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                                                                    EXHIBIT 4(a)

                                                          [ZURICH KEMPER LOGO]


            [LETTERHEAD OF KEMPER INVESTORS LIFE INSURANCE COMPANY]



RIGHT TO CANCEL - FREE LOOK PROVISION - At any time within 10 days of receiving
this contract you may return it to us or to the agent through whom it was
purchased. Immediately upon our receipt, this contract will be voided as if it
had never been in force. All purchase payments allocated to the General Account
plus the Separate Account contract value computed at the end of the valuation
period following our receipt of this contract will then be refunded within ten
days.

We agree to pay an annuity to the Annuitant provided the Annuitant is living and
this contract is in force on the annuity date.

We further agree to pay the death benefit prior to the Annuity Date upon the
death of the Owner or the Annuitant when a death benefit is payable. Payment
will be made upon our receipt of due proof of death and the return of this
contract.

This contract is issued in consideration of the attached application and payment
of the initial purchase payment.

The provisions on this cover and the pages that follow are part of this
contract.

Signed for Kemper Investors Life Insurance Company at its home office in Long
Grove, Illinois.


          /s/ Debra P. Rezabek                   /s/ Gale K. Caruso
               Secretary                              President


FIXED AND VARIABLE DEFERRED ANNUITY

NON-PARTICIPATING

ALL BENEFITS, PAYMENTS AND VALUES PROVIDED BY THIS CONTRACT, WHEN BASED UPON THE
INVESTMENT EXPERIENCE OF THE SUBACCOUNTS, ARE VARIABLE AND ARE NOT GUARANTEED AS
TO DOLLAR AMOUNT. REFER TO THE VARIABLE ACCOUNT AND ANNUITY PERIOD PROVISIONS
FOR A DETERMINATION OF ANY VARIABLE BENEFITS.

This is a legal contract between the owner and Kemper Investors Life Insurance
Company.

READ YOUR CONTRACT CAREFULLY.


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                                     INDEX

                                                                         PAGE

ANNUITY OPTION TABLE                                           Follows Page 7

ANNUITY PERIOD PROVISIONS                                                 5-7
     Election of Annuity Option                                           5-6
     Annuity Options                                                      6-7
     Transfers During The Annuity Period                                    7

APPLICATION                                         Follows Contract Schedule

CONTRACT SCHEDULE                                               Follows Index

DEATH BENEFIT PROVISIONS                                                    5
     Amount Payable Upon Death                                              5
     Payment Of Death Benefits                                              5

DEFINITIONS                                                                 1

ENDORSEMENTS, if any                             Follows Annuity Option Table

GENERAL ACCOUNT PROVISIONS                                                  3
     General Account                                                        3
     General Account Contract Value                                         3

GENERAL PROVISIONS                                                        1-2
     The Contract                                                           1
     Incontestability                                                       2
     Assignment                                                             2
     Reports                                                                2
     Premium Taxes                                                          2

GUARANTEE PERIOD PROVISIONS                                                 5
     Guarantee Period Value                                                 5

LOAN PROVISIONS                                                             5
     Loans                                                                  5
     Loan Interest Rate                                                     5
     Loan Repayment                                                         5

OWNERSHIP PROVISIONS                                                        2
     Owner of Contract                                                      2
     Change of Ownership                                                    2
     Beneficiary                                                            2

PURCHASE PAYMENT PROVISIONS                                               2-3
     Initial Purchase Payments                                              2
     Purchase Payment Limitations                                         2-3

TRANSFER AND WITHDRAWAL PROVISIONS                                        4-5
     Transfers During The Accumulation Period                               4
     Withdrawals During The Accumulation Period                             4
     Withdrawal Charges                                                     4
     Transfer and Withdrawal Procedures                                   4-5

VARIABLE ACCOUNT PROVISIONS                                               3-4
     Separate Account                                                       3
     Liabilities Of Separate Account                                        3
     Subaccounts                                                            3
     Rights Reserved By The Company                                         3
     Accumulation Unit Value                                              3-4
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DEFINITIONS

                                    ACCUMULATION PERIOD: The period between the
                                    issue date and the Annuity Date.

                                    ACCUMULATION UNIT: An accounting unit of
                                    measure used to calculate the value of each
                                    subaccount.

                                    AGE: The attained age of the Annuitant.

                                    ANNUITANT: The person named in the
                                    application during whose lifetime the
                                    annuity is to be paid. Under a nonqualified
                                    plan when two people are named as Joint
                                    Annuitants, the term "Annuitant" means the
                                    Joint Annuitants or the survivor. You may
                                    not change the person(s) named as the
                                    Annuitant.

                                    ANNUITY: A series of payments paid in
                                    accordance with this contract which begins
                                    on the annuity date.

                                    ANNUITY DATE: The date on which this
                                    Contract matures and annuity payments begin.
                                    The original Annuity Date is stated in the
                                    Contract Schedule. It must be at least one
                                    year from the Issue Date and no later than
                                    the maximum age at annuitization as stated
                                    in the Contract Schedule. The Owner may
                                    change the Annuity Date, but not beyond the
                                    maximum age.

                                    ANNUITY PERIOD: This is the period that
                                    starts on the Annuity Date.

                                    ANNUITY UNIT: An accounting unit of measure
                                    used to calculate the amount of variable
                                    annuity payments after the first annuity
                                    payment.

                                    ANNUITY UNIT VALUE: The value of an Annuity
                                    Unit of a Subaccount determined for a
                                    Valuation Period according to the formula
                                    stated in this contract.

                                    AUTOMATIC REBALANCING: An election you make
                                    to have as transfer a portion of the
                                    Separate Account Contract Value according to
                                    a predetermined schedule. You may change the
                                    schedule or terminate these transfers by
                                    informing us in writing.

                                    CONTRACT VALUE: The sum of the General
                                    Account Contract Value plus the Separate
                                    Account Contract Value plus the Accumulated
                                    Guarantee Period Value.

                                    CONTRACT YEAR: A one year period starting on
                                    the Issue Date and successive contract
                                    anniversaries.

                                    DEBT: The principal of any outstanding loan
                                    plus any loan interest due or accrued.

                                    DOLLAR COST AVERAGING: The process of
                                    automatically transferring funds from the
                                    General Account Contract Value to the
                                    Subaccounts or Guarantee Period Accounts.

                                    FIXED ANNUITY: An annuity payment plan that
                                    does not vary as to dollar amount.

                                    FUND: An investment company or separate
                                    series thereof, in which the Subaccounts of
                                    the Separate Account invest.

