-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AhEiVB10DFbacEWCfj/DSOKUmwmHAmyHHj6yftrZGpbT0mCaiOdx92cMiqngHgNX fS+7E9NVTyY8wo+UibjPJA== 0000950130-98-004825.txt : 19981001 0000950130-98-004825.hdr.sgml : 19981001 ACCESSION NUMBER: 0000950130-98-004825 CONFORMED SUBMISSION TYPE: S-6 PUBLIC DOCUMENT COUNT: 11 FILED AS OF DATE: 19980930 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: PRUDENTIAL VARIABLE APPRECIABLE ACCOUNT CENTRAL INDEX KEY: 0000828972 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 221121670 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-6 SEC ACT: SEC FILE NUMBER: 333-64957 FILM NUMBER: 98718665 BUSINESS ADDRESS: STREET 1: PRUDENTIAL INSURANCE CO OF AMERICA STREET 2: 213 WASHINGTON STREET CITY: NEWARK STATE: NJ ZIP: 07102 BUSINESS PHONE: 2018026000 MAIL ADDRESS: STREET 1: PRUDENTIAL INSURANCE CO OF AMERICA STREET 2: 751 BROAD STREET CITY: NEWARK STATE: NJ ZIP: 07102 FORMER COMPANY: FORMER CONFORMED NAME: PRUDENTIAL VARIABLE LIFE INSURANCE ACCOUNT DATE OF NAME CHANGE: 19880606 S-6 1 PRUDENTIAL VARIABLE APPRECIABLE ACCOUNT AS FILED WITH THE SEC ON SEPTEMBER 30, 1998. REGISTRATION NO.______ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------------- FORM S-6 FOR REGISTRATION UNDER THE SECURITIES ACT OF 1933 OF SECURITIES OF UNIT INVESTMENT TRUSTS REGISTERED ON FORM N-8B-2 ---------------------- PRUDENTIAL VARIABLE APPRECIABLE ACCOUNT (Exact Name of Trust) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA (Name of Depositor) 751 BROAD STREET NEWARK, NEW JERSEY 07102-3777 (800) 437-4016 (Address and telephone number of principal executive offices) ---------------------- THOMAS C. CASTANO ASSISTANT SECRETARY THE PRUDENTIAL INSURANCE COMPANY OF AMERICA 751 BROAD STREET NEWARK, NEW JERSEY 07102-3777 (Name and address of agent for service) Copy to: JEFFREY C. MARTIN SHEA & GARDNER 1800 MASSACHUSETTS AVENUE, N.W. WASHINGTON, D.C. 20036 ---------------------- Variable Universal Life Insurance Contracts--Pursuant to Rule 24f-2 under the Investment Company Act of 1940, the Registrant elects to register an indefinite amount of securities. The filing fee is $500. (Title and amount of securities being registered; proposed maximum aggregate offering price; amount of filing fee). Approximate date of proposed public offering: As soon as practicable after the effective date of this Registration Statement. The Registrant hereby amends this Registration Statement on such date as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the Registration Statement shall become effective on such date as the Commission, action pursuant to said Section 8(a), may determine. This filing is being made pursuant to Rules 6c-3 and 6e-3(T) under the Investment Company Act of 1940. Registrant elects to be governed by Rules 6e-3(T)(b)(13)(i)(A) under the Investment Company Act of 1940 with respect to the Contract described in this Registration Statement. CROSS REFERENCE SHEET (AS REQUIRED BY FORM N-8B-2) N-8B-2 ITEM NUMBER LOCATION ------------------ -------- 1. Cover Page 2. Cover Page 3. Not Applicable 4. Sale of the Contract and Sales Commissions 5. The Prudential Variable Appreciable Account 6. The Prudential Variable Appreciable Account 7. Not Applicable 8. Not Applicable 9. Litigation 10. Introduction and Summary; Short-Term Cancellation Right, or "Free Look"; Type of Death Benefit; Changing the Type of Death Benefit; Premiums; Contract Date; Allocation of Premiums; Transfers; Dollar Cost Averaging, Auto-Rebalancing; Charges and Expenses; How a Contract's Cash Surrender Value Will Vary; How a Type A (Fixed) Contract's Death Benefit Will Vary; How a Type B (Variable) Contract's Death Benefit Will Vary; Surrender of a Contract; Withdrawals; Increases in Basic Insurance Amount; Decreases in Basic Insurance Amount; Lapse and Reinstatement; When Proceeds are Paid; Riders; Other General Contract Provisions; Voting Rights; Substitution of Fund Shares 11. Introduction and Summary; The Prudential Variable Appreciable Account 12. Cover Page; Introduction and Summary; The Funds; Sale of the Contract and Sales Commissions 13. Introduction and Summary; The Funds; Charges and Expenses; Sale of the Contract and Sales Commissions 14. Introduction and Summary; Requirements for Issuance of a Contract 15. Introduction and Summary; Allocation of Premiums; Transfers; Dollar Cost Averaging, Auto-Rebalancing; The Fixed- Rate Option 16. Introduction and Summary; Detailed Information for Prospective Contract Owners 17. When Proceeds are Paid N-8B-2 ITEM NUMBER LOCATION ------------------ -------- 18. The Prudential Variable Appreciable Account 19. Reports to Contract Owners 20. Not Applicable 21. Contract Loans 22. Not Applicable 23. Not Applicable 24. Other General Contract Provisions 25. The Prudential Variable Appreciable Account 26. Introduction and Summary; The Funds; Charges and Expenses 27. The Prudential Insurance Company of America; The Funds 28. The Prudential Insurance Company of America; Directors and Officers 29. The Prudential Insurance Company of America 30. Not Applicable 31. Not Applicable 32. Not Applicable 33. Not Applicable 34. Not Applicable 35. The Prudential Insurance Company of America 36. Not Applicable 37. Not Applicable 38. Sale of the Contract and Sales Commissions 39. Sale of the Contract and Sales Commissions 40. Not Applicable 41. Sale of the Contract and Sales Commissions 42. Not Applicable 43. Not Applicable N-8B-2 ITEM NUMBER LOCATION ------------------ -------- 44. Introduction and Summary; The Funds; How a Contract's Cash Surrender Value Will Vary; How a Type A (Fixed) Contract's Death Benefit Will Vary; How a Type B (Variable) Contract's Death Benefit Will Vary 45. Not Applicable 46. Introduction and Summary; The Prudential Variable Appreciable Account; The Funds 47. The Prudential Variable Appreciable Account; The Funds 48. Not Applicable 49. Not Applicable 50. Not Applicable 51. Not Applicable 52. Substitution of Fund Shares 53. Tax Treatment of Contract Benefits 54. Not Applicable 55. Not Applicable 56. Not Applicable 57. Not Applicable 58. Not Applicable 59. Financial Statements; Financial Statements of the Prudential Variable Appreciable Account; Consolidated Financial Statements of The Prudential Insurance Company of America and Subsidiaries Variable Universal Life Insurance PROSPECTUS The Prudential Variable Appreciable Account November 9, 1998 [LOGO] PRUDENTIAL PROSPECTUS NOVEMBER 9, 1998 THE PRUDENTIAL VARIABLE APPRECIABLE ACCOUNT VARIABLE UNIVERSAL LIFE This prospectus describes a flexible premium variable universal life insurance contract (the "Contract") offered by The Prudential Insurance Company of America ("Prudential"). The Contract provides life insurance coverage with flexible premium payments and a variety of investment options. You must pay an initial premium, after which you can pay premium amounts as desired, as long as sufficient money is in the Contract Fund to cover all charges. Your Contract may lapse without value if your Contract Fund has insufficient value. You may select either of two death benefit types, a fixed death benefit or a variable death benefit. The variable death benefit will vary with the performance of the investment options you select. For each type, there are generally two death benefit guarantees, each of which can be secured by a certain level of premium payments. You may choose to invest your Contract's premiums and their earnings in the following ways: . Invest in one or more of 15 available subaccounts of The Prudential Variable Appreciable Account, each of which invests in a corresponding portfolio of the Funds indicated below: THE PRUDENTIAL SERIES FUND, INC. (THE "SERIES FUND") Money Market High Yield Bond Equity Diversified Bond Stock Index Prudential Jennison Conservative Balanced Equity Income Global Flexible Managed AIM VARIABLE INSURANCE FUNDS, INC. AMERICAN CENTURY VARIABLE PORTFOLIOS, INC. AIM V.I. Value Fund American Century VP Value Fund JANUS ASPEN SERIES MFS(R) VARIABLE INSURANCE TRUST/SM/ Growth Portfolio Emerging Growth Series T. ROWE PRICE INTERNATIONAL SERIES, INC. International Stock Portfolio . Invest in the fixed-rate option, which pays a guaranteed interest rate. Prudential will credit interest daily on any portion of the premium payment that you have allocated to the fixed-rate option at rates periodically declared by Prudential, in its sole discretion. Any such interest rate will never be less than an effective annual rate of 4%. This prospectus describes the Contract generally and The Prudential Variable Appreciable Account. The attached prospectuses for the Funds and their related statements of additional information describe the investment objectives and the risks of investing in the portfolios. Prudential may add additional investment options in the future. Please read this prospectus and keep it for future reference. NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR DETERMINED IF THIS PROSPECTUS IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. THE PRUDENTIAL INSURANCE COMPANY OF AMERICA 751 Broad Street Newark, New Jersey 07102-3777 Telephone: (800) 437-4016 PROSPECTUS CONTENTS
PAGE DEFINITIONS OF SPECIAL TERMS USED IN THIS PROSPECTUS.......................................................................... 1 INTRODUCTION AND SUMMARY...................................................................................................... 2 Brief Description of the Contract............................................................................................ 2 Charges...................................................................................................................... 2 Types of Death Benefit....................................................................................................... 4 Premium Payments............................................................................................................. 5 Refund....................................................................................................................... 5 GENERAL INFORMATION ABOUT THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, THE PRUDENTIAL VARIABLE APPRECIABLE ACCOUNT, AND THE VARIABLE INVESTMENT OPTIONS AVAILABLE UNDER THE CONTRACT................................................................................................. 6 The Prudential Insurance Company of America.................................................................................. 6 The Prudential Variable Appreciable Account.................................................................................. 6 The Funds.................................................................................................................... 7 The Fixed-Rate Option........................................................................................................ 9 Which Investment Option Should Be Selected?.................................................................................. 9 DETAILED INFORMATION FOR PROSPECTIVE CONTRACT OWNERS.......................................................................... 10 Requirements For Issuance of a Contract...................................................................................... 10 Short-term Cancellation Right or "Free Look".................................................................................. 10 Type of Death Benefit........................................................................................................ 10 Changing the Type of Death Benefit........................................................................................... 11 Premiums..................................................................................................................... 11 Death Benefit Guarantee...................................................................................................... 12 Contract Date................................................................................................................ 13 Allocation of Premiums....................................................................................................... 14 Transfers.................................................................................................................... 14 Dollar Cost Averaging........................................................................................................ 15 Auto-rebalancing............................................................................................................. 15 Charges and Expenses......................................................................................................... 15 How a Contract's Cash Surrender Value Will Vary.............................................................................. 18 How a Type A (Fixed) Contract's Death Benefit Will Vary...................................................................... 19 How a Type B (Variable) Contract's Death Benefit Will Vary................................................................... 20 Surrender of a Contract...................................................................................................... 21 Withdrawals.................................................................................................................. 21 Increases in Basic Insurance Amount.......................................................................................... 21 Decreases In Basic Insurance Amount.......................................................................................... 22 When Proceeds Are Paid....................................................................................................... 22 Living Needs Benefit......................................................................................................... 23 Illustrations of Cash Surrender Values, Death Benefits, and Accumulated Premiums............................................. 23 Contract Loans............................................................................................................... 25 Sale of the Contract and Sales Commissions................................................................................... 26 Tax Treatment of Contract Benefits........................................................................................... 26 Withholding.................................................................................................................. 27 Lapse and Reinstatement...................................................................................................... 28 Legal Considerations Relating to Sex-distinct Premiums and Benefits.......................................................... 28 Other General Contract Provisions............................................................................................ 29 Riders....................................................................................................................... 29 Participation in Divisible Surplus........................................................................................... 29 Voting Rights................................................................................................................ 30 Substitution of Fund Shares.................................................................................................. 30 Reports to Contract Owners................................................................................................... 30 State Regulation............................................................................................................. 31 Experts...................................................................................................................... 31 Litigation................................................................................................................... 31 Year 2000 Compliance......................................................................................................... 32 Additional Information....................................................................................................... 33 Financial Statements......................................................................................................... 33
DIRECTORS AND OFFICERS OF PRUDENTIAL.......................................................................................... 33 FINANCIAL STATEMENTS OF THE PRUDENTIAL VARIABLE APPRECIABLE ACCOUNT ........................................................... A1 CONSOLIDATED FINANCIAL STATEMENTS OF THE PRUDENTIAL INSURANCE COMPANY OF AMERICA AND SUBSIDIARIES ......................................................................................... B1
DEFINITIONS OF SPECIAL TERMS USED IN THIS PROSPECTUS ACCUMULATED NET PAYMENTS--The actual premium payments you make, accumulated at an effective annual rate of 4%, less any withdrawals you make, accumulated at an effective annual rate of 4%. ATTAINED AGE--The insured's age on the Contract date plus the number of years since then. BASIC INSURANCE AMOUNT--The amount of life insurance as shown in the Contract. CASH SURRENDER VALUE--The amount payable to the Contract owner upon surrender of the Contract. It is equal to the Contract Fund minus any Contract debt and, during the first 10 Contract years, minus the applicable surrender charge. CONTRACT--The variable universal life insurance contract described in this prospectus. CONTRACT ANNIVERSARY--The same date as the Contract date in each later year. CONTRACT DATE--The date the Contract is effective, as specified in the Contract. CONTRACT DEBT--The principal amount of all outstanding loans plus any interest we have charged that is not yet due and that we have not yet added to the loan. CONTRACT FUND--The total amount credited to a specific Contract. On any date it is equal to the sum of the amounts in all the subaccounts, the amount invested under the fixed-rate option, and the principal amount of any Contract debt. CONTRACT OWNER--Unless a different owner is named in the application, the owner of the Contract is the insured. CONTRACT YEAR--A year that starts on the Contract date or on a Contract anniversary. For any portion of a Contract representing an increase (see page 21), "Contract year" is a year that starts on the effective date of the increase. DEATH BENEFIT--The amount we will pay upon the death of the insured before reduction of any Contract debt and amounts needed to pay charges through the date of death. FACE AMOUNT--The same as the "basic insurance amount." FIXED-RATE OPTION--An investment option under which interest is accrued daily at a rate that Prudential declares periodically, but not less than an effective annual rate of 4%. FUNDS--Mutual funds with separate portfolios. One or more of the available Fund portfolios may be chosen as an underlying investment for the Contract. LIFETIME DEATH BENEFIT GUARANTEE PERIOD--The lifetime of the Contract, during which time the Lifetime Death Benefit Guarantee is available if sufficient premiums are paid. See DEATH BENEFIT GUARANTEE, page 12. LIMITED DEATH BENEFIT GUARANTEE PERIOD--A period which is determined on a case- by-case basis, during which time the Limited Death Benefit Guarantee is available if sufficient premiums are paid. See DEATH BENEFIT GUARANTEE, page 12. MONTHLY DATE--The Contract date and the same date in each subsequent month. SUBACCOUNT--An investment division of the Account, the assets of which are invested in the shares of the corresponding portfolio of the Funds. THE PRUDENTIAL INSURANCE COMPANY OF AMERICA--Us, we, Prudential. The company offering the Contract. THE PRUDENTIAL VARIABLE APPRECIABLE ACCOUNT (THE "ACCOUNT")--A separate account of Prudential registered as a unit investment trust under the Investment Company Act of 1940. VALUATION PERIOD--The period of time from one determination of the value of the amount invested in a subaccount to the next. Such determinations are made when the net asset values of the portfolios of the Funds are calculated, which is generally at 4:15 p.m. Eastern time on each day during which the New York Stock Exchange is open. VARIABLE INVESTMENT OPTIONS--The subaccounts. WE--The Prudential Insurance Company of America. YOU--The owner of the Contract. 1 INTRODUCTION AND SUMMARY THIS SUMMARY PROVIDES A BRIEF OVERVIEW OF THE MORE SIGNIFICANT ASPECTS OF THE CONTRACT. WE PROVIDE FURTHER DETAIL IN THE SUBSEQUENT SECTIONS OF THIS PROSPECTUS AND IN THE CONTRACT. THE CONTRACT, INCLUDING THE APPLICATION ATTACHED TO IT, CONSTITUTES THE ENTIRE AGREEMENT BETWEEN YOU AND PRUDENTIAL AND YOU SHOULD RETAIN THESE DOCUMENTS. As you read this prospectus you should keep in mind that this is a life insurance contract. VARIABLE LIFE INSURANCE has significant investment aspects and requires you to make investment decisions and therefore it is also a "security." Securities that are offered to the public must be registered with the Securities and Exchange Commission. The prospectus that is a part of the registration statement must be given to all prospective purchasers. A substantial part of the premium pays for life insurance that will pay a benefit to the beneficiary, in the event of the insured's death. This death benefit generally far exceeds your total premium payments. Therefore, you should not buy this Contract unless the major reason for the purchase is to provide life insurance protection. BRIEF DESCRIPTION OF THE CONTRACT The Contract is a form of variable universal life insurance. It is based on a Contract Fund, the value of which changes every business day. The chart below describes how the value of your Contract Fund changes. You may invest premiums in one or more of the 15 available subaccounts or in the fixed-rate option. Your Contract Fund value changes every day depending upon the change in the value of the particular investment options that you have selected. Although the value of your Contract Fund will increase if there is favorable investment performance in the subaccounts you select, there is a risk that investment performance will be unfavorable and that the value of your Contract Fund will decrease. The risk will be different, depending upon which investment options you choose. See WHICH INVESTMENT OPTION SHOULD BE SELECTED?, page 9. If you select the fixed-rate option, Prudential credits your account with a declared rate or rates of interest but you assume the risk that the rate may change, although it will never be lower than an effective annual rate of 4%. CHARGES The following chart outlines the components of your Contract Fund and the adjustments which may be made including the maximum charges which may be deducted from each premium payment and from the amounts held in the designated investment options. These charges are largely designed to cover insurance costs and risks as well as sales and administrative expenses. The maximum charges shown in the chart, as well as the current lower charges, are fully described under CHARGES AND EXPENSES, page 15. 2 --------------------- | PREMIUM PAYMENT | --------------------- | --------------------------------------------- . less a charge of up to 7.5% of the premiums. . less a charge for sales expenses of up to 4% of the premiums paid. --------------------------------------------- | -------------------------------------------------------------- INVESTED PREMIUM AMOUNT To be invested in one or a combination of: . 15 investment portfolios of the Funds . The fixed-rate option -------------------------------------------------------------- | -------------------------------------------------------------- CONTRACT FUND On the Contract Date, the Contract Fund is equal to the invested premium amount minus any of the charges described below which may be due on that date. Thereafter, the value of the Contract Fund changes daily. -------------------------------------------------------------- | -------------------------------------------------------------- PRUDENTIAL ADJUSTS THE CONTRACT FUND FOR: . Addition of any new invested premium amounts. . Addition of any increase due to investment results of the chosen variable investment options. . Addition of guaranteed interest at an effective annual rate of 4% (plus any excess interest if applicable) on the portion of the Contract Fund allocated to the fixed-rate option. . Addition of guaranteed interest at an effective annual rate of 4% on the amount of any Contract loan. (Separately, interest charged on the loan accrues at an effective annual rate of 4.5% or 5%. See CONTRACT LOANS, page 25.) . Subtraction of any decrease due to investment results of the chosen variable investment options. . Subtraction of any amount withdrawn. . Subtraction of the charges listed below, as applicable. -------------------------------------------------------------- | -------------------------------------------------------------- DAILY CHARGES . Management fees and expenses are deducted from the Fund assets. . We deduct a daily mortality and expense risk charge, equivalent to an annual rate of up to 0.9%, from the variable investment options assets. -------------------------------------------------------------- 3 ----------------------------------------------------------------------- MONTHLY CHARGES . We reduce the Contract Fund by a monthly administrative charge of up to $10 plus $0.07 per $1,000 of the basic insurance amount; after the first Contract year, the $0.07 per $1,000 portion of the charge is reduced to $0.01 per $1,000 of the basic insurance amount. . We deduct a cost of insurance ("COI") charge. . We reduce the Contract Fund by a Death Benefit Guarantee risk charge of $0.01 per $1,000 of the basic insurance amount. . If the Contract includes riders, we deduct rider charges from the Contract Fund. . If the rating class of an insured results in an extra charge, we will deduct that charge from the Contract Fund. ----------------------------------------------------------------------- ----------------------------------------------------------------------- POSSIBLE ADDITIONAL CHARGES . During the first 10 Contract years, we will assess a contingent deferred sales charge if the Contract lapses, is surrendered, or the basic insurance amount is decreased (including as a result of a withdrawal or a death benefit type change). For insureds age 76 or less at issue, the maximum contingent deferred sales charge is 26% of the lesser of the target level premium or the actual premiums paid (see PREMIUMS, page 11) for the Contract. The charge is level for six years and then declines monthly to zero at the end of the 10th Contract year. For insureds age 77 or over at issue, the maximum charge will be a lesser percentage of the target level premium for the Contract or the actual premiums paid. . During the first 10 Contract years, we will assess a contingent deferred administrative charge if the Contract lapses, is surrendered or the basic insurance amount is decreased (including as a result of a withdrawal or a death benefit type change). This charge equals the lesser of: (a) $5 per $1,000 of basic insurance amount; and (b) $500. It is level for six years and then declines monthly until it reaches zero at the end of the 10th Contract year. . We assess an administrative charge of up to $25 for any withdrawals. . We assess an administrative charge of up to $25 for any change in basic insurance amount. . We assess an administrative charge of up to $25 for each transfer exceeding 12 in any Contract year. ----------------------------------------------------------------------- TYPES OF DEATH BENEFIT There are two types of death benefit available. You may choose a Contract with a Type A (fixed) death benefit under which the cash surrender value varies daily with investment experience, and the death benefit generally remains at the basic insurance amount you initially chose. However, the Contract Fund may grow to a point where the death benefit may increase and vary with investment experience. If you choose a Contract with a Type B (variable) death benefit, the cash surrender value and the death benefit both vary with 4 investment experience. For either type of death benefit, as long as the Contract is inforce, the death benefit will never be less than the basic insurance amount shown in your Contract. See TYPE OF DEATH BENEFIT, page 10. PREMIUM PAYMENTS The Contract is a flexible premium contract there are no scheduled premiums. Except for the minimum initial premium, and subject to a minimum of $25 per subsequent payment, you choose the timing and amount of premium payments. The Contract will remain inforce if the Contract Fund less any applicable surrender charges is greater than zero and more than any Contract debt. However, if the accumulated premiums you pay are high enough, and Contract debt does not equal or exceed the Contract Fund less any applicable surrender charges, Prudential guarantees that your Contract will not lapse even if investment experience is very unfavorable and the Contract Fund drops below zero. Each Contract generally provides two guarantees, one that lasts for the lifetime of the Contract and another that lasts for a stated, generally lengthy period. The guarantee for the life of the Contract requires higher premium payments. See PREMIUMS, page 11, DEATH BENEFIT GUARANTEE, page 12 and LAPSE AND REINSTATEMENT, page 28. We offer and suggest regular billing of premiums even though you decide when to make premium payments and, subject to a $25 minimum, in what amounts. You should discuss your billing options with your Prudential representative when you apply for the Contract. See PREMIUMS, page 11. REFUND For a limited time, you may return your Contract for a refund in accordance with the terms of its "free look" provision. See SHORT-TERM CANCELLATION RIGHT OR "FREE LOOK," page 10. For the DEFINITIONS OF SPECIAL TERMS USED IN THIS PROSPECTUS, see page 1. THE REPLACEMENT OF LIFE INSURANCE IS GENERALLY NOT IN THE INTEREST OF THE CUSTOMER. WHEN A CUSTOMER REQUIRES ADDITIONAL COVERAGE, IN MOST CASES, THE BENEFITS OF THE EXISTING CONTRACT CAN BE PROTECTED BY PURCHASING ADDITIONAL INSURANCE OR A SUPPLEMENTAL CONTRACT. IF YOU ARE CONSIDERING REPLACING A CONTRACT, YOU SHOULD COMPARE THE BENEFITS AND COSTS OF SUPPLEMENTING YOUR EXISTING CONTRACT WITH THE BENEFITS AND COSTS OF PURCHASING THE CONTRACT DESCRIBED IN THIS PROSPECTUS AND YOU SHOULD CONSULT WITH A QUALIFIED TAX ADVISER. THIS PROSPECTUS MAY ONLY BE OFFERED IN JURISDICTIONS IN WHICH THE OFFERING IS LAWFUL. NO PERSON IS AUTHORIZED TO MAKE ANY REPRESENTATIONS IN CONNECTION WITH THIS OFFERING OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS AND IN THE PROSPECTUSES AND THE STATEMENTS OF ADDITIONAL INFORMATION FOR THE FUNDS. 