary Day on or next following the date we approve the
application for reinstatement.

TERMINATION: All coverage under your Policy will terminate when any one of the
following events occurs:

1. you request in writing that the coverage terminate;
2. the Insured dies;
3. the Policy matures;
4. the Grace Period ends; or
5. you surrender the Policy for its Cash Surrender Value.

ANNUAL REPORT: We will send you a report at least once a year which shows the
current Cash Value, Cash Surrender Value, amount of insurance, premiums paid,
all charges since the last report and outstanding policy Indebtedness. The
report will also include any other information required by laws and regulations,
both federal and state. We will mail this report to you at your address in the
application or another address you specify.

ILLUSTRATION OF BENEFITS AND VALUES: We will provide an illustrative projection
of future benefits and values under this Policy at any time. Your written
request and payment of a service fee set by us at the time of the request will
be required.

NONPARTICIPATION: This is a nonparticipating Policy on which no dividends are
payable. Your Policy will not share in our profits or surplus earnings.

CURRENCY: Any money we pay, or that is paid to us, must be in United States
currency.

SIGNATURE GUARANTEE: For your protection, a request for a surrender, policy
loan, or a change in ownership must be signed. The Company may require the
signature to be guaranteed by a member firm of the New York, American, Boston,
Midwest, Philadelphia, or Pacific Stock Exchange, or by a commercial bank

(not a savings bank), which is a member of the Federal Deposit Insurance
Corporation. In some cases, the Company may require additional documentation of
a customary nature.

OWNER, BENEFICIARY AND ASSIGNMENT PROVISIONS

OWNER: While the Insured is living, all rights in your Policy belong to you.
Your rights in your Policy belong to your estate if you die before the Insured
dies and there is no Contingent Owner.

You may name a Contingent Owner or a new Owner at any time while the Insured is
living. If a new Owner is named, any earlier designation is automatically
revoked. Any change must be in a written form satisfactory to us and recorded at
our Home Office. Once recorded, the change will take effect as of the date you
signed it. It will not affect any payment made or any action taken by us before
it was recorded. We may require that you send us your Policy for endorsement
before making a change.

BENEFICIARY: The Beneficiary and Contingent Beneficiary on the Policy Date are
named in the application. More than one Beneficiary or Contingent Beneficiary
may be named. If more than one Beneficiary is alive when the Insured dies, we
will pay them in equal shares, unless you have specified otherwise.

If any Beneficiary dies before the Insured, that Beneficiary's interest will be
paid to any surviving Beneficiaries or Contingent Beneficiaries according to
their respective interests, unless you have specified otherwise. If no
Beneficiary is living at the Insured's death, we will consider you or your
estate to be the Beneficiary. While the Insured is living, you may change any
Beneficiary or Contingent Beneficiary. Any change must be in a written form
satisfactory to us and recorded at our Home Office. Once recorded, the change
will take effect as of the date you signed it. It will not affect any payment
made or action taken by us before it was recorded. We may require that you send
us your Policy for endorsement before making a change.

ASSIGNMENT: While the Insured is living, you may assign any or all rights under
your Policy. We will not be bound by any assignment unless it is in a written
form acceptable to us and is recorded at our Home Office. An assignment will not
affect any payments made or actions taken by us before we record it. We will not
be responsible for the sufficiency or validity of any assignment.

The assignment will be subject to any Indebtedness owed to us before it was
recorded. The interest of any Beneficiary will be subject to the rights of any
assignee of record at our Home Office.

PREMIUM PROVISIONS

PREMIUM PAYMENTS: The Initial Premium is due on the Policy Date. It will be
credited on the Initial Investment Date. Any due and unpaid monthly deductions
will be subtracted from the Cash Value at this time. Insurance will not be
effective until the Initial Premium is paid. The Initial Premium is shown on the
Policy Data Page.

Premiums other than the Initial Premium may be paid at any time while your
Policy is in force subject to the limits described below. Planned Premium
payment reminder notices will be furnished upon request. We will send them
according to the premium mode shown on the Policy Data Page. You may pay the
premiums to us at our Home Office or to an authorized agent. Premium receipts
will be furnished upon request.

LIMITS: Each premium payment must be at least $50. Additional premium payments
may be made at any time while your Policy is in force. However, we reserve the
right to require satisfactory evidence of insurability before accepting any
additional premium payment which results in any increase in the net amount at
risk. Also, we will refund any portion of any premium payment which is
determined to be in excess of the

premium limit established by law to qualify your Policy as a contract for life
insurance. We may also require that any existing Policy Indebtedness is repaid
prior to accepting any additional premium payments.