                                    GENERAL ACCOUNT: Our assets other than those
                                    allocated to the Separate Account or any
                                    other separate account. We guarantee a
                                    minimum rate of interest on purchase
                                    payments allocated to the General Account.
                                    During the Accumulation Period, the only
                                    funds allowed in the General Account are
                                    subject to Dollar Cost Averaging.

                                    GENERAL ACCOUNT CONTRACT VALUE: The General
                                    Account Contract Value is the value of the
                                    General Account of this contract on any
                                    Valuation Date.


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DEFINITIONS (CONTINUED)

                                    GUARANTEE PERIOD: A period of time during
                                    which an amount is to be credited with a
                                    guaranteed interest rate, subject to a
                                    Market Value Adjustment prior to the end of
                                    the Guarantee Period. The Guarantee Periods
                                    initially offered are stated in the Contract
                                    Schedule.

                                    GUARANTEE PERIOD VALUE: The (1) Purchase
                                    Payment allocated or amount transferred to a
                                    Guarantee Period; plus (2) interest
                                    credited; minus (3) withdrawals, previously
                                    assessed withdrawal charges and transfers;
                                    adjusted for (4) any applicable Market Value
                                    Adjustment previously made. There is a $500
                                    minimum on the sum of Purchase Payments and
                                    amounts transferred to any Guarantee Period
                                    Value.

                                    ISSUE DATE: The Issue Date is stated in the
                                    Contract Schedule. If the normal Issue Date
                                    is the 29th, 30th or 31st of the month, the
                                    Issue Date will be the 28th day of that
                                    month. It is the date your Initial Purchase
                                    Payment is available for use and begins to
                                    the credited with interest and/or investment
                                    experience.

                                    MARKET ADJUSTED VALUE: A Guarantee Period
                                    Value adjusted by the Market Value
                                    Adjustment formula prior to the end of a
                                    Guarantee Period.

                                    MARKET VALUE ADJUSTMENT: An adjustment of
                                    Guarantee Period Values in accordance with
                                    the Market Value Adjustment formula prior to
                                    the end of the Guarantee Period. The
                                    adjustment reflects the change in the value
                                    of the Guarantee Period Value due to changes
                                    in interest rates since the date the
                                    Guarantee Period commenced. The Market Value
                                    Adjustment formula is stated in the Contract
                                    Schedule.

                                    MORTALITY AND EXPENSE RISK CHARGE: A charge
                                    deducted in the calculation of the
                                    Accumulation Unit value and the Annuity Unit
                                    value. It is for our assumption of mortality
                                    risks and expense guarantees.

                                    NONQUALIFIED: This contract issued other
                                    than as a qualified plan.

                                    OWNER: See "You, Your, Yours" below.

                                    PURCHASE PAYMENTS: The dollar amount we
                                    receive in U.S. currency to buy the benefits
                                    this contract provides.

                                    QUALIFIED PLAN: A contract issued under a
                                    retirement plan which qualifies for
                                    favorable income tax treatment under Section
                                    401, 403, 408 or 457 of the Internal Revenue
                                    Code as amended.

                                    RECORDS MAINTENANCE CHARGE: A charge
                                    assessed against your contract as specified
                                    in the Contract Schedule.

                                    RECEIVED: Received by Kemper Investors Life
                                    Insurance Company at its home office in Long
                                    Grove, Illinois.

                                    SEPARATE ACCOUNT: A unit investment trust
                                    registered with the Securities and Exchange
                                    Commission under the Investment Act of 1940
                                    known as the KILICO Variable Annuity
                                    Separate Account.

                                    SEPARATE ACCOUNT CONTRACT VALUE: The sum of
                                    the Subaccount Values of this contract on
                                    Valuation Date.

                                    SUBACCOUNTS: The Separate Account has
                                    several Subaccounts. The availability
                                    initially are stated in the contract
                                    schedule.

                                    SUBACCOUNT VALUE: The value of each
                                    Subaccount calculated separately according
                                    to the formula stated in this contract.

                                    VALUATION DATE: Each business day that\
                                    applicable law requires that we value the
                                    assets of the Separate Account. Currently
                                    this is each day that the New York Stock
                                    Exchange is open for trading.

                                    VALUATION PERIOD: The period that starts at
                                    the close of a Valuation Date and ends at
                                    the close of the next succeeding Valuation
                                    Date.

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DEFINITIONS (CONTINUED)

                               VARIABLE ANNUITY: An annuity payment plan which
                               varies as to dollar amount because of Subaccount
                               investment experience.

                               WE, OUR, US: Kemper Investors Life Insurance
                               Company, Long Grove, Illinois.

                               YOU, YOUR, YOURS: The party(ies) named as Owner
                               in the application unless later changed as
                               provided in this contract. The Owner is the
                               Annuitant unless a different Owner is named in
                               the application. Under a nonqualified plan when
                               more than one person is named as Owner, the terms
                               "you," "your," "yours," means Joint Owners. The
                               Owner may be changed during the lifetime of the
                               Owner and the Annuitant. The Owner, prior to the
                               Annuity Date or any distribution of any death
                               benefit, has the exclusive right to exercise
                               every option and right conferred by this
                               contract.

GENERAL PROVISIONS

THE CONTRACT                   This contract, any attached endorsements and the
                               attached application constitute the entire
                               contract between the parties. All statements made
                               in the application are deemed representations and
                               not warranties. No statement will void this
                               contract or be used as a defense of a claim
                               unless it is contained in the application.

MODIFICATION OF CONTRACT       Only our president, secretary and assistant
                               secretaries have the power to approve a change or
                               waive any provisions of this contract. Any such
                               modifications must be in writing. No agent or
                               person other than the officers named has the
                               authority to change or waive the provisions of
                               this contract.

INCONTESTABILITY               We cannot contest this contract after it has been
                               in force for two years from the Issue Date.

CHANGE OF ANNUITY DATE         You may write to us prior to distribution of a
                               death benefit or the first annuity payment date
                               and request a change of the Annuity Date.

ASSIGNMENT                     No assignment of this contract is binding unless
                               we receive it in writing. We assume no
                               responsibility for the validity or sufficiency of
                               any assignment. Once filed, the rights of the
                               Owner, Annuitant and beneficiary are subject to
                               the assignment. Any claim is subject to proof of
                               interest of the assignee.

DUE PROOF OF DEATH             We must receive in written proof of death within
                               sixty days of the death within sixty days of the
                               death of the Owner or the Annuitant when a death
                               certificate, the written statement of a
                               physician, or any other proof satisfactory to us.