5 GENERAL INFORMATION ABOUT THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, THE PRUDENTIAL VARIABLE APPRECIABLE ACCOUNT, AND THE VARIABLE INVESTMENT OPTIONS AVAILABLE UNDER THE CONTRACT THE PRUDENTIAL INSURANCE COMPANY OF AMERICA The Prudential Insurance Company of America ("Prudential") is a mutual insurance company, founded in 1875 under the laws of the State of New Jersey. Prudential is currently considering reorganizing itself into a stock company. This form of reorganization, known as demutualization, is a complex process that could take two years to complete. No plan of demutualization has been adopted yet by Prudential's Board of Directors. Any plan of reorganization adopted by the Board of Directors would have to be approved by qualified policyholders and appropriate state insurance regulators. Throughout the process, there will be a continuing evaluation by the Board of Directors and management of Prudential as to the desirability of demutualization. The Board of Directors, in its discretion, may choose not to demutualize or to delay demutualization for a time. Prudential is licensed to sell life insurance and annuities in the District of Columbia, Guam, U. S. Virgin Islands, and in all states. This Contract is only offered in New York State. Prudential's consolidated financial statements begin on page B1 and should be considered only as bearing upon Prudential's ability to meet its obligations under the Contracts. THE PRUDENTIAL VARIABLE APPRECIABLE ACCOUNT The Prudential Variable Appreciable Account (the "Account") was established on August 11, 1987 under New Jersey law as a separate investment account. The Account meets the definition of a "separate account" under federal securities laws. The Account holds assets that are segregated from all of Prudential's other assets. The obligations to Contract owners and beneficiaries arising under the Contract are general corporate obligations of Prudential. Prudential is also the legal owner of the assets in the Account. Prudential will maintain assets in the Account with a total market value at least equal to the reserve and other liabilities relating to the variable benefits attributable to the Account. These assets may not be charged with liabilities which arise from any other business Prudential conducts. In addition to these assets, the Account's assets may include funds contributed by Prudential to commence operation of the Account and may include accumulations of the charges Prudential makes against the Account. From time to time these additional assets may be withdrawn by Prudential. The Account is a unit investment trust, which is a type of investment company. It is registered with the Securities and Exchange Commission ("SEC") under the Investment Company Act of 1940 ("1940 Act"). This does not involve any supervision by the SEC of the management or investment Contracts or practices of the Account. For state law purposes, the Account is treated as a part or division of Prudential. Currently, you may invest in one or a combination of 15 available subaccounts within the Account, each of which invests in a single corresponding portfolio of the Funds. Prudential may add additional subaccounts in the future. The Account's financial statements begin on page A1. 6 THE FUNDS The following is a list of the Funds, the portfolios' investment objectives and investment advisers: THE PRUDENTIAL SERIES FUND, INC. (THE "SERIES FUND"): . MONEY MARKET PORTFOLIO: The maximum current income that is consistent with stability of capital and maintenance of liquidity through investment in high- quality short-term debt obligations. There are no assurances that this portfolio will maintain a stable net asset value. . DIVERSIFIED BOND PORTFOLIO: A high level of income over the longer term while providing reasonable safety of capital through investment primarily in readily marketable intermediate and long-term fixed income securities that provide attractive yields but do not involve substantial risk of loss of capital through default. . CONSERVATIVE BALANCED PORTFOLIO: Achievement of a favorable total investment return consistent with a portfolio having a conservatively managed mix of money market instruments, fixed income securities, and common stocks, in proportions believed by the investment manager to be appropriate for an investor desiring diversification of investment who prefers a relatively lower risk of loss than that associated with the Flexible Managed Portfolio while recognizing that this reduces the chances of greater appreciation. . FLEXIBLE MANAGED PORTFOLIO: Achievement of a high total return consistent with a portfolio having an aggressively managed mix of money market instruments, fixed income securities, and common stocks, in proportions believed by the investment manager to be appropriate for an investor desiring diversification of investment who is willing to accept a relatively high level of loss in an effort to achieve greater appreciation. . HIGH YIELD BOND PORTFOLIO: Achievement of a high total return through investment in high yield/high risk fixed income securities in the medium to lower quality ranges. . STOCK INDEX PORTFOLIO: Achievement of investment results that correspond to the price and yield performance of publicly traded common stocks in the aggregate by following a policy of attempting to duplicate the price and yield performance of the Standard & Poor's 500 Composite Stock Price Index. . EQUITY INCOME PORTFOLIO: Both current income and capital appreciation through investment primarily in common stocks and convertible securities that provide favorable prospects for investment income returns above those of the Standard & Poor's 500 Composite Stock Price Index or the New York Stock Exchange Composite Index. . EQUITY PORTFOLIO: Capital appreciation through investment primarily in common stocks of companies, including major established corporations as well as smaller capitalization companies, that appear to offer attractive prospects of price appreciation that are superior to broadly-based stock indices. Current income, if any, is incidental. . PRUDENTIAL JENNISON PORTFOLIO: Long-term growth of capital through investment primarily in equity securities of established companies with above-average growth prospects. Current income, if any, is incidental. . GLOBAL PORTFOLIO: Long-term growth of capital through investment primarily in common stock and common stock equivalents of foreign and domestic issuers. Current income, if any, is incidental. Prudential is the investment adviser for the assets of each of the portfolios of the Series Fund. Prudential's principal business address is 751 Broad Street, Newark, New Jersey 07102-3777. Prudential has a Service Agreement with its wholly-owned subsidiary, The Prudential Investment Corporation ("PIC"). The Service Agreement provides that, subject to Prudential's supervision, PIC will furnish investment advisory services in connection with the management of the Series Fund. In addition, Prudential has entered into a Subadvisory Agreement with its wholly-owned subsidiary Jennison Associates LLC ("Jennison"), under which Jennison furnishes investment advisory services in connection with the management of the Prudential Jennison Portfolio. 7 AIM VARIABLE INSURANCE FUNDS, INC.: . AIM V.I. VALUE FUND. To achieve long-term growth of capital by investing primarily in equity securities judged by A I M Advisors, Inc. to be undervalued relative to the current or projected earnings of the companies issuing the securities, or relative market values of assets owned by the companies issuing the securities or relative to the equity market generally. Income is a secondary objective and would be satisfied principally from the income (interest and dividends) generated by the common stocks, convertible bonds and convertible preferred stocks that make up the Fund's portfolio. A I M Advisors, Inc. ("AIM") is the investment adviser for this fund. The principal business address for AIM is 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. AMERICAN CENTURY VARIABLE PORTFOLIOS, INC.: . AMERICAN CENTURY VP VALUE FUND. Seeks long-term capital growth with income as a secondary objective. The fund seeks to achieve its objective by investing primarily in equity securities of well-established companies with intermediate-to-large market capitalizations that are believed by management to be undervalued at the time of purchase. American Century Investment Management, Inc. ("ACIM") is the investment adviser for this fund. ACIM's principal business address is American Century Tower, 4500 Main Street, Kansas City, Missouri 64111. The Principal Underwriter of the fund is American Century Services, Inc., located at 4500 Main Street, Kansas City, Missouri 64111. JANUS ASPEN SERIES: . GROWTH PORTFOLIO. Seeks long-term growth of capital in a manner consistent with the preservation of capital. Janus Capital Corporation is the investment adviser and is responsible for the day-to-day management of the portfolio and other business affairs of the portfolio. Janus Capital Corporation's principal business address is 100 Fillmore Street, Denver, Colorado 80206-4928. MFS(R) VARIABLE INSURANCE TRUST/SM/: . EMERGING GROWTH SERIES. Seeks to provide long-term growth of capital. Dividend and interest income from portfolio securities, if any, is incidental to the Series' investment objective of long-term growth of capital. Massachusetts Financial Services Company, a Delaware corporation, is the investment adviser to this MFS Series. The principal business address for the Massachusetts Financial Services Company is 500 Boylston Street, Boston, Massachusetts 02116. T. ROWE PRICE INTERNATIONAL SERIES, INC.: . INTERNATIONAL STOCK PORTFOLIO. Long-term growth of capital through investments primarily in common stocks of established, non-U.S. companies. Rowe Price-Fleming International, Inc. is the investment manager for this fund. The principal business address for Rowe Price-Fleming International, Inc. is 100 East Pratt Street, Baltimore, Maryland 21202. Further information about Fund portfolios can be found in the attached prospectuses and their statements of additional information for each Fund. The investment advisers for the Funds charge a daily investment management fee as compensation for their services. These fees are described in the table in the DEDUCTIONS FROM PORTFOLIOS section on page 15, and are more fully described in the prospectus for each Fund. In the future it may become disadvantageous for both variable life insurance and variable annuity contract separate accounts to invest in the same underlying mutual funds. Although neither the companies which 8 invest in the Funds nor the Funds currently foresee any such disadvantage, the Board of Directors for each Fund intends to monitor events in order to identify any material conflict between variable life insurance and variable annuity Contract owners and to determine what action, if any, should be taken. Material conflicts could result from such things as: (1) changes in state insurance law; (2) changes in federal income tax law; (3) changes in the investment management of any portfolio of the Funds; or (4) differences between voting instructions given by variable life insurance and variable annuity contract owners. Prudential may be compensated by an affiliate of each of the Funds (other than the Prudential Series Fund) based upon an annual percentage of the average assets held in the Fund by Prudential under the Contracts. These percentages vary by Fund, and reflect administrative and other services provided by Prudential. A FULL DESCRIPTION OF THE FUNDS, THEIR INVESTMENT OBJECTIVES, MANAGEMENT, POLICIES, RESTRICTIONS, EXPENSES, INVESTMENT RISKS, AND ALL OTHER ASPECTS OF THEIR OPERATION IS CONTAINED IN THE ATTACHED PROSPECTUSES FOR EACH FUND AND IN THE RELATED STATEMENTS OF ADDITIONAL INFORMATION, WHICH SHOULD BE READ IN CONJUNCTION WITH THIS PROSPECTUS. THERE IS NO ASSURANCE THAT THE INVESTMENT OBJECTIVES OF THE FUNDS WILL BE MET. THE FIXED-RATE OPTION BECAUSE OF EXEMPTIVE AND EXCLUSIONARY PROVISIONS, INTERESTS IN THE FIXED-RATE OPTION UNDER THE CONTRACT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND THE GENERAL ACCOUNT HAS NOT BEEN REGISTERED AS AN INVESTMENT COMPANY UNDER THE INVESTMENT COMPANY ACT OF 1940. ACCORDINGLY, INTERESTS IN THE FIXED- RATE OPTION ARE NOT SUBJECT TO THE PROVISIONS OF THESE ACTS, AND PRUDENTIAL HAS BEEN ADVISED THAT THE STAFF OF THE SEC HAS NOT REVIEWED THE DISCLOSURE IN THIS PROSPECTUS RELATING TO THE FIXED-RATE OPTION. DISCLOSURE REGARDING THE FIXED- RATE OPTION MAY, HOWEVER, BE SUBJECT TO CERTAIN GENERALLY APPLICABLE PROVISIONS OF FEDERAL SECURITIES LAWS RELATING TO THE ACCURACY AND COMPLETENESS OF STATEMENTS MADE IN PROSPECTUSES. You may choose to invest, either initially or by transfer, all or part of your Contract Fund to a fixed-rate option. This amount becomes part of Prudential's general account. The general account consists of all assets owned by Prudential other than those in the Account and in other separate accounts that have been or may be established by Prudential. Subject to applicable law, Prudential has sole discretion over the investment of the general account assets. Contract owners do not share in the investment experience of those assets. Instead, Prudential guarantees that the part of the Contract Fund allocated to the fixed- rate option will accrue interest daily at an effective annual rate that Prudential declares periodically, but not less than an effective annual rate of 4%. Currently, the following steps are taken for crediting interest rates: (1) declared interest rates remain in effect from the date money is allocated to the fixed-rate option until the first day of the same month in the following year; (2) a new crediting rate will apply to that money until the first day of the same month in the next year; (3) a new declared crediting rate will apply to that money for the remainder of that calendar year; (4) a new crediting rate will be declared each year for that money and it will remain in effect for the entire calendar year. Prudential reserves the right to change this practice. Prudential is not obligated to credit interest at a higher rate than 4%, although it may do so. Different crediting rates may be declared for different portions of the Contract Fund allocated to the fixed-rate option. On request, you will be advised of the interest rates that currently apply to your Contract. Transfers from the fixed-rate option are subject to strict limits, see TRANSFERS, page 14. The payment of any cash surrender value attributable to the fixed-rate option may be delayed up to six months, see WHEN PROCEEDS ARE PAID, page 22. WHICH INVESTMENT OPTION SHOULD BE SELECTED? Historically, for investments held over relatively long periods, the investment performance of common stocks has generally been superior to that of short or long-term debt securities, even though common stocks have been subject to much more dramatic changes in value over short periods of time. Accordingly, portfolios such as the Stock Index, Equity Income, Equity, Prudential Jennison, Global, AIM V.I. Value Fund, American Century VP Value Fund, Janus Growth, MFS Emerging Growth Series or T. Rowe Price International Stock may be desirable options if you are willing to accept such volatility in your Contract values. Each of these equity portfolios involves different policies and investment risks. 9 You may prefer the somewhat greater protection against loss of principal (and reduced chance of high total return) provided by the Diversified Bond Portfolio. Or, you may want even greater safety of principal and may prefer the Money Market Portfolio or the fixed-rate option, recognizing that the level of short- term rates may change rather rapidly. If you are willing to take risks and possibly achieve a higher total return, you may prefer the High Yield Bond Portfolio, recognizing that the risks are greater for lower quality bonds with higher yields. You may wish to divide your invested premium among two or more of the portfolios. You may wish to obtain diversification by relying on Prudential's judgment for an appropriate asset mix by choosing the Conservative Balanced or Flexible Managed Portfolio. Your choice should take into account how willing you are to accept investment risks, how your other assets are invested, and what investment results you may experience in the future. You should consult your Prudential representative from time to time about the choices available to you under the Contract. Prudential recommends AGAINST frequent transfers among the several options. Experience generally indicates that "market timing" investing, particularly by non- professional investors, is likely to prove unsuccessful. DETAILED INFORMATION FOR PROSPECTIVE CONTRACT OWNERS REQUIREMENTS FOR ISSUANCE OF A CONTRACT The Contract may generally be issued on insureds below the age of 81. Currently, the minimum basic insurance amount that can be applied for is $100,000. Prudential requires evidence of insurability, which may include a medical examination, before issuing any Contract. Non-smokers are offered the most favorable cost of insurance rates. A higher cost of insurance rate and/or an additional amount is charged if an extra mortality risk is involved. These are the current underwriting requirements. We reserve the right to change them on a non-discriminatory basis. SHORT-TERM CANCELLATION RIGHT OR "FREE LOOK" Generally, you may return the Contract for a refund within 10 days after you receive it. You can request a refund by mailing or delivering the Contract to the representative who sold it or to the Home Office specified in the Contract. A Contract returned according to this provision shall be deemed void from the beginning. You will then receive a refund of all premium payments made with no adjustment for investment experience. TYPE OF DEATH BENEFIT You may select either of two types of death benefit. Generally, a Contract with a Type A (fixed) death benefit has a death benefit equal to the basic insurance amount. This type of death benefit does not vary with the investment performance of the investment options you selected, except in certain circumstances. See HOW A TYPE A (FIXED) CONTRACT'S DEATH BENEFIT WILL VARY, page 19. The payment of additional premiums and favorable investment results of the variable investment options to which the assets are allocated will generally increase the cash surrender value. See HOW A CONTRACT'S CASH SURRENDER VALUE WILL VARY, page 18. A Contract with a Type B (variable) death benefit has a death benefit which will generally equal the basic insurance amount plus the Contract Fund. Since the Contract Fund is a part of the death benefit, favorable investment performance and payment of additional premiums generally result in an increase in the death benefit as well as in the cash surrender value. Over time, however, the increase in the cash surrender value will be less than under a Type A (fixed) Contract. This is because, given two Contracts with the same basic insurance amount and equal Contract Funds, generally the cost of insurance charge for a Type B (variable) Contract will be greater. See HOW A CONTRACT'S CASH SURRENDER VALUE WILL VARY, page 18 and HOW A TYPE B (VARIABLE) CONTRACT'S DEATH BENEFIT WILL VARY, page 20. Unfavorable investment performance will result in decreases in the death benefit and in the cash surrender value. But, as long as the Contract is not in default, the death benefit may not fall below the basic insurance amount stated in the Contract. In choosing a death benefit type, you should also consider whether you intend to use the withdrawal feature. Contract owners of Type A (fixed) Contracts should note that any withdrawal may result in a reduction of the basic insurance amount and the deduction of any applicable surrender charges. In addition, we will not allow 10 you to make a withdrawal that will decrease the basic insurance amount below the minimum basic insurance amount. See WITHDRAWALS, page 21. CHANGING THE TYPE OF DEATH BENEFIT You may change the type of death benefit on or after the first Contract anniversary and subject to Prudential's approval. We will increase or decrease the basic insurance amount so that the death benefit immediately after the change matches the death benefit immediately before the change. If you are changing your Contract's type of death benefit from Type A (fixed) to Type B (variable), we will reduce the basic insurance amount by the amount in your Contract Fund on the date the change takes place. The basic insurance amount after the change may not be lower than the minimum basic insurance amount applicable to the Contract. If you are changing from a Type B (variable) to a Type A (fixed) death benefit, we will increase the basic insurance amount by the amount in your Contract Fund on the date the change takes place. This is illustrated in the following chart.
CHANGING THE DEATH BENEFIT FROM CHANGING THE DEATH BENEFIT FROM TYPE A . TYPE B TYPE B . TYPE A (Fixed) (Variable) (Variable) (Fixed) - ----------------------------------------------------------------------------------------------------- BASIC INSURANCE AMOUNT $ 300,000 - $250,000 $ 250,000 - $ 300,000 CONTRACT FUND $ 50,000 = $ 50,000 $ 50,000 = $ 50,000 DEATH BENEFIT $300,000 = $300,000 $ 300,000 = $ 300,000 - -----------------------------------------------------------------------------------------------------
Changing your Contract's type of death benefit from Type A (fixed) to Type B (variable) during the first 10 Contract years may result in the assessment of surrender charges. In addition, we reserve the right to make an administrative processing charge of up to $25 for any change in basic insurance amount, although we do not currently do so. See CHARGES AND EXPENSES, page 15. To request a change, fill out an application for change which can be obtained from your Prudential representative or a Home Office. If the change is approved, we will recompute the Contract's charges and appropriate tables and send you new Contract data pages. We may require you to send us your Contract before making the change. PREMIUMS The Contract is a flexible premium contract. The minimum initial premium is due on or before the Contract date. Thereafter, you decide when to make premium payments and, subject to a $25 minimum, in what amounts. We reserve the right to refuse to accept any payment that increases the death benefit by more than it increases the Contract Fund. See HOW A TYPE A (FIXED) CONTRACT'S DEATH BENEFIT WILL VARY, page 19 and HOW A TYPE B (VARIABLE) CONTRACT'S DEATH BENEFIT WILL VARY, page 20. There are circumstances under which the payment of premiums in amounts that are too large may cause the Contract to be characterized, under the Internal Revenue Code, as a Modified Endowment Contract, which could be significantly disadvantageous. See TAX TREATMENT OF CONTRACT BENEFITS, page 26. The Contract has several types of "premiums" which are described below. Understanding them will help you understand how the Contract works. MINIMUM INITIAL PREMIUM -- the premium needed to start the Contract. There is no insurance under the Contract unless the minimum initial premium is paid. GUIDELINE PREMIUMS -- the premiums that, if paid at the beginning of each Contract year, will keep the Contract inforce for the lifetime of the insured regardless of investment performance, assuming no loans or withdrawals. These guideline premiums will be higher for a Type B (variable) Contract than for a Type A (fixed) Contract. For a Contract with no riders or extra risk charges, these premiums will be level. If 11 certain riders are included, the guideline premium may increase each year. Payment of guideline premiums at the beginning of each Contract year is one way to achieve the Lifetime Death Benefit Guarantee Values shown on the Contract data pages. See DEATH BENEFIT GUARANTEE, below. When you purchase a Contract, your Prudential representative can tell you the amount[s] of the guideline premium. TARGET PREMIUMS -- the premiums that, if paid at the beginning of each Contract year, will keep the Contract inforce during the Limited Death Benefit Guarantee period regardless of investment performance, assuming no loans or withdrawals. As is the case with the guideline premium, for a Contract with no riders or extra risk charges, these premiums will be level. If certain riders are included, the target premium may increase each year. Payment of target premiums at the beginning of each Contract year is one way to achieve the Limited Death Benefit Guarantee Values shown on the Contract data pages. At the end of the Limited Death Benefit Guarantee period, continuation of the Contract will depend on the Contract Fund having sufficient money to cover all charges or meeting the conditions of the Lifetime Death Benefit Guarantee. See DEATH BENEFIT GUARANTEE, below. When you purchase a Contract, your Prudential representative can tell you the amount[s] of the target premium. TARGET LEVEL PREMIUM -- the target premium at issue minus any premiums associated with riders or with aviation, avocation, occupational or temporary extra insurance charges. We use the target level premium in calculating the contingent deferred sales charges. See CHARGES AND EXPENSES, page 15. We can bill you for the amount you select annually, semi-annually, quarterly or monthly. Because the Contract is a flexible premium contract, there are no scheduled premium due dates. When you receive a premium notice, you are not required to pay this amount. The Contract will remain inforce if: (1) the Contract Fund, less any applicable surrender charges, is greater than zero and more than any Contract debt or (2) you have paid sufficient premiums, on an accumulated basis, to meet the Death Benefit Guarantee conditions and Contract debt is not equal to or greater than the Contract Fund, less any applicable surrender charges. You may also pay premiums automatically through pre- authorized monthly transfers from a bank checking account. If you elect to use this feature, you choose the day of the month on which premiums will be paid and the amount of the premiums paid. When you apply for the Contract, you should discuss with your Prudential representative how frequently you would like to be billed (if at all) and for what amount. DEATH BENEFIT GUARANTEE Although you decide what premium amounts you wish to pay, sufficient premium payments, on an accumulated basis, will guarantee that your Contract will not lapse and a death benefit will be paid upon the death of the insured. This will be true even if, because of unfavorable investment experience, your Contract Fund value drops to zero. However, the guarantee is contingent upon Contract debt not being equal to or greater than the Contract Fund less any applicable surrender charges. See CONTRACT LOANS, page 25. You should consider the importance of the Death Benefit Guarantee to you when deciding what amounts of premiums to pay into the Contract. For purposes of determining this guarantee, we generally calculate, and show in the Contract data pages, two sets of amounts the Lifetime Death Benefit Guarantee Values and Limited Death Benefit Guarantee Values. These are not cash --- values that you can realize by surrendering the Contract, nor are they payable death benefits. They are values used solely to determine if a Death Benefit Guarantee is in effect. The Lifetime Death Benefit Guarantee Values are shown for the lifetime of the Contract. The Limited Death Benefit Guarantee Values are lower, but only apply for the length of the Limited Death Benefit Guarantee period. The length of the Limited Death Benefit Guarantee period is determined on a case by case basis depending on things like the insured's age, sex, smoker/non-smoker status, death benefit type and extra rating class, if any. The length of the Limited Death Benefit Guarantee period applicable to your particular Contract is shown on the Contract data pages. For certain insureds, generally those who are older and/or in a substandard risk classification, the Limited Death Benefit Guarantee period may be of short duration. At the Contract date, and on each Monthly date, we calculate your Contract's "Accumulated Net Payments" as of that date. Accumulated Net Payments equal the premiums you paid, accumulated at an effective annual rate of 4%, less withdrawals also accumulated at 4%. 12 At each Monthly date within the Limited Death Benefit Guarantee period, we will compare your Accumulated Net Payments to the Limited Death Benefit Guarantee Value as of that date. At each Monthly date after the Limited Death Benefit Guarantee period, we will compare your Accumulated Net Payments to the Lifetime Death Benefit Guarantee Value as of that date. If your Accumulated Net Payments equal or exceed the applicable (Lifetime or Limited) Death Benefit Guarantee Value and Contract debt does not equal or exceed the Contract Fund less any applicable surrender charges, then the Contract is kept inforce, regardless of the amount in the Contract Fund. The Contract data pages show Lifetime Death Benefit Guarantee Values and Limited Death Benefit Guarantee Values as of Contract anniversaries. Values for non- anniversary Monthly dates will reflect the number of months elapsed between Contract anniversaries. Guideline and target premiums are premium levels that, if paid at the start of each Contract year, correspond to the Lifetime and Limited Death Benefit Guarantee Values, respectively (assuming no withdrawals or loans). See PREMIUMS, page 11. They are one way of reaching the Death Benefit Guarantee Values; they are certainly not the only way. Here is a table of typical guideline and target premiums along with corresponding Limited Death Benefit Guarantee periods. The examples assume the insured is a male, non-smoker, with no extra risk or substandard ratings, and no extra benefit riders added to the Contract.