GRACE PERIOD PROVISIONS

GRACE PERIOD: If the Cash Surrender Value on a Monthly Anniversary Day is not
sufficient to cover the current monthly deduction, a Grace Period will be
allowed for the payment of a premium of at least 4 times the current monthly
deduction. We will send you a notice at the start of the Grace Period, at your
address in the application or another address you specify, stating the amount of
premium required. The Grace Period will end 61 days after the day we mail you
the notice. If you do not pay the required amount by the end of the Grace
Period, this Policy will terminate without value. If Death Proceeds become
payable during the Grace Period, we will pay them.

REINSTATEMENT: If the Grace Period has ended and you have not paid the required
premium and have not surrendered your Policy for its Cash Surrender Value, you
may reinstate your Policy if you:

1. submit a written request at any time within 3 years after the end of
the Grace Period and prior to the Maturity Date;
2. provide evidence of insurability satisfactory to us;
3. pay sufficient premium to cover all monthly deductions that were due
and unpaid during the Grace Period;
4. pay sufficient premium to keep the Policy in force for 3 months from
the date of reinstatement; and

5. pay or reinstate any Indebtedness against the Policy which existed at
the end of the Grace Period.

The effective date of a reinstated Policy will be the Monthly Anniversary Day on
or next following the date the application for reinstatement is approved by us.

If your Policy is reinstated, the Cash Value on the date of reinstatement, but
prior to applying any premiums or loan repayments, will be set equal to the Cash
Value at the end of the Grace Period.

Unless you have specified otherwise, all amounts will be allocated based on the
Fund allocation factors in effect at the start of the Grace Period.

DEATH BENEFIT PROVISIONS

DEATH BENEFIT: If the Insured dies while the Policy is in force prior to the
Maturity Date, your Policy will provide a death benefit. The death benefit will
be determined in accordance with one of the following options, whichever is in
effect on the date of the Insured's death. The current option in effect is shown
on the Policy Data Page.

Option 1

The death benefit will be the greater of:
1. the Specified Amount on the date of death; or

2. the applicable percentage of the Cash Value on the date of death.

Option 2
The death benefit will be the greater of:

1. the Specified Amount plus the Cash Value on the date of death; or
2. the applicable percentage of the Cash Value on the date of death.

Option 3

The death benefit will be the greater of:
1. (a) plus (b) where:
a. is the Specified Amount on the date of death; and
b. is the greater of zero and the lesser of (i) and (ii) where:
(i) is the Option 3 maximum increase shown on the Policy Data
Page; and
(ii) is all premium payments accumulated to the date of death at
the Option 3 interest rate shown on the Policy Data Page less
any partial surrenders accumulated to the date of death at the
Option 3 interest rate shown on the Policy Data Page; or

2. the applicable percentage of the Cash Value on the date of death.

For any Death Benefit option, the applicable percentages of Cash Value are shown
on the Policy Data Page.

DEATH PROCEEDS: The actual amount of money payable to the Beneficiary if the
Insured dies while your Policy is in force prior to the Maturity Date is called
the Death Proceeds. The Death Proceeds equals:

1. the death benefit provided by your Policy; plus
2. any insurance on the Insured's life that may be provided by riders to
your Policy; minus
3. any Indebtedness; and minus
4. any due and unpaid monthly deductions accruing during a Grace Period.

We will pay the Death Proceeds to the Beneficiary after we receive at our Home
Office proof of death satisfactory to us and such other information as we may
reasonably require. The Death Proceeds will be adjusted under certain
conditions. Refer to the Incontestability, Suicide, and Error in Age Provisions.

DEATH BENEFIT OPTION CHANGES: After the first Policy year, you may change the
death benefit option under your Policy from Option 1 to Option 2 or from Option
2 to Option 1. You may not make a change from or to Option 3. We will adjust the
Specified Amount such that the Net Amount At Risk remains constant. The
effective date of change will be the Monthly Anniversary Day on or next
following the date we approve the request for change.

Only one change of option is permitted in a policy year. We will refuse a death
benefit option change which would reduce the Specified Amount to a level where
the total premiums already paid exceeds the premium limit established by law to
qualify your Policy as a contract for life insurance. In order for a death
benefit option change to become effective, the Cash Surrender Value, after the
change, must be sufficient to keep the Policy in force for at least 3 months.

SPECIFIED AMOUNT INCREASES: At any time after the first policy year, you may
request an increase in Specified Amount. Your request must be in writing to our
Home Office on our official forms. Any increase shall be subject to the
following conditions:

1. you must provide evidence of insurability satisfactory to us;
2. the increase must be for a minimum of $10,000; and
3. the Cash Surrender Value is sufficient to keep this Policy in force
for at least 3 months.

An approved increase will have an effective date of the Monthly Anniversary Day
on or next following the date we approve the supplemental application unless you
request a different date. We reserve the right to limit the number of increases
in Specified Amount to one each policy year.