RESERVES, CONTRACT VALUES AND  All reserves are equal to or greater than those
DEATH BENEFITS                 required by statute. Any available Contract Value
                               and death benefit are not less than the minimum
                               benefits required by the statutes of the state in
                               which this contract is delivered.

NON-PARTICIPATING              This contract does not pay dividends. It will not
                               share in our surplus or earnings.

REPORTS                        At least once each Contract Year we will send you
                               a statement showing Purchase Payments received,
                               interest credited, investment experience; and
                               charges made since the last report, as well as
                               any other information required by statute.




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GENERAL PROVISIONS (CONTINUED)

PREMIUM TAXES                  We will make a deduction for state premium taxes
                               in certain situations. On any contract subject to
                               premium tax, as provided under applicable law,
                               the tax will be deducted from: a. the Purchase
                               Payments when we receive them; b. the Contract
                               Value upon total withdrawal; or c. from the total
                               Contract Value applied to an annuity option at
                               the time annuity payments start.

QUALIFIED PLANS                If this contract is issued under a qualified plan
                               additional provisions may apply. The rider or
                               amendment to this contract used to qualify it
                               under the applicable section of the Internal
                               Revenue Code will indicate the extent of change
                               in the provisions.


OWNERSHIP PROVISIONS


OWNER OF CONTRACT              The Annuitant is the original Owner unless
                               otherwise provided in the application.

                               Before the Annuity Date or any distribution of
                               death benefit, you have the right to cancel or
                               amend this contract if we agree. You may exercise
                               every option and right conferred by this contract
                               including the right of assignment. The Joint
                               Owners must agree to any change if more than
                               one owner is named.

CHANGE OF OWNERSHIP            You may change the Owner by written request at
                               any time while the Annuitant is alive. You must
                               furnish information sufficient to clearly
                               identify the new Owner to us. The change is
                               subject to any existing assignment of this
                               contract. When we record the effective date of
                               the change, it will be the date the notice was
                               signed except for action taken by us prior to
                               receiving the request. Any change is subject to
                               the payment of any proceeds. We may require you
                               to return this contract to us for endorsement of
                               a change.

BENEFICIARY DESIGNATION AND    The application for this contract shown the
CHANGE OF BENEFICIARY          original beneficiary. You may change the
                               beneficiary if you send us a written change
                               form. Changes are subject to the following:

                               1. The change must be filed while the Annuitant
                               is alive and prior to the annuity date;

                               2. This contract must be in force at the time you
                               file a change;

                               3. Such change must not be prohibited by the
                               terms of an existing assignment, beneficiary
                               designation or other restriction;

                               4. Such change will take effect when we
                               receive it;

                               5. After we receive the change, it will take
                               effect on the date the change form is signed.
                               However, action taken by us before the change
                               form was received will remain in effect; and

                               6. The request for change must provide
                               information sufficient to identify the new
                               beneficiary.

                               We may require you to return this contract for
                               endorsement of a change.




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OWNERSHIP PROVISIONS (CONTINUED)

DEATH OF BENEFICIARY           The interest of a beneficiary who dies before the
                               distribution of the death benefit will pass to
                               the other beneficiaries, if any, share and share
                               alike, unless otherwise provided in the
                               beneficiary designation. If no beneficiary
                               survives or is named, the distribution will be
                               made to your estate when you dies; or to the
                               estate of the annuitant upon the death of the
                               annuitant if you are not also the Annuitant, if a
                               beneficiary dies within ten days of the date of
                               your death, the death benefit will be paid as if
                               you had survived the beneficiary. If a
                               beneficiary dies within ten days of the death of
                               the Annuitant, and you are not the Annuitant, we
                               will pay the death benefit as if the Annuitant
                               survived the beneficiary. If you, the Annuitant,
                               and the beneficiary die simultaneously, we will
                               pay the death benefit as if you had survived the
                               Annuitant and the beneficiary.


PURCHASE PAYMENT PROVISIONS


INITIAL PURCHASE PAYMENT      The minimum initial Purchase Payment is $25,000.
PURCHASE PAYMENT LIMITATIONS  The minimum subsequent Purchase Payment is $500
                              for a nonqualified plan and $50 for a qualified
                              plan. We will accept a subsequent qualified plan
                              purchase payment of less than $50 when annual
                              contributions from a payroll deduction or salary
                              reduction plan equals or exceeds $600. The maximum
                              Purchase Payment that may be made during a
                              Contract Year without our approval is $500,000 for
                              a nonqualified plan; or the maximum permitted by
                              the Internal Revenue Code for a qualified plan. We
                              will not accept Purchase Payments more frequently
                              than once every other week.

                              Subsequent nonqualified Purchase Payments must
                              first be applied to the General Account or any
                              Subaccount whose value is less than $500. After
                              each initial account has been allocated at least
                              $500, Purchase Payments may be allocated to a new
                              account.

                              Subsequent qualified plan contributions from a
                              payroll deduction or salary reduction program of
                              $50 or more may be made to the General Account or
                              to an additional subaccount.

                              We will deduct any applicable state premium taxes
                              from the purchase payments we apply to the
                              contract.

                              We reserve the right to waive or modify these
                              limits.

PLACE OF PAYMENT              All Purchase Payments under this contract must be
                              paid to us at our home office or such other
                              location as we may select. We will notify you
                              and any other interested parties in writing of
                              such other locations. Purchase Payments received
                              by an agent will begin earning interest after we
                              receive it.


GENERAL ACCOUNT PROVISIONS


GENERAL ACCOUNT               The guaranteed benefits under this contract are
                              provided through the General Account.
GENERAL ACCOUNT CONTRACT
VALUE                         The General Account Contract Value includes
                              1. your Purchase Payments allocated to the General
                              Account; 2. amounts transferred from a Subaccount
                              to the General Account at your request; and 3. the
                              interest credited to amounts so allocated or
                              transferred. Transfers and withdrawals from the
                              General Account reduce the General Account
                              Contract Value.





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                                                                        Page 10
GENERAL ACCOUNT PROVISIONS (CONTINUED)

                              The initial General Account interest rate credited
                              to the initial Purchase Payment is in effect
                              through the end of the Guarantee Period and is
                              shown in the Contract Schedule. At the beginning
                              of each subsequent Guarantee Period shown in the
                              Contract Schedule, we will declare the General
                              Account interest rate applicable to the initial
                              Purchase Payment for each such subsequent
                              Guarantee Period. We will declare the General
                              Account interest rate with respect to each
                              subsequent Purchase Payment received. Any such
                              Purchase Payment we receive will be credited that
                              rate through the end of the Guarantee Period shown
                              in the Contract Schedule. At the beginning of each
                              subsequent Guarantee Period, we will declare the
                              General Account interest rate applicable to each
                              subsequent Purchase Payment for such Guarantee
                              Period.

