VARIABLE ANNUITY CONTRACT Single Payment Deferred Variable Annuity CONTRACT With Additional Purchase Payment Option NUMBER Accumulation of Values on a Variable Basis

VARIABLE
ANNUITY
CONTRACT

Single Payment Deferred Variable Annuity CONTRACT
With Additional Purchase Payment Option NUMBER

Accumulation of Values on a Variable Basis

Annuity Payment Options on Variable or Annuitant
Fixed Basis
Date of Issue
Non-Participating
Issue Age
FIL
FIRST INVESTORS Purchase Payment
LIFE INSURANCE COMPANY
Maturity Date

First Investors Life agrees to pay the benefits and other rights described in
this contract in accord with the terms of this contract.

Signed for First Investors Life Insurance Company at its Home Office in New
York, New York.

/s/▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇

▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, President

/s/▇▇▇▇▇ ▇. ▇▇▇▇▇

▇▇▇▇▇ ▇. ▇▇▇▇▇, Secretary

10-DAY RIGHT TO EXAMINE CONTRACT

During a period of 10 days from the date this contract is delivered to the
Owner, it may be surrendered to the Company together with a written request for
cancellation of the contract and, in such event, the Company will pay to the
Owner an amount equal to the sum of (i) the difference between the Single
Purchase Payment made under this Contract and the amount allocated to the
Separate Account under this Contract and (ii) the Accumulated Value of this
Contract on the date of surrender.

THE ANNUAL INVESTMENT RETURN REQUIRED TO MAINTAIN LEVEL VARIABLE ANNUITY
PAYMENTS IS 5.65% (AFTER ANY APPLICABLE TAXES, BUT BEFORE ASSET CHARGES TOTALING
1.4% FOR MORTALITY RISKS, EXPENSE RISKS AND CONTRACT MAINTENANCE CHARGES AND
MANAGEMENT FEES WHICH WILL NOT EXCEED .75% OF NET ASSETS OF MUTUAL FUND IN WHICH
SEPARATE ACCOUNT ASSETS ARE INVESTED). ANNUITY PAYMENTS AND OTHER VALUES
PROVIDED BY THIS CONTRACT, WHEN BASED ON THE INVESTMENT EXPERIENCE OF A SEPARATE
ACCOUNT, ARE VARIABLE AND ARE NOT GUARANTEED AS TO FIXED-DOLLAR AMOUNT.

CONTRACT DATA CONTRACT NUMBER 310000

ANNUITANT ▇▇▇▇ ▇. ▇▇▇

DATE OF ISSUE MARCH 14, 1997

ISSUE AGE 35

PURCHASE PAYMENT $25,000.00

MATURITY DATE MARCH 14, 2052

SEPARATE ACCOUNT

FIRST INVESTORS LIFE SEPARATE ACCOUNT D

MUTUAL FUND

FIRST INVESTORS LIFE SERIES FUND

PURCHASE PAYMENT WILL BE ALLOCATED
AS FOLLOWS:
25% to High Yield Series
25% to Discovery Series
25% to Growth Series
25% to Blue chip Series