SPECIFIED AMOUNT DECREASES: At any time after the first policy year, you may
request a decrease in the Specified Amount. Any decrease will be effective on
the Monthly Anniversary Day on or next following our receipt of your request
unless you request a different date. Any such decrease shall reduce insurance in
the following order:

1. against insurance provided by the most recent increase;
2. against the next most recent increases successively; and

3. against insurance provided under the original application.

We reserve the right to limit the number of decreases in the Specified Amount to
one each policy year. We will refuse a request for a decrease which would:

1. reduce the Specified Amount to less than the minimum Specified Amount
shown on the Policy Data Page; or

2. disqualify this Policy as a contract for life insurance.

NONFORFEITURE PROVISIONS

CASH VALUE: The Cash Value of your Policy is the sum of the Cash Value in each
Subaccount, the Fixed Account, and the Policy Loan Account. The Cash Value in
each Subaccount on the Initial Investment Date is equal to the portion of the
Net Premium allocated to the Subaccount minus a pro-rata monthly deduction for
the month following the Policy Date.

The Cash Value in each Subaccount on each subsequent Valuation Day is equal to
(1) plus (2) plus (3) minus (4) minus (5) minus (6) where:

1. is the Cash Value in the Subaccount on the preceding Valuation Day
multiplied by its net investment factor for the current Valuation
Period;
2. is any Net Premiums or other amounts allocated to the Subaccount
during the current Valuation Period;
3. is any amounts transferred to the Subaccount during the current
Valuation Period;
4. is any amounts transferred from the Subaccount during the current
Valuation Period;
5. is the portion of any monthly deductions which are due and charged to
the Subaccount during the current Valuation Period; and
6. is any partial surrender amounts allocated to the Subaccount during
the current Valuation Period.

The Cash Value in the Policy Loan Account is zero, unless you take a policy
loan. If you take a policy loan, then the Cash Value in the Policy Loan Account
on the loan date is equal to the amount of the loan. The loan amount is
transferred from a Variable Account in proportion to the Cash Value in each
Subaccount on the date of the loan. Loan amounts will be transferred from the
Fixed Account only when insufficient amounts are available in the Variable
Subaccounts.

The Cash Value in the Policy Loan Account on each subsequent Valuation Day is
equal to (1) plus (2) plus (3) minus (4) minus (5) where:

1. is the Cash Value in the Policy Loan Account on the preceding
Valuation Day;
2. is any interest credited during the current Valuation Period;
3. is any amounts transferred to the Policy Loan Account because of
additional policy loans and any due and unpaid loan interest during
the current Valuation Period;
4. is the amount of any loan repayments you make during the current
Valuation Period; and
5. is any amount of interest transferred from the Policy Loan Account to
a Variable Account or the Fixed Account during the current Valuation
Period.

The Cash Value in the Fixed Account is zero unless some or all of the Cash Value
is allocated to the Fixed Account. The Cash Value in the Fixed Account on the
Initial Investment Date is equal to the portion of the Net Premium allocated to
the Fixed Account minus a pro-rata monthly deduction for the month following the
Policy Date. The Cash Value in the Fixed Account on each subsequent Valuation
Day is equal to (1) plus (2) plus (3) minus (4) minus (5) minus (6) where:

1. is the Cash Value in the Fixed Account on the preceding Valuation
Day;
2. is any interest credited during the current Valuation Period;
3. is any Net Premiums or other amounts allocated to the Fixed Account
during the current Valuation Period;
4. is any amounts transferred from the Fixed Account during the current
Valuation Period;

5. is the portion of any monthly deductions which are due and charged to
the Fixed Account during the current Valuation Period; and
6. is any partial surrender amounts allocated to the Fixed Account
during the current Valuation Period.

MONTHLY DEDUCTION: The monthly deduction for each policy month shall be
calculated as:

1. the monthly cost of insurance; plus
2. the monthly cost of any additional benefits provided by Riders; plus

3. the monthly expense and risk charges. These charges will not exceed
the maximum monthly policy expense and risk charges shown on the
Policy Data Page.

The monthly deduction will be charged proportionately to the Cash Values in each
Subaccount and the Fixed Account.

MONTHLY COST OF INSURANCE: A deduction will be made on the Policy Date and each
Monthly Anniversary Day for the monthly cost of insurance. The monthly cost of
insurance for each policy month is determined by multiplying the monthly cost of
insurance rate by the Net Amount At Risk. The monthly cost of insurance rate is
described under the Cost of Insurance Rates Provision.

If there have been increases in the Specified Amount, then the Cash Value shall
be first considered a part of the initial Specified Amount. If the Cash Value
exceeds the initial Specified Amount, it shall then be considered a part of the
increases in Specified Amount in the order of the increases.