                              We reserve the right to declare the General
                              Account current interest rates based upon: the
                              Issue Date; the date we receive a Purchase
                              Payment; or the date of account transfer.

                              We calculate the interest credited to the General
                              Account by compounding daily, at daily interest
                              rates, rates which would produce at the end of a
                              Contract Year a result identical to the one
                              produced by applying an annual interest rate.

                              The minimum guaranteed General Account interest
                              rate is 3.00% per year.


GUARANTEE PERIOD PROVISIONS


GUARANTEE PERIOD              We hold all amounts allocated to a Guarantee
                              Period in a non-unitized separate account. The
                              initial Guarantee Periods available under the
                              Contract are shown in the Contract Schedule.

GUARANTEE PERIOD VALUE        On any Valuation Date, the Guarantee Period
                              value includes:
                              1. your Purchase Payments or transfers allocated
                              to the Guarantee Period Value at the beginning of
                              its Guarantee Period; plus
                              2. interest credited; minus
                              3. withdrawals, previously assessed withdrawal
                              charges and transfers; minus
                              4. any applicable portion of the Records
                              Maintenance Charge and charges for other benefits;
                              adjusted for
                              5. any applicable Market Value Adjustment
                              previously made.

                              The Guarantee Periods initially elected and the
                              interest rates initially credited are shown in the
                              Contract Schedule. The initial interest rate
                              credited to subsequent Purchase Payments will be
                              declared at the time the payment is received. At
                              the end of a Guarantee Period, we will declare a
                              guaranteed interest rate applicable for the next
                              subsequent Guarantee Period of the same duration.

ACCUMULATED GUARANTEE PERIOD  On any Valuation Date, the Accumulated Guarantee
VALUE                         Period value is the sum of the Guarantee Period
                              Values. At any time during the Accumulation
                              Period, the Accumulated Guarantee Period Value may
                              be allocated to a maximum of forty Guarantee
                              Periods.

                              We calculate the interest credited to the
                              Guarantee Period Value by compounding daily, at
                              daily interest rates, rates which would produce
                              at the end of a Contract Year a result identical
                              to the one produced by applying an annual
                              interest rate.



<PAGE>   9
GUARANTEE PERIOD PROVISIONS (CONTINUED)

MARKET VALUE ADJUSTMENT       The Market Value Adjustment formula is stated in
                              the Contract Schedule. This formula is applicable
                              for both an upward or downward adjustment to a
                              Guarantee Period Value when, prior to the end of a
                              Guarantee Period, such value is:

                              1. taken as a total or partial withdrawal;
                              2. applied to purchase an annuity option; or
                              3. transferred to another Guarantee Period, the
                              Fixed Account, or a Subaccount.

                              However, a Market Value Adjustment will not be
                              applied to any Guarantee Period Value transaction
                              effected within 30 days after the end of the
                              applicable Guarantee Period.

VARIABLE ACCOUNT PROVISIONS

SEPARATE ACCOUNT              The variable benefits under this contract are
                              provided through the KILICO Variable Annuity
                              Separate Account. This is called the Separate
                              Account. The Separate Account is registered with
                              the Securities and Exchange Commission as a unit
                              investment trust under the Investment Company
                              Act of 1940. It is a separate investment account
                              maintained by us into which a portion of the
                              company's assets have been allocated for this
                              contract and may be allocated for certain other
                              contracts.

LIABILITIES OF SEPARATE       The assets equal to the reserves and other
ACCOUNT                       liabilities of the Separate Account will not be
                              charged with liabilities arising out of any other
                              business we may conduct. We will value the assets
                              of the Separate Account no each Valuation Date.

SEPARATE ACCOUNT CONTRACT     On any Valuation Date the Separate Account
VALUE                         Contract Value is the sum of its Subaccount
                              values.

SUBACCOUNTS                   The Separate Account consists of several
                              Subaccounts. The initial Subaccounts available
                              under this Contract are shown in the Contract
                              Schedule. We may, from time to time, combine or
                              remove Subaccounts in the Separate Account and
                              establish additional Subaccounts of the Separate
                              Account. In such event we may permit you to select
                              other Subaccounts under this contract. However,
                              the right to select any other Subaccount is
                              limited by the terms and conditions we may impose
                              on such transactions.

FUND                          Each Subaccount of the Separate Account will buy
                              shares of a separate series of a fund. Each fund
                              is registered under the Investment Company Act of
                              1940 as an open-end diversified management
                              investment company. Each series of a fund
                              represents a separate investment portfolio which
                              corresponds to one of the Subaccounts of the
                              Separate Account.

                              If we establish additional Subaccounts each new
                              Subaccount will invest in a new series of a fund
                              or in shares of another investment company. We may
                              also substitute other investment companies.

RIGHTS RESERVED BY THE        We reserve the right, subject to compliance with
COMPANY                       the current law or as it may be changed in the
                              future:

                              1. To operate the Separate Account in any form
                              permitted under the Investment Company Act of 1940
                              or in any other form permitted by law;




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                                                                        Page 12


VARIABLE ACCOUNT PROVISIONS (CONTINUED)

                             2. To take any action necessary to comply with or
                             obtain and continue any exemptions from the
                             Investment Company Act of 1940 or to comply with
                             any other applicable law;

                             3. To transfer any assets in any Subaccount to
                             another Subaccount or to one or more separate
                             accounts, or the General Account, or to add,
                             combine or remove Subaccounts in the Separate
                             Account;

                             4. To delete the shares of any of the portfolios
                             of a fund or any other open-end investment company
                             and to substitute, for the fund shares held in any
                             Subaccount, the shares of another portfolio of a
                             fund or the shares of another investment company
                             or any other investment permitted by law; and

                             5. To change the way we assess charges, but not to
                             increase the aggregate amount above that currently
                             charged to the Separate Account and the funds in
                             connection with the contracts.

                             When required by law, we will obtain your approval
                             of such changes and the approval of any regulatory
                             authority.