BASIC INSURANCE AMOUNT -- $250,000 Illustrative Annual Premiums - ---------------------------------------------------------------------------------------------------------------- AGE OF TYPE OF GUIDELINE PREMIUM TARGET PREMIUM INSURED AT DEATH CORRESPONDING TO CORRESPONDING TO THE ISSUE BENEFIT THE LIFETIME DEATH LIMITED DEATH BENEFIT CHOSEN BENEFIT GUARANTEE GUARANTEE VALUES AND VALUES NUMBER OF YEARS OF GUARANTEE - ---------------------------------------------------------------------------------------------------------------- 35 Type A (fixed) $ 3,532.50 $ 2,007.50 for 35 years 35 Type B (variable) $ 12,037.50 $ 2,007.50 for 33 years 45 Type A (fixed) $ 5,462.50 $ 2,977.50 for 25 years 45 Type B (variable) $ 17,147.50 $ 2,977.50 for 23 years 55 Type A (fixed) $ 8,897.50 $ 5,770.00 for 20 years 55 Type B (variable) $ 25,607.50 $ 5,770.00 for 18 years - ----------------------------------------------------------------------------------------------------------------
The Death Benefit Guarantee allows considerable flexibility as to the timing of premium payments. Your Prudential representative can supply sample illustrations of various premium amount and frequency combinations that correspond to the Death Benefit Guarantee Values. You should consider carefully the value of maintaining the guarantee. If you desire the death benefit guarantee for lifetime protection, you may prefer to pay generally higher premiums in all years, rather than trying to make such payments on an as needed basis. For example, if you pay only enough premium to meet the Limited Death Benefit Guarantee Values, a substantial amount may be ----------- required to meet the Lifetime Death Benefit Guarantee Values in order to continue the guarantee at the end of the Limited Death Benefit Guarantee period. In addition, it is possible that the payment required to continue the guarantee after the Limited Death Benefit Guarantee period could cause the Contract to become a Modified Endowment Contract. See TAX TREATMENT OF CONTRACT BENEFITS, page 26. CONTRACT DATE When the first premium payment is paid with the application for a Contract, the Contract date will ordinarily be the later of the application date or the medical examination date. If the first premium is not paid with the application, the Contract date will be the date on which the first premium is paid and the 13 Contract is delivered. Under certain circumstances, we may allow the Contract to be backdated for the purpose of lowering the insured's issue age, but only to a date not earlier than six months prior to the application date. This may be advantageous for some Contract owners as a lower issue age may result in lower current charges. For a Contract that is backdated, we will credit the initial premium as of the date of receipt and will deduct any charges due on or before that date. ALLOCATION OF PREMIUMS On the Contract date, the charge for sales expenses and the premium based administrative charge are deducted from the initial premium. The remainder of the initial premium will be allocated on the Contract date among the subaccounts and/or the fixed-rate option according to your desired allocation, as specified in the application form, and the first monthly deductions are made. If the first premium is received before the Contract date, there will be a period during which the Contract owner's initial premium will not be invested. See CHARGES AND EXPENSES, page 15. The charge for sales expenses and the premium based administrative charge also apply to all subsequent premium payments. The remainder will be invested as of the end of the valuation period in which it is received at a Home Office in accordance with the allocation you previously designated. Provided the Contract is not in default, you may change the way in which subsequent premiums are allocated by giving written notice to a Home Office or by telephoning a Home Office, provided you are enrolled to use the Telephone Transfer System. There is no charge for reallocating future premiums. All percentage allocations must be in whole numbers. For example, 33% can be selected but 33 1/3% cannot. Of course, the total allocation to all selected investment options must equal 100%. TRANSFERS You may, up to 12 times each Contract year, transfer amounts from one subaccount to another subaccount or to the fixed-rate option without charge. There is an administrative charge of up to $25 for each transfer made exceeding 12 in any Contract year. All or a portion of the amount credited to a subaccount may be transferred. Transfers will take effect as of the end of the valuation period in which a proper transfer request is received at a Home Office. The request may be in terms of dollars, such as a request to transfer $5,000 from one subaccount to another, or may be in terms of a percentage reallocation among subaccounts. In the latter case, as with premium reallocations, the percentages must be in whole numbers. You may transfer amounts by proper written notice to a Home Office or by telephone, provided you are enrolled to use the Telephone Transfer System. You will automatically be enrolled to use the Telephone Transfer System unless the Contract is jointly owned or you elect not to have this privilege. Telephone transfers may not be available on Contracts that are assigned (see ASSIGNMENT, page 29), depending on the terms of the assignment. We will use reasonable procedures, such as asking you to provide certain personal information provided on your application for insurance, to confirm that instructions given by telephone are genuine. We will not be held liable for following telephone instructions that we reasonably believe to be genuine. Prudential cannot guarantee that you will be able to get through to complete a telephone transfer during peak periods such as periods of drastic economic or market change. Only one transfer from the fixed-rate option will be permitted during each Contract year. The maximum amount which may be transferred out of the fixed- rate option each year is the greater of: (a) 25% of the amount in the fixed- rate option; and (b) $2,000. Prudential may change these limits in the future. We may waive these restrictions for limited periods of time in a non- discriminatory way, (e.g., when interest rates are declining). The Contract was not designed for professional market timing organizations, other organizations, or individuals using programmed, large, or frequent transfers. A pattern of exchanges that coincides with a "market timing" strategy may be disruptive to the subaccounts and will be discouraged. If such a pattern were to be found, we may be required to modify the transfer procedures, including but not limited to, not accepting transfer requests of an agent under a power of attorney on behalf of more than one Contract owner. 14 DOLLAR COST AVERAGING Under the Dollar Cost Averaging ("DCA") feature, either fixed dollar amounts or a percentage of the amount designated for use under the DCA option will be transferred periodically from the DCA Money Market Subaccount into other subaccounts available under the Contract, excluding the fixed-rate option. You may choose to have periodic transfers made monthly, quarterly, semi-annually or annually. Each automatic transfer will take effect as of the end of the valuation period on the date coinciding with the periodic timing you designate, provided the New York Stock Exchange is open on that date. If the New York Stock Exchange is not open on that date, or if the date does not occur in that particular month, the transfer will take effect as of the end of the valuation period which immediately follows that date. Automatic transfers will continue until: (1) $50 or less remains of the amount designated for Dollar Cost Averaging, at which time the remaining amount will be transferred; or (2) you give us notification of a change in DCA allocation or cancellation of the feature. Currently, a transfer that occurs under the DCA feature is not counted towards the 12 free transfers permitted each Contract year; however, we reserve the right to change this practice. AUTO-REBALANCING As an administrative practice, we are currently offering a feature called Auto- Rebalancing. This feature allows you to automatically rebalance subaccount assets at specified intervals based on percentage allocations that you choose. For example, suppose your initial investment allocation of variable investment options X and Y is split 40% and 60%, respectively. Then, due to investment results, that split changes. You may instruct that those assets be rebalanced to your original or different allocation percentages. Auto-Rebalancing can be performed on a monthly, quarterly, semi-annual or annual basis. Each rebalance will take effect as of the end of the valuation period on the date coinciding with the periodic timing you designate, provided the New York Stock Exchange is open on that date. If the New York Stock Exchange is not open on that date, or if the date does not occur in that particular month, the transfer will take effect as of the end of the valuation period which immediately follows that date. The fixed-rate option cannot participate in this administrative procedure. Currently, a transfer that occurs under the Auto- Rebalancing feature is not counted towards the 12 free transfers permitted each Contract year. We reserve the right to change this practice, modify the requirements or discontinue the feature. CHARGES AND EXPENSES This section provides a detailed description of each charge that is described briefly in the chart on page 3, and an explanation of the purpose of the charge. In several instances we will use the terms "maximum charge" and "current charge." The "maximum charge," in each instance, is the highest charge that Prudential is entitled to make under the Contract. The "current charge" is the lower amount that Prudential is now charging. However, if circumstances change, Prudential reserves the right to increase each current charge, up to but to no more than the maximum charge, without giving any advance notice. DEDUCTIONS FROM PREMIUM PAYMENTS (a) A charge of up to 7.5% is deducted from each premium as an administrative charge. This charge is currently equal to 3.75% of each premium, of which 1.25% of the premium is used to cover a 1990 increase in Prudential's federal income taxes measured by premiums. (b) A charge of up to 4% is deducted from each premium payment for sales expenses. This charge, often called a sales load, is deducted to compensate us for the costs Prudential incurs in selling the Contracts, including commissions, advertising and the printing and distribution of prospectuses and sales literature. Currently, the charge is equal to 4% of premiums paid in each Contract year up to the amount of the target premium (see PREMIUMS, page 11) and 0% of premiums paid in excess of this amount. 15 Consequently, paying more than this amount in any Contract year could reduce your total sales load. For example, assume that a Contract with no riders or extra insurance charges has a target premium of $2,007.50 and the Contract owner would like to pay 10 target premiums. If the Contract owner paid $4,015 (two times the amount of the target premium in every other Contract year up to the ninth year (i.e. in years 1, 3, 5, 7, 9), the sales load charge would be $401.50. If the Contract owner paid $2,007.50 in each of the first 10 Contract years, the total sales load would be $803. For additional information, see INCREASES IN BASIC INSURANCE AMOUNT, page 21. Attempting to structure the timing and amount of premium payments to reduce the potential sales load may increase the risk that your Contract will lapse without value. Delaying the payment of target premium amounts to later years will adversely affect the Death Benefit Guarantee if the accumulated premium payments do not reach the accumulated values shown under your Contract's Limited Death Benefit Guarantee Values. See DEATH BENEFIT GUARANTEE, page 12 In addition, there are circumstances where payment of premiums that are too large may cause the Contract to be characterized as a Modified Endowment Contract, which could be significantly disadvantageous. See TAX TREATMENT OF CONTRACT BENEFITS, page 26. DEDUCTIONS FROM PORTFOLIOS An investment advisory fee is deducted daily from each portfolio of the Funds at a rate, on an annualized basis, from 0.35% for the Stock Index Portfolio to 1.05% for the T. Rowe Price International Stock Portfolio. The expenses incurred in conducting the investment operations of the portfolios (such as custodian fees and preparation and distribution of annual reports) are paid out of the portfolio's income. These expenses also vary from portfolio to portfolio. The total expenses of each portfolio for the year 1997 expressed as a percentage of the average assets during the year are shown below:
- ---------------------------------------------------------------------------------------------- INVESTMENT OTHER TOTAL PORTFOLIO ADVISORY FEE EXPENSES EXPENSES - ---------------------------------------------------------------------------------------------- SERIES FUND Money Market 0.40% 0.03% 0.43% Diversified Bond 0.40% 0.03% 0.43% Conservative Balanced 0.55% 0.01% 0.56% Flexible Managed 0.60% 0.02% 0.62% High Yield Bond 0.55% 0.02% 0.57% Stock Index 0.35% 0.02% 0.37% Equity Income 0.40% 0.01% 0.41% Equity 0.45% 0.01% 0.46% Prudential Jennison 0.60% 0.04% 0.64% Global 0.75% 0.10% 0.85% AIM VARIABLE INSURANCE FUNDS, INC. AIM V.I. Value Fund (4) 0.62% 0.08% 0.70% AMERICAN CENTURY VARIABLE PORTFOLIOS, INC. 1.00% 0.00% 1.00% VP Value Portfolio (1) Janus Aspen Series 0.65% 0.05% 0.70% Growth Portfolio (2) MFS(R) VARIABLE INSURANCE TRUSTSM 0.75% 0.12% 0.87% Emerging Growth Series T. ROWE PRICE INTERNATIONAL SERIES, INC. 1.05% 0.00% 1.05% International Stock Portfolio (3) - ----------------------------------------------------------------------------------------------
(1) Fees are all-inclusive. (2) The fees and expenses in the table above are based on gross expenses of the Portfolio before expense offset arrangements for the fiscal year ended December 31, 1997. The information for the Portfolio is net of fee waivers or reductions from Janus Capital. Fee reductions for the Portfolio reduce the management fee to the level of the corresponding Janus retail fund. Other waivers, if applicable, are 16 first applied against the management fee and then against other expenses. Without such waivers or reductions, the Management Fee, Other Expenses and Total Operating Expenses for the Portfolio would have been 0.74%, 0.04% and 0.78%, respectively. Janus Capital may modify or terminate the waivers or reductions at any time upon at least 90 days' notice to the Trustees. (3) The investment management fee includes the ordinary expenses of operating the Fund. (4) AIM may from time to time voluntarily waive or reduce its respective fees. Effective May 1, 1998, the Fund will reimburse AIM in an amount up to 0.25% of the average net asset value of the Fund for expenses incurred in providing, or assuring that participating insurance companies provide, certain administrative services. Currently, the fee only applies to the average net asset value of each Fund in excess of the net asset value of each Fund as calculated on April 30, 1998. THE EXPENSES RELATING TO THE FUNDS (OTHER THAN THOSE OF THE SERIES FUND) HAVE BEEN PROVIDED TO PRUDENTIAL BY THE FUNDS. PRUDENTIAL HAS NOT INDEPENDENTLY VERIFIED THEM. DAILY DEDUCTION FROM THE CONTRACT FUND Each day a charge is deducted from the assets of each of the subaccounts in an amount equivalent to an effective annual rate of up to 0.9%. Currently, we intend to charge 0.6%. This charge is intended to compensate Prudential for assuming mortality and expense risks under the Contract. The mortality risk assumed is that insureds may live for shorter periods of time than Prudential estimated when it determined what mortality charge to make. The expense risk assumed is that expenses incurred in issuing and administering the Contract will be greater than Prudential estimated in fixing its administrative charges. This charge is not assessed against amounts allocated to the fixed-rate option. MONTHLY DEDUCTIONS FROM CONTRACT FUND Prudential deducts the following monthly charges proportionately from the dollar amounts held in each of the subaccounts. (a) An administrative charge based on the basic insurance amount is deducted. The charge is intended to compensate us for things like processing claims, keeping records and communicating with Contract owners. Currently, the charge is equal to $10 per Contract plus $0.07 per $1,000 of basic insurance amount in the first Contract year and $5 per Contract plus $0.01 per $1,000 of basic insurance amount in all subsequent years. Prudential reserves the right, however to charge up to $10 per Contract plus $0.07 per $1,000 of basic insurance amount in the first Contract year and $10 per Contract plus $0.01 per $1,000 of basic insurance amount in all subsequent years. For example, a Contract with a basic insurance amount of $250,000 would currently have a charge equal to $10 plus $17.50 for a total of $27.50 per month for the first Contract year and $5 plus $2.50 for a total of $7.50 per month in all later years. The maximum charge for this same Contract would be $10 plus $17.50 for a total of $27.50 per month during the first Contract year. In later years, the maximum charge would be $10 plus $2.50 for a total of $12.50 per month. (b) A cost of insurance ("COI") charge is deducted. When an insured dies, the amount payable to the beneficiary (assuming there is no Contract debt) is larger than the Contract Fund -- significantly larger if the insured dies in the early years of a Contract. The cost of insurance charges collected from all Contract owners enables Prudential to pay this larger death benefit. The maximum COI charge is determined by multiplying the "net amount at risk" under a Contract (the amount by which the Contract's death benefit exceeds the Contract Fund) by maximum COI rates. The maximum COI rates are based upon the 1980 Commissioners Standard Ordinary ("CSO") Tables and an insured's current attained age, sex, smoker/non-smoker status, and extra rating class, if any. For an increase in basic insurance amount, maximum COI rates are based upon 1980 CSO Tables, the age at the increase effective date and the number of years since then, sex, smoker/nonsmoker status, and extra rating class, if any. See INCREASES IN BASIC INSURANCE AMOUNT, page 21. At most ages, Prudential's current COI rates are lower than the maximum rates. 17 (C) A charge of $0.01 per $1,000 of basic insurance amount is made to compensate Prudential for the risk we assume by providing the Death Benefit Guarantee feature. See DEATH BENEFIT GUARANTEE, page 12. (d) You may add one or more of several riders to the Contract. Some riders are charged for separately. If you add such a rider to the basic Contract, additional charges will be deducted. (e) If an insured is in a substandard risk classification (for example, a person in a hazardous occupation), additional charges will be deducted. SURRENDER CHARGES (a) An additional sales load is charged if during the first 10 Contract years the Contract lapses, is surrendered or if the basic insurance amount is decreased. It is not deducted from the death benefit if the insured should die during this period. Upon lapse or surrender, for issue ages 76 or less, this contingent deferred charge will be 26% of the lesser of: (a) the target level premium for the Contract; and (b) the actual premiums paid. The rate used in the calculation of this contingent deferred charge will be 22% for issue ages 77-79, 16% for issue ages 80-83 and 13% for issue ages 84-85. The rate used in the calculation of this contingent deferred charge will remain level for six years. After six years, this charge will reduce monthly at a constant rate until it reaches zero at the end of the 10th year. If during the first 10 Contract years the basic insurance amount is decreased [including as a result of a withdrawal or a change in the type of death benefit from Type A (fixed) to Type B (variable)], we will deduct a proportionate amount of the charge from the Contract Fund. The proportion we use will be the amount by which the new basic insurance amount is less than the basic insurance amount at issue (but not greater than the amount of the decrease) divided by the basic insurance amount at issue. (b) If during the first 10 Contract years the Contract lapses, is surrendered or if the basic insurance amount is decreased, an administrative charge is deducted to cover the cost of processing applications, conducting medical examinations, determining insurability and the insured's rating class, and establishing records. The charge is equal to the lesser of: (a) $5 per $1,000 of basic insurance amount; and (b) $500. This charge is level for six years. After six years, this charge will be reduced monthly at a constant rate until it reaches zero at the end of the 10th year. If the basic insurance amount is decreased [including as a result of a withdrawal or a change in the type of death benefit from Type A (fixed) to Type B (variable)] during the first 10 Contract years, we will deduct a proportionate amount of the charge from the Contract Fund. The proportion we use will be the amount by which the new basic insurance amount is less than the basic insurance amount at issue (but not greater than the amount of the decrease) divided by the basic insurance amount at issue. TRANSACTION CHARGES (a) An administrative processing charge, which is the lesser of: (a) $25 and; (b) 2% of the withdrawal amount, is made in connection with each withdrawal. (b) No administrative processing charge is currently being made in connection with a change in basic insurance amount. We reserve the right to make such a charge in an amount of up to $25 for any change in basic insurance amount. (c) An administrative processing charge of up to $25 is made for each transfer exceeding 12 in any Contract year. HOW A CONTRACT'S CASH SURRENDER VALUE WILL VARY You may surrender the Contract for its cash surrender value (referred to as net cash value in the Contract). The Contract's cash surrender value on any date will be the Contract Fund less any applicable surrender charges and less any Contract debt. See CONTRACT LOANS, page 25. The Contract Fund value changes daily, reflecting: (1) increases or decreases in the value of the Fund portfolios in which the assets of the subaccount[s] have been invested; (2) interest credited on any amounts allocated to the fixed-rate option; (3) interest credited on any loan; and (4) the daily asset charge for mortality and expense risks assessed against the variable investment options. The Contract Fund value also changes to reflect the receipt of 18 premium payments and the monthly deductions described under CHARGES AND EXPENSES, page 15. Upon request, Prudential will tell you the cash surrender value of your Contract. It is possible for the cash surrender value of a Contract to decline to zero because of unfavorable investment performance or outstanding Contract debt. The tables on pages T1 through T4 of this prospectus illustrate approximately what the cash surrender values would be for representative Contracts paying target premium amounts (see PREMIUMS, page 11), assuming hypothetical uniform investment results in the Fund portfolios. Two of the tables assume current charges will be made throughout the lifetime of the Contract and two tables assume maximum charges will be made. See ILLUSTRATIONS OF CASH SURRENDER VALUES, DEATH BENEFITS, AND ACCUMULATED PREMIUMS, page 23. HOW A TYPE A (FIXED) CONTRACT'S DEATH BENEFIT WILL VARY As described earlier, there are two types of death benefit available under the Contract: Type A, a generally fixed death benefit and Type B, a variable death benefit. A Type B (variable) death benefit varies with investment performance while a Type A (fixed) death benefit does not, unless it must be increased to comply with the Internal Revenue Code's definition of life insurance. Under a Type A (fixed) Contract, the death benefit is generally equal to the basic insurance amount. See CONTRACT LOANS, page 25. If the Contract is kept inforce for several years, depending on how much premium you pay, and/or if investment performance is reasonably favorable, the Contract Fund may grow to the point where Prudential will increase the death benefit in order to ensure that the Contract will satisfy the Internal Revenue Code's definition of life insurance. Thus, the death benefit under a Type A (fixed) Contract will always be the greater of: (1) the basic insurance amount; and (2) the Contract Fund before the deduction of any monthly charges due on that date, multiplied by the attained age factor that applies. A listing of attained age factors can be found on the data pages of your Contract. The latter provision ensures that the Contract will always have a death benefit large enough so that the Contract will be treated as life insurance for tax purposes under current law. The following table illustrates at different ages how the attained age factor affects the death benefit for different Contract Fund amounts. The table assumes a $250,000 Type A (fixed) Contract was issued when the insured was age 35. TYPE A (FIXED) DEATH BENEFIT
IF THEN - ---------------------------------------------------------------------------------------------------- THE INSURED IS AND THE CONTRACT THE ATTAINED AGE THE CONTRACT FUND AND THE DEATH AGE FUND IS FACTOR IS MULTIPLIED BY THE BENEFIT IS ATTAINED AGE FACTOR IS - ---------------------------------------------------------------------------------------------------- 40 $ 25,000 3.64 91,000 $250,000 40 $ 75,000 3.64 273,000 $273,000* 40 $100,000 3.64 364,000 $364,000* - ---------------------------------------------------------------------------------------------------- 60 $ 75,000 1.96 147,000 $250,000 60 $125,000 1.96 245,000 $250,000 60 $150,000 1.96 294,000 $294,000* - ---------------------------------------------------------------------------------------------------- 80 $150,000 1.28 192,000 $250,000 80 $200,000 1.28 256,000 $256,000* 80 $225,000 1.28 288,000 $288,000* - ---------------------------------------------------------------------------------------------------- * Note that the death benefit has been increased to comply with the Internal Revenue Code's definition of life insurance. - ----------------------------------------------------------------------------------------------------