COST OF INSURANCE RATES: A separate monthly cost of insurance rate is used to
obtain the monthly cost of insurance for the Insured's initial Specified Amount
and each increase in Specified Amount. Each rate is based on the Insured's Issue
Age, smoking class, underwriting class, and any substandard rating at the time
the initial Specified Amount or increase took effect and on the duration since
that time.

Monthly cost of insurance rates will be determined by us from time to time,
based on our expectations as to future experience. Any change in cost of
insurance rates will be on a uniform basis for insureds of the same Issue Age,
smoking class, underwriting class, and any substandard rating whose policies
have been in force for the same length of time. These rates will never be
greater than the guaranteed maximum monthly cost of insurance rates shown on the
Policy Data Page. The basis for these guaranteed maximum cost of insurance rates
is shown in the Basis of Computation on the Policy Data Page.

INTEREST CREDITING: Any Cash Value allocated to the Policy Loan Account will be
credited interest daily. The guaranteed minimum annual effective rate is shown
on the Policy Data Page. Interest in excess of the minimum guaranteed rate may
be used.

Any Cash Value allocated to the Fixed Account will be credited interest daily.
The guaranteed minimum annual effective rate is shown on the Policy Data Page.
Interest in excess of the minimum guaranteed may be credited. Where required, we
have filed our method for determining current interest rates with the Insurance
Department of the state in which this Policy was delivered.

MINIMUM LEGAL VALUES: The cash surrender, loan and other values in your Policy
are at least as large as those set by law in the state where it is delivered.
Where required, we have given the insurance regulator a detailed statement of
how we compute values and benefits.

CONTINUATION OF INSURANCE: If the premium payments are not made, insurance
coverage under this Policy and any benefits provided by Rider will be continued
in force. Such coverage will be continued as provided in the Grace Period
Provision. This provision will not continue the Policy beyond the Maturity Date
nor continue any Rider beyond the date for its termination, as provided in the
Rider.

COMPLETE SURRENDER: Your Policy may be surrendered for its Cash Surrender Value
at any time while it is in force. You must submit a written request on a form
acceptable to us. We may also require the return of your Policy. The date of
surrender will be the date we receive your written request at our Home Office.
The Cash Surrender Value will be determined as of the end of the Valuation
Period during which your request is received. All coverage will end on the date
of surrender.

PARTIAL SURRENDER: A partial surrender may be made at any time after the first
policy year while this Policy is in force. You must submit a written request. We
may also require that this Policy be sent to us. We reserve the right to limit
the number of partial surrenders in a policy year to one. We reserve the right
to deduct a fee from the partial surrender amount. The maximum fee is shown on
the Policy Data Page.

When a partial surrender is made, we will reduce the Cash Value by the partial
surrender amount. Unless the partial surrender is a preferred partial surrender,
as defined below, we will also reduce the Specified Amount by the amount
necessary to prevent an increase in the Net Amount At Risk. Any such decrease
will reduce Specified Amount in the following order:

1. against the Specified Amount provided by the most recent increase;
2. against the Specified Amount provided by other increases in
succession; and
3. against the Specified Amount under the original application.

A preferred partial surrender is a partial surrender that meets these
conditions:

1. it occurs before the 15th Policy Anniversary; and
2. its amount, plus the amount of any prior preferred policy surrenders
in the same Policy Year, does not exceed 10% of the Cash Surrender
Value as of the beginning of the Policy Year.

Unless you specify otherwise, we will allocate partial surrenders among the
Subaccounts in proportion to the Cash Value in each Subaccount as of the partial
surrender date. Partial surrenders will be transferred from the Fixed Account
only when insufficient amounts are available in the Variable Subaccounts. The
amount of any partial surrender is subject to the following conditions:

1. the minimum partial surrender is $500;

2. the maximum amount of a partial surrender is the Cash Surrender Value
less the greater of $500 or three monthly deductions; and

3. a partial surrender may not reduce the Specified Amount to less than
the minimum Specified Amount shown on the Policy Data Page.

In addition, the partial surrender will be allowed only if after the surrender,
this Policy continues to qualify as a contract for life insurance.

CHANGES IN POLICY COST FACTORS: Changes in cost of insurance rates, credited
interest rates or other Policy expense charges will be by class and will be
based on changes in future expectations for factors such as:

1. investment earnings;
2. mortality;
3. persistency;
4. expenses; and
5. taxes

Any changes will be determined in accordance with the procedures on file, if
required, with the insurance regulator in the state in which this Policy was
delivered

LOAN PROVISIONS

POLICY LOAN: You may request a loan at any time while your Policy is in force.
The loan must be requested in writing on a form acceptable to us. The amount of
the loan and all existing Indebtedness may not be more than the maximum loan
value as of the loan date. The loan date is the date we process the loan. The
minimum loan amount is $500. The loan will be made upon the sole security of the
Policy and proper assignment of your Policy to us.