ACCUMULATION UNIT VALUE      Each Subaccount has an accumulation unit value.
                             When Purchase Payments or other amounts are
                             allocated to a Subaccount, a number of units are
                             purchased based on the accumulation unit value of
                             the Subaccount at the end of the Valuation Period
                             during which the allocation is made. When amounts
                             are transferred out of or deducted from a
                             Subaccount, units are redeemed in a similar manner.
                             The value of a Subaccount on any Valuation Date is
                             the number of units held in the Subaccount times
                             the Accumulation Unit Value on that Valuation Date.
                             The accumulation unit value for each subsequent
                             Valuation Period is the investment experience
                             factor for that period multiplied by the
                             accumulation unit value for the period immediately
                             preceding. Each Valuation Period has a single
                             accumulation unit value that is applied to each day
                             in the period. The number of Accumulation Units
                             will not change as a result of investment
                             experience.

INVESTMENT EXPERIENCE        Each Subaccount has its own investment experience
FACTOR                       factor. The investment experience of the Separate
                             Account is calculated by applying the investment
                             experience factor to the value in each Subaccount
                             during a Valuation Period.

                             The investment experience factor of a Subaccount
                             for a Valuation Period is determined by dividing
                             1. by 2. and subtracting 3. from the result, where:

                             1. is the net result of:

                             a. the net asset value per share of the investment
                             held in the Subaccount determined at the end of the
                             current Valuation Period; plus

                             b. the per share amount of any dividend or capital
                             gain distributions made by the investments held in
                             the Subaccount, if the "exdividend" date occurs
                             during the current Valuation Period; plus or minus

                             c. a charge or credit for taxes reserved for the
                             current Valuation Period which we determine
                             resulted from the investment operations of the
                             Subaccount;
-


<PAGE>   11
VARIABLE ACCOUNT PROVISIONS (CONTINUED)

                             2. is the net asset value per share of the
                             investment held in the Subaccount, determined at
                             the end of the last Valuation Period;

                             3. is the factor representing the sum of the
                             Separate Account charges stated in the Contract
                             Schedule for the number of days in the Valuation
                             Period.


TRANSFER AND WITHDRAWAL PROVISIONS


TRANSFERS DURING THE        You may direct the following transfers:
ACCUMULATION PERIOD
                            1. All or part of the Separate Account Contract
                            Value or a Guarantee Period Value may be
                            transferred to the General Account or to another
                            Subaccount. We will allow the first transfer
                            fifteen days after the Issue Date.

                            2. During the thirty days that follow a Contract
                            Year anniversary or the thirty day period that
                            follows the date you receive an annual report, if
                            later, all or part of the General Account Contract
                            Value, less debt, may be transferred to one or more
                            Subaccounts.

                            Transfers will also be subject to the
                            following conditions:

                            1. The minimum amount which may be transferred is
                            $500 or, if smaller, the remaining value in the
                            General Account or a Subaccount or Guarantee Period;

                            2. No partial transfer will be made if the remaining
                            Contract Value of the General Account or any
                            Subaccount or Guarantee period will be less than
                            $500 unless the transfer will eliminate your
                            interest in such account;

                            3. No transfer may be made within seven calendar
                            days of the date on which the first annuity payment
                            is due;

                            4. You may request an additional transfer from the
                            General Account to one or more Subaccounts during
                            the thirty day period before the date on which the
                            first annuity payment is due. Such transfer must
                            become effective no later than the seventh calendar
                            day before such due date;

                            5. When you request a transfer from the General
                            Account Contract Value to a Subaccount or Guarantee
                            Period, we will limit the amount that can be
                            transferred to the amount which exceeds debt, if
                            any, applicable to the total General Account
                            Contract Value for the Contract Year during which
                            the total transfer is made.

                            6. We reserve the right to charge $25 for each
                            transfer in excess of 12 in a Contract Year.

                            7. Transfers may not be made from any Subaccount or
                            Guarantee Period into the Fixed Account for the
                            six-month period following any transfer from the
                            Fixed Account into one or more of the Subaccounts.

                            Any transfer from a Guarantee Period is subject to a
                            Market Value Adjustment unless the transfer is
                            effective within thirty days after the end of the
                            applicable Guarantee Period.

                            We will transfer amounts bought by Purchase Payments
                            and all related accumulations received in a given
                            Contract Year, in the chronological order we
                            received them.

                            Any transfer request must clearly specify: 1. the
                            amount which is to be transferred; and 2. the names
                            of the accounts which are affected. We will only
                            honor a telephone transfer request if a properly
                            executed telephone transfer authorization is on file
                            with us. Such request for a transfer must comply
                            with the conditions of the authorization.


                                                                        Page 13
<PAGE>   12
                                                                        Page 14
TRANSFER AND WITHDRAWAL PROVISIONS (CONTINUED)

                             We reserve the right at any time and without
                             notice to any party, to terminate, suspend, or
                             modify these transfer rights.

WITHDRAWALS DURING THE       During the Accumulation Period, you may withdraw
ACCUMULATION PERIOD          all or part of the Contract Value reduced by any
                             withdrawal charge, applicable premium taxes, and
                             adjusted by any applicable Market Value
                             Adjustment. The Market Value Adjustment formula
                             will be applied to the applicable portion of the
                             total value withdrawn unless such withdrawal is
                             effective within thirty days after the end of the
                             applicable Guarantee Period. We must receive a
                             written request that indicates the amount of the
                             withdrawal from the Fixed Account and each
                             Subaccount and Guarantee Period. You must return
                             the Contract to us if you elect a total withdrawal.

                             Withdrawals are subject to these conditions:

                             1. Each withdrawal must be at least $100 or the
                             value that remains in the Fixed Account,
                             Subaccount, or Guarantee Period if smaller;

                             2. A minimum of $500 must remain in the account
                             after you make a withdrawal unless the account is
                             eliminated by such withdrawal;

                             3. The maximum you may withdraw from any account
                             is the value of the respective account less the
                             amount of any withdrawal charge;

                             4. Any withdrawal amount you request will be
                             increased by the withdrawal charge;

                             5. Partial withdrawals may not be taken from the
                             Fixed Account in the first Contract Year.

TRANSFER AND WITHDRAWAL      We will withdraw or transfer from the General
PROCEDURES                   Account or Guarantee Periods as of the Valuation
                             Date that follows the date we receive your written
                             or telephone transfer request. To process a
                             withdrawal, the request must contain all required
                             information.

