SUPPLEMENT DATED OCTOBER 1, 1997 TO
                           PROSPECTUS DATED MAY 1, 1997 FOR

               MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE POLICIES
                                      ISSUED BY

                          NATIONWIDE LIFE INSURANCE COMPANY

                                     THROUGH ITS

                          NATIONWIDE VLI SEPARATE ACCOUNT-2

This Supplement updates certain information contained in your Prospectus. 
Please read it and keep it with your Prospectus for future reference.

1.  Effective November 1, 1997, the "UNDERLYING MUTUAL FUND ANNUAL EXPENSES"
    provision of the Prospectus is amended by changing the Management Fees and
    Other Expenses of the following Nationwide Separate Account Trust
    underlying Mutual Fund options:




- ---------------------------------------------------------------------------------------------------
                                                        Management   Other Expenses  Total Mutual
                                                           Fees                      Fund Expenses
- ---------------------------------------------------------------------------------------------------
                                                                            
Nationwide Separate Account Trust - Capital                0.65%          0.03%          0.68%
Appreciation Fund
- ---------------------------------------------------------------------------------------------------
Nationwide Separate Account Trust - Total Return           0.65%          0.02%          0.67%
Fund
- ---------------------------------------------------------------------------------------------------
Nationwide Separate Account Trust - Government             0.55%          0.02%          0.57%
Bond Fund
- ---------------------------------------------------------------------------------------------------
Nationwide Separate Account Trust - Money Market           0.45%          0.02%          0.47%
Fund
- ---------------------------------------------------------------------------------------------------



2.  The "DOLLAR COST AVERAGING" provision of the prospectus is amended
    effective November 3, 1997 by replacing the first paragraph of such
    provision with the following:

    DOLLAR COST AVERAGING - If the Cash Value is $15,000 or more, the
    Policy Owner may direct the Company to automatically transfer a specific
    amount from the Nationwide Separate Account Trust (NSAT) Government Bond
    Fund, NSAT Money Market Fund, the Neuberger & Berman Advisers Management
    Trust (AMT) Limited Maturity Bond Portfolio or the Fixed Account to any
    other Sub-Account within the Variable Account on a monthly basis or as
    frequently as otherwise authorized by the Company.  This service is
    intended to allow the Policy Owner to utilize dollar cost averaging, a
    long-term investment program which provides for regular, level investments
    over time.  The Company makes no guarantees that dollar cost averaging will
    result in a profit or protect against loss in a declining market.  The
    minimum monthly dollar cost averaging transfer is $100.  In addition,
    dollar cost averaging monthly transfers from the Fixed Account must be
    equal to 1/30th of the Fixed Account value when the dollar cost averaging
    program is requested.  Transfers out of the Fixed Account, other than for
    dollar cost averaging, may be subject to certain additional restrictions
    (see "Transfers").  A written election of this service, on a form provided
    by the Company, must be completed by the Policy Owner in order to begin
    transfers.  Once elected, transfers from the NSAT Government Bond Fund,
    NSAT Money Market Fund, Neuberger & Berman AMT Limited Maturity Bond
    Portfolio or the Fixed Account will be processed monthly or on another
    approved frequency until either the value in such funds is exhausted or the
    Policy Owner instructs the Company in writing to cancel the transfers.

3.  Effective July 11, 1997, the Van Kampen American Capital Life Investment
    Trust - Real Estate Securities Portfolio (formerly, "Van Kampen American
    Capital Life Investment Trust - Real Estate Securities Fund") changed its
    name to the following:

                 VAN KAMPEN AMERICAN CAPITAL LIFE INVESTMENT TRUST - 
                   MORGAN STANLEY REAL ESTATE SECURITIES PORTFOLIO

    Accordingly, any and all references in the Prospectus are amended to
    reflect this name change.

3.  The portfolio manager for the Warburg Pincus Trust is changing from
    Warburg, Pincus Counsellors, Inc. to Warburg Pincus Asset Management, Inc.
    effective October 15, 1997.  Accordingly, any and all references in the
    Prospectus are amended to reflect this change.