MAXIMUM LOAN VALUE: The maximum loan value is (1) plus (2) plus (3) on the loan
date where:

1. is 90% of the Cash Value in any Subaccount of the Variable Account;
2. is 100% of the Cash Value in the Fixed Account; and
3. is 100% of the Cash Value in the Policy Loan Account.

LOAN INTEREST: The loan interest rate is shown on the Policy Data Page. Interest
is charged daily and payable at the end of each policy year. Unpaid interest
will be added to the existing Indebtedness as of the due date and will be
charged interest at the same rate as the rest of the loan. Interest less than
the maximum guaranteed may be charged.

LOAN REPAYMENT: All or part of a loan may be repaid to us at any time while your
Policy is in force during the Insured's lifetime. The minimum repayment is $50.
Any payment intended as a loan repayment, rather than a premium payment, must be
identified as such. Any Indebtedness that exists at the end of the Grace Period
may not be repaid unless this Policy is reinstated.

EFFECT OF LOAN: When you take a loan, we will transfer an amount equal to the
policy loan from a Variable Subaccount or the Fixed Account to the Policy Loan
Account. Any loan interest that becomes due and unpaid will also be so
transferred. Amounts transferred to the Policy Loan Account will earn interest
daily from the date of transfer. When you repay part or all of a loan, we will
transfer an amount equal to the amount you repay from the Policy Loan Account to
a Subaccount or the Fixed Account. We reserve the right to require that any loan
repayments resulting from loans transferred from the Fixed Account must be
allocated to the Fixed Account.

Unless you specify otherwise, we will allocate loans among the Subaccounts in
proportion to the Cash Value in each Subaccount as of the loan date. Loan
Amounts will be transferred from the Fixed Account only when insufficient
amounts are available in the Variable Subaccounts. Any loan interest which
becomes due and is unpaid will be transferred to the Policy Loan Account in
proportion to the Cash Values in each Subaccount and the Fixed Account. Unless
specified, loan repayments will be allocated among the Subaccounts using the
Fund allocation factors in effect on the date of the repayment subject to any
other restrictions the Company may impose.

Since the amount you borrow is removed from a Variable Subaccount or the Fixed
Account, a loan will have a permanent effect on any death benefit and Cash
Surrender Value of this Policy. The effect may be favorable or unfavorable. This
is true whether you repay the loan or not. If not repaid, Indebtedness will
reduce the amount of any Death Proceeds or Maturity Proceeds. If the total
Indebtedness ever equals or exceeds the Cash Value, your Policy will terminate
without value, as described in the Grace Period Provision.

EXCHANGE OF POLICY PROVISIONS

RIGHT OF EXCHANGE: During the first 24 months from the Policy Date, you have an
unconditional right to move all of the Cash Value in the Variable Subaccounts to
the Fixed Account. Once all of the Cash Value is in the Fixed Account, the
Policy will not be affected by the investment experience of any separate
account.

EXCHANGE AT OTHER TIMES: After 24 months from the Policy Date, you may exchange
this Policy for a new Policy, subject to our approval. You must furnish any
evidence of insurability we require and pay all costs associated with the
exchange.

VALUATION OF ASSETS IN A VARIABLE ACCOUNT

DETERMINING INVESTMENT RESULTS: The Cash Value will change with a change in the
investment results of the Subaccounts. An index called an accumulation unit
value measures changes in a Subaccount's investment experience. Each Subaccount
has its own accumulation unit value.

For each Subaccount, the accumulation unit value was initially set at $10.00.
The accumulation unit value for a Subaccount in each subsequent Valuation Period
is equal to (1), multiplied by (2), where:

1. is the Subaccount's accumulation unit value for the preceding
Valuation Period; and
2. is the Subaccount's net investment factor for the subsequent
Valuation Period.

A net investment factor is defined below.

Because the net investment factor may be greater than or less than one, the
accumulation unit value may increase or decrease from one Valuation Period to
the next; however, the accumulation unit value remains constant throughout a
Valuation Period.

NET INVESTMENT FACTOR: The net investment factor for a Subaccount for a
Valuation Period is obtained by dividing (1) by (2) and subtracting (3) from the
result, where:

1. is the net of:

(a) the net asset value per share of the Fund held in the Subaccount
at the end of the current Valuation Period; plus
(b) the per share amount of any dividend and capital gains
distributions made by the Fund held in the Subaccount if the
"ex-dividend" date occurs during the current Valuation Period;
plus or minus
(c) a per share charge or credit for taxes reserved for, if any,
which is determined by the Company to have resulted from the
investment operations of the Subaccount.