                             We will redeem the necessary number of Accumulation
                             Units to achieve the dollar amount when the
                             withdrawal or transfer is made from a Subaccount.
                             We will reduce the number of Accumulation Units
                             credited in each Subaccount by the number of
                             Accumulation Units redeemed. The reduction in the
                             number of Accumulation Units is determined on the
                             basis of the Accumulation Unit Value at the end of
                             the Valuation Period when we receive the request,
                             provided the request contains all required
                             information. We will pay the amount within seven
                             calendar days after the date we receive the
                             request, except as provided below.

DEFERMENT OF WITHDRAWAL OR   If the withdrawal or transfer is to be made from a
TRANSFER                     Subaccount, we may suspend the right of withdrawal
                             or transfer or delay payment more than seven
                             calendar days: 1. during any period when the New
                             York Stock Exchange is closed other than customary
                             weekend and holiday closings; 2. when trading
                             markets normally utilized is restricted, or an
                             emergency exists as determination by the Securities
                             and Exchange Commission, so that disposal of
                             investments or determination of the Accumulation
                             Unit Value is not practical; or 3. for such other
                             periods as the Securities and Exchange Commission
                             by order may permit for protection of Owners.

                             We may defer the payment or a withdrawal or
                             transfer from the General Account or Guarantee
                             Periods, for the period permitted by law. This
                             can never be more than six months after you send
                             us a written request. During the period of
                             deferral, we will continue to credit interest, at
                             the then current interest rate(s), to the General
                             Account Contract Value and/or each Guarantee
                             Period Value.


<PAGE>   13

LOAN PROVISIONS

LOANS                              You may request a loan any time before the
                                   Annuity Date. You must assign this contract
                                   to us as security for a loan.

                                   The maximum loan available is the General
                                   Account Contract Value minus: 1. any
                                   withdrawal charge that applies to the total
                                   General Account Contract Value in the year in
                                   which you make the loan; and 2. interest on
                                   the loan paid to the end of the Contract Year
                                   in which you make the loan.

                                   We may defer granting a loan for six months
                                   from the date we receive the written loan
                                   request.

LOAN INTEREST                      The loan interest is 5.50% per year
                                   compounded daily at the daily equivalent of a
                                   5.50% annual rate. Interest is due at the end
                                   of each Contract Year. If you do not pay
                                   interest when it is due, we will add it to
                                   the loan and it will bear interest at the
                                   same rate as the loan. We will charge
                                   interest on a daily basis.

LOAN PAYMENT                       You may repay a debt in full or in part at
                                   any time prior to the Annuity Date.

                                   If the debt equals or exceeds the General
                                   Account Contract Value, less any withdrawal
                                   charge that applies to the total withdrawal
                                   of the General Account, your interest in the
                                   General Account will terminate. The
                                   termination occurs thirty-one days after we
                                   mail notice of termination to your last known
                                   address and that of any assignee of record.

                                   We will apply any repayment of debt: first to
                                   reduce that part of the debt that can be
                                   attributed to interest; and second to that
                                   part of the debt that can be attributed to
                                   Purchase Payments.

EFFECT OF LOANS ON INTEREST RATES  While there is a loan, the portion of the
                                   General Account Contract Value that equals
                                   the debt will earn interest at 3.00% per
                                   year, compounded daily at the daily
                                   equivalent of a 3.00% annual rate, instead of
                                   the current interest rate.

DEATH BENEFIT PROVISIONS


AMOUNT PAYABLE UPON DEATH          We compute the death benefit at the end of
                                   the Valuation Period following: our receipt
                                   of due proof of death; and the return of this
                                   contract.

                                   If death occurs prior to attaining age 75, we
                                   will pay the greater of: a. the Contract
                                   Value less debt; or b. the total amount of
                                   Purchase Payments, less any debt and the
                                   aggregate dollar amount of all previous
                                   withdrawals. We will pay the Contract Value
                                   less debt if death occurs at age 75 or later

PAYMENT OF DEATH BENEFITS          We will pay a death benefit before the
                                   Annuity Date if: the Owner who is also the
                                   Annuitant dies; or either the Annuitant or
                                   the Owner who is not the Annuitant dies.

                                   The death benefit will be paid upon the death
                                   of a Joint Owner. If Joint Annuitants are
                                   named and they are not the Owners of this
                                   contract, we will pay the death benefit upon
                                   the death of the surviving Joint Annuitant.
                                   We will pay the death benefit to the
                                   beneficiary when we receive due proof of
                                   death. We will then have no further
                                   obligation under this contract.

                                   When you die, we will pay the death benefit
                                   in a lump sum. This sum may be deferred for
                                   up to five years from the date of your death.




<PAGE>   14




DEATH BENEFIT PROVISIONS (CONTINUED)

                                   Instead of a lump sum payment the beneficiary
                                   may elect to have the death benefit
                                   distributed as stated in Option 1 for a
                                   period not to exceed the beneficiary's life
                                   expectancy; or Options 2, or 3 based upon the
                                   life expectancy of the beneficiary as
                                   prescribed by federal regulations. The
                                   beneficiary must make this choice within
                                   sixty days of the time we receive due proof
                                   of death and distribution must commence
                                   within one year of the date of death.

                                   If the beneficiary is not a natural person,
                                   the beneficiary must elect that the entire
                                   death benefit be distributed within five
                                   years of your death. Distribution of the
                                   death benefit must start within one year
                                   after your death. It may start later if
                                   prescribed by federal regulations.

                                   If the primary beneficiary is the surviving
                                   spouse when you die, the surviving spouse may
                                   elect to be the successor owner of this
                                   contract. There will be no requirement to
                                   start a distribution of death benefits.

ANNUITY PERIOD PROVISIONS

ELECTION OF ANNUITY OPTION         We must receive an election of an Annuity
                                   option in writing. You may make an election
                                   before the Annuity Date providing the
                                   Annuitant is alive. The Annuitant may make an
                                   election on the Annuity Date unless you have
                                   restricted the right to make such an
                                   election. The beneficiary may make an
                                   election when we pay the death benefit.

                                   An election will be revoked by: 1. a
                                   subsequent change of beneficiary; or 2. an
                                   assignment of this contract unless the
                                   assignment provides otherwise.

                                   Subject to the terms of the death benefit
                                   provision, the beneficiary may elect to have
                                   the death benefit remain with us under one of
                                   the Annuity options.

                                   If an Annuity option is not elected, an
                                   Annuity will be paid under Option 3 for a
                                   guaranteed period of ten years and for as
                                   long thereafter as the Annuitant is alive.

                                   If the total Contract Value is applied under
                                   one of the Annuity options, this contract
                                   must be surrendered to us.

                                   An option can not be changed after the first
                                   Annuity payment is made.