UNIT EFFECTIVE DATE

MARCH 1, 1997

OWNER

ANNUITANT

BENEFICIARY DESIGNATION

REFER TO ENCLOSED APPLICATION

CONTINGENT DEFERRED SALES CHARGE UPON SURRENDER

REFER TO PAGE 9

ALPHABETICAL GUIDE

PAGE

ACCUMULATION OF UNITS. . . . . . . . . . . . . . . . . . . . . . . . . . .5
ACCUMULATION UNIT VALUE. . . . . . . . . . . . . . . . . . . . . . . . . .6
ADDITIONAL PURCHASE PAYMENT. . . . . . . . . . . . . . . . . . . . . . . .5
ADJUSTMENT OF MONTHLY PAYMENT. . . . . . . . . . . . . . . . . . . . . . .7
ALLOCATION OF ANNUITY. . . . . . . . . . . . . . . . . . . . . . . . . . .7
AMOUNT OF FIRST ANNUITY PAYMENT. . . . . . . . . . . . . . . . . . . . . .6
ANNUITY TABLES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
ANNUITY UNIT VALUE . . . . . . . . . . . . . . . . . . . . . . . . . . . .6
ASSIGNMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4
BENEFICIARY CHANGE . . . . . . . . . . . . . . . . . . . . . . . . . . . .9
BENEFICIARY DESIGNATION. . . . . . . . . . . . . . . . . . . . . . . . . .9
CHANGE OF CONTRACT . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
CHARGES AGAINST THE SEPARATE ACCOUNT . . . . . . . . . . . . . . . . . . .6
CHOICE OF ANNUITY OPTION . . . . . . . . . . . . . . . . . . . . . . . . .6
CLAIMS OF CREDITORS. . . . . . . . . . . . . . . . . . . . . . . . . . . .5
CONTINGENT DEFERRED SALES CHARGE . . . . . . . . . . . . . . . . . . . . .9
CONTRACT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4
CONTRACT MAINTENANCE CHARGE. . . . . . . . . . . . . . . . . . . . . . . .6
CONTROL. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4
DEATH OF ANNUITANT . . . . . . . . . . . . . . . . . . . . . . . . . . . .8
DEATH OF BENEFICIARY . . . . . . . . . . . . . . . . . . . . . . . . . . .9
DEATH OF OWNER . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8
DEFINITIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4
ELECTION OF ANNUITY OPTIONS. . . . . . . . . . . . . . . . . . . . . . . .7
FIXED ANNUITY. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7
INCONTESTABILITY . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4
INITIAL PURCHASE PAYMENT . . . . . . . . . . . . . . . . . . . . . . . . .5
INVESTMENT OF THE SEPARATE ACCOUNT . . . . . . . . . . . . . . . . . . . .5
MATURITY DATE. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6
MISSTATEMENT OF AGE OR SEX . . . . . . . . . . . . . . . . . . . . . . . .4
MORE FAVORABLE PAYMENT OPTION. . . . . . . . . . . . . . . . . . . . . . .7
NET INVESTMENT FACTOR. . . . . . . . . . . . . . . . . . . . . . . . . . .6
NONPARTICIPATING . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
OWNERSHIP OF THE ASSETS. . . . . . . . . . . . . . . . . . . . . . . . . .4
PROOF OF AGE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
PROOF OF SURVIVAL. . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
REPORTS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
SEPARATE ACCOUNT - GENERAL . . . . . . . . . . . . . . . . . . . . . . . .5
SETTLEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
SURRENDER OPTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9
VALUATION OF ASSETS. . . . . . . . . . . . . . . . . . . . . . . . . . . .6
VARIABLE ANNUITY . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7
VOTING RIGHTS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4
WITHDRAWAL OPTION/WITHDRAWAL PRIVILEGE . . . . . . . . . . . . . . . . . .9

POLICY PROVISIONS

GENERAL PROVISIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . .4
PURCHASE PAYMENTS. . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
SEPARATE ACCOUNT . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
BENEFITS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6
BENEFICIARY. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9

GENERAL PROVISIONS

1. DEFINITIONS

As used in this Contract, the term:

(a) "Separate Account" means the account shown as such on page 3.

(b) "Valuation Date" means any date on which the New York Stock Exchange is
open for trading;

(d) "Accumulation Unit" means a unit used to measure the value of an Owner's
interest in the Separate Account prior to the date on which annuity payments
commence;

(e) "Annuity Unit" means a unit used to determine the amount of each annuity
payment after the first;

(f) "Accumulated Value" means the value of all the Accumulation Units credited
to this Contract.