2. is the net of:

(a) the net asset value per share of the Fund held in the Subaccount
determined as of the end of the immediately preceding Valuation
Period; plus or minus

(b) the per share charge or credit for taxes reserved for in the
immediately preceding Valuation Period.

3. is a daily Mortality and Expenses Risk Charge multiplied by the
number of days in the current Valuation Period. The Mortality and
Expenses Risk Charge is shown on the Policy Data Page.

VARIABLE ACCOUNT PROVISIONS

VARIABLE ACCOUNT: A Variable Account is a separate investment account of the
Company. One or more are named on the Policy Data Page. A Variable Account is
also subject to the laws of Ohio.

We own the assets of any Variable Account; we keep them separate from the assets
of our General Account. We maintain assets which are at least equal to the
reserves and other liabilities of a Variable Account. Such assets will not be
charged with liabilities that arise from any other business we conduct. We may
transfer to our General Account assets which exceed the reserves and other
liabilities of a Variable Account.

We will determine the value of the assets in a Variable Account at the end of
each Valuation Day.

SUBACCOUNTS: A Variable Account may have several Subaccounts. We list them on
the Policy Data Page. You determine, using Fund allocation factors, how Net
Premiums will be allocated among the Subaccounts. You may choose to allocate
nothing to a particular Subaccount. Any allocation you make must be at least 1%;
you may not choose a fractional percent. The sum of the Fund allocation factors
must equal 100%.

In states that require a full refund of premiums during the "Right to Examine
Policy" period, Net Premiums will be allocated to a Subaccount that invests in a
money market Fund or to the Fixed Account. The day following at the end of this
period, the Cash Value in that Subaccount will be transferred to the Variable
Subaccounts according to your chosen Fund allocation factors. Also, any
subsequent Net Premiums will be allocated according to your chosen factors. Fund
allocation factors during and immediately after the "Right to Examine Policy"
period, are shown on the Policy Data Page. After the "Right to Examine Policy"
period has expired, you may transfer amounts among the Subaccounts. Transfers
will take effect on the date your written request is received at our Home
Office, subject to any restrictions imposed by a Fund.

You may change the allocation for future Net Premiums at any time while your
Policy is in force. To do so, you must notify us in writing in a form that meets
our approval. The change will take effect on the date we receive your written
request at our Home Office.

Income and realized and unrealized gains and losses from assets in each
Subaccount are credited to, or charged against, the Subaccount. This is without
regard to income, gains, or losses in our other Subaccounts, separate investment
accounts, or our General Account.

CHANGES OF FUND: A Fund might, in our judgment, become unsuitable for investment
by a Subaccount. This might happen because of a change in investment policy, a
change in the laws or regulations, the shares are no longer available for
investment, or for some other reason. If that occurs, we have the right to
substitute another Fund. But we would first notify you and seek approval from
the SEC and the Superintendent of Insurance of the State of Ohio. We would also
get any other required approvals.

OTHER CHANGES: To the extent permitted by applicable laws and regulations
(including any order of the SEC), we may make changes as follows:

1. A Variable Account may be operated as a management company under the
Investment Company Act of 1940, or in any other form permitted by
law, if we deem it to be in the best interest of the Policy Owners.

2. A Variable Account may be deregistered under the Investment Company
Act of 1940 in the event registration is no longer required.

3. A Variable Account may be combined with other separate investment
accounts.

4. The provisions of this and other policies may be modified to comply
with any other applicable federal or state laws.

In the event of such changes, we may make appropriate endorsement on this and
other policies having an interest in a Variable Account and take other actions
as may be necessary to effect such a change.

FIXED ACCOUNT PROVISIONS

FIXED ACCOUNT: The Fixed Account is funded by the General Account of the
Company. The Fixed Account is credited with interest as described under the
Nonforfeiture Provisions. In addition to allocating your Net Premiums to one or
more of the Subaccounts described above, you may direct all or part of your Net
Premiums into the Fixed Account.

RIGHT TO TRANSFER: You may transfer amounts between the Fixed Account and the
Subaccounts, subject to the limits below, without penalty or adjustment. We
reserve the right to limit the number of transfers between the Fixed Account and
the Subaccounts during any policy year to one.

Transfers from the Fixed Account must be made with 45 days after the end of an
Interest Rate Guarantee Period. We reserve the right to limit the amount
transferred from the Fixed Account during a Policy Year to 20% of that portion
of the Cash Value attributable to the Fixed Account at the end of the prior
Policy Year.