                                   If, on the seventh calendar day before the
                                   first Annuity payment due date, all the
                                   Contract Value is allocated to the General
                                   Account or Guarantee Periods, the Annuity
                                   will be paid as a fixed annuity. If all of
                                   the Contract Value on such date is allocated
                                   to the Separate Account, the Annuity will be
                                   paid as a variable Annuity. If the Contract
                                   Value on such date is allocated to both the
                                   General Account and a subaccount, then the
                                   Annuity will be paid as a combination of a
                                   fixed and a variable Annuity. A fixed and
                                   variable Annuity payment will reflect the
                                   investment performance of the subaccounts in
                                   accordance with the allocation of the
                                   Contract Values existing on such date.
                                   Allocations will not be changed thereafter,
                                   except as provided in the Transfers During
                                   the Annuity Period provision of this
                                   contract.

                                   Payments for all options are derived from the
                                   applicable tables. Current Annuity rates will
                                   be used if they produce greater payments than
                                   those quoted in the contract. The age in the
                                   tables is the age of the payee on the last
                                   birthday before the first payment is due.



<PAGE>   15
ANNUITY PERIOD PROVISIONS (CONTINUED)

                                   The option selected must result in a payment
                                   that is at least equal to our minimum
                                   payment, according to our rules, at the time
                                   the Annuity option is chosen. If at any time
                                   the payments are less than the minimum
                                   payment, we have the right to increase the
                                   period between payments to quarterly,
                                   semi-annual or annual so that the payment is
                                   at least equal to the minimum payment or to
                                   make payment in one lump sum.

OPTION 1

FIXED INSTALMENT ANNUITY           We will make monthly payments for a fixed
                                   number of instalments. Payments must be made
                                   for at least 5 years, but not more than 30
                                   years.

OPTION 2

LIFE ANNUITY                       We will make monthly payments while the payee
                                   is alive.

OPTION 3

LIFE ANNUITY WITH INSTALMENTS      We will make monthly payments for a
GUARANTEED                         guaranteed period and thereafter while the
                                   payee is alive. The guaranteed period must be
                                   selected at the time the Annuity option is
                                   chosen. The guaranteed periods available are
                                   5, 10, 15 and 20 years.


OPTION 4

JOINT AND SURVIVOR ANNUITY         We will pay the full monthly income while
                                   both payees are alive. Upon the death of
                                   either payee, we will continue to pay the
                                   surviving payee a percentage of the original
                                   monthly payment. The percentage payable to
                                   the surviving payee must be selected at the
                                   time the Annuity option is chosen. The
                                   percentages available are 50%, 66 2/3%, 75%,
                                   and 100%.


OTHER OPTIONS                      We may make other Annuity options available.
                                   Payments are also available on a quarterly,
                                   semi-annual or annual basis.

FIXED ANNUITY                      The General Account Contract Value on the
                                   first day preceding the date on which the
                                   first annuity payment is due, is first
                                   reduced by any debt and premium taxes that
                                   apply. The value that remains will be used to
                                   determine the fixed annuity monthly payment
                                   in accordance with the Annuity option
                                   selected.

VARIABLE ANNUITY                   The Separate Account Contract Value, at the
                                   end of the Valuation Period preceding the
                                   Valuation Period that includes the date on
                                   which the first Annuity payment is due, is
                                   first reduced by any annuitization charge,
                                   Records Maintenance Charge, charges for other
                                   benefits if any that may be added by a rider
                                   to this Contract and any premium taxes that
                                   apply. The value that remains is used to
                                   determine the first monthly Annuity payment.
                                   The first monthly Annuity payment is based
                                   upon the guaranteed annuity option shown in
                                   the Annuity Option Table. You may elect any
                                   option available.

                                   The dollar amount of subsequent payments may
                                   increase or decrease depending on the
                                   investment experience of each Subaccount. The
                                   number of Annuity Units per payment will
                                   remain fixed for each Subaccount unless a
                                   transfer is made. If a transfer is made, the
                                   number of Annuity Units per payment will
                                   change.

                                   The number of Annuity Units for each
                                   Subaccount is calculated by dividing a. by b.
                                   where:


<PAGE>   16
ANNUITY PERIOD PROVISIONS (CONTINUED)

                                   a. is the amount of the monthly payment that
                                   can be attributed to that Subaccount; and

                                   b. is the Annuity Unit Value for that
                                   Subaccount at the end of the Valuation
                                   Period. The Valuation Period includes the
                                   date on which the payment is made.

                                   Monthly Annuity payments, after the first
                                   payment, are calculated by summing up, for
                                   each Subaccount, the product of a. times b.
                                   where:

                                   a. is the number of Annuity Units per payment
                                   in each Subaccount; and

                                   b. is the Annuity Unit Value for that
                                   Subaccount at the end of the Valuation
                                   Period. The Valuation Period includes the
                                   date on which the payment is made.

                                   After the first payment, we guarantee that
                                   the dollar amount of each Annuity payment,
                                   will not be affected adversely by actual
                                   expenses or charges in mortality experience
                                   from the expense and mortality assumptions on
                                   which we based the first payment.

ANNUITY UNIT VALUE                 The value of an Annuity Unit, for each
                                   Subaccount, at the end of any subsequent
                                   Valuation Period is determined by multiplying
                                   the result of a. times b. by c. where:

                                   a. is the Annuity Unit Value for the
                                   immediately preceding Valuation Period; and

                                   b. is the net investment factor for the
                                   Valuation Period for which the Annuity Unit
                                   Value is being calculated; and

                                   c. is the interest factor of .99993235 per
                                   calendar day of such subsequent Valuation
                                   Period to offset the effect of the assumed
                                   rate of 2.50% per year used in the Annuity
                                   Option Table.

                                   The net investment factor for each Subaccount
                                   for any Valuation Period is determined by
                                   dividing a. by b. where:

                                   a. is the value of an Annuity Unit of the
                                   applicable Subaccount as of the end of the
                                   current Valuation Period plus or minus the
                                   per share charge or credit for taxes
                                   reserved; and

                                   b. is the value of an Annuity Unit of the
                                   applicable Subaccount as of the end of the
                                   immediately preceding Valuation Period, plus
                                   or minus the per share charge or credit for
                                   taxes reserved.