19 This means, for example, that if the insured has reached the age of 60, and the Contract Fund is $150,000, the death benefit will be $294,000, even though the original basic insurance amount was $250,000. In this situation, for every $1 increase in the Contract Fund, the death benefit will be increased by $1.96. We reserve the right to refuse to accept any premium payment that increases the death benefit by more than it increases the Contract Fund. If we exercise this right, it may in certain situations result in the loss of the death benefit guarantee. HOW A TYPE B (VARIABLE) CONTRACT'S DEATH BENEFIT WILL VARY Under a Type B (variable) Contract, while the Contract is inforce, the death benefit will never be less than the basic insurance amount, but will also vary, immediately after it is issued, with the investment results of the selected investment options. The death benefit may be further increased to ensure that the Contract will satisfy the Internal Revenue Code's definition of life insurance. Thus, the death benefit will always be the greater of: (1) the basic insurance amount plus the Contract Fund before the deduction of any monthly charges due on that date; and (2) the Contract Fund before the deduction of any monthly charges due on that date, multiplied by the attained age factor that applies. For purposes of computing the death benefit, if the Contract Fund is less than zero we will consider it to be zero. A listing of attained age factors can be found on the data pages of your Contract. The latter provision ensures that the Contract will always have a death benefit large enough so that the Contract will be treated as life insurance for tax purposes under current law. The following table illustrates various attained age factors and Contract Funds and the corresponding death benefits. The table assumes a $250,000 Type B (variable) Contract was issued when the insured was age 35. TYPE B (VARIABLE) DEATH BENEFIT
IF THEN - ---------------------------------------------------------------------------------------------------- THE INSURED IS AND THE CONTRACT THE ATTAINED AGE THE CONTRACT FUND AND THE DEATH AGE FUND IS FACTOR IS MULTIPLIED BY THE BENEFIT IS ATTAINED AGE FACTOR IS - ---------------------------------------------------------------------------------------------------- 40 $ 25,000 3.64 91,000 $275,000 40 $ 75,000 3.64 273,000 $325,000 40 $100,000 3.64 364,000 $364,000* - ---------------------------------------------------------------------------------------------------- 60 $ 75,000 1.96 147,000 $325,000 60 $125,000 1.96 245,000 $375,000 60 $150,000 1.96 294,000 $400,000 - ---------------------------------------------------------------------------------------------------- 80 $150,000 1.28 192,000 $400,000 80 $200,000 1.28 256,000 $450,000 80 $225,000 1.28 288,000 $475,000 - ---------------------------------------------------------------------------------------------------- * Note that the death benefit has been increased to comply with the Internal Revenue Code's definition of life insurance. - ----------------------------------------------------------------------------------------------------
This means, for example, that if the insured has reached the age of 40, and the Contract Fund is $100,000, the death benefit will be $364,000, even though the original basic insurance amount was $250,000. In this situation, for every $1 increase in the Contract Fund, the death benefit will be increased by $3.64. We reserve the right to refuse to accept any premium payment that increases the death benefit by more than it increases the Contract Fund. If we exercise this right, it may in certain situations result in the loss of the death benefit guarantee. 20 SURRENDER OF A CONTRACT A Contract may be surrendered for its cash surrender value or for a fixed reduced paid-up insurance benefit while the insured is living. To surrender a Contract, we may require you to deliver or mail the Contract with a written request in a form that meets our needs, to a Home Office. The cash surrender value of a surrendered Contract will be determined as of the end of the valuation period in which such a request is received in the Home Office. Fixed reduced paid-up insurance provides paid-up insurance, the amount of which will be paid when the insured dies. There will be cash values and loan values. The loan interest rate for fixed reduced paid-up insurance is 5%. Upon surrender of the Contract, the amount of fixed reduced paid-up insurance depends upon the cash surrender value and the insured's issue age, sex, and the length of time since the Contract date. Surrender of a Contract may have tax consequences. See TAX TREATMENT OF CONTRACT BENEFITS, page 26. WITHDRAWALS Under certain circumstances, you may withdraw a portion of the Contract's cash surrender value without surrendering the Contract. The withdrawal amount is limited by the requirement that the cash surrender value after the withdrawal may not be zero or less than zero after deducting the withdrawal charges. The amount withdrawn must be at least $500. There is an administrative processing fee for each withdrawal which is the lesser of: (a) $25 and; (b) 2% of the withdrawal amount. An amount withdrawn may not be repaid except as a premium subject to the applicable charges. Upon request, we will tell you how much you may withdraw. Withdrawal of the cash surrender value may have tax consequences. See TAX TREATMENT OF CONTRACT BENEFITS, page 26. Whenever a withdrawal is made, the death benefit will immediately be reduced by at least the amount of the withdrawal. For a Type B (variable) Contract, this will not change the basic insurance amount. However, under a Type A (fixed) Contract, the resulting reduction in death benefit usually requires a reduction in the basic insurance amount. If the basic insurance amount is decreased to an amount less than the basic insurance amount at issue, a surrender charge may be deducted. See CHARGES AND EXPENSES, page 15. No withdrawal will be permitted under a Type A (fixed) Contract if it would result in a basic insurance amount of less than the minimum basic insurance amount. It is important to note, however, that if the basic insurance amount is decreased at any time during the life of the Contract, there is a possibility that the Contract might be classified as a Modified Endowment Contract. See TAX TREATMENT OF CONTRACT BENEFITS, page 26. Before making any withdrawal which causes a decrease in basic insurance amount, you should consult with your tax adviser and your Prudential representative. When a withdrawal is made, the Contract Fund is reduced by the sum of the cash withdrawn and the withdrawal fee. An amount equal to the reduction in the Contract Fund will be withdrawn proportionally from the investment options unless you direct otherwise. Withdrawal of the cash surrender value increases the risk that the Contract Fund may be insufficient to provide Contract benefits. If such a withdrawal is followed by unfavorable investment experience, the Contract may go into default. Withdrawals may also affect whether a Contract is kept inforce under the Death Benefit Guarantee, since withdrawals decrease the accumulated net payments. See DEATH BENEFIT GUARANTEE, page 12. INCREASES IN BASIC INSURANCE AMOUNT Subject to the underwriting requirements determined by Prudential, on or after the first Contract anniversary, you may increase the amount of insurance by increasing the basic insurance amount of the Contract. The following conditions must be met: (1) you must ask for the change in a form that meets our needs; (2) the amount of the increase must be at least equal to the minimum increase in basic insurance amount shown under CONTRACT LIMITATIONS in the data pages of the Contract; (3) you must prove to us that the insured is insurable for any increase; (4) the Contract must not be in default; (5) we must not be paying premiums into the Contract as a result of the insured's total disability; and (6) if we ask you to do so, you must send us the Contract to be endorsed. If we approve the change, we will send you new Contract data pages showing the amount and effective date of the change and the recomputed charges, values and limitations. If the insured is not living on the 21 effective date, the change will not take effect. No administrative processing charge is currently being made in connection with an increase in basic insurance amount. We reserve the right to make such a charge in an amount of up to $25. For sales load purposes, the target premiums are calculated separately for the initial basic insurance amount and each increase in basic insurance amount. Each target premium piece also includes the premium for extra insurance charges associated to that piece of coverage. When premiums are paid, each payment is allocated among the initial basic insurance amount and each increase in basic insurance amount according to the target premiums. Currently, the sales load charge for each piece is equal to 4% of the allocated premium paid in each Contract year up to the target premium and 0% of allocated premiums paid in excess of the target premium. See the definition of Contract year for an increase in DEFINITIONS OF SPECIAL TERMS USED IN THIS PROSPECTUS, page 1. Each Contract owner who elects to increase the basic insurance amount of his or her Contract will receive a "free-look" right which will apply only to the increase in basic insurance amount, not the entire Contract. This right is comparable to the right afforded to a purchaser of a new Contract except that, any cost of insurance charge for the increase in the basic insurance amount will be returned to the Contract Fund instead of a refund of premium. See SHORT-TERM CANCELLATION RIGHT OR "FREE LOOK", page 10. Generally, the "free-look" right would have to be exercised no later than 10 days after receipt of the Contract as increased. An increase in basic insurance amount may impact the status of the Contract as a Modified Endowment Contract. See TAX TREATMENT OF CONTRACT BENEFITS, page 26. Therefore, before increasing the basic insurance amount, you should consult with your tax adviser and your Prudential representative. DECREASES IN BASIC INSURANCE AMOUNT As explained earlier, you may make a withdrawal (see WITHDRAWALS, page 21). On or after the first Contract anniversary, you also have the option of decreasing the basic insurance amount of your Contract without withdrawing any cash surrender value. Contract owners who conclude that, because of changed circumstances, the amount of insurance is greater than needed will be able to decrease their amount of insurance protection, and the monthly deductions for the cost of insurance. The amount of the decrease must be at least equal to the minimum decrease in basic insurance amount shown under Contract Limitations in the data pages of your Contract. In addition, the basic insurance amount after the decrease must be at least equal to the minimum basic insurance amount shown under CONTRACT LIMITATIONS in the data pages of your Contract. If the basic insurance amount is decreased to an amount less than the basic insurance amount at issue, a surrender charge may be deducted. No administrative processing charge is currently being made in connection with a decrease in basic insurance amount. We reserve the right to make such a charge in an amount of up to $25. See CHARGES AND EXPENSES, page 15. If we ask you to, you must send us your Contract to be endorsed. The Contract will be amended to show the new basic insurance amount, charges, values in the appropriate tables, and the effective date of the decrease. We may decline a reduction if we determine it would cause the Contract to fail to qualify as "life insurance" for purposes of Section 7702 of the Internal Revenue Code. A decrease will not take effect if the insured is not living on the effective date. It is important to note, however, that if the basic insurance amount is decreased, there is a possibility that the Contract might be classified as a Modified Endowment Contract. See TAX TREATMENT OF CONTRACT BENEFITS, page 26. Before requesting any decrease in basic insurance amount, you should consult with your tax adviser and your Prudential representative. WHEN PROCEEDS ARE PAID Prudential will generally pay any death benefit, cash surrender value, loan proceeds or withdrawal within seven days after all the documents required for such a payment are received at a Home Office. Other than the death benefit, which is determined as of the date of death, the amount will be determined as of the end of the valuation period in which the necessary documents are received at a Home Office. However, Prudential may delay payment of proceeds from the subaccount[s] and the variable portion of the death benefit due under the Contract if the disposal or valuation of the Account's assets is not reasonably 22 practicable because the New York Stock Exchange is closed for other than a regular holiday or weekend, trading is restricted by the SEC or the SEC declares that an emergency exists. With respect to the amount of any cash surrender value allocated to the fixed- rate option, Prudential expects to pay the cash surrender value promptly upon request. However, Prudential has the right to delay payment of such cash surrender value for up to six months. Prudential will pay interest of at least 3% a year if it delays such a payment for more than 10 days. LIVING NEEDS BENEFIT You may elect to add the LIVING NEEDS BENEFITSM to your Contract at issue. There is no charge for adding the benefit to the Contract. However, an administrative charge (not to exceed $150) will be made at the time the LIVING NEEDS BENEFIT is paid. The LIVING NEEDS BENEFIT allows you to elect to receive an accelerated payment of all or part of the Contract's death benefit, adjusted to reflect current value, at a time when certain special needs exist. The adjusted death benefit will always be less than the death benefit, but will generally be greater than the Contract's cash surrender value. The following options are available. Terminal Illness Option. This option is available if the insured is diagnosed as terminally ill with a life expectancy of six months or less. When satisfactory evidence is provided, Prudential will provide an accelerated payment of the portion of the death benefit selected by you as a LIVING NEEDS BENEFIT. The benefit will be paid to you in a single sum. Organ Transplant Option. This option is available if the insured is diagnosed as having a life expectancy of six months or less unless the insured receives a vital organ transplant. When satisfactory evidence is provided, Prudential will provide an accelerated payment of the portion of the death benefit selected by you as a LIVING NEEDS BENEFIT. The benefit will be paid to you in a single sum. All or part of the Contract's death benefit may be accelerated under the LIVING NEEDS BENEFIT. If the benefit is only partially accelerated, a death benefit of at least $25,000 must remain under the Contract. Prudential reserves the right to determine the minimum amount that may be accelerated. No benefit will be payable if you are required to elect it in order to meet the claims of creditors or to obtain a government benefit. Prudential can furnish details about the amount of LIVING NEEDS BENEFIT that is available to an eligible Contract owner, and the effect on the Contract if less than the entire death benefit is accelerated. You should consider whether adding this settlement option is appropriate in your given situation. Adding the LIVING NEEDS BENEFIT to the Contract has no adverse consequences; however, electing to use it could. With the exception of certain business-related Contracts, the Health Insurance Portability and Accountability Act of 1996 excludes from income the LIVING NEEDS BENEFIT if the insured is terminally ill or chronically ill as defined in the tax law (although the exclusion in the latter case may be limited). You should consult a qualified tax adviser before electing to receive this benefit. Receipt of a LIVING NEEDS BENEFIT payment may also affect your eligibility for certain government benefits or entitlements. ILLUSTRATIONS OF CASH SURRENDER VALUES, DEATH BENEFITS, AND ACCUMULATED PREMIUMS The following four tables show how the death benefit and cash surrender values change with the investment experience of the Account. They are "hypothetical" because they are based, in part, upon several assumptions, each of which is described below. All four tables assume that a Contract with a basic insurance amount of $250,000 has been bought by a 35 year old male, non-smoker, with no extra risks or substandard ratings, and no extra benefit riders added to the Contract. It is assumed that the target premium amount (see PREMIUMS, page 11) is paid on each Contract anniversary and that no loans are taken. The first table (page T1) assumes that a Type A (fixed) Contract has been purchased and the second table (page T2) assumes that a Type B (variable) Contract has been purchased. Both assume that the current charges will continue for the indefinite future. The third and fourth tables (pages T3 and T4) are based 23 upon the same assumptions except that it is assumed that the maximum contractual charges have been made from the beginning. See CHARGES AND EXPENSES, page 15. Another assumption is that the Contract Fund has been invested in equal amounts in each of the 15 portfolios of the Funds and no portion of the Contract Fund has been allocated to the fixed-rate option. Finally, there are four assumptions, shown separately, about the average investment performance of the portfolios. The first is that there will be a uniform 0% gross rate of return, that is, that the average value of the Contract Fund will uniformly be adversely affected by very unfavorable investment performance. The other three assumptions are that investment performance will be at a uniform gross annual rate of 4%, 8% and 12%. These, of course, are unrealistic assumptions since actual returns will fluctuate from year to year. Nevertheless, these assumptions help show how the Contract values will change with investment experience. The first column in the following tables shows the Contract year. The second column, to provide context, shows what the aggregate amount would be if the premiums had been invested in a savings account paying 4% compounded interest. Of course, if that were done, there would be no life insurance protection. The next four columns show the death benefit payable in each of the years shown for the four different assumed investment returns. Note that a gross return (as well as the net return) is shown at the top of each column. The gross return represents the combined effect of income and capital appreciation of the portfolios before any reduction is made for investment advisory fees or other Fund expenses. The net return reflects average total annual expenses of the 15 portfolios of 0.68%, and the daily deduction from the Contract Fund of 0.6% per year for the tables based on current charges and 0.9% per year for the tables based on maximum charges. Thus, assuming current charges, gross returns of 0%, 4%, 8% and 12% are the equivalent of net returns of -1.24%, 2.76%, 6.76% and 10.76%, respectively. Assuming maximum charges, gross returns of 0%, 4%, 8% and 12% are the equivalent of net returns of -1.54%, 2.46%, 6.46% and 10.46%, respectively. The death benefits and cash surrender values shown reflect the deduction of all expenses and charges both from the Funds and under the Contract. Note that under the Type B (variable) Contract the death benefit changes to reflect investment returns. While under the Type A (fixed) Contract the death benefit increases only if the Contract Fund becomes large enough that an increase in the death benefit is necessary. The death benefit is increased so that the Contract will satisfy the Internal Revenue Code's definition of life insurance. See TYPE OF DEATH BENEFIT, page 10. Following these illustrations are two pages (pages T5 and T6) showing internal rates of return (commonly referred to as IRRs) associated with the cash values and death benefits shown on the preceding four pages. IRRs are often employed by insurance companies to provide some indication of the rate of return that may be thought of as earned upon your "investment" in the Contract (the aggregate premiums paid) if the Contract were surrendered or if the insured was to die. The IRR on the death benefit is equivalent to an interest rate (without considering taxes) at which an amount equal to the premiums illustrated on the preceding pages could have been invested to arrive at the death benefit of the Contract. The IRR on the cash surrender value is equivalent to an interest rate (without considering taxes) at which an amount equal to the illustrated premiums could have been invested to arrive at the cash surrender value of the Contract. The IRRs on page T5 are based on the Contract values shown on pages T1 and T2. The IRRs on page T6 are based on the Contract values shown on pages T3 and T4. If you are considering the purchase of a variable life insurance contract from another insurance company, you should not rely upon these tables for comparison purposes. A comparison between two tables, each showing values for a 35 year old man, may be useful for a 35 year old man but would be inaccurate if made for insureds of other ages or sex. Your Prudential representative can provide you with a hypothetical illustration for your own age, sex, and rating class. You can obtain an illustration using premium amounts and payment patterns that you wish to follow. You may use assumed gross returns different than those shown in the tables, although currently they may not be higher than 12%. 24 VARIABLE UNIVERSAL LIFE TYPE A (FIXED) DEATH BENEFIT MALE NON-SMOKER AGE 35 $ 250,000 BASIC INSURANCE AMOUNT $ 2,007.50 ANNUAL PREMIUM PAYMENT USING CURRENT CONTRACTUAL CHARGES
Death Benefit (1) ----------------------------------------------------------- Assuming Hypothetical Gross (and Net) Premiums Annual Investment Return of End of Accumulated ----------------------------------------------------------- Policy at 4% Interest 0% Gross 4% Gross 8% Gross 12% Gross Year Per Year (-1.24% Net) ( 2.76% Net) ( 6.76% Net) (10.76% Net) - ------ -------------- -------------- -------------- -------------- -------------- 1 $ 2,088 $ 250,000 $ 250,000 $ 250,000 $ 250,000 2 $ 4,259 $ 250,000 $ 250,000 $ 250,000 $ 250,000 3 $ 6,517 $ 250,000 $ 250,000 $ 250,000 $ 250,000 4 $ 8,866 $ 250,000 $ 250,000 $ 250,000 $ 250,000 5 $ 11,308 $ 250,000 $ 250,000 $ 250,000 $ 250,000 6 $ 13,848 $ 250,000 $ 250,000 $ 250,000 $ 250,000 7 $ 16,490 $ 250,000 $ 250,000 $ 250,000 $ 250,000 8 $ 19,237 $ 250,000 $ 250,000 $ 250,000 $ 250,000 9 $ 22,095 $ 250,000 $ 250,000 $ 250,000 $ 250,000 10 $ 25,066 $ 250,000 $ 250,000 $ 250,000 $ 250,000 15 $ 41,805 $ 250,000 $ 250,000 $ 250,000 $ 250,000 20 $ 62,171 $ 250,000 $ 250,000 $ 250,000 $ 250,000 25 $ 86,948 $ 250,000 $ 250,000 $ 250,000 $ 322,959 30 $ 117,094 $ 250,000 $ 250,000 $ 250,000 $ 479,220 35 $ 153,771 $ 250,000 $ 250,000 $ 267,837 $ 707,721 40 $ 198,394 $ 250,000 $ 250,000 $ 334,107 $ 1,031,251 45 $ 252,685 $ 0(2) $ 250,000 $ 417,984 $ 1,516,215 50 $ 318,738 $ 0 $ 0(2) $ 522,262 $ 2,236,837 55 $ 399,102 $ 0 $ 0 $ 649,272 $ 3,295,188 60 $ 496,877 $ 0 $ 0 $ 801,213 $ 4,831,881 65 $ 615,835 $ 0 $ 0 $ 995,275 $ 7,148,494
Cash Surrender Value (1) ----------------------------------------------------------- Assuming Hypothetical Gross (and Net) Annual Investment Return of ----------------------------------------------------------- 0% Gross 4% Gross 8% Gross 12% Gross (-1.24% Net) ( 2.76% Net) ( 6.76% Net) (10.76% Net) -------------- -------------- -------------- -------------- $ 103 $ 161 $ 220 $ 279 $ 1,448 $ 1,618 $ 1,792 $ 1,972 $ 2,772 $ 3,109 $ 3,465 $ 3,841 $ 4,071 $ 4,634 $ 5,244 $ 5,904 $ 5,345 $ 6,191 $ 7,133 $ 8,180 $ 6,592 $ 7,781 $ 9,140 $ 10,692 $ 8,065 $ 9,656 $ 11,525 $ 13,716 $ 9,505 $ 11,560 $ 14,038 $ 17,025 $ 10,910 $ 13,488 $ 16,684 $ 20,643 $ 12,276 $ 15,439 $ 19,470 $ 24,604 $ 17,145 $ 24,162 $ 34,467 $ 49,628 $ 21,325 $ 33,788 $ 54,997 $ 91,317 $ 24,307 $ 43,984 $ 82,976 $ 160,676 $ 24,104 $ 52,883 $ 120,060 $ 272,284 $ 19,426 $ 59,258 $ 170,597 $ 450,778 $ 5,138 $ 58,475 $ 236,955 $ 731,384 $ 0(2) $ 42,531 $ 321,526 $ 1,166,319 $ 0 $ 0(2) $ 428,083 $ 1,833,473 $ 0 $ 0 $ 559,717 $ 2,840,679 $ 0 $ 0 $ 721,814 $ 4,353,046 $ 0 $ 0 $ 947,881 $ 6,808,090 (1) Assumes no Contract loan has been made. (2) Based on a gross return of 0%, the Contract would go into default in year 42. Based on a gross return of 4%, the Contract would go into default in year 50. THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER, PREVAILING INTEREST RATES, AND RATE OF INFLATION. THE DEATH BENEFIT AND CASH SURRENDER VALUE FOR A CONTRACT WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGE 0%, 4%, 8%, AND 12% OVER A PERIOD OF YEARS BUT ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL CONTRACT YEARS. NO REPRESENTATIONS CAN BE MADE BY PRUDENTIAL OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME. T1 VARIABLE UNIVERSAL LIFE TYPE B (VARIABLE) DEATH BENEFIT MALE NON-SMOKER AGE 35 $ 250,000 BASIC INSURANCE AMOUNT $ 2,007.50 ANNUAL PREMIUM PAYMENT USING CURRENT CONTRACTUAL CHARGES