Transfers to the Fixed Account may not be made prior to the first Policy
Anniversary or within 12 months or any prior transfer. We reserve the right to
restrict the amount transferred to the Fixed Account to 20% of that portion of
the Cash Value attributable to the Subaccounts at the end of the prior Valuation
Period. We reserve the right to refuse transfers to the Fixed Account if the
Fixed Account is greater than or equal to 30% of the Cash Value.

RIGHT OF CONVERSION: At any time upon written request within 24 months of the
Policy Date, you may elect to irrevocably transfer all Subaccount Cash Values to
the Fixed Account. No transfer charge will be assessed.

OPTIONAL MODES OF SETTLEMENT PROVISIONS

Proceeds may be paid in a lump sum. Optional modes of settlement are also
available. After the Proceeds are applied under such optional modes, any amounts
payable are paid from our General Account and will not be affected by the
investment experience of any separate investment account.

One or a combination of settlement options may be chosen. A settlement option
may be chosen only if the total amount placed under the option is at least
$2,000.00 and each payment is at least $20.00.

A settlement option election may be changed at any time by proper written
request to our Home Office. Once recorded, it will become effective on the date
it was requested. We may require proof of the age of any person to be paid under
a settlement option. While this Policy is in force, you may choose or change
settlement options at any time. If no settlement option has been chosen prior to
the Insured's death, the Beneficiary may choose one. A change of Beneficiary
automatically revokes any option in effect.

When Proceeds become payable under any option, a Settlement Contract is issued
in exchange for this Policy. The new contract's effective date is the date of
the Insured's death or the date this Policy is surrendered.

Settlement option payments are not assignable. To the extent allowed by law,
settlement option payments are not subject to the claims of creditors or to
legal process.

Under Options 2, 3, 4, and 5, payments will be made at the beginning of each 12,
6, 3, or 1 month interval beginning on the effective date of the Settlement
Contract. Under Option 1 and 6, payments will be made at the end of every 12, 6,
3, or 1 month interval from the Settlement Contract's effective date.

Under Options 1, 2, and 4, withdrawal of any outstanding balance may be made by
written request to our Home Office. No amount left with us under Options 3, 5,
or 6 may be withdrawn.

Options 1, 2, 4, and the guaranteed period of Option 3, provide for payment of
interest at a guaranteed minimum interest rate of 2 1/2% per year, compounded
annually. Any interest to be paid in excess of this rate will be determined once
a year.

1. INTEREST INCOME: The Proceeds remain with us to earn interest. This interest
may be left to accumulate or be paid periodically as stated above.

2. INCOME FOR A FIXED PERIOD: Proceeds remaining with us will be paid over a
specified number of years (not exceeding 30 years). Each payment consists of a
portion of the Proceeds plus a portion of the interest credited on the
outstanding balance. The amount payable monthly for each $1,000 left with us
will be at least the amount shown in the Option 2 Table.

3. LIFE INCOME WITH PAYMENTS GUARANTEED: Payments are made for a guaranteed
period of 10, 15, or 20 years, and thereafter for the remainder of a payee's
lifetime. The amount payable monthly for each $1,000 left with us is shown in
the Option 3 Table, according to the payee's age on the effective date of the
option.

4. FIXED INCOME FOR VARYING PERIODS: The Proceeds may be left on deposit with us
at interest with payments of a fixed amount being paid at specified intervals
until principal and interest have been exhausted. The last payment will be for
the balance only. The total amount payable each year may not be less than 5% of
the original proceeds. (i.e., not less than $50 per annum of each $1,000 of
original proceeds.)

5. JOINT AND SURVIVOR LIFE INCOME: Equal payments will be made for the longer of
the lives of two named payees. In other words, when one payee dies, the same
payment continues to be paid for the remainder of the surviving payee's life. We
will furnish values for other age combinations (than those shown in Option 5
Table) upon request.

6. ALTERNATE LIFE INCOME: We will use the Proceeds to purchase an annuity. The
amount payable will be 102% of our current individual immediate annuity purchase
rate on the effective date of the Settlement Contract. We reserve the right to
change our current annuity rates at any time. However, once this option has been
selected and the Settlement Contract issued, any revision in rates will not
affect payment to a payee or payees. Upon request, we will quote the amount
currently payable under this settlement option.