(g) "Purchase Payment" means an amount paid to the Company under this Contract
as a payment for the benefits described herein;

(h) "Variable Annuity" means an annuity with annuity payments varying in amount
in accordance with the net investment experience of the Separate Account;

(i) "Fixed-Dollar Annuity" means an annuity with annuity payments which stay
fixed as to dollar amount throughout the payment period;

(j) "Attained Age" of the annuitant on any date after the Date of Issue means
the age of the Annuitant at issue as shown on page 3 plus the number of years
elapsed from the Date of Issue to such date; and

(k) "Annuity Commencement Date" means the date on which annuity payments are to
commence. Also referred to as "Maturity Date" in this contract.

2. CONTRACT

This Contract, the application, and any riders attached to this Contract
constitute the whole contract. Only the President, a Vice President, the
Secretary, or an Assistant Secretary of the Company has the power, on behalf of
the Company, to change, modify or waive any provisions of this Contract. Any
changes, modifications, or waivers must be in writing. The Company will not be
bound by any promises or representations made by any agent or other person
except as specified above.

3. CONTROL

Consistent with the terms of any beneficiary designation and any assignment, the
Owner may, during the lifetime of the Annuitant:

1. assign this Contract or surrender it in whole or in part;

2. amend or change this Contract with the consent of the Company; and

3. exercise any right, receive any benefit, or enjoy any privilege in this
Contract.

The Company reserves the right to require this Contract for endorsement of any
assignment or change.

4. INCONTESTABILITY

This Contract will not be contested.

5. MISSTATEMENT OF AGE OR SEX

If the age or the sex of the Annuitant has been misstated, the benefits in this
Contract will be those which the Single Purchase Payment would have bought for
the right age and sex. Any amounts which should have been in the payments made
by the Company before the error was found will be made up right away. The
Company will pay interest at the rate of 6% per year on this additional amount.
Any excess amounts in the payments made by the Company before the error was
found will be charged against the payments which are due later.

6. ASSIGNMENT

No assignment of this Contract shall be binding on the Company unless it is in
writing and filed with the Company at its Home Office. The Company will assume
no responsibility of the validity or sufficiency of any assignment. Unless
otherwise provided in the assignment, the interest of any revocable beneficiary
shall be subordinate to the interest of any assignee, regardless of when the
assignment was made and the assignee shall receive any sum payable to the extent
of his interest.

7. OWNERSHIP OF THE ASSETS

The Company shall have exclusive and absolute ownership and control of its
assets, including all assets in the Separate Account.

8. VOTING RIGHTS

The Owner shall have the right to vote only at the meetings of the Fund.

Ownership of this Contract shall not entitle any person to vote at any meeting
of shareholders of the Company. Votes attributable to the Contract shall be
cast in conformity with applicable law.

9. REPORTS

At least once each Contract Year the Company shall mail a report to the Owner.
The report shall be mailed to the last address known to the Company. The report
shall include a statement of the number of units credited to this Contract and
the dollar value of such units. The information in the report shall be as of a
date not more than two months prior to the date of mailing the report. The
Company shall also mail to the Owner at least once in each Contract Year, a
report of the investments held in the Separate Account under this Contract.

10. PROOF OF AGE

Any annuity payment will be subject to proof of age of the payee which the
company will accept.

11. PROOF OF SURVIVAL

The Company has the right to ask for proof that the person on whom the payment
is based is alive when each payment is due.

12. SETTLEMENT

Any payment by the Company under this Contract is payable at its Home Office.

13. CLAIMS OF CREDITORS

To the extent allowed by law, ▇▇▇▇▇▇▇▇ will not be subject to any claims of
creditors.

14. CHANGE OF CONTRACT

The Company keeps the right to change this Contract to meet the requirements of
the Investment Company Act of 1940 or other applicable federal or state laws or
regulations.

15. NONPARTICIPATING

This Contract is nonparticipating. It will not share in the surplus earnings of
the Company.

PURCHASE PAYMENTS

16. INITIAL PURCHASE PAYMENT

The Single Purchase Payment is due on the Date of Issue. The minimum Single
Purchase Payment which may be made is $25,000.

The Company will use the Initial Purchase Payment on the day it is received at
the Home Office to provide accumulation units, the number of which will be based
on that day's value of such units.