Death Benefit (1) ----------------------------------------------------------- Assuming Hypothetical Gross (and Net) Premiums Annual Investment Return of End of Accumulated ----------------------------------------------------------- Policy at 4% Interest 0% Gross 4% Gross 8% Gross 12% Gross Year Per Year (-1.24% Net) ( 2.76% Net) ( 6.76% Net) (10.76% Net) - ------ -------------- -------------- -------------- -------------- -------------- 1 $ 2,088 $ 251,122 $ 251,181 $ 251,240 $ 251,299 2 $ 4,259 $ 252,464 $ 252,633 $ 252,807 $ 252,986 3 $ 6,517 $ 253,782 $ 254,118 $ 254,473 $ 254,847 4 $ 8,866 $ 255,074 $ 255,634 $ 256,241 $ 256,898 5 $ 11,308 $ 256,337 $ 257,178 $ 258,115 $ 259,156 6 $ 13,848 $ 257,572 $ 258,753 $ 260,103 $ 261,644 7 $ 16,490 $ 258,775 $ 260,354 $ 262,208 $ 264,381 8 $ 19,237 $ 259,943 $ 261,978 $ 264,434 $ 267,392 9 $ 22,095 $ 261,071 $ 263,622 $ 266,785 $ 270,701 10 $ 25,066 $ 262,159 $ 265,284 $ 269,266 $ 274,336 15 $ 41,805 $ 266,849 $ 273,717 $ 283,796 $ 298,614 20 $ 62,171 $ 270,772 $ 282,832 $ 303,326 $ 338,383 25 $ 86,948 $ 273,353 $ 292,094 $ 329,150 $ 403,329 30 $ 117,094 $ 272,404 $ 298,996 $ 360,887 $ 507,117 35 $ 153,771 $ 266,653 $ 301,583 $ 399,088 $ 673,789 40 $ 198,394 $ 251,285 $ 293,633 $ 440,136 $ 969,784 45 $ 252,685 $ 0(2) $ 266,416 $ 477,239 $ 1,426,734 50 $ 318,738 $ 0 $ 0(2) $ 498,085 $ 2,105,652 55 $ 399,102 $ 0 $ 0 $ 477,128 $ 3,102,704 60 $ 496,877 $ 0 $ 0 $ 372,844 $ 4,550,365 65 $ 615,835 $ 0 $ 0 $ 0(2) $ 6,732,708
Cash Surrender Value (1) ----------------------------------------------------------- Assuming Hypothetical Gross (and Net) Annual Investment Return of ----------------------------------------------------------- 0% Gross 4% Gross 8% Gross 12% Gross (-1.24% Net) ( 2.76% Net) ( 6.76% Net) (10.76% Net) -------------- -------------- -------------- -------------- $ 100 $ 159 $ 218 $ 277 $ 1,442 $ 1,611 $ 1,785 $ 1,964 $ 2,760 $ 3,096 $ 3,451 $ 3,825 $ 4,052 $ 4,612 $ 5,219 $ 5,876 $ 5,315 $ 6,156 $ 7,093 $ 8,134 $ 6,550 $ 7,731 $ 9,081 $ 10,622 $ 8,008 $ 9,587 $ 11,441 $ 13,615 $ 9,432 $ 11,467 $ 13,923 $ 16,881 $ 10,816 $ 13,367 $ 16,530 $ 20,445 $ 12,159 $ 15,284 $ 19,266 $ 24,336 $ 16,849 $ 23,717 $ 33,796 $ 48,614 $ 20,772 $ 32,832 $ 53,326 $ 88,383 $ 23,353 $ 42,094 $ 79,150 $ 153,329 $ 22,404 $ 48,996 $ 110,887 $ 257,117 $ 16,653 $ 51,583 $ 149,088 $ 423,789 $ 1,285 $ 43,633 $ 190,136 $ 687,790 $ 0(2) $ 16,416 $ 227,239 $ 1,097,488 $ 0 $ 0(2) $ 248,085 $ 1,725,944 $ 0 $ 0 $ 227,128 $ 2,674,745 $ 0 $ 0 $ 122,844 $ 4,099,428 $ 0 $ 0 $ 0(2) $ 6,412,103 (1) Assumes no Contract loan has been made. (2) Based on a gross return of 0%, the Contract would go into default in year 41. Based on a gross return of 4%, the Contract would go into default in year 47. Based on a gross return of 8%, the Contract would go into default in year 64. THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER, PREVAILING INTEREST RATES, AND RATE OF INFLATION. THE DEATH BENEFIT AND CASH SURRENDER VALUE FOR A CONTRACT WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGE 0%, 4%, 8%, AND 12% OVER A PERIOD OF YEARS BUT ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL CONTRACT YEARS. NO REPRESENTATIONS CAN BE MADE BY PRUDENTIAL OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME. T2 VARIABLE UNIVERSAL LIFE TYPE A (FIXED) DEATH BENEFIT MALE NON-SMOKER AGE 35 $ 250,000 BASIC INSURANCE AMOUNT $ 2,007.50 ANNUAL PREMIUM PAYMENT USING MAXIMUM CONTRACTUAL CHARGES
Death Benefit (1) ----------------------------------------------------------- Assuming Hypothetical Gross (and Net) Premiums Annual Investment Return of End of Accumulated ----------------------------------------------------------- Policy at 4% Interest 0% Gross 4% Gross 8% Gross 12% Gross Year Per Year (-1.54% Net) ( 2.46% Net) ( 6.46% Net) (10.46% Net) - ------ -------------- -------------- -------------- -------------- -------------- 1 $ 2,088 $ 250,000 $ 250,000 $ 250,000 $ 250,000 2 $ 4,259 $ 250,000 $ 250,000 $ 250,000 $ 250,000 3 $ 6,517 $ 250,000 $ 250,000 $ 250,000 $ 250,000 4 $ 8,866 $ 250,000 $ 250,000 $ 250,000 $ 250,000 5 $ 11,308 $ 250,000 $ 250,000 $ 250,000 $ 250,000 6 $ 13,848 $ 250,000 $ 250,000 $ 250,000 $ 250,000 7 $ 16,490 $ 250,000 $ 250,000 $ 250,000 $ 250,000 8 $ 19,237 $ 250,000 $ 250,000 $ 250,000 $ 250,000 9 $ 22,095 $ 250,000 $ 250,000 $ 250,000 $ 250,000 10 $ 25,066 $ 250,000 $ 250,000 $ 250,000 $ 250,000 15 $ 41,805 $ 250,000 $ 250,000 $ 250,000 $ 250,000 20 $ 62,171 $ 250,000 $ 250,000 $ 250,000 $ 250,000 25 $ 86,948 $ 250,000 $ 250,000 $ 250,000 $ 250,000 30 $ 117,094 $ 250,000 $ 250,000 $ 250,000 $ 298,484 35 $ 153,771 $ 250,000 $ 250,000 $ 250,000 $ 417,880 40 $ 198,394 $ 0(2) $ 0(2) $ 250,000 $ 570,258 45 $ 252,685 $ 0 $ 0 $ 0(2) $ 775,012 50 $ 318,738 $ 0 $ 0 $ 0 $ 1,047,096 55 $ 399,102 $ 0 $ 0 $ 0 $ 1,403,925 60 $ 496,877 $ 0 $ 0 $ 0 $ 1,883,587 65 $ 615,835 $ 0 $ 0 $ 0 $ 2,430,417
Cash Surrender Value (1) ----------------------------------------------------------- Assuming Hypothetical Gross (and Net) Annual Investment Return of ----------------------------------------------------------- 0% Gross 4% Gross 8% Gross 12% Gross (-1.54% Net) ( 2.46% Net) ( 6.46% Net) (10.46% Net) -------------- -------------- -------------- -------------- $ 0 $ 0 $ 53 $ 108 $ 1,056 $ 1,207 $ 1,364 $ 1,525 $ 2,122 $ 2,418 $ 2,731 $ 3,062 $ 3,142 $ 3,628 $ 4,156 $ 4,730 $ 4,115 $ 4,836 $ 5,642 $ 6,540 $ 5,034 $ 6,035 $ 7,184 $ 8,501 $ 6,153 $ 7,478 $ 9,041 $ 10,882 $ 7,216 $ 8,907 $ 10,959 $ 13,445 $ 8,218 $ 10,317 $ 12,938 $ 16,204 $ 9,156 $ 11,704 $ 14,978 $ 19,177 $ 11,439 $ 16,788 $ 24,779 $ 36,707 $ 11,106 $ 20,001 $ 35,702 $ 63,368 $ 6,305 $ 19,042 $ 46,429 $ 104,464 $ 0 $ 9,780 $ 54,305 $ 169,593 $ 0 $ 0 $ 53,166 $ 266,166 $ 0(2) $ 0(2) $ 28,298 $ 404,438 $ 0 $ 0 $ 0(2) $ 596,163 $ 0 $ 0 $ 0 $ 858,275 $ 0 $ 0 $ 0 $ 1,210,280 $ 0 $ 0 $ 0 $ 1,696,925 $ 0 $ 0 $ 0 $ 2,314,683 (1) Assumes no Contract loan has been made. (2) Based on a gross return of 0% the cash surrender value would go to zero in year 1 and in year 29 and later, but because the Target Premium is being paid, the Contract is kept inforce through the Limited Death Benefit Guarantee Period of 35 years. The Contract would go into default at the beginning of year 36. Based on a gross return of 4% the cash surrender value would go to zero in year 1 and in year 33 and later, but because the Target Premium is being paid, the Contract is kept inforce through the Limited Death Benefit Guarantee Period of 35 years. The Contract would go into default at the beginning of year 36. Based on a gross return of 8%, the Contract would go into default in year 43. THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER, PREVAILING INTEREST RATES, AND RATE OF INFLATION. THE DEATH BENEFIT AND CASH SURRENDER VALUE FOR A CONTRACT WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGE 0%, 4%, 8%, AND 12% OVER A PERIOD OF YEARS BUT ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL CONTRACT YEARS. NO REPRESENTATIONS CAN BE MADE BY PRUDENTIAL OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME. T3 VARIABLE UNIVERSAL LIFE TYPE B (VARIABLE) DEATH BENEFIT MALE NON-SMOKER AGE 35 $ 250,000 BASIC INSURANCE AMOUNT $ 2,007.50 ANNUAL PREMIUM PAYMENT USING MAXIMUM CONTRACTUAL CHARGES
Death Benefit (1) ----------------------------------------------------------- Assuming Hypothetical Gross (and Net) Premiums Annual Investment Return of End of Accumulated ----------------------------------------------------------- Policy at 4% Interest 0% Gross 4% Gross 8% Gross 12% Gross Year Per Year (-1.54% Net) ( 2.46% Net) ( 6.46% Net) (10.46% Net) - ------ -------------- -------------- -------------- -------------- -------------- 1 $ 2,088 $ 250,965 $ 251,019 $ 251,073 $ 251,127 2 $ 4,259 $ 252,071 $ 252,222 $ 252,378 $ 252,539 3 $ 6,517 $ 253,131 $ 253,425 $ 253,737 $ 254,066 4 $ 8,866 $ 254,142 $ 254,625 $ 255,150 $ 255,720 5 $ 11,308 $ 255,103 $ 255,818 $ 256,618 $ 257,509 6 $ 13,848 $ 256,007 $ 256,999 $ 258,137 $ 259,441 7 $ 16,490 $ 256,853 $ 258,162 $ 259,708 $ 261,527 8 $ 19,237 $ 257,638 $ 259,307 $ 261,331 $ 263,782 9 $ 22,095 $ 258,360 $ 260,426 $ 263,005 $ 266,218 10 $ 25,066 $ 259,014 $ 261,516 $ 264,728 $ 268,848 15 $ 41,805 $ 261,084 $ 266,246 $ 273,949 $ 285,440 20 $ 62,171 $ 260,405 $ 268,744 $ 283,444 $ 309,317 25 $ 86,948 $ 255,176 $ 266,514 $ 290,886 $ 342,505 30 $ 117,094 $ 250,000 $ 255,524 $ 291,782 $ 386,929 35 $ 153,771 $ 0(2) $ 0(2) $ 277,178 $ 442,655 40 $ 198,394 $ 0 $ 0 $ 0(2) $ 505,686 45 $ 252,685 $ 0 $ 0 $ 0 $ 561,998 50 $ 318,738 $ 0 $ 0 $ 0 $ 585,569 55 $ 399,102 $ 0 $ 0 $ 0 $ 521,201 60 $ 496,877 $ 0 $ 0 $ 0 $ 285,625 61 $ 0 $ 0 $ 0 $ 0 $ 0(2)
Cash Surrender Value (1) ----------------------------------------------------------- Assuming Hypothetical Gross (and Net) Annual Investment Return of ----------------------------------------------------------- 0% Gross 4% Gross 8% Gross 12% Gross (-1.54% Net) ( 2.46% Net) ( 6.46% Net) (10.46% Net) -------------- -------------- -------------- -------------- $ 0 $ 0 $ 51 $ 105 $ 1,049 $ 1,200 $ 1,356 $ 1,517 $ 2,109 $ 2,403 $ 2,715 $ 3,045 $ 3,120 $ 3,603 $ 4,128 $ 4,698 $ 4,081 $ 4,796 $ 5,596 $ 6,487 $ 4,985 $ 5,977 $ 7,115 $ 8,419 $ 6,086 $ 7,396 $ 8,941 $ 10,761 $ 7,127 $ 8,796 $ 10,820 $ 13,271 $ 8,105 $ 10,171 $ 12,750 $ 15,962 $ 9,014 $ 11,516 $ 14,728 $ 18,848 $ 11,084 $ 16,246 $ 23,949 $ 35,440 $ 10,405 $ 18,744 $ 33,444 $ 59,317 $ 5,176 $ 16,514 $ 40,886 $ 92,505 $ 0 $ 5,524 $ 41,782 $ 136,929 $ 0(2) $ 0(2) $ 27,178 $ 192,655 $ 0 $ 0 $ 0(2) $ 255,686 $ 0 $ 0 $ 0 $ 311,998 $ 0 $ 0 $ 0 $ 335,569 $ 0 $ 0 $ 0 $ 271,201 $ 0 $ 0 $ 0 $ 35,625 $ 0 $ 0 $ 0 $ 0(2) (1) Assumes no Contract loan has been made. (2) Based on a gross return of 0% the cash surrender value would go to zero in year 1 and in year 28 and later, but because the Target Premium is being paid, the Contract is kept inforce through the Limited Death Benefit Guarantee Period of 33 years. The Contract would go into default at the beginning of year 34. Based on a gross return of 4% the cash surrender value would go to zero in year 1 and in year 32 and later, but because the Target Premium is being paid, the Contract is kept inforce through the Limited Death Benefit Guarantee Period of 33 years. The Contract would go into default at the beginning of year 34. Based on a gross return of 8%, the Contract would go into default in year 39. Based on a gross return of 12%, the Contract would go into default in year 61. THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER, PREVAILING INTEREST RATES, AND RATE OF INFLATION. THE DEATH BENEFIT AND CASH SURRENDER VALUE FOR A CONTRACT WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGE 0%, 4%, 8%, AND 12% OVER A PERIOD OF YEARS BUT ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL CONTRACT YEARS. NO REPRESENTATIONS CAN BE MADE BY PRUDENTIAL OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME. T4 VARIABLE UNIVERSAL LIFE MALE NON-SMOKER AGE 35 $ 250,000 BASIC INSURANCE AMOUNT $ 2,007.50 ANNUAL PREMIUM PAYMENT USING CURRENT CONTRACTUAL CHARGES FIXED INSURANCE AMOUNT
Internal Rates of Return on Death (1) Internal Rates of Return on Surrender (1) ------------------------------------------------------ ------------------------------------------------------ Assuming Hypothetical Gross (and Net) Assuming Hypothetical Gross (and Net) Annual Investment Return of Annual Investment Return of End of ------------------------------------------------------ ------------------------------------------------------ Policy 0% Gross 4% Gross 8% Gross 12% Gross 0% Gross 4% Gross 8% Gross 12% Gross Year (-1.24% Net) ( 2.76% Net) ( 6.76% Net) (10.76% Net) (-1.24% Net) ( 2.76% Net) ( 6.76% Net) (10.76% Net) - ------ ------------ ------------ ------------ ------------ ------------ ------------ ------------ ------------ 5 135.66% 135.66% 135.66% 135.66% -20.31% -15.70% -11.18% -6.75% 10 44.34% 44.34% 44.34% 44.34% -9.18% -4.84% -0.56% 3.67% 15 23.96% 23.96% 23.96% 23.96% -7.44% -2.81% 1.67% 6.02% 20 15.44% 15.44% 15.44% 15.44% -6.51% -1.67% 2.91% 7.31% 25 10.88% 10.88% 10.88% 12.46% -6.17% -1.03% 3.67% 8.09% 30 8.09% 8.09% 8.09% 11.38% -6.83% -0.85% 4.14% 8.53% 35 6.24% 6.24% 6.54% 10.70% -9.06% -0.97% 4.49% 8.80% 40 4.93% 4.93% 6.06% 10.19% -28.09% -1.62% 4.72% 8.96% 45 (2) 3.96% 5.73% 9.86% (2) -3.72% 4.84% 9.04% 50 (2) 5.50% 9.62% (2) 4.91% 9.08% 55 5.33% 9.44% 4.93% 9.07% 60 5.17% 9.28% 4.92% 9.05% 65 5.07% 9.17% 4.97% 9.07%
(1) Assumes no Contract loan has been made. (2) Based on a gross return of 0% the Contract would go into default in policy year 42. Based on a gross return of 4% the Contract would go into default in policy year 50. VARIABLE INSURANCE AMOUNT
Internal Rates of Return on Death (1) Internal Rates of Return on Surrender (1) ------------------------------------------------------ ------------------------------------------------------ Assuming Hypothetical Gross (and Net) Assuming Hypothetical Gross (and Net) Annual Investment Return of Annual Investment Return of End of ------------------------------------------------------ ------------------------------------------------------ Policy 0% Gross 4% Gross 8% Gross 12% Gross 0% Gross 4% Gross 8% Gross 12% Gross Year (-1.24% Net) ( 2.76% Net) ( 6.76% Net) (10.76% Net) (-1.24% Net) ( 2.76% Net) ( 6.76% Net) (10.76% Net) - ------ ------------ ------------ ------------ ------------ ------------ ------------ ------------ ------------ 5 137.03% 137.21% 137.41% 137.63% -20.49% -15.87% -11.36% -6.93% 10 45.20% 45.41% 45.68% 46.02% -9.37% -5.03% -0.75% 3.47% 15 24.66% 24.94% 25.33% 25.88% -7.68% -3.05% 1.43% 5.78% 20 16.06% 16.40% 16.95% 17.80% -6.81% -1.96% 2.63% 7.03% 25 11.43% 11.84% 12.57% 13.81% -6.56% -1.38% 3.34% 7.79% 30 8.54% 9.01% 9.97% 11.67% -7.49% -1.37% 3.69% 8.24% 35 6.52% 7.07% 8.28% 10.49% -10.56% -1.79% 3.85% 8.54% 40 4.95% 5.56% 7.10% 9.97% -60.97% -3.28% 3.83% 8.74% 45 (2) 4.19% 6.18% 9.67% (2) -10.84% 3.62% 8.85% 50 (2) 5.36% 9.46% (2) 3.20% 8.91% 55 4.49% 9.29% 2.36% 8.93% 60 3.26% 9.15% 0.06% 8.92% 65 (2) 9.05% (2) 8.95%
(1) Assumes no Contract loan has been made. (2) Based on a gross return of 0% the Contract would go into default in policy year 41. Based on a gross return of 4% the Contract would go into default in policy year 47. Based on a gross return of 8% the Contract would go into default in policy year 64. THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER, PREVAILING INTEREST RATES, AND RATE OF INFLATION. THE DEATH BENEFIT AND CASH SURRENDER VALUE FOR A CONTRACT WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGE 0%, 4%, 8%, AND 12% OVER A PERIOD OF YEARS BUT ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL CONTRACT YEARS. NO REPRESENTATIONS CAN BE MADE BY PRUDENTIAL OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME. T5 VARIABLE UNIVERSAL LIFE MALE NON-SMOKER AGE 35 $ 250,000 BASIC INSURANCE AMOUNT $ 2,007.50 ANNUAL PREMIUM PAYMENT USING MAXIMUM CONTRACTUAL CHARGES FIXED INSURANCE AMOUNT
Internal Rates of Return on Death (1) Internal Rates of Return on Surrender (1) ------------------------------------------------------ ------------------------------------------------------ Assuming Hypothetical Gross (and Net) Assuming Hypothetical Gross (and Net) Annual Investment Return of Annual Investment Return of End of ------------------------------------------------------ ------------------------------------------------------ Policy 0% Gross 4% Gross 8% Gross 12% Gross 0% Gross 4% Gross 8% Gross 12% Gross Year (-1.54% Net) ( 2.46% Net) ( 6.46% Net) (10.46% Net) (-1.54% Net) ( 2.46% Net) ( 6.46% Net) (10.46% Net) - ------ ------------ ------------ ------------ ------------ ------------ ------------ ------------ ------------ 5 135.66% 135.66% 135.66% 135.66% -28.35% -23.42% -18.62% -13.95% 10 44.34% 44.34% 44.34% 44.34% -14.96% -10.10% -5.40% -0.83% 15 23.96% 23.96% 23.96% 23.96% -13.45% -7.73% -2.48% 2.44% 20 15.44% 15.44% 15.44% 15.44% -14.78% -7.24% -1.13% 4.17% 25 10.88% 10.88% 10.88% 10.88% -24.13% -8.62% -0.60% 5.26% 30 8.09% 8.09% 9.00% -16.98% -0.68% 6.04% 35 6.24% 8.48% -1.61% 6.52% 40 (2) (2) 4.93% 8.06% (2) (2) -6.13% 6.78% 45 (2) 7.75% (2) 6.91% 50 7.52% 6.95% 55 7.32% 6.94% 60 7.17% 6.93% 65 6.97% 6.87%
(1) Assumes no Contract loan has been made. (2) Based on a gross return of 0% the Contract would go into default in policy year 36. Based on a gross return of 4% the Contract would go into default in policy year 36. Based on a gross return of 8% the Contract would go into default in policy year 43. VARIABLE INSURANCE AMOUNT
Internal Rates of Return on Death (1) Internal Rates of Return on Surrender (1) ------------------------------------------------------ ------------------------------------------------------ Assuming Hypothetical Gross (and Net) Assuming Hypothetical Gross (and Net) Annual Investment Return of Annual Investment Return of End of ------------------------------------------------------ ------------------------------------------------------ Policy 0% Gross 4% Gross 8% Gross 12% Gross 0% Gross 4% Gross 8% Gross 12% Gross Year (-1.54% Net) ( 2.46% Net) ( 6.46% Net) (10.46% Net) (-1.54% Net) ( 2.46% Net) ( 6.46% Net) (10.46% Net) - ------ ------------ ------------ ------------ ------------ ------------ ------------ ------------ ------------ 5 136.77% 136.92% 137.09% 137.28% -28.61% -23.67% -18.88% -14.21% 10 44.98% 45.15% 45.37% 45.65% -15.27% -10.42% -5.72% -1.15% 15 24.43% 24.64% 24.95% 25.39% -13.95% -8.20% -2.92% 2.01% 20 15.76% 16.00% 16.42% 17.10% -15.73% -7.99% -1.77% 3.58% 25 11.01% 11.27% 11.82% 12.82% -27.94% -10.17% -1.62% 4.43% 30 8.20% 8.89% 10.32% -26.65% -2.48% 4.88% 35 (2) (2) 6.70% 8.73% (2) (2) -6.19% 5.06% 40 (2) 7.61% (2) 5.02% 45 6.71% 4.74% 50 5.84% 4.16% 55 4.74% 2.89% 60 2.56% -5.12% 65 (2) (2)
(1) Assumes no Contract loan has been made. (2) Based on a gross return of 0% the Contract would go into default in policy year 34. Based on a gross return of 4% the Contract would go into default in policy year 34. Based on a gross return of 8% the Contract would go into default in policy year 39. Based on a gross return of 12% the Contract would go into default in policy year 61. THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER, PREVAILING INTEREST RATES, AND RATE OF INFLATION. THE DEATH BENEFIT AND CASH SURRENDER VALUE FOR A CONTRACT WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGE 0%, 4%, 8%, AND 12% OVER A PERIOD OF YEARS BUT ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL CONTRACT YEARS. NO REPRESENTATIONS CAN BE MADE BY PRUDENTIAL OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME. T6 CONTRACT LOANS You may borrow from Prudential an amount up to the current loan value of your Contract less any existing Contract debt using the Contract as the only security for the loan. The loan value at any time is equal to the sum of (1) 90% of the portion of the cash value attributable to the variable investment options, and (2) the balance of the cash value. The cash value is equal to the Contract Fund less any surrender charge. A Contract in default has no loan value. The minimum loan amount you may borrow is $200. Interest charged on a loan accrues daily. Interest is due on each Contract anniversary or when the loan is paid back, whichever comes first. If interest is not paid when due, it becomes part of the loan and we will charge interest on it, too. Except in the case of preferred loans, we charge interest at an effective annual rate of 5%. A portion of any amount you borrow on or after the 10th Contract anniversary may be considered a preferred loan if the Contract has not been surrendered for fixed reduced paid-up insurance. The maximum preferred loan amount is the total amount you may borrow minus the total net premiums paid (net premiums equal premiums paid less total withdrawals, if any). If the net premium amount is less than zero, we will, for purposes of this calculation, consider it to be zero. Only new loans borrowed after the 10th Contract anniversary may be considered preferred loans. Standard loans will not automatically be converted into preferred loans. Preferred loans are charged interest at an effective annual rate of 4.5% . The Contract debt is the amount of all outstanding loans plus any interest accrued but not yet due. If at any time the Contract debt equals or exceeds the Contract Fund less any applicable surrender charges, the Contract will go into default. See LAPSE AND REINSTATEMENT, page 28. If the Contract debt equals or exceeds the Contract Fund less any applicable surrender charges and you fail to keep the Contract inforce, the amount of unpaid Contract debt will be treated as a distribution which may be taxable. See TAX TREATMENT OF CONTRACT BENEFITS, page 26. When a loan is made, an amount equal to the loan proceeds will be transferred out of the Account and/or the fixed-rate option, as applicable. Unless you ask us to take the loan amount from specific investment options and we agree, the reduction will be made in the same proportions as the value in each subaccount and the fixed-rate option bears to the total value of the Contract. While a loan is outstanding, the amount that was so transferred will continue to be treated as part of the Contract Fund. It will be credited with an effective annual rate of return of 4%. On each Monthly date, we will increase the portion of the Contract Fund in the investment options by interest credits accrued on the loan since the last Monthly date. The net cost of a standard loan is 1% and the net cost of a preferred loan is 1/2%. A loan will not affect the Death Benefit Guarantee as long as Contract debt does not equal or exceed the Contract Fund, less any applicable surrender charges. Loans from Modified Endowment Contracts may be treated for tax purposes as distributions of income. See TAX TREATMENT OF CONTRACT BENEFITS, page 26. Any Contract debt will directly reduce a Contract's cash surrender value and will be subtracted from the death benefit to determine the amount payable. In addition, even if the loan is fully repaid, it may have an effect on future death benefits because the investment results of the selected investment options will apply only to the amount remaining invested under those options. The longer the loan is outstanding, the greater the effect is likely to be. The effect could be favorable or unfavorable. If investment results are greater than the rate being credited on the amount of the loan while the loan is outstanding, values under the Contract will not increase as rapidly as they would have if no loan had been made. If investment results are below that rate, Contract values will be higher than they would have been had no loan been made. When you repay all or part of a loan, we will increase the portion of the Contract Fund in the investment options by the amount of the loan you repay using the investment allocation for future premium payments as of the loan payment date, plus interest credits accrued on the loan since the last transaction date. If loan interest is paid when due, it will not change the portion of the Contract Fund allocated to the investment options. We reserve the right to change the manner in which we allocate loan repayments. 25 SALE OF THE CONTRACT AND SALES COMMISSIONS Pruco Securities Corporation ("Prusec"), an indirect wholly-owned subsidiary of Prudential, acts as the principal underwriter of the Contract. Prusec, organized in 1971 under New Jersey law, is registered as a broker and dealer under the Securities Exchange Act of 1934 and is a member of the National Association of Securities Dealers, Inc. Prusec's principal business address is 751 Broad Street, Newark, New Jersey 07102-3777. The Contract is sold by registered representatives of Prusec who are also authorized by state insurance departments to do so. The Contract may also be sold through other broker- dealers authorized by Prusec and applicable law to do so. Registered representatives of such other broker-dealers may be paid on a different basis than described below. Generally, representatives will receive a commission of no more than: (1) 50% of the premiums received in the first year on premiums up to the target premium (see PREMIUMS, page 11); (2) 5% of premiums received in years two through 10 on premiums up to the target premium; and (3) 3% on premiums received in the first 10 years in excess of the target premium or received after 10 years. If the basic insurance amount is increased, representatives will generally receive a commission of no more than: (1) 25% of the premiums received up to the target premium for the increase received in the first year; (2) 5% of the premiums received up to the target premium for years two through 10; and (3) 3% on other premiums received for the increase. Moreover, trail commissions of up to 0.025% of the Contract Fund as of the end of each calendar quarter may be paid. Representatives with less than 4 years of service may receive compensation on a different basis. Representatives who meet certain productivity or persistency standards may be eligible for additional compensation. TAX TREATMENT OF CONTRACT BENEFITS Prudential urges each prospective purchaser to consult a qualified tax adviser. The following discussion is not intended as tax advice, and it is not a complete statement of what the effect of federal income taxes will be under all circumstances. Rather, it provides information about how Prudential believes the tax laws apply in the most commonly occurring circumstances. There is no guarantee, however, that the current federal income tax laws and regulations or interpretations will not change. TREATMENT AS LIFE INSURANCE. The Contract will be treated as "life insurance," as long as it satisfies certain definitional tests set forth in Sections 7702 of the Internal Revenue Code (the "Code") and as long as the underlying investments for the Contract satisfy diversification requirements under Section 817(h) of the Code. (For further detail on diversification requirements, see the corresponding sections on Dividends, Distributions, and Taxes in the attached prospectuses for the Funds.) Prudential believes that it has taken adequate steps to cause the Contract to be treated as life insurance for tax purposes. This means that: (1) except as noted below, the Contract owner should not be taxed on any part of the Contract Fund, including additions attributable to interest, dividends or appreciation until amounts are distributed under the Contract; and (2) the death benefit should be excludible from the gross income of the beneficiary under Section 101(a) of the Code. However, Section 7702 of the Code which defines life insurance for tax purposes gives the Secretary of the Treasury authority to prescribe regulations to carry out the purposes of the Section. In this regard, proposed regulations governing mortality charges were issued in 1991 and proposed regulations relating to the definition of life insurance were issued in 1992. None of these proposed regulations has yet been finalized. Additional regulations under Section 7702 may also be promulgated in the future. Moreover, in connection with the issuance of temporary regulations under Section 817(h), the Treasury Department announced that such regulations do not provide guidance concerning the extent to which Contract owners may direct their investments to particular divisions of a separate account. Such guidance will be included in regulations or rulings under Section 817(d) relating to the definition of a variable contract. Prudential intends to comply with final regulations or rulings issued under Sections 7702 and 817. Therefore, it reserves the right to make such changes as it deems necessary to assure that the Contract continues to qualify as life insurance for tax purposes. Any such changes will apply uniformly to affected Contract owners and will be made only after advance written notice to affected Contract owners. 