TRANSFERS DURING THE ANNUITY       During the Annuity Period, the payee(s) may
PERIOD                             not convert fixed Annuity payments to
                                   variable Annuity payments. However, during
                                   the Annuity Period, the payee(s), by sending
                                   us a written notice in a form satisfactory to
                                   us, may convert variable Annuity payments to
                                   fixed Annuity payments; or have variable
                                   Annuity payments reflect the investment
                                   experience of other Subaccounts. A transfer
                                   may be made subject to the following:

                                   1. Transfers from a Subaccount to the General
                                   Account can be effective only on an
                                   anniversary of the first Annuity payment
                                   date. We must receive notice of such transfer
                                   at least thirty days prior to the effective
                                   date of the transfer;



<PAGE>   17




ANNUITY PERIOD PROVISIONS (CONTINUED)

                                   2. Transfers from one Subaccount to another
                                   Subaccount will be effective during the
                                   Valuation Period next succeeding the date the
                                   notice is Received by us. However, if the
                                   notice for the transfer is received within
                                   seven days immediately preceding an Annuity
                                   payment date, the transfer will be effective
                                   during the Valuation Period next succeeding
                                   that Annuity payment date. No transfer to a
                                   Subaccount may be made during the first year
                                   of the Annuity period. In subsequent years
                                   all transfers between Subaccounts will be
                                   made on the same day in a given year and are
                                   limited to one transfer each year;

                                   3. A payee may not have more than three
                                   Subaccounts after any transfer; and

                                   4. The payee's entire interest in a
                                   Subaccount must be transferred.

                                   The number of Annuity Units per payment
                                   attributable to a Subaccount to which
                                   transfer is made is equal to, in the case of
                                   a transfer between Subaccounts, the number of
                                   Annuity Units per payment in the Subaccount
                                   from which transfer is being made multiplied
                                   by the Annuity Unit Value for that
                                   Subaccount, such amount being divided by the
                                   Annuity Unit Value for the Subaccount to
                                   which transfer is being made.

                                   The amount of money allocated to the General
                                   Account in the event of a transfer from a
                                   Subaccount equals the annuity reserve for the
                                   payee's interest in such subaccount. The
                                   annuity reserve is the product of a.
                                   multiplied by b. multiplied by c. where: a.
                                   is the number of Annuity Units representing
                                   the payee's interest in such Subaccount per
                                   Annuity payment; b. is the Annuity Unit Value
                                   for such Subaccount; and c. is the present
                                   value of $1.00 per payment period using the
                                   attained age(s) of the payee(s) and any
                                   remaining guaranteed payments that may be due
                                   at the time of the transfer. The guaranteed
                                   monthly payments are based on an interest
                                   rate of 2.50% per year and, where mortality
                                   is involved, the "1983 Table a" individual
                                   annuity mortality table developed by the
                                   Society of Actuaries with a five year set
                                   back. Money allocated to the General Account
                                   upon such transfer will be applied under the
                                   same Annuity option as originally elected.
                                   Any guaranteed period payments will be
                                   adjusted to reflect the number of guaranteed
                                   payments have already been made. If all
                                   guaranteed payments have already been made,
                                   no further payments will be guaranteed.

                                   All amounts and Annuity Unit Values are
                                   determined as of the end of the Valuation
                                   Period which precedes the effective date of
                                   the transfer.

                                   We reserve the right at any time and without
                                   notice to any party to terminate, suspend or
                                   modify the transfer privileges.

SUPPLEMENTARY AGREEMENT            A supplementary agreement will be issued to
                                   reflect payments that will be made under a
                                   settlement option. If payment is made as a
                                   death benefit distribution, the effective
                                   date will be the date of death. Otherwise the
                                   effective date will be the date chosen by the
                                   Owner.

DATE OF FIRST PAYMENT              Interest, under an option, will start to
                                   accrue on the effective date of the
                                   supplementary agreement. If the normal
                                   effective date is the 29th, 30th, or 31st of
                                   the month, the effective date will be the
                                   28th day of that month.

EVIDENCE OF AGE, SEX AND           We may require satisfactory evidence of the
SURVIVAL                           age, sex and the continued survival of any
                                   person on whose life the income is based.




<PAGE>   18
ANNUITY PERIOD PROVISIONS (CONTINUED)

MISSTATEMENT OF AGE OR SEX         If the age or sex of the payee has been
                                   misstated, the amount payable under this
                                   contract will be such as the Purchase
                                   Payments sent to us would have purchased at
                                   the correct age or sex. Interest not to
                                   exceed 6% compounded each year will be
                                   charged to any over payment or credited to
                                   any underpayment against future payments we
                                   may make under this contract.

BASIS OF ANNUITY OPTIONS           The guaranteed monthly payments are based on
                                   an interest rate of 2.50% per year and, where
                                   mortality is involved, the "1983 Table a"
                                   individual annuity mortality table developed
                                   by the Society of Actuaries, with a five year
                                   set back.

DISBURSEMENT OF FUNDS UPON         When the payee dies, the value of any unpaid
DEATH OF PAYEE: UNDER              installments will be paid, in one sum, to the
OPTIONS 1 OR 3                     estate of the payee unless otherwise provided
                                   in the supplementary agreement. The commuted
                                   value based upon a minimum interest rate of
                                   not less than 2.50% will be paid. The
                                   commuted value of any variable installments
                                   will be determined by applying the Annuity
                                   Unit Value next determined by applying the
                                   Annuity Unit Value next determined following
                                   our receipt of due proof of death.

PROTECTION OF BENEFITS             Unless otherwise provided in the
                                   supplementary agreement, the payee may not
                                   commute, anticipate, assign, alienate or
                                   otherwise hinder the receipt of any payment.

CREDITORS                          The proceeds of this contract and any payment
                                   under an annuity option will be exempt from
                                   the claim of creditors and from legal process
                                   to the extent permitted by law.



<PAGE>   19



FIXED AND VARIABLE DEFERRED ANNUITY

NON-PARTICIPATING

ALL BENEFITS, PAYMENTS AND VALUES PROVIDED BY THIS CONTRACT, WHEN BASED UPON THE
INVESTMENT EXPERIENCE OF THE SUBACCOUNTS, ARE VARIABLE AND ARE NOT GUARANTEED AS
TO DOLLAR AMOUNT. REFER TO THE VARIABLE ACCOUNT AND ANNUITY PERIOD PROVISIONS
FOR A DETERMINATION OF ANY VARIABLE BENEFITS.

This is a legal contract between the Owner and Kemper Investors Life Insurance
Company.

READ YOUR CONTRACT CAREFULLY

KEMPER INVESTORS LIFE INSURANCE COMPANY
A Stock Life Insurance Company
1 Kemper Drive, Long Grove, Illinois 60049-0001