17. ADDITIONAL PURCHASE PAYMENT OPTION

Additional Purchase Payments may be made at the option of the Owner at any time
up to the Maturity Date.

The Company will use the Additional Purchase Payment on the day it is received
at the Home Office to provide accumulation units, the number of which will be
based on that day's value of such units.

SEPARATE ACCOUNT

18. GENERAL

The Separate Account is a segregated investment account maintained by the
Company. A part of the assets of the Separate Account have been allocated for
this and certain other Contracts. The assets of the Separate Account are held
apart from the assets of the Company. Charges against these assets do not arise
out of any other business of the Company.

19. INVESTMENTS OF THE SEPARATE ACCOUNT

The assets of the Separate Account will be invested in shares of the mutual fund
shown on page 3 ("Fund"). The Fund is registered under the Investment Company
Act of 1940, as amended (the "Act").

The assets of each subaccount will be invested, as requested in the application
or as later requested in writing, in shares of the corresponding series of the
Fund shown on page 3. The assets may be allocated among at least one but not
more than five subaccounts. The Owner can change the allocation among the
subaccounts by furnishing notice to the Home Office. The change will take
effect when the Company receives this notice.

The Company may, in its discretion, invest the assets in shares of any other
fund or investment allowed by law.

All distributions from the Fund will be reinvested and kept as assets. When
needed to pay for surrenders, shares of the Fund held by the Separate Account
will be redeemed at net asset value.

20. ACCUMULATION UNITS

This Contract will be credited with the number of Accumulation Units of each
subaccount of the Separate Account bought by the amount of the Purchase Payment
allocated to each subaccount of the Separate Account.

This Contract will also be credited with the number of Accumulation Units of
each subaccount of the Separate Account bought by the amount of any Additional
Purchase Payment allocated to each subaccount of the Separate Account.

21a. CHARGES AGAINST THE SEPARATE ACCOUNT

The Company deducts an amount equal on a yearly basis to 1.4% of the daily net
asset value of each subaccount comprised of 1.25% to pay it for taking on
mortality and expense risks and .15% for taking on expenses related to
administration of the Contract.

21b. CONTRACT MAINTENANCE CHARGE

On the last business day of each Contract Year or on the date of surrender of
this Contract, if earlier, the Company will deduct a $30.00 Contract
Maintenance Charge from the Accumulated Value but in no case will this charge
exceed 2% of such value. It will be charged against the Accumulated Value by
proportionately reducing the number of Accumulation Units held on that date with
respect to each active subaccount of the Separate Account.

22. NET INVESTMENT FACTOR

The net investment factor for a subaccount of the Separate Account for any
Valuation Period is obtained by dividing (a) by (b) and subtracting (c) from the
result, where:

(a) is the result of:

(1) the net asset value per share of the series of the Fund at the
end of the current Valuation Period, plus:

(2) the per share amount of any dividend or capital gains
distributions made by the series of the Fund during the current Valuation
Period, plus or minus:

(3) a per share charge or credit for any taxes reserved for.

(b) is the result of:

(1) the net asset value per share of the series of the Fund as of the
end of the preceding Valuation Period, plus or minus:

(2) the per share charge or credit for any taxes reserved for the
preceding Valuation Period.

23. VALUATION OF ASSETS

Fund shares held in the Separate Account will be valued at their net asset
value. Other assets will be valued at fair market value.

24. ACCUMULATION UNIT VALUE

The value of an Accumulation Unit was set at $10.00 on the Unit Effective Date.
The value for a later period is obtained by multiplying the unit value at the
start of the period by the Net Investment Factor for the period from its start
to its end. The unit value may rise or fall based on investment results.

25. ANNUITY UNIT VALUE

The value of an Annuity Unit was set at $10.00 on the Unit Effective Date. The
value for a later period is obtained by first multiplying the unit value at the
start of the period by the Net Investment Factor for the period from its start
to its end and then multiplying the result by a factor which offsets the effect
of the assumed interest rate of 3.5% per year built into the table used in the
Contract.

BENEFITS

26. MATURITY DATE

Annuity payments will start on the Maturity Date shown on page 3. On written
request, it may be changed. But it will not be deferred beyond the Contract
Anniversary on which the attained age of the Annuitant is 90.

27. CHOICE OF ANNUITY OPTION

A choice of Annuity Option should be made by the Owner at least 30 days before
the Maturity Date.

If a choice is not made on time, payments will start on the Maturity Date on a
Variable Annuity basis with the Annuity Option as 10 years certain or life.

Once payments start, no further choice is allowed.

28. AMOUNT OF FIRST ANNUITY PAYMENT

Seven (7) days before the Maturity Date, any premium taxes not yet deducted will
be deducted from the Accumulated Value to determine the Net Accumulated Value.
Such value will then be applied to the proper Annuity Table on page 10 or 11 to
determine the amount of the first monthly annuity payment.

The amount of each payment depends on the sex and adjusted age of the Annuitant
and Joint Annuitant, if any, at the Maturity Date. The adjusted age is
determined at the time the first payment is due. For a payee born prior to
1900, the adjusted age is the actual age. For a payee born 1900 or

later, the adjusted age is the actual age minus four years and also minus one
year for each completed five years during the period from 1900 to the payee's
year of birth.

The Company may, at its option, credit interest above the 3.5% per year rate
built into the tables used in this Contract.

29. ALLOCATION OF ANNUITY

When the Owner makes a choice as to annuity option, he or she will also choose
between a Fixed Annuity, a Variable Annuity or any combination of the two. If a
choice is not made at least 30 days before the Maturity Date, as stated in
Section 27, payments will be made on a Variable Annuity basis.

30. VARIABLE ANNUITY

A Variable Annuity is one with payments which vary as to dollar amount through
the annuity period based on the investment results of the Separate Account. The
method by which the amount of the first monthly payment is determined is shown
in Section 28.

Each payment for any due date after the first will be determined by multiplying
the Annuity Unit Value on the date seven days prior to the date on which the
payment is due by a constant number of Annuity Units. The payment may be less
than or greater than the preceding payment.

The constant number of Units is determined by dividing the dollar amount of the
first payment by the then current value of an Annuity Unit on the date the first
payment is due.

The Company guarantees that the dollar amount of each payment after the first
will not be affected by variations in mortality or expense experience from the
mortality and expense assumptions on which the first payment is based.

31. FIXED ANNUITY

A Fixed Annuity is one with payments which stay fixed as to dollar amount
through the annuity period. The method by which the amount of the first monthly
payment is determined is shown in Section 28. Later payments will not be less
than the first but a later payment may be more than the first if the Company
credits interest above the rate built into the tables.

32. ADJUSTMENT OF MONTHLY PAYMENT

If the Net Accumulated Value on the Maturity Date is less than $2,000, the
Company shall have the right to pay such value in one sum in lieu of payments
otherwise provided for. If the Net Accumulated Value is not less than $2,000
but either the Variable Annuity or the Fixed Annuity Payments provided for would
be or become less than $20, the Company shall have the right to change the
frequency of payment to such intervals as will result in payments of at least
$20.

33. MORE FAVORABLE PAYMENT OPTION

At the time fixed annuity payments begin, the single premium fixed annuity rates
then in use by the Company will be used if they provide a payment amount to the
payee greater than that shown in the table on page 10 or 11. Each $1,000 of
cash value shall be considered to be $1,030 for the purpose of using the single
premium annuity rates.

34. ELECTION OF ANNUITY OPTIONS

The owner may elect to have annuity payments made under any one of the Annuity
Options described below or in any other manner agreeable to the Company. Any
such election shall be made in writing to the Company at its Home Office at
least 30 days before the Maturity Date. The election may be changed in the same
manner at any time prior to the surrender of this Contract. If the amount of
payments for different guaranteed periods are the same at any given age, the
Company will deem the longer period certain to have been chosen.

OPTION 1 - LIFE ANNUITY - An annuity payable monthly during the lifetime of the
Annuitant, ceasing with the last payment due prior to his or her death.

OPTION 2a - JOINT AND SURVIVOR LIFE ANNUITY - an annuity payable monthly during
the joint lifetime of the

▇▇▇▇▇▇▇▇▇ and the Joint Annuitant and continuing, after the death of either,
during the lifetime of the survivor, ceasing with the last payment due prior to
the death of the survivor.

OPTION 2b - JOINT AND TWO-THIRDS TO SURVIVOR LIFE ANNUITY - An annuity payable
monthly during the joint lifetime of the Annuitant and the Joint Annuitant and
continuing, after the death of either, during the lifetime of the survivor with
two-thirds payments, ceasing with the last payment due prior to the death of the
survivor.

OPTION 2c - JOINT AND ONE-HALF TO SURVIVOR LIFE ANNUITY - An annuity payable
monthly during the joint lifetime of the Annuitant and the Joint Annuitant and
continuing, after the death of either, during the lifetime of the survivor with
one-half payments, ceasing with the last payment due prior to the death of the
survivor.

OPTION 3 - LIFE ANNUITY WITH 60, 120 OR 240 MONTHLY PAYMENTS GUARANTEED - An
annuity payable monthly during the lifetime of the Annuitant, with the guarantee
that if, at his or her death, payments have been made for less than 60, 120 or
240 monthly period, as elected, any guaranteed annuity payments will be
continued during the remainder of the selected period to the Beneficiary.

OPTION 4 - UNIT REFUND LIFE ANNUITY - An annuity payable monthly during the
lifetime of the Annuitant, with the last payment due prior to his or her death,
provided further that, at such death, the Beneficiary will receive an additional
payment of the then dollar value of the number of Annuity Units equal to the
excess, if any, of (a) over (b) where (a) is the total amount applied under the
option divided by the Annuity Unit Value at the Maturity Date and (b) is the
product of the number of Annuity Units represented by each payment and the
number of payments made.

When this option is applied as a Fixed Annuity (a) shall be the Accumulated
Value applied at the Maturity Date to the Fixed Annuity, (b) shall be the sum of
all Fixed Annuity Payments made.

35. DEATH OF ANNUITANT

On receipt of due proof of the death of the Annuitant before Annuity Payments
have begun, the Company will pay the Death Benefit to the Beneficiary as of the
day on which such due proof is received by the Company. The Death Benefit will
be the greatest of the following amounts:

(a) The Accumulated Value on the date of receipt of Due Proof of Death at
the Home Office of the Company;

(b) The Accumulated Value on the Specified Contract Anniversary
immediately preceding the date of death, increased by the dollar
amount of any purchase payments made and reduced by the dollar
amount of any partial withdrawals since the immediately preceding
Specified Contract Anniversary;

(c) 100% of all purchase payments made under the Contract, reduced by the
dollar amount of any partial withdrawals since the Date of Issue.

The Specified Contract Anniversary is every seventh contract anniversary (i.e.
7th, 14th, 21st, etc.)

If the Annuitant and the Owner are one in the same at the time of the
Annuitant's death and the proceeds are payable to (or for the benefit of) the
Annuitant's surviving spouse, such spouse shall have the right to become the
Annuitant under the contract. If the Annuitant dies at a time when the Owner of
the contract is not an individual, the Annuitant will be considered to be the
Owner for the purpose of this section.

On receipt of due proof of death of the Annuitant after Annuity Payments have
begun under an Annuity Option, if any payments remain under the Option they will
be paid to the Beneficiary as provided by the Option.

Unless otherwise provided in the Beneficiary designation, if no Beneficiary
survives the Annuitant, the proceeds will be paid in one sum to the Owner, if
living; otherwise, to the Owner's estate.

36. DEATH OF OWNER

The purpose of this Section is to qualify this Contract as an annuity contract
in accordance with Section 72(s) of the Internal Revenue Code of 1986, as
amended ("Code"). Its provisions shall apply notwithstanding any other
provisions of the Contract in conflict therewith.

In the event any Owner of this Contract who is not the Annuitant dies on or
after the Maturity Date and before the entire interest in the Contract has been
distributed, the remaining portion of such interest will be distributed at least
as rapidly as under the Annuity Option in effect as of the Date of the Owner's
death.

In the event any Owner of this Contract who is not the Annuitant dies prior to
the Maturity Date, the entire interest of that Owner in this Contract shall be
distributed to the Beneficiary within five years after the Owner's death, or
distributed under an Annuity Option providing for annuity payments over the life
of such Beneficiary or over a period not extending beyond the life expectancy of
such Beneficiary (in accordance with the regulations the Secretary of the
Treasury may prescribe), if such payments begin within one year after the date
of the Owner's death or such later date as the Secretary of the Treasury may
prescribe by regulations. In addition, if any portion of the Owner's interest
in this Contract is payable to (or for the benefit of) the Owner's surviving
spouse, that spouse shall be deemed to have been designated by the Owner as a
"designated beneficiary" for purpose of Section 72(s) of the Code, and shall be
treated as the Owner, and no distributions described hereinabove shall be
required, with respect to that portion of the Contract payable to (or for the
benefit of) such spouse. If the Owner who dies is the one named in the original
application for this Contract, the entire interest of that Owner in this
Contract will be the same as if the Owner had been the Annuitant; if the Owner
who dies is not the one named in the original application for this Contract, the
entire interest of that Owner shall be the Accumulated Value of this Contract.

37. SURRENDER OPTION

The Owner may turn this Contract in for its Surrender Value effective on the
date on which the request in writing is received at the Home Office. The value
will be the Accumulated Value on that date less (a) a Contingent Deferred Sales
Charge, if any, (b) the Contract Maintenance Charge and (c) any applicable
premium taxes not previously deducted.

Any cash payment will be mailed within 7 days after receipt of a proper request;
but the Company may be allowed to defer the payment under the Investment Company
Act of 1940 as it is in effect at that time. The Surrender Option is not
available after the Maturity Date.

38. WITHDRAWAL OPTION/WITHDRAWAL PRIVILEGE

The Owner may withdraw a part of the Surrender Value of this Contract effective
on the date on which the request in writing is received at the Home Office at
any time prior to the Maturity Date provided the Surrender Value remaining after
the surrender is at least equal to the Company's minimum amount rules then in
effect. If the remaining Surrender Value following such surrender is less than
the Company's minimum amount rules, the Company will terminate the contract and
pay the Surrender Value.

If applicable, a Contingent Deferred Sales Charge will be assessed against any
Accumulated Value surrendered. However, on a noncumulative basis, the Owner may
make partial surrenders during any Contract Year prior to the Maturity Date, up
to the Annual Withdrawal Privilege Amount of 10% of Purchase Payments and the
Contingent Deferred Sales Charge will not be assessed against such amounts.

Any Withdrawal Privilege Amount surrenders will be deemed to be from Accumulated
Values other than purchase payments. Surrender of Accumulated Values in excess
of the Withdrawal Privilege Amount and additional surrenders made in any
Contract Year will be subject to the Contingent Deferred Sales Charge, if
applicable.

39. CONTINGENT DEFERRED SALES CHARGE

A Contingent Deferred Sales Charge may be assessed against the Accumulated Value
when surrendered. The length of time from receipt of the purchase payment to
the time of surrender determines the charge. For this purpose, Purchase
Payments will be deemed to be surrendered in the order in which they were
received and all surrenders will be first from Purchase Payments and then from
other contract values. This charge is a percentage of the amount withdrawn (not
to exceed the aggregate amount of the Purchase Payments made) and equals:

Length of time from
Contingent Deferred Purchase Payment
Sales Charge (Number of years)
------------ -----------------
7% Less than 1
6% 1 - 2
5% 2 - 3
4% 3 - 4
3% 4 - 5
2% 5 - 6
1% 6 - 7
None More than 7

No Contingent Deferred Sales Charges will be assessed in the event of the death
of the Annuitant or the Owner (as applicable), or if contract values are applied
to an annuity option provided for under this contract or upon the exercise of
the Withdrawal Privilege.

BENEFICIARY

40. BENEFICIARY DESIGNATION

The Beneficiary will be as named in the application for this Contract unless the
designation has been changed by the Owner.

41. BENEFICIARY CHANGE

The Owner may change the designation while the Annuitant is alive unless
otherwise provided in the previous designation.

A change may be made by filing a written request with the Home Office. The
request must be in a form acceptable to the Company. The Company may require
this Contract for endorsement of a change.

42. DEATH OF BENEFICIARY

Unless otherwise provided, if any Beneficiary dies before the Annuitant, his or
her interest will pass to any other Beneficiaries according to their respective
interests.

If the Beneficiary dies while receiving any remaining Annuity Payments due after
the death of the Annuitant, the value of the remainder of such Annuity Payments
will be paid in one sum to the Beneficiary's estate.

ANNUITY TABLES

DOLLAR AMOUNT OF THE MONTHLY ANNUITY PAYMENT WHICH
IS PURCHASED WITH EACH $1,000 OF PROCEEDS APPLIED
OPTION 1,3 AND 4 - SINGLE LIFE ANNUITIES

Monthly Payments Guaranteed

Unit
Refund
Adjusted Age None 60 120 240
Male Female Option 1 Option 3 Option 3 Option 3 Option 4

50 54 $4.74 $4.73 $4.69 $4.52 $4.53
51 55 4.84 4.82 4.78 4.58 4.60
52 56 4.94 4.92 4.87 4.65 4.67
53 57 5.04 5.03 4.97 4.71 4.75
54 58 5.16 5.14 5.07 4.78 4.84

55 59 5.28 5.25 5.18 4.85 4.93
56 60 5.40 5.38 5.29 4.91 5.02
57 61 5.54 5.51 5.41 4.98 5.12
58 62 5.69 5.65 5.53 5.05 5.22
59 63 5.84 5.80 5.66 5.11 5.32

60 64 6.01 5.95 5.79 5.18 5.44
61 65 6.18 6.12 5.94 5.24 5.56
62 66 6.37 6.30 6.08 5.30 5.68
63 67 6.57 6.49 6.24 5.36 5.82
64 68 6.79 6.69 6.40 5.41 5.96

65 69 7.02 6.91 6.57 5.46 6.10
66 70 7.27 7.14 6.74 5.51 6.26
67 71 7.54 7.38 6.91 5.55 6.43
68 72 7.83 7.64 7.10 5.59 6.60
69 73 8.14 7.91 7.28 5.62 6.78

70 74 8.48 8.20 7.47 5.65 6.98
71 75 8.84 8.51 7.66 5.68 7.19
72 76 9.23 8.84 7.85 5.70 7.41
73 77 9.65 9.18 8.04 5.71 7.65
74 78 10.11 9.55 8.23 5.72 7.89
75 79 10.61 9.93 8.41 5.73 8.16

OPTION 2a - JOINT AND SURVIVOR LIFE ANNUITY

Adjusted Age
of Joint Adjusted Age of Annuitant
Annuitant
Male 51 Male 56 Male 58 Male 61
Male Female Female 55 Female 60 Female 62 Female 65

50 54 $4.21 $4.35 $4.40 $4.47
55 59 4.37 4.58 4.66 4.78
57 61 4.43 4.67 4.77 4.90
60 64 4.51 4.80 4.92 5.00
62 66 4.55 4.88 5.01 5.22
65 69 4.62 4.99 5.15 5.39
70 74 4.70 5.14 5.34 5.65

The dollar amount of the monthly annuity payments for any age or combination of
ages not shown in the above tables will be calculated on the same basis as the
monthly annuity payments for those shown and may be obtained from the Company.

OPTION 2a - JOINT AND SURVIVOR LIFE ANNUITY - Cont'd