26 PRE-DEATH DISTRIBUTIONS. The taxation of pre-death distributions depends on whether the Contract is classified as a Modified Endowment Contract. The following discussion first deals with distributions under Contracts not so classified, and then with Modified Endowment Contracts. 1. A surrender or lapse of the Contract may have tax consequences. Upon surrender, the owner will not be taxed on the cash surrender value except for the amount, if any, that exceeds the gross premiums paid less the untaxed portion of any prior withdrawals. The amount of any unpaid Contract debt will, upon surrender or lapse, be added to the cash surrender value and treated, for this purpose, as if it had been received. The tax consequences of a surrender may differ if the proceeds are received under any income payment settlement option. A withdrawal generally is not taxable unless it exceeds total gross premiums paid to the date of withdrawal less the untaxed portion of any prior withdrawals. However, under certain limited circumstances, in the first 15 Contract years all or a portion of a withdrawal may be taxable if the Contract Fund exceeds the total premiums paid less the untaxed portions of any prior withdrawals, even if total withdrawals do not exceed total premiums paid to date. Extra premiums for optional benefits and riders generally do not count in computing gross premiums paid, which in turn determines the extent to which a withdrawal might be taxed. Loans received under the Contract will ordinarily be treated as indebtedness of the owner and will not be considered to be distributions subject to tax. However, there is some risk the Internal Revenue Service might assert that the preferred loan should be treated as a distribution for tax purposes because of the relatively low differential between the loan interest rate and Contract's crediting rate. Were the Internal Revenue Service to take this position, Prudential would take reasonable steps to avoid this result, including modifying the Contract's loan provisions. 2. Some of the above rules are changed if the Contract is classified as a Modified Endowment Contract under Section 7702A of the Code. It is possible for this Contract to be classified as a Modified Endowment Contract under at least two circumstances: premiums in excess of the 7-pay premiums allowed under Section 7702A are paid or a decrease in the basic insurance amount is made (or a rider removed). Moreover, the addition of a rider or the increase in the basic insurance amount after the Contract date may have an impact on the Contract's status as a Modified Endowment Contract. Contract owners contemplating any of these steps, particularly a withdrawal that would reduce the basic insurance amount, should first consult a qualified tax adviser and their Prudential representative. If the Contract is classified as a Modified Endowment Contract, then pre- death distributions, including loans, assignment and pledges are includible in income to the extent that the Contract Fund prior to surrender charges exceeds the gross premiums paid for the Contract increased by the amount of any loans previously includible in income and reduced by any untaxed amounts previously received other than the amount of any loans excludible from income. These rules may also apply to pre-death distributions, including loans, made during the two year period prior to the Contract becoming a Modified Endowment Contract. In addition, pre-death distributions from such Contracts (including full surrenders) will be subject to a penalty of 10% of the amount includible in income unless the amount is distributed on or after age 59 1/2, on account of the taxpayer's disability or as a life annuity. It is presently unclear how the penalty tax provisions apply to Contracts owned by nonnatural persons such as corporations. Under certain circumstances, multiple Modified Endowment Contracts issued during any calendar year will be treated as a single contract for purposes of applying the above rules. WITHHOLDING If the Contract owner fails to elect that no taxes be withheld, or in certain other circumstances, the taxable portion of any amounts received under the Contract will be subject to withholding to meet federal income tax obligations. Prudential will provide the Contract owner with forms and instructions concerning the right to elect that no taxes be withheld from the taxable portion of any payment. All recipients may be subject to penalties under the estimated tax payment rules if withholding and estimated tax payments are insufficient. 27 Contract owners who do not provide a social security number or other taxpayer identification number will not be permitted to elect out of withholding. Special withholding rules apply to payments to non-resident aliens. OTHER TAX CONSIDERATIONS. Transfer of the Contract to a new owner or assignment of the Contract may have gift, estate and/or income tax consequences depending on the circumstances. In the case of a transfer of the Contract for a valuable consideration, the death benefit may be subject to federal income taxes under Section 101(a)(2) of the Code. In addition, a transfer of the Contract to or the designation of a beneficiary who is either 37 1/2 years younger than the Contract owner or a grandchild of the Contract owner may have Generation Skipping Transfer tax consequences under Section 2601 of the Code. In certain circumstances, deductions for interest paid or accrued on Contract debt or on other loans that are incurred or continued to purchase or carry the Contract may be denied under Sections 163 of the Code as personal interest or under Section 264 of the Code. Contract owners should consult a tax adviser regarding the application of these provisions to their circumstances. Business-owned life insurance is subject to additional rules. Section 264(a)(1) of the Code generally precludes business Contract owners from deducting premium payments. Interest on Contract debt on a business-owned insurance contract is generally not tax-deductible. An exemption permits the deduction of interest on policy loans on contracts for up to 20 key persons. The interest deduction for Contract debt on such loans is limited to a prescribed interest rate and a maximum aggregate loan amount of $50,000 per insured key person. The Code also imposes an indirect tax upon additions to the Contract Fund or the receipt of death benefits under business-owned life insurance Contracts under certain circumstances by way of the corporate alternative minimum tax. The individual situation of each Contract owner or beneficiary will determine the federal estate taxes and the state and local estate, inheritance and other taxes due if the owner or insured dies. LAPSE AND REINSTATEMENT Prudential will determine the value of the Contract Fund on each Monthly date. If the Contract Fund less any applicable surrender charges is zero or less, the Contract is in default unless it remains inforce under the Death Benefit Guarantee. See DEATH BENEFIT GUARANTEE, page 12. If the Contract debt ever grows to be equal to or more than the Contract Fund less any applicable surrender charges, the Contract will be in default. Should this happen, Prudential will send you a notice of default setting forth the payment which we estimate will keep the Contract inforce for three months from the date of default. This payment must be received at a Home Office within the 61-day grace period after the notice of default is mailed or the Contract will end and have no value. A Contract that lapses and ends without value with an outstanding Contract loan may have tax consequences. See TAX TREATMENT OF CONTRACT BENEFITS, page 26. A Contract that ended in default may be reinstated within 5 years after the date of default if the following conditions are met: (1) renewed evidence of insurability is provided on the insured; (2) submission of certain payments sufficient to bring the Contract up to date plus a premium that we estimate will cover all charges and deductions for the next three months; and (3) any Contract debt with interest to date must be restored (if the debt with interest would exceed the loan value of the reinstated Contract, the excess must be paid to us before reinstatement) or paid back. The reinstatement date will be the Monthly date that coincides with or next follows the date we approve your request. We will deduct all the required charges from your payment and the balance will be placed into your Contract Fund. If we approve the reinstatement, we will credit the Contract Fund with an amount equal to the surrender charge applicable as of the date of reinstatement. LEGAL CONSIDERATIONS RELATING TO SEX-DISTINCT PREMIUMS AND BENEFITS- The Contract generally employs mortality tables that distinguish between males and females. Thus, premiums and benefits under Contracts issued on males and females of the same age will generally differ. Employers and employee organizations considering purchase of a Contract should consult their legal advisers to determine whether purchase of a Contract based on sex-distinct actuarial tables is consistent with Title VII of the Civil Rights Act of 1964 or other applicable law. 28 OTHER GENERAL CONTRACT PROVISIONS ASSIGNMENT. This Contract may not be assigned if the assignment would violate any federal, state or local law or regulation prohibiting sex distinct rates for insurance. Generally, the Contract may not be assigned to an employee benefit plan or program without Prudential's consent. Prudential assumes no responsibility for the validity or sufficiency of any assignment. We will not be obligated to comply with any assignment unless we received a copy at a Home Office. BENEFICIARY. The Contract owner designates and names the beneficiary in the application. Thereafter, you may change the beneficiary, provided it is in accordance with the terms of the Contract. Should the insured die with no surviving beneficiary, the insured's estate will become the beneficiary. INCONTESTABILITY. After the Contract has been inforce during the lifetime of the insured for two years from the Contract date or, with respect to any change in the Contract that requires Prudential's approval and could increase its liability, after the change has been in effect during the insured's lifetime for two years from the effective date of the change, assuming enough premium has been paid to cover the required charges, Prudential will not contest its liability under the Contract in accordance with its terms. MISSTATEMENT OF AGE OR SEX. If the insured's stated age or sex or both are incorrect in the Contract, Prudential will adjust each benefit and any amount to be paid, as required by law, to reflect the correct age and sex. Any such benefit will be based on what the most recent deductions from the Contract Fund would have provided at the insured's correct age and sex. SETTLEMENT OPTIONS. The Contract grants to most owners, or to the beneficiary, a variety of optional ways of receiving Contract proceeds, other than in a lump sum. Any Prudential representative authorized to sell this Contract can explain these options upon request. SUICIDE EXCLUSION. Generally, if the insured dies by suicide within two years from the Contract date, the Contract will end and Prudential will return the premiums paid, less any Contract debt, and less any withdrawals. Generally, if the insured dies by suicide after two years from the issue date, but within two years of the effective date of an increase in the basic insurance amount, we will pay, as to the increase in amount, no more than the sum of the premiums paid on and after the effective date of an increase. RIDERS Contract owners may be able to obtain extra fixed benefits which may require an additional premium. These optional insurance benefits will be described in what is known as a "rider" to the Contract. Charges applicable to the riders will be deducted from the Contract Fund on each Monthly date. One rider pays certain premiums into the Contract if the insured is totally disabled within the meaning of the provision. Others pay an additional amount if the insured dies within a stated number of years after issue; similar benefits may be available if the insured's spouse or child should die. The amounts of these benefits are fully guaranteed at issue; they do not depend on the performance of the Account, although they will no longer be available if the Contract should lapse. Certain restrictions may apply; they are clearly described in the applicable rider. Any Prudential representative authorized to sell the Contract can explain these extra benefits further. Samples of the provisions are available from Prudential upon written request. PARTICIPATION IN DIVISIBLE SURPLUS The Contract is eligible to be credited part of Prudential's divisible surplus attributable to the Contracts, as determined by Prudential's Board of Directors. That determination is made, with respect to the insurance Contracts issued by Prudential, every year. However, Prudential does not expect to credit any dividends upon these Contracts because favorable investment performance will be reflected in Contract values and because Prudential intends, if experience indicates that current charges will be greater than needed to cover expenses, to reduce those charges further so that there will be no source of distributable surplus attributable to these Contracts. 29 VOTING RIGHTS As described earlier, all of the assets held in the subaccounts will be invested in shares of the corresponding portfolios of the Funds. Prudential is the legal owner of those shares and as such has the right to vote on any matter voted on at shareholders meetings of the Funds. However, Prudential will, as required by law, vote the shares of the Funds in accordance with voting instructions received from Contract owners at any regular and special shareholders meetings. A Fund may not hold annual shareholders meetings when not required to do so under the laws of the state of its incorporation or the Investment Company Act of 1940. Fund shares for which no timely instructions from Contract owners are received, and any shares attributable to general account investments of Prudential, will be voted in the same proportion as shares in the respective portfolios for which instructions are received. Should the applicable federal securities laws or regulations, or their current interpretation, change so as to permit Prudential to vote shares of the Funds in its own right, it may elect to do so. Generally, a Contract owner may give voting instructions on matters that would result in changes in fundamental policies and any matter requiring a vote of the shareholders of the Funds. With respect to approval of the investment advisory agreement or any change in a portfolio's fundamental investment contract, Contract owners participating in such portfolios will vote separately by portfolio on the matter, pursuant to the requirements of Rule 18f-2 under the Investment Company Act of 1940. The number of Fund shares for which instructions may be given by a Contract owner is determined by dividing the portion of the value of the Contract derived from participation in a subaccount, by the value of one share in the corresponding portfolio of the applicable Fund. The number of votes for which each Contract owner may give Prudential instructions will be determined as of the record date chosen by the Board of Directors of the applicable Fund. Prudential will furnish Contract owners with proper forms and proxies to enable them to give these instructions. Prudential reserves the right to modify the manner in which the weight to be given voting instructions is calculated where such a change is necessary to comply with current federal regulations or interpretations of those regulations. Prudential may, if required by state insurance regulations, disregard voting instructions if they would require shares to be voted so as to cause a change in the sub-classification or investment objectives of one or more of a Fund's portfolios, or to approve or disapprove an investment advisory contract for a Fund. In addition, Prudential itself may disregard voting instructions that would require changes in the investment policy or investment adviser of one or more of a Fund's portfolios, provided that Prudential reasonably disapproves such changes in accordance with applicable federal regulations. If Prudential does disregard voting instructions, it will advise Contract owners of that action and its reasons for such action in the next annual or semi-annual report to Contract owners. SUBSTITUTION OF FUND SHARES Although Prudential believes it to be unlikely, it is possible that in the judgment of its management, one or more of the portfolios of the Funds may become unsuitable for investment by Contract owners because of investment policy changes, tax law changes, or the unavailability of shares for investment. In that event, Prudential may seek to substitute the shares of another portfolio or of an entirely different mutual fund. Before this can be done, the approval of the SEC, and possibly one or more state insurance departments, may be required. Contract owners will be notified of such substitution. REPORTS TO CONTRACT OWNERS Once each year, Prudential will send you a statement that provides certain information pertinent to your own Contract. This statement will detail values and transactions made and specific Contract data that apply only to your particular Contract. You will also be sent annual and semi-annual reports of the Funds showing the financial condition of the portfolios and the investments held in each portfolio. 30 STATE REGULATION Prudential is subject to regulation and supervision by the Department of Insurance of the State of New Jersey, which periodically examines its operations and financial condition. It is also subject to the insurance laws and regulations of all jurisdictions in which it is authorized to do business. Prudential is required to submit annual statements of its operations, including financial statements, to the insurance departments of the various jurisdictions in which it does business to determine solvency and compliance with local insurance laws and regulations. In addition to the annual statements referred to above, Prudential is required to file with New Jersey and other jurisdictions a separate statement with respect to the operations of all its variable contract accounts, in a form promulgated by the National Association of Insurance Commissioners. EXPERTS The financial statements included in this prospectus for the years ended December 31, 1997 and December 31, 1996 have been audited by PricewaterhouseCoopers LLP, independent accountants, as stated in their reports appearing herein. Prudential is relying on PricewaterhouseCoopers' reports, which are given on their authority as accounting and auditing experts. The financial statements included in this prospectus for the second quarter ended June 30, 1998, are unaudited and PricewaterhouseCoopers LLP, is not expressing an opinion on these financial statements. PricewaterhouseCoopers LLP's principal business address is 1177 Avenue of the Americas, New York, New York 10036. The financial statements included in this prospectus for the year ended December 31, 1995 have been audited by Deloitte & Touche LLP, independent auditors, as stated in their reports appearing herein. Prudential is relying on Deloitte & Touche LLP's reports, which are given on their authority as accounting and auditing experts. Deloitte & Touche LLP's principal business address is Two Hilton Court, Parsippany, New Jersey 07054-0319. On March 12, 1996, Deloitte & Touche LLP was replaced as the independent accountants of Prudential. There have been no disagreements with Deloitte & Touche LLP on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure which, if not resolved to the satisfaction of the accountant, would have caused them to make reference to the matter in their reports. Actuarial matters included in this prospectus have been examined by Ching-Meei Chang, MAAA, FSA, Actuarial Director of Prudential whose opinion is filed as an exhibit to the registration statement. LITIGATION On October 28, 1996, Prudential entered into a Stipulation of Settlement in a multidistrict proceeding involving allegations of various claims relating to Prudential's life insurance sales practices. (In re Prudential Insurance -------------------------- Company of America Sales Practices Litigation, D.N.J., MDL No. 1061, Master - --------------------------------------------- Docket No. 95-4704 (AMW)). On March 7, 1997, the United States District Court for the District of New Jersey approved the Stipulation of Settlement as fair, reasonable and adequate, and later issued a Final Order and Judgement in the consolidated class actions before the court, 962 F. Supp. 450 (March 17, 1997, as amended April 14, 1997). The Court's Final Order and Judgement approving the class Settlement was appealed to the United States Court of Appeals for the Third Circuit, which upheld the district court's approval of the Stipulation of Settlement on July 23, 1998. As of now no further appeal has been taken. Pursuant to the Settlement, Prudential agreed to provide and has begun to implement an Alternative Dispute Resolution ("ADR") process for class members who believe they were misled concerning the sale or performance of their life insurance Contracts. Management now has information which allows for computation of a reasonable estimate of losses associated with ADR claims. Based on this information, management estimated the cost of remedying policyholder claims in the ADR process before taxes to be approximately $2.05 billion. While management believes these to be reasonable estimates based on information currently available, the ultimate amount of the total cost of remedied policyholder claims is dependent on complex and varying factors, including actual claims by eligible policyholders, the relief options chosen and the dollar value of those options. There are also additional elements of the ADR process 31 which cannot be fully evaluated at this time (e.g., claims which may be successfully appealed) which could increase this estimate. In addition, a number of actions have been filed against Prudential by policyholders who have excluded themselves from the Settlement; Prudential anticipates that additional suits may be filed by other policyholders. Also, on July 9, 1996, a Multi-State Life Insurance Task Force comprised of insurance regulators from 29 states and the District of Columbia, released a report on Prudential's activities. As of February 24, 1997, Prudential had entered into consent orders or agreements with all 50 states and the District of Columbia to implement a remediation plan, whose terms closely parallel the Settlement approved in the MDL proceeding, and agreed to a series of payments allocated to all 50 states and the District of Columbia amounting to a total of approximately $65 million. These agreements are now being implemented through Prudential's implementation of the class Settlement. Litigation is subject to many uncertainties, and given the complexity and scope of these suits, their outcome cannot be predicted. It is also not possible to predict the likely results of any regulatory inquiries or their effect on litigation which might be initiated in response to widespread media coverage of these matters. Accordingly, management is unable to make a meaningful estimate of the amount or range of loss that could result from an unfavorable outcome of all pending litigation and regulatory inquiries. It is possible that the results of operations or the cash flow of Prudential, in particular quarterly or annual periods, could be materially affected by an ultimate unfavorable outcome of certain pending litigation and regulatory matters. Management believes, however, that the ultimate outcome of all pending litigation and regulatory matters referred to above should not have a material adverse effect on Prudential's financial position, after consideration of applicable reserves. YEAR 2000 COMPLIANCE The services provided to the Contract owners by Prudential and Prusec depend on the smooth functioning of their respective computer systems. The year 2000, however, holds the potential for a significant disruption in the operation of these systems. Many computer programs cannot distinguish the year 2000 from the year 1900 because of the way in which dates are encoded. Left uncorrected, the year "00" could cause systems to perform date comparisons and calculations incorrectly that in turn could compromise the integrity of business records and lead to serious interruption of business processes. Prudential, Prusec's ultimate corporate parent, identified this issue as a critical priority in 1995 and has established quality assurance procedures including a certification process to monitor and evaluate enterprise-wide conversion and upgrading of systems for "Year 2000" compliance. Prudential has also initiated an analysis of potential exposure that could result from the failure of major service providers such as suppliers, custodians and brokers, to achieve Year 2000 compliance. Prudential expects to complete its adaptation, testing and certification of software for Year 2000 compliance by December 31, 1998. During 1999, Prudential plans to conduct additional internal testing, to participate in securities industry-wide test efforts and to complete major service provider analysis and contingency planning. The expenses of Prudential's Year 2000 compliance are allocated across its various businesses, including those businesses not engaged in providing services to Contract owners. Accordingly, while the expense is substantial in the aggregate, it is not expected to have a material impact on Prudential's abilities to meet its contractual commitments to Contract owners. Prudential believes that it is well positioned to achieve the necessary modifications and mitigate Year 2000 risks. However, if such efforts are not completed on a timely basis, the Year 2000 issue could have a material adverse impact on Prudential's operations, those of its subsidiary and affiliate companies and/or the Account. Moreover, there can be no assurance that the measures taken by Prudential's external service providers will be sufficient to avoid any material adverse impact on Prudential's operations or those of its subsidiary and affiliate companies. 