TABLES FOR SETTLEMENT OPTIONS
Monthly Installments for each $1,000 of Proceeds
OPTION 2 Option 2 - Income for a Fixed Period

-------------------------- --------------------------- --------------------------- ---------------------------
Number of Years Specified Amount of Each Installment Number of Years Specified Amount of Each Installment
-------------------------- --------------------------- --------------------------- ---------------------------

1 $84.28 16 $6.30
2 42.66 17 6.00
3 28.79 18 5.73
4 21.86 19 5.49
5 17.70 20 5.27
6 14.93 21 5.08
7 12.95 22 4.90
8 11.47 23 4.74
9 10.32 24 4.60
10 9.39 25 4.46
11 8.64 26 4.34
12 8.02 27 4.22
13 7.49 28 4.12
14 7.03 29 4.02
15 6.64 30 3.93
--------------------------------------------------------------------------------------------------------------
Annual, semi-annual or quarterly payments are 11.865, 5.969 and 2.994 respectively times the monthly
installments
--------------------------------------------------------------------------------------------------------------

Monthly Installments for each $1,000 of Proceeds
OPTION 3 Option 3 - Life Income with Payments Guaranteed
---------------------------------------------------------------------------------------------------------------
Guaranteed Guaranteed Guaranteed
Age of Payee Period Age of Payee Period Age of Payee Period
-------------------- ------------------- -------------------
Last Birthday Years Last Birthday Years Last Birthday Years
---------------------------------------------------------------------------------------------------------------
Unisex 10 15 20 Unisex 10 15 20 Unisex 10 15 20
---------------------------------------------------------------------------------------------------------------

5 & Under
2.49 2.49 2.48 30 2.84 2.83 2.83 55 3.94 3.89 3.81
6 2.49 2.49 2.48 31 2.86 2.86 2.85 56 4.01 3.96 3.87
7 2.49 2.49 2.48 32 2.89 2.89 2.88 57 4.09 4.03 3.93
8 2.49 2.49 2.48 33 2.92 2.91 2.91 58 4.17 4.10 3.99
9 2.49 2.49 2.48 34 2.95 2.94 2.93 59 4.26 4.18 4.06
10 2.49 2.49 2.48 35 2.98 2.97 2.96 60 4.35 4.26 4.12
11 2.50 2.50 2.50 36 3.01 3.00 2.99 61 4.44 4.34 4.19
12 2.51 2.51 2.51 37 3.04 3.03 3.02 62 4.54 4.42 4.25
13 2.53 2.53 2.52 38 3.07 3.07 3.05 63 4.65 4.51 4.32
14 2.54 2.54 2.54 39 3.11 3.10 3.09 64 4.76 4.60 4.39
15 2.55 2.55 2.55 40 3.15 3.14 3.12 65 4.87 4.70 4.45
16 2.57 2.57 2.56 41 3.19 3.17 3.16 66 4.99 4.80 4.52
17 2.58 2.58 2.58 42 3.23 3.21 3.19 67 5.12 4.90 4.59
18 2.60 2.60 2.59 43 3.27 3.25 3.23 68 5.26 5.00 4.65
19 2.61 2.61 2.61 44 3.31 3.30 3.27 69 5.40 5.10 4.71
20 2.63 2.63 2.63 45 3.36 3.34 3.31 70 5.54 5.20 4.77
21 2.65 2.65 2.64 46 3.41 3.39 3.36 71 5.69 5.31 4.83
22 2.67 2.66 2.66 47 3.46 3.43 3.40 72 5.85 5.41 4.88
23 2.69 2.68 2.68 48 3.51 3.48 3.44 73 6.01 5.52 4.94
24 2.70 2.70 2.70 49 3.56 3.53 3.49 74 6.18 5.62 4.98
25 2.72 2.72 2.72 50 3.62 3.59 3.54 75 6.35 5.71 5.03
26 2.75 2.75 2.74 51 3.68 3.64 3.59 76 6.53 5.81 5.06
27 2.77 2.77 2.76 52 3.74 3.70 3.64 77 6.71 5.90 5.10
28 2.79 2.79 2.78 53 3.80 3.76 3.70 78 6.89 5.99 5.13
29 2.81 2.81 2.81 54 3.87 3.82 3.75 79 7.07 6.07 5.16
80 &
Over 7.25 6.14 5.18
---------------------------------------------------------------------------------------------------------------
If the income payable for a specific guaranteed period is equal to that for other guaranteed
periods the longer period will be deemed to have been elected
---------------------------------------------------------------------------------------------------------------

Monthly Installments for each $1,000 of Proceeds
OPTION 5 Option 5 - Joint & Survivor Life Income
---------------------------------------------------------------------------------------------------------------
Participant 50 55 60 65 70
Spouse
---------------------------------------------------------------------------------------------------------------

50 3.02 3.15 3.26 3.35 3.39
55 3.15 3.32 3.47 3.59 3.67
60 3.26 3.47 3.67 3.85 4.00
65 3.35 3.59 3.85 4.12 4.37
70 3.39 3.67 4.00 4.37 4.75
---------------------------------------------------------------------------------------------------------------

NATIONWIDE LIFE AND ANNUITY INSURANCE COMPANY

ENDORSEMENTS (Endorsements may be made only by the Company at the Home Office)

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NATIONWIDE LIFE AND ANNUITY INSURANCE COMPANY