32 ADDITIONAL INFORMATION Prudential has filed a registration statement with the SEC under the Securities Act of 1933, relating to the offering described in this prospectus. This prospectus does not include all the information set forth in the registration statement. Certain portions have been omitted pursuant to the rules and regulations of the SEC. The omitted information may, however, be obtained from the SEC's principal office in Washington, D.C., upon payment of a prescribed fee. Further information may also be obtained from Prudential. The address and telephone number are set forth on the inside front cover of this prospectus. FINANCIAL STATEMENTS The financial statements of the Account should be distinguished from the consolidated financial statements of Prudential and subsidiaries, which should be considered only as bearing upon the ability of Prudential to meet its obligations under the Contracts. The financial statements of Prudential that we show in this prospectus are those as of the end of the most recent fiscal year. Prudential does not currently prepare financial statements in accordance with generally accepted accounting principals more often than annually and believes that any incremental benefit to prospective Contract owners that may result from the inclusion of interim financial statements, though unaudited, does not justify the additional cost that would be incurred. In addition, Prudential represents that there have been no adverse changes in the financial condition or operations of Prudential between the end of the most current fiscal year and the date of this prospectus. 33 DIRECTORS AND OFFICERS OF PRUDENTIAL DIRECTORS OF PRUDENTIAL FRANKLIN E. AGNEW -- Director since 1994 (current term expires April, 2000). Member, Committee on Dividends; Member, Finance Committee; Member Corporate Governance Committee. Business consultant since 1987. Senior Vice President, H.J. Heinz from 1971 to 1986. Mr. Agnew is also a director of Bausch & Lomb, Inc. John Wiley & Sons, Inc. and Erie Plastics Corporation. Age 63. Address: 600 Grant Street, Suite 660, Pittsburgh, PA 15219. FREDERICK K. BECKER -- Director since 1994 (current term expires April, 1999). Member, Auditing Committee, Member, Committee on Business Ethics; Member, Corporate Governance Committee. President, Wilentz Goldman and Spitzer, P.A. (law firm) since 1989, with firm since 1960. Age 62. Address: 90 Woodbridge Center Drive, Woodbridge, NJ 07095. GILBERT F. CASELLAS -- Director since 1998 (current term expires April, 2002). Partner, McConnell Valdes, LLP since 1998. Chairman, U.S. Equal Employment Opportunity Commission from 1994 to 1998. General Counsel, Department of Air Force from 1993 to 1994. Mr. Casellas is also a director of the American Arbitration Association and the Puerto Rican Legal Defense & Education Fund. Age 46. Address: 1717 Pennsylvania Avenue, NW, Suite 625, Washington, DC 20006. JAMES G. CULLEN -- Director since 1994 (current term expires April, 2001). Member, Compensation Committee; Member, Committee on Business Ethics. President & Chief Executive Officer, Telecom Group, Bell Atlantic Corporation, since 1997. Vice Chairman, Bell Atlantic Corporation from 1995 to 1997. President, Bell Atlantic Corporation from 1993 to 1995. Mr. Cullen is also a director of Bell Atlantic Corporation and Johnson & Johnson. Age 55. Address: 1310 North Court House Road, 11th Floor, Alexandria, VA 22201. CAROLYNE K. DAVIS -- Director since 1989 (current term expires April, 2001). Member, Finance Committee; Member Committee on Business Ethics; Member, Compensation Committee. Independent Health Care Advisor. National and International Health Care Advisor, Ernst & Young, LLP from 1985 to 1997. Dr. Davis is also a director of Beckman Instruments, Inc., Merck & Co., Inc., Science Applications International Corporation, Minimed Incorporated, and Beverley Enterprises. Age 65. Address: 751 Broad Street, 23rd Floor, Newark, NJ 07102. ROGER A. ENRICO -- Director since 1994 (current term expires April, 2002). Member, Committees on Nominations & Corporate Governance; Member, Compensation Committee. Chairman and Chief Executive Officer, PepsiCo, Inc. since 1996. Originally with PepsiCo, Inc. since 1971. Mr. Enrico is also a director of A.M. Belo Corporation and Dayton Hudson Corporation. Age 53. Address: 700 Anderson Hill Road, Purchase, NY 10577. ALLAN D. GILMOUR -- Director since 1995 (current term expires April, 1999). Member, Finance Committee; Member, Committee on Dividends. Retired since 1995. Vice Chairman, Ford Motor Company, from 1993 to 1995. Mr. Gilmour originally joined Ford in 1960. Mr. Gilmour is also a director of A.P. Automotive Systems, Inc., Whirlpool Corporation, USWest, Inc., The Dow Chemical Company and DTE Energy Company. Age 63. Address: 751 Broad Street, 23rd Floor, Newark, NJ 07102. WILLIAM H. GRAY, III -- Director since 1991 (current term expires April, 2000). Member, Executive Committee; Member, Finance Committee; Chairman, Committees on Nominations & Corporate Governance. President and Chief Executive Officer, The College Fund/UNCF since 1991. Mr. Gray served in Congress from 1979 to 1991. Mr. Gray is also a director of Chase Manhattan Corporation, Municipal Bond Investors Assurance Corporation, Rockwell International Corporation, Union Pacific Corporation, Warner-Lambert Company, Westinghouse Electric Corporation, and Electronic Data Systems. Age 56. Address: 8260 Willow Oaks Corp. Drive, Fairfax, VA 22031-4511. 34 JON F. HANSON -- Director since 1991 (current term expires April, 2003). Member, Finance Committee; Member, Committee on Dividends. Chairman, Hampshire Management Company since 1976. Mr. Hanson is also a director of United Water Resources, Orange & Rockland Utilities, Inc., Consolidated Delivery and Logistics, and Fleet Trust and Investments Services Company, N.A. Age 61. Address: 235 Moore Street, Suite 200, Hackensack, NJ 07601. GLEN H. HINER, JR. -- Director since 1997. (current term expires April, 2001). Member, Compensation Committee. Chairman and Chief Executive Officer, Owens Corning since 1991. Senior Vice President and Group Executive, Plastics Group, General Electric Company from 1983 to 1991. Mr. Hiner is also a director of Dana Corporation. Age 64. Address: One Owens Corning Parkway, Toledo, OH 43659. CONSTANCE J. HORNER -- Director since 1994 (current term expires April, 2002). Member, Auditing Committee; Member, Committees on Nominations & Corporate Governance. Guest Scholar, The Brookings Institution since 1993. Ms. Horner is also a director of Foster Wheeler Corporation, Ingersoll-Rand Company, and Pfizer, Inc. Age 55. Address: 1775 Massachusetts Ave., N.W. Washington, D.C. 20036-2188. GAYNOR N. KELLEY -- Director since 1997 (current term expires April, 2001). Member, Auditing Committee. Retired since 1996. Former Chairman and Chief Executive Officer, The Perkins Elmer Corporation from 1990 to 1996. Mr. Kelley is also a director of Hercules Incorporated, and Alliant Techsystems. Age 66. Address: 751 Broad Street, 23rd Floor, Newark, NJ 07102-3777. BURTON G. MALKIEL -- Director since 1978 (current term expires April, 2002). Chairman, Finance Committee; Member, Executive Committee; Member, Committee on Dividends. Professor of Economics, Princeton University, since 1988. Dr. Malkiel is also a director of Banco Bilbao Vizcaya, Baker Fentress & Company, The Jeffrey Company, The Southern New England Telecommunications Company, and Vanguard Group, Inc. Age 65. Address: Princeton University, 110 Fisher Hall, Prospect Avenue, Princeton, NJ 08544-1021. ARTHUR F. RYAN -- Chairman of the Board, President and Chief Executive Officer of Prudential since 1994. President and Chief Operating Officer, Chase Manhattan Corp. from 1990 to 1994, with Chase since 1972. Age 55. Address: 751 Broad Street, Newark, NJ 07102. IDA F.S. SCHMERTZ -- Director since 1997 (current term expires April, 2004). Member, Finance Committee. Principal, Investment Strategies International since 1994. Age 63. Address: 751 Broad Street, 23rd Floor, Newark, NJ 07102. CHARLES R. SITTER -- Director since 1995 (current term expires April, 1999). Member, Finance Committee; Member, Committee on Dividends. Retired since 1996. President, Exxon Corporation from 1993 to 1996. Mr. Sitter began his career with Exxon in 1957. Age 67. Address: 5959 Las Colinas Boulevard, Irving, TX 75039- 2298. DONALD L. STAHELI -- Director since 1995 (current term expires April, 1999). Member, Compensation Committee; Member, Auditing Committee. Retired since 1997. Chairman and Chief Executive Officer, Continental Grain Company from 1994 to 1997. President and Chief Executive Officer, Continental Grain Company from 1988 to 1994. Mr. Staheli is also director of Bankers Trust Company, Bankers Trust New York Corporation, and Fresenius AG-Conti Financial Corporation. Age 66. Address: 39 Locust Street, Suite 204, New Canaan, CT 06840. RICHARD M. THOMSON -- Director since 1976 (current term expires April, 2000). Chairman, Executive Committee; Chairman, Compensation Committee; Member, Committee on Nominations & Corporate Governance. Chairman of the Board, The Toronto-Dominion Bank since 1997. Chairman and Chief Executive Officer from 1978 to 1997. Mr. Thomson is also a director of CGC, Inc., INCO, Limited, S.C. Johnson & Son, Inc., The Thomson Corporation, and Canadian Occidental Petroleum, Ltd. Age 64. Address: P.O. Box 1, Toronto-Dominion Centre, Toronto, Ontario, M5K 1A2, Canada. JAMES A. UNRUH -- Director since 1996 (current term expires April, 2000). Member, Compensation Committee. Retired since 1997. Chairman and Chief Executive Officer, Unisys Corporation, from 1990 to 35 1997. Mr. Unruh is also a director of Ameritech Corporation. Age 55. Address: Two Bala Plaza, Suite 300, Bala Cynwyd, PA 19004. P. ROY VAGELOS, M.D. -- Director since 1989 (current term expires April, 2001). Chairman, Auditing Committee; Member, Executive Committee; Member, Committees on Nominations & Corporate Governance. Chairman, Regeneron Pharmaceuticals since 1995. Chairman and Chief Executive Officer, Merck & Co., Inc. from 1986 to 1994. Dr. Vagelos is also a director of The Estee Lauder Companies, Inc., PepsiCo., Inc., and Regeneron Pharmaceuticals, Inc. Age 68. Address: One Crossroads Drive, Building A, 3rd Floor, Bedminster, NJ 07921. STANLEY C. VAN NESS -- Director since 1990 (current term expires April, 2002). Chairman, Committee on Business Ethics; Member, Executive Committee; Member, Auditing Committee. Counselor at Law, Picco Herbert Kennedy (law firm) from 1990. Mr. Van Ness is also a director of Jersey Central Power & Light Company. Age 63. Address: 22 Chambers Street, Princeton, NJ 08542. PAUL A. VOLCKER -- Director since 1988 (current term expires April, 2000). Chairman, Committee on Dividends; Member, Executive Committee; Member, Committee on Nominations & Corporate Governance. Consultant since 1996. Chairman, James D. Wolfensohn, Inc. from 1988 to 1996. Chief Executive Officer, James D. Wolfensohn, Inc. from 1995 to 1996. Mr. Volcker is also a public member of the Board of Governors of the American Stock Exchange, a member of the Board of Overseers of TIAA-CREF, and a director of Nestle, S.A., UAL Corporation, and Bankers Trust New York Corporation. Age 70, Address: 610 Fifth Avenue, Suite 420, New York, NY 10020. JOSEPH H. WILLIAMS -- Director since 1994 (current term expires April, 2002). Member, Committee on Dividends; Member, Auditing Committee. Director, The Williams Companies since 1971. Chairman & Chief Executive Officer, The Williams Companies from 1979 to 1993. Mr. Williams is also a director of Flint Industries, The Orvis Company, and MTC Investors, LLC. Age 64. Address: One Williams Center, Tulsa, OK 74172. PRINCIPAL OFFICERS OF PRUDENTIAL ARTHUR F. RYAN -- Chairman, President and Chief Executive Officer since 1994; prior to 1994, President and Chief Operating Officer, Chase Manhattan Corporation, New York, NY. Age 55. E. MICHAEL CAULFIELD -- Chief Executive Officer, Prudential Investments since 1996; Chief Executive Officer, Money Management Group from 1995 to 1996; prior to 1995, President, Prudential Preferred Financial Services. Age 51. MICHELE S. DARLING -- Executive Vice President Human Resources since 1997; prior to 1997, Executive Vice President, Canadian Imperial Bank of Commerce, Toronto, Canada. Age 44. ROBERT C. GOLDEN -- Executive Vice President Corporate Operations and Systems since 1997; prior to 1997, Executive Vice President, Prudential Securities, New York, NY. Age 51. MARK B. GRIER -- Executive Vice President, Financial Management since 1997; Chief Financial Officer from 1995 to 1997; prior to 1995, Executive Vice President, Chase Manhattan Corporation, New York, NY. Age 44. RODGER A. LAWSON -- Executive Vice President, Marketing and Planning since 1996; President and CEO, Van Eck Global, New York, NY, from 1994 to 1996; prior to 1994, President and CEO, Global Private Banking, Bankers Trust Company, New York, NY. Age 50. JOHN V. SCICUTELLA -- Chief Executive Officer, Individual Insurance Group since 1997; Executive Vice President Operations and Systems from 1995 to 1997; prior to 1995, Executive Vice President, Chase Manhattan Corporation. Age 48. JOHN R. STRANGFELD -- Chief Executive Officer, Private Asset Management Group (PAMG) since 1998; President, PAMG, from 1996 to 1998; prior to 1996, Senior Managing Director. Age 44. 36 R. BROCK ARMSTRONG -- Senior Vice President, Individual Insurance Development since 1997; prior to 1997, Executive Vice President, London Life Insurance Company, London, Canada. Age 50. JAMES J. AVERY, JR. -- Senior Vice President & Chief Actuary since 1997; President Prudential Select from 1995 to 1997; prior to 1995, Chief Financial Officer, Prudential Select. Age 46. MARTIN A. BERKOWITZ -- Senior Vice President and Comptroller since 1995; prior to 1995, Senior Vice President and CFO, Prudential Investment Corporation. Age 48. WILLIAM M. BETHKE -- Chief Investment Officer since 1997; prior to 1997, Senior Vice President. Age 50. RICHARD J. CARBONE -- Senior Vice President and Chief Financial Officer since 1997. Controller, Salomon Brothers, New York, NY, from 1995 to 1997; prior to 1995, Controller, Bankers Trust, New York, NY. Age 50. LEO J. CORBETT -- Senior Vice President, Individual Insurance Marketing since 1997; prior to 1997, Managing Director, Lehman Brothers, New York, NY. Age 49. THOMAS W. CRAWFORD -- President and Chief Executive Officer, Prudential Property and Casualty Company since 1996; prior to 1996, President and Chief Executive Officer, Southern Heritage Insurance Company, Tucker, GA. Age 55. MARK R. FETTING -- President, Prudential Retirement Services since 1996; prior to 1996, President, Prudential Defined Contribution Services. Age 43. WILLIAM D. FRIEL -- Senior Vice President and Chief Information Officer since 1993. Age 59. JONATHAN M. GREENE -- President, Investment Management, Prudential Investments since 1996; prior to 1996, Vice President, T. Rowe Price, Baltimore, MD. Age 54. JEAN D. HAMILTON -- President, Diversified Group since 1995; prior to 1995, President, Prudential Capital Group. Age 51. RONALD P. JOELSON -- Senior Vice President, Guaranteed Products since 1997; President, Prudential Investments Guaranteed Products from 1996 to 1998; prior to 1996, Managing Director, Enterprise Planning Unit. Age 40. IRA J. KLEINMAN -- Executive Vice President, International Insurance Group, since 1997; prior to 1997, Senior Vice President. Age 51. NEIL A. MCGUINNESS -- Senior Vice President, Marketing, Prudential Investments, since 1996; prior to 1996, Managing Director, Putnam Investments, Boston, MA. Age 51. PRISCILLA A. MYERS -- Senior Vice President, Audit, Compliance and Investigation since 1995. Vice President and Auditor from 1989 to 1995. Age 48. RICHARD O. PAINTER -- President, Prudential Insurance & Financial Services since 1995; prior to 1995, Senior Vice President, New York Life, New York, NY. Age 50. I. EDWARD PRICE -- Senior Vice President and Actuary since 1995; prior to 1995, Chief Executive Officer, Prudential International Insurance. Age 55. KIYOFUMI SAKAGUCHI -- President, International Insurance Group since 1995; prior to 1995, Chairman and CEO, The Prudential Life Insurance Co., Ltd., Japan. Age 55. BRIAN M. STORMS -- President, Mutual Funds and Annuities, Prudential Investments since 1996; prior to 1996, Managing Director, Fidelity Investments, Boston. Age 43. 37 ROBERT J. SULLIVAN -- Senior Vice President, Sales, Prudential Investments since 1997; prior to 1997, Managing Director, Fidelity Investments, Boston. Age 59. SUSAN J. BLOUNT -- Vice President and Secretary since 1995; prior to 1995, Assistant General Counsel. Age 40. C. EDWARD CHAPLIN -- Vice President and Treasurer since 1995; prior to 1995, Managing Director and Assistant Treasurer. Age 41. Prudential officers are elected annually. 38 VARIABLE UNIVERSAL LIFE INSURANCE [LOGO] PRUDENTIAL The Prudential Insurance Company of America 751 Broad Street, Newark, NJ 07102-3777 Telephone 800 437-4016 PVUL-1 Ed. 11/98 CAT# ____________ 39 PART II OTHER INFORMATION UNDERTAKING TO FILE REPORTS Subject to the terms and conditions of Section 15(d) of the Securities Exchange Act of 1934, the undersigned Registrant hereby undertakes to file with the Securities and Exchange Commission such supplementary and periodic information, documents, and reports as may be prescribed by any rule or regulation of the Commission heretofore or hereafter duly adopted pursuant to authority conferred in that section. REPRESENTATION WITH RESPECT TO CHARGES The Prudential Insurance Company of America represents that the fees and charges deducted under the Variable Universal Life Insurance Contracts registered by this registration statement, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by Prudential. UNDERTAKING WITH RESPECT TO INDEMNIFICATION The Registrant, in conjunction with certain affiliates, maintains insurance on behalf of any person who is or was a trustee, director, officer, employee, or agent of the Registrant, or who is or was serving at the request of the Registrant as a trustee, director, officer, employee or agent of such other affiliated trust or corporation, against any liability asserted against and incurred by him or her arising out of his or her position with such trust or corporation. New Jersey, being the state of organization of Prudential Insurance Company of America ("Prudential"), permits entities organized under its jurisdiction to indemnify directors and officers with certain limitations. The relevant provisions of New Jersey law permitting indemnification can be found in Section 14A:3-5 of the New Jersey Statutes Annotated. The text of Prudential's By-law 27, which relates to indemnification of officers and directors, is incorporated by reference to Exhibit (6)(b) of this registration statement. Insofar as indemnification for liabilities arising under the Securities Act of 1933 (the "Act") may be permitted to directors, officers and controlling persons of the Registrant pursuant to the foregoing provisions or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue. II-1 CONTENTS OF REGISTRATION STATEMENT This Registration Statement comprises the following papers and documents: - ------------------------------------------------------------------------- The facing sheet. Cross-reference to items required by Form N-8B-2. The prospectus consisting of 49 pages. The undertaking to file reports. The representation with respect to charges. The undertaking with respect to indemnification. The signatures. Written consents of the following persons: None. The following exhibits: - ----------------------- 1. The following exhibits correspond to those required by paragraph A of the instructions as to exhibits in Form N-8B-2: A. (1) (a) Resolution of Board of Directors of The Prudential Insurance Company of America establishing The Prudential Variable Appreciable Account. (Note 2) (b) Authorization for Separate Account to Invest in Unaffiliated Mutual Funds (Note 1) (2) Not Applicable. (3) Distributing Contracts: (a) Distribution Agreement between Pruco Securities Corporation and The Prudential Insurance Company of America. (Note 1) (b) Proposed form of Agreement between Pruco Securities Corporation and independent brokers with respect to the Sale of the Contracts. (Note 1) (c) Schedules of Sales Commissions. (Note 5) (d) Participation Agreements (i) AIM Variable Insurance Funds, Inc., AIM V.I. Value Fund. (Note 5) (ii) American Century Variable Portfolios, Inc., VP Value Portfolio. (Note 5) (iii) Janus Aspen Series, Growth Portfolio. (Note 5) (iv) MFS Variable Insurance Trust, Emerging Growth Series. (Note 5) (v) T. Rowe Price International Series, Inc., International Stock Portfolio. (Note 5) (4) Not Applicable. (5) Variable Universal Life Insurance Contract: (Note 1) (6) (a) Charter of The Prudential Insurance Company of America, as amended November 14, 1995. (Note 3) (b) By-laws of The Prudential Insurance Company of America, as amended May 12, 1998. (Note 1) (7) Not Applicable. (8) Not Applicable. (9) Not Applicable. (10) (a) Application Form. (Note 1) (b) Supplement to the Application. (Note 1) (11) Not Applicable. (12) Memorandum describing Prudential's issuance, transfer, and redemption procedures for the Contracts pursuant to Rule 6e- 3(T)(b)(12)(iii) and method of computing adjustments in payments and cash surrender values upon conversion to fixed-benefit policies pursuant to Rule 6e-3(T)(b)(13)(v)(B). (Note 1) II-2 (13) Available Contract Riders and Endorsements: (a) Rider for Payment of Premium Benefit Upon Insured's Total Disability. (Note 1) (b) 10 Year Level PremiumTerm Rider on Insured. (Note 5) (c) 10 Year Level PremiumTerm Rider on Spouse. (Note 5) (d) Children's Rider (i) The dependent child is named in the application for the contract and on the date of the application has not reached his or her 18th birthday. (Note 5) (ii) The dependent child just before the contract date of the contract was insured under the earlier contract that was converted or changed to this contract. (Note 5) (iii) The dependent child is named in the application for change. (Note 5) (iv) After-issue. (Note 5) (e) Living Needs Benefit Rider (i) for use in all approved jurisdictions except Florida. (Note 2) 2. See Exhibit 1.A.(5). 3. Opinion and Consent of Clifford E. Kirsch, Esq. as to the legality of the securities being registered. (Note 5) 4. None. 5. Not Applicable. 6. Opinion and Consent of Ching-Meei Chang, MAAA, FSA, as to actuarial matters pertaining to the securities being registered. (Note 5) 7. Powers of Attorney. (a) F. Agnew, F. Becker, M. Berkowitz, R.Carbone, J.Cullen, C. Davis, R. Enrico, A. Gilmour, W. Gray, III, J. Hanson, G. Hiner, C. Horner, G. Kelley, B. Malkiel, A. Ryan, I. Schmertz, C. Sitter, D. Staheli, R. Thomson, J. Unruh, P. Vagelos, S. Van Ness, P. Volcker, J. Williams (Note 4) (b) G. Casellas (Note 1) 27. Financial Data Schedule. (Note 5) (Note 1) Filed herewith. (Note 2) Incorporated by reference to Post-Effective Amendment No. 15 to Form S-6, Registration No. 33- 20000, filed May 1, 1995 on behalf of The Prudential Variable Appreciable Account. (Note 3) Incorporated by reference to Post-Effective Amendment No. 9 to Form S- 1, Registration No. 33-20083, filed April 9, 1997 on behalf of The Prudential Variable Contract Real Property Account. (Note 4) Incorporated by reference to Post-Effective Amendment No. 10 to Form S-1, Registration No. 33-20083, filed April 9, 1998 on behalf of The Prudential Variable Contract Real Property Account. (Note 5) To be filed by Pre-Effective Amendment. II-3 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the Registrant, the Prudential Variable Appreciable Account, has duly caused this Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized, and its seal hereunto affixed and attested, all in the city of Newark and the State of New Jersey, on this 11th day of September, 1998. (Seal) THE PRUDENTIAL VARIABLE APPRECIABLE ACCOUNT (Registrant) By: THE PRUDENTIAL INSURANCE COMPANY OF AMERICA (Depositor) Attest: /s/ Thomas C. Castano By: /s/ Esther H. Milnes ------------------------- ------------------------- Thomas C. Castano Esther H. Milnes Assistant Secretary Vice President and Actuary Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities indicated on this 11th day of September, 1998.
SIGNATURE AND TITLE - ------------------------------------------------------------ /s/ * - ------------------------------------------------------------ Arthur F. Ryan Chairman of the Board, President, and Chief Executive Officer /s/ * - ------------------------------------------------------------ Martin A. Berkowitz Senior Vice President and Comptroller /s/ * - ------------------------------------------------------------ Richard J. Carbone *By: /s/ Thomas C. Castano Chief Financial Officer ------------------------- Thomas C. Castano (Attorney-in-Fact) /s/ * - ------------------------------------------------------------ Franklin E. Agnew Director /s/ * - ------------------------------------------------------------ Frederic K. Becker Director - ------------------------------------------------------------ /s/ - ------------------------------------------------------------ Gilbert F. Casellas Director /s/ * - ------------------------------------------------------------ James G. Cullen Director /s/ * - ------------------------------------------------------------ Carolyne K. Davis Director /s/ * - ------------------------------------------------------------ Roger A. Enrico Director /s/* - ------------------------------------------------------------ Allan D. Gilmour Director
II-4
/s/ * - ------------------------------------------------------------ William H. Gray, III Director /s/ * - ------------------------------------------------------------ Jon F. Hanson Director /s/ * - ------------------------------------------------------------ Glen H. Hiner, Jr. Director /s/ * - ------------------------------------------------------------ Constance J. Horner Director /s/ * - ------------------------------------------------------------ Gaynor N. Kelley Director /s/ * *By: /s/ Thomas C. Castano - ------------------------------------------------------------ ---------------------- Burton G. Malkiel Thomas C. Castano Director (Attorney-in-Fact) /s/* - ------------------------------------------------------------ Ida F. S. Schmertz Director /s/* - ------------------------------------------------------------ Charles R. Sitter Director /s/* - ------------------------------------------------------------ Donald L. Staheli Director /s/ * - ------------------------------------------------------------ Richard M. Thomson Director /s/ * - ------------------------------------------------------------ James A. Unruh Director /s/ * - ------------------------------------------------------------ P. Roy Vagelos, M.D. Director /s/ * - ------------------------------------------------------------ Stanley C. Van Ness Director /s/ * - ------------------------------------------------------------ Paul A. Volcker Director /s/ * - ------------------------------------------------------------ Joseph H. Williams Director
II-5 EXHIBIT INDEX
1.A.(1)(b) Authorization for Separate Account to Invest in Unaffiliated Mutual Funds Page II-7 1.A.(3)(a) Distribution Agreement between Pruco Securities Corporation and The Prudential Insurance Company of America. Page II-10 1.A.(3)(b) Proposed form of Agreement between Pruco Securities Corporation and independent brokers with respect to the Sale of Page II-15 the Contracts. 1.A.(5) Variable Universal Life Insurance Contract. Page II-22 1.A.(6)(b) By-laws of The Prudential Insurance Company of America, as amended May 12, 1998. Page II-54 1.A.(10)(a) Application Form. Page II-63 1.A.(10)(b) Supplement to the Application. Page II-70 1.A.(12) Memorandum describing Prudential's issuance, transfer, Page II-71 and Redemption procedures for the Contracts pursuant to Rule 6e-3(T)(b)(12)(iii) and method of computing adjustments in payments and cash surrender values upon conversion to fixed-benefit policies pursuant to Rule 6e- 3(T)(b)(13)(v)(B). 1.A.(13)(a) Rider for Payment of Premium Benefit Upon Insured's Total Page II-81 Disability. 7(b) Power of Attorney for G. Casellas. Page II-84
II-6 EX-99.1A(1)(B) 2 FUND INVESTMENT OBJECTIVES Exhibit 1.A.(1)(b) On November 11, 1997 the Finance Committee of the Board of Directors of The Prudential Insurance Company of America granted the following authority with respect to The Prudential Variable Appreciable Account: 1. For the Variable Appreciable Account to invest, in addition to shares of portfolios of The Prudential Series Fund, Inc., in the five mutual funds from the fund companies listed on Exhibit A hereto. 2. For the proper officers of Prudential to do or cause to be done in the name and on behalf of Prudential any and all acts and things, including, but not limited to, requests to regulatory authorities for approvals, exemptions and other actions and the execution and delivery of documents, papers and instruments, all as any such officer or officers may deem necessary, desirable or appropriate to execute the purposes and intents of the forgoing actions. II-7 EXHIBIT A --------- LIST OF FUNDS Mutual Fund Company Name of Fund Investment Objective (Strategy) - ------------------------------------------------------------------------------- AIM Distributors, Inc. Aim V.I. Value Fund A diversified portfolio which seeks to achieve long-term growth of capital by investing primarily in equity securities judged by AIM to be undervalued relative to the current or projected earnings of the companies issuing the securities, or relative to current market values of assets owned by the companies issuing the securities, or relative to the equity markets generally. Income is a secondary objective. - ------------------------------------------------------------------------------- Twentieth Century Group VP Value Seeks long-term capital appreciation, income is secondary. (The fund usually invests at least 80% of assets in equity securities issued by well-established medium and large-size companies). - ------------------------------------------------------------------------------- MFS MFS Emerging Seeks long-term growth of Growth capital. Dividend and interest Series income from portfolio securities, if any, is incidental to the investment objective of long-term growth of capital. (The portfolios will invest primarily in common stocks of emerging growth companies). - ------------------------------------------------------------------------------- II-8 Mutual Fund Company Name of Fund Investment Objective (Strategy) - -------------------------------------------------------------------------------- T. Rowe Price T. Rowe Price Seeks long-term growth, International principally by means of Stock Portfolio investments in the common stocks of established non- U.S. companies. (The Portfolio is diversified with a focus upon those areas and financial instruments which appear to offer good opportunities for capital appreciation.) - -------------------------------------------------------------------------------- Janus Capital Janus Aspen Series Seeks long-term growth of Corporation Growth Portfolio capital in a manner consistent with preservation of capital by investing primarily in the common stocks of companies of any size. Generally, the Portfolio emphasizes larger, more established issuers. - -------------------------------------------------------------------------------- II-9 EX-99.1A(3)(A) 3 DISTRIBUTION AGREEMENT Exhibit 1.A.(3)(a) DISTRIBUTION AGREEMENT ---------------------- AGREEMENT made this _____ day of ____________, 1997, by and between The Prudential Insurance Company of America, a New Jersey corporation ("Company"), on its own behalf and on behalf of the Prudential Variable Appreciable Account ("Account"), and Pruco Securities Corporation, a New Jersey corporation ("Distributor"). WITNESSETH: ----------- WHEREAS, the Company has established and maintains the Account, a separate investment account, pursuant to the laws of New Jersey for the purpose of selling variable universal life insurance contracts ("Contracts"), to commence after the effectiveness of the Registration Statement relating thereto filed with the Securities and Exchange Commission on Form S-6 pursuant to the Securities Act of 1933, as amended (the "1933 Act"); and WHEREAS, the Account will be registered as a unit investment trust under the Investment Company Act of 1940 (the "1940 Act"); and WHEREAS, Distributor is registered as a broker-dealer under the Securities Exchange Act of 1934 (the "Securities Exchange Act") and is a member of the National Association of Securities Dealers, Inc. ("NASD"); and WHEREAS, the Company and the Distributor wish to enter into an agreement to have the Distributor act as the Company's principal underwriter for the sale of the Contracts through the Account; NOW, THEREFORE, the parties agree as follows: 1. Appointment of the Distributor ------------------------------ The Company agrees that during the term of this Agreement it will take all action which is required to cause the Contracts to comply as an insurance product and a registered security with all applicable federal and state laws and regulations. The Company appoints the Distributor and the Distributor agrees to act as the principal underwriter for the sale of Contracts to the public, during the term of this Agreement, in each state and other jurisdictions in which such Contracts may lawfully be sold. Distributor shall offer the Contracts for sale and distribution at premium rates set by the Company. Applications for the Contracts shall be solicited only by representatives duly and appropriately licensed or otherwise qualified for the sale of such Contracts in each state or other jurisdiction. Company shall undertake to appoint Distributor's qualified representatives as life insurance agents of Company. Completed applications for Contracts shall be transmitted directly to the Company for acceptance or rejection in accordance with underwriting rules established by the Company. Initial premium payments under the Contracts shall be made by check payable to the Company and shall be held at all times by Distributor or its representatives in a fiduciary capacity and II-10 remitted promptly to the Company. Anything in this Agreement to the contrary notwithstanding, the Company retains the ultimate right to control the sale of the Contracts and to appoint and discharge life insurance agents of the Company. The Distributor shall be held to the exercise of reasonable care in carrying out the provisions of the Agreement. 2. Sales Agreements ---------------- Distributor is hereby authorized to enter into separate written agreements, on such terms and conditions as Distributor may determine not inconsistent with this Agreement, with one or more organizations which agree to participate in the distribution of Contracts. Such organizations (hereafter "Broker") shall be both registered as a broker/dealer under the Securities Exchange Act and a member of NASD. Broker and its agents or representatives soliciting applications for Contracts shall be duly and appropriately licensed, registered or otherwise qualified for the sale of such Contracts (and the riders and other policies offered in connection therewith) under the insurance laws and any applicable blue-sky laws of each state or other jurisdiction in which the Company is licensed to sell the Contracts. Distributor shall have the responsibility for ensuring that Broker supervises its representatives. Broker shall assume any legal responsibilities of Company for the acts, commissions or defalcations of such representatives insofar as they relate to the sale of the Contracts. Applications for Contracts solicited by such Broker through its agents or representatives shall be transmitted directly to the Company, and if received by Distributor, shall be forwarded to Company. All premium payments under the Contracts shall be made by check to Company and, if received by Distributor, shall be held at all times in a fiduciary capacity and remitted promptly to Company. 3. Life Insurance Licensing ------------------------ Company shall be responsible for insuring that Brokers are duly qualified, under the insurance laws of the applicable jurisdictions, to sell the Contracts. 4. Suitability ----------- Company wishes to ensure that Contracts sold by Distributor will be issued to purchasers for whom the Contract will be suitable. Distributor shall take reasonable steps to ensure that the various representatives appointed by it shall not make recommendations to an applicant to purchase a Contract in the absence of reasonable grounds to believe that the purchase of the Contract is suitable for such applicant. While not limited to the following, a determination of suitability shall be based on information furnished to a representative after reasonable inquiry of such applicant concerning the applicant's insurance and investment objectives, financial situation and needs, and the likelihood that the applicant will continue to make the premium payments contemplated by the Contracts. II-11 5. Promotion Materials ------------------- Company shall have the responsibility for furnishing to Distributor and its representatives sales promotion materials and individual sales proposals related to the sale of the Contracts. Distributor shall not use any such materials that have not been approved by Company. 6. Compensation ------------ Company shall arrange for the payment of commissions directly to those registered representatives of Distributor who are entitled thereto in connection with the sale of the Contracts on behalf of Distributor, in the amounts and on such terms and conditions as Company and Distributor shall determine; provided that such terms, conditions and commissions shall be as are set forth in or as are not inconsistent with the Prospectus included as part of the Registration Statement for the Contracts and effective under the 1933 Act. Company shall arrange for the payment of commissions directly to those Brokers who sell Contracts under agreements entered into pursuant to paragraph 2. hereof, in amounts as may be agreed to by the Company and specified in such written agreements. Company shall reimburse Distributor for the costs and expenses incurred by Distributor in furnishing or obtaining the services, materials and supplies required by the terms of the Agreement in the initial sales efforts and the continuing obligations hereunder. 7. Records ------- Distributor shall have the responsibility for maintaining the records of representatives licensed, registered and otherwise qualified to sell the Contracts. Distributor shall maintain such other records as are required of it by applicable laws and regulations. The books, accounts and records of Company, the Account and Distributor shall be maintained so as to clearly and accurately disclose the nature and details of the transactions. All records maintained by the Distributor in connection with this Agreement shall be the property of the Company and shall be returned to the Company upon termination of this Agreement, free from any claims or retention of rights by the Distributor. The Distributor shall keep confidential any information obtained pursuant to this Agreement and shall disclose such information, only if the Company has authorized such disclosure, or if such disclosure is expressly required by applicable federal or state regulatory authorities. II-12 8. Investigation and Proceeding ---------------------------- (a) Distributor and Company agree to cooperate fully in any insurance regulatory investigation or proceeding or judicial proceeding arising in connection with the Contracts distributed under this Agreement. Distributor and Company further agree to cooperate fully in any securities regulatory investigation or proceeding or judicial proceeding with respect to Company, Distributor, their affiliates and their agents or representatives to the extent that such investigation or proceeding is in connection with Contracts distributed under this Agreement. The Distributor shall furnish applicable federal and state regulatory authorities with any information or reports in connection with its services under this Agreement which such authorities may request in order to ascertain whether the Company's operations are being conducted in a manner consistent with any applicable law or regulations. (b) In the case of a substantive customer complaint, Distributor and Company will cooperate in investigating such complaint and any response to such complaint will be sent to the other party to this Agreement for approval not less than five business days prior to its being sent to the customer or regulatory authority, except that if more prompt response is required, the proposed response shall be communicated by telephone or telegraph. 9. Termination ----------- This Agreement shall terminate automatically upon its assignment without the prior written consent of both parties. This Agreement may be terminated at any time by either party on 60 days' written notice to the other party, without the payment of any penalty. Upon termination of this Agreement all authorizations, rights and obligations shall cease except the obligation to settle accounts hereunder, including commissions on premiums subsequently received for Contracts in effect at times of termination, and the agreements contained in paragraph 8. hereof. 10. Regulation ---------- This Agreement shall be subject to the provisions of the 1940 Act and the Securities Exchange Act of the rules, regulations, and rulings thereunder and of the applicable rules and regulations of the NASD, from time to time in effect, and the terms hereof shall be interpreted and construed in accordance therewith. 11. Severability ------------ If any provision of this Agreement shall be held or made invalid by a court decision, statute, rule or otherwise, the remainder of this Agreement shall not be affected thereby. II-13 12. Applicable Law -------------- This Agreement shall be construed and enforced in accordance with and governed by the laws of the State of New Jersey. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written. THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By _____________________ PRUCO SECURITIES CORPORATION By _____________________ II-14 EX-99.1A(3)(B) 4 SELECTED BROKER AGREEMENT Exhibit 1.A.(3)(b) SELECTED BROKER AGREEMENT AGREEMENT dated _____________________, by and between Pruco Securities Corporation (Distributor), a New Jersey corporation and _________________________ (Broker), a _______________ corporation. WITNESSETH: In consideration of the mutual promises contained herein, the parties hereto agree as follows: A. Definitions (1) Contracts - Variable life insurance contracts and/or variable annuity contracts described in Schedule A attached hereto which may be issued and issued by any one of Pruco Life Insurance Company, Pruco Life Insurance Company of New Jersey or The Prudential Insurance Company of America (hereinafter collectively called the "Company") and for which Distributor has been appointed the principal underwriter pursuant to Distribution Agreements, copies of which have been furnished to Broker. (2) Accounts - Separate accounts established and maintained by Company pursuant to the laws of Arizona or New Jersey, as applicable, to fund the benefits under the Contracts. (3) The Prudential Series Fund, Inc., or the Fund - An open-end management investment company registered under the 1940 Act, shares of which are sold to the Accounts in connection with the sale of the Contracts. (4) Registration Statement - The registration statements and amendments thereto relating to the Contracts, the Accounts, and the Fund, including financial statements and all exhibits. (5) Prospectus - The prospectuses included within the registration Statements referred to herein. (6) 1933 Act - The Securities Act of 1933, as amended. (7) 1934 Act - The Securities Exchange Act of 1934, as amended. (8) SEC - The Securities and Exchange Commission. B. Agreements of Distributor (1) Pursuant to the authority delegated to it by Company, Distributor hereby authorizes Broker during the term of this Agreement to solicit applications for Contracts from eligible persons provided that there is an effective Registration Statement relating to such Contracts and provided further that Broker has been notified by Distributor that the Contracts are qualified for sale under all applicable securities and insurance laws of the state or jurisdiction in which the application will be solicited. In connection with the solicitation of applications for Contracts, Broker is hereby authorized to offer riders that are available with the Contracts in accordance with instructions furnished by Distributor or Company. II-15 (2) Distributor, during the term of this Agreement, will notify Broker of the issuance by the SEC of any stop order with respect to the Registration Statement or any amendments thereto or the initiation of any proceedings for that purpose or for any other purpose relating to the registration and/or offering of the Contracts and of any other action or circumstance that may prevent the lawful sale of the contract in any state or jurisdiction. (3) During the term of this Agreement, Distributor shall advise Broker of any amendment to the Registration Statement or any amendment or supplement to any Prospectus. C. Agreements of Broker (1) It is understood and agreed that Broker is a registered broker/dealer under the 1934 Act and a member of the National Association of Securities Dealers, Inc. and that the agents or representatives of Broker who will be soliciting applications for the Contracts also will be duly registered representatives of Broker. (2) Commencing at such time as Distributor and Broker shall agree upon, Broker agrees to use its best efforts to find purchasers for the contract acceptable to Company. In meeting its obligation to use its best efforts to solicit applications for Contracts, Broker shall, during the term of this Agreement, engage in the following activities: (a) Continuously utilize training, sales and promotional materials which have been approved by Company; (b) Establish and implement reasonable procedures for periodic inspection and supervision of sales practices of its agents or representatives and submit periodic reports to Distributor as may be requested on the results of such inspections and the compliance with such procedures. (c) Broker shall take reasonable steps to ensure that the various representatives appointed by it shall not make recommendations to an applicant to purchase a Contract in the absence of reasonable grounds to believe that the purchase of the Contract is suitable for such applicant. While not limited to the following, a determination of suitability shall be based on information furnished to a representative after reasonable inquiry of such applicant concerning the applicant's insurance and investment objectives, financial situation and needs, and the likelihood that the applicant will continue to make the premium payments contemplated by the Contract. (3) All payments for Contracts collected by agents or representatives of Broker shall be held at all times in a fiduciary capacity and shall be remitted promptly in full together with such applications, forms and other required documentation to an office of the company designated by Distributor. Checks or money orders in payment of initial premiums shall be drawn to the order of the applicable one of "Pruco Life Insurance Company", (for contracts issued by Pruco Life Insurance Company and/or Pruco Life Insurance Company of New Jersey) or "The Prudential Insurance Company of America". Broker acknowledges that the Company retains the ultimate right to control the sale of the Contracts and that the Distributor or Company shall have the unconditional right to reject, in whole or part, any application for the contract. In the event Company or Distributor rejects an application, Company immediately will return all payments directly to the purchaser and Broker will be notified of such action. In the event that any purchaser of a Contract elects to return such Contract pursuant to Rule 6e-2(b)(13)(viii) of the 1940 Act, the purchaser will receive a refund of any premium payments, plus or minus any change due to investment performance in the value of the invested portion of such premiums; however, II-16 if applicable state law so requires, the purchaser who exercises his short-term cancellation right will receive a refund of all payments made, unadjusted for investment experience prior to the cancellation. The Broker will be notified of any such action. (4) Broker shall act as an independent contractor, and nothing herein contained shall constitute Broker, its agents or representatives, or any employees thereof as employees of Company or Distributor in connection with the solicitation of applications for Contracts. Broker, its agents or representatives, and its employees shall not hold themselves out to be employees of Company or Distributor in this connection or in any dealings with the public. (5) Broker agrees that any material it develops, approves or uses for sales, training, explanatory or other purposes in connection with the solicitation of applications for Contracts hereunder (other than generic advertising materials which do not make specific reference to the Contracts) will not be used without the prior written consent of Distributor and, where appropriate, the endorsement of Company to be obtained by Distributor. (6) Solicitation and other activities by Broker shall be undertaken only in accordance with applicable laws and regulations. No agent or representative of Broker shall solicit applications for the Contracts until duly licensed and appointed by Company as a life insurance and variable contract broker or agent of Company in the appropriate states or other jurisdictions. Broker shall ensure that such agents or representatives fulfill any training requirements necessary to be licensed. Broker understands and acknowledges that neither it nor its agents or representatives is authorized by Distributor or Company to give any information or make any representation in connection with this Agreement or the offering of the Contracts other than those contained in the Prospectus or other solicitation material authorized in writing by Distributor or Company. (7) Broker shall not have authority on behalf of Distributor or Company to: make, alter or discharge any Contract or other form; waive any forfeiture, extend the time of paying any premium; receive any monies or premiums due, or to become due, to Company, except as set forth in Section C(3) of this Agreement. Broker shall not expend, nor contract for the expenditure of the funds of Distributor, nor shall Broker possess or exercise any authority on behalf of Broker by this Agreement. (8) Broker shall have the responsibility for maintaining the records of its representatives licensed, registered and otherwise qualified to sell the Contracts. Broker shall maintain such other records as are required of it by applicable laws and regulations. The books, accounts and records of Company, the Account, Distributor and Broker relating to the sale of the Contracts shall be maintained so as to clearly and accurately disclose the nature and details of the transactions. All records maintained by the Broker in connection with this Agreement shall be the property of the Company and shall be returned to the Company upon termination of rights by the Broker. Nothing in this Section C(8) shall be interpreted to prevent the Broker from retaining copies of any such records which the Broker, in its discretion, deems necessary or desirable to keep. The Broker shall keep confidential any information obtained pursuant to this Agreement and shall disclose such information, only if the Company has authorized such disclosure, or if such disclosure is expressly required by applicable federal or state regulatory authorities. D. Compensation (1) Pursuant to the Distribution Agreement between Distributor and Company, Distributor shall cause Company to arrange for the payment of commissions to Broker as compensation for II-17 the sale of each contract sold by an agent or representative of Broker. The amount of such compensation shall be based on a schedule to be determined by agreement of Company, Distributor and Broker. Company shall identify to Broker with each such payment the name of the agent or representative of Broker who solicited each Contract covered by the payment. (2) Neither Broker nor any of its agents or representatives shall have any right to withhold or deduct any part of any premium it shall receive for purposes of payment of commission or otherwise. Neither Broker nor any of its agents or representatives shall have an interest in any compensation paid by Company to Distributor, now or hereafter, in connection with the sale of any Contracts hereunder. E. Use of Insurance Agency Affiliate of Broker It is understood and agreed that the registered representatives of Broker engaged in the offer and sale of the Contracts may be employed by (________________), an affiliate of Broker which is licensed as an insurance agency (hereinafter referred to as "Insurance Agency Affiliate"), and whose shareholders, officers, and employees are "associated persons" of Broker within the meaning of Section 3(a)(18) of the 1934 Act. It is further understood and agreed that records relating to sales of Contracts by such employees may be maintained by Insurance Company Affiliate. It is further understood and agreed that commissions payable under this agreement shall, if broker so directs, be paid to Insurance Agency Affiliate. Broker agrees that, if the Contracts are sold through Insurance Agency affiliate: (1) Broker will retain full responsibility for compliance with the requirements of the 1933 Act and the 1934 Act, and will continue to perform all obligations set forth in Section C above. (2) Any books and records maintained by Insurance Agency Affiliate will be deemed, for purposes of the 1934 Act, to be books and records of Broker and will conform to the requirements of Section 17(a) of the 1934 Act and the rules thereunder. The manner in which the books and records of Broker and Insurance Agency Affiliate are made and maintained will permit supervisory personnel of Broker as well as authorized examiners of the SEC or of another appropriate governmental agency or self-regulatory organization to review data concerning transactions in the Contracts effected through Insurance Agency Affiliate to the same extent as if such transactions had been effected through Broker itself. This may be accomplished either through maintaining one set of books and records for Broker and Insurance Agency Affiliate or by maintaining separate sets of books and records with adequate integration, through cross-referencing or otherwise, between records maintained by Broker and those maintained by Insurance Agency Affiliate. (3) Any receipt by Insurance Agency Affiliate of commissions for the sale of the Contracts, and any payment by Insurance Agency Affiliate of commissions for the sale of the Contracts to its sales personnel, will be reflected in the FOCUS reports filed by Broker pursuant to Section 17(a) of the 1934 Act and the rules thereunder and in its fee assessment reports filed with the National Association of Securities Dealers, Inc. (4) All premiums derived from the sale of the Contract through Insurance Agency Affiliate will be sent directly to the Company by Insurance Agency Affiliate customers or will be sent by them to Broker for forwarding to the Company. Insurance Agency Affiliate will not receive or accumulate customer funds nor will it receive or maintain custody of customer securities. II-18 F. Complaints and Investigations (1) Broker and Distributor jointly agree to cooperate fully in any insurance regulatory investigation or proceeding or judicial proceeding arising in connection with the Contracts marketed under this Agreement. Broker and Distributor further agree to cooperate fully in any securities regulatory investigation or proceeding or judicial proceeding with respect to Broker, Distributor, their affiliates and their agents or representatives to the extent that such investigation or proceeding is in connection with Contract marketed under this Agreement. Broker shall furnish applicable federal and state regulatory authorities with any information or reports in connection with its services under this Agreement which such authorities may request in order to ascertain whether the Company's operations are being conducted in a manner consistent with any applicable law or regulation. G. Term of Agreement (1) This Agreement shall continue in force for one year from its effective date and thereafter shall automatically be renewed every year for a further one year period; provided that either party may unilaterally terminate this Agreement upon thirty (30) days' written notice to the other party of its intention to do so. (2) Upon termination of this Agreement, all authorizations, rights and obligations shall cease except (a) the agreements contained in Section F hereof; (b) the indemnity set forth in Section H hereof; and (c) the obligation to settle accounts hereunder, including commission payments on premiums subsequently received for Contracts in effect at the time of termination or issued pursuant to applications received by Broker prior to termination. H. Indemnity (1) Broker shall be held to the exercise of reasonable care in carrying out the provision of this Agreement. (2) Distributor agrees to indemnify and hold harmless Broker and each officer or director of Broker against any losses, claims, damages or liabilities, joint or several, to which Broker or such officer or director become subject, under the 1933 Act or otherwise, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any untrue statement or alleged untrue statement of material fact, required to be stated therein or necessary to make the statements therein not misleading, contained in any Registration Statement or any post-effective amendment thereof or in the Prospectus or any amendment or supplement to the Prospectus, or any sales literature provided by the Company or by the Distributor. (3) Broker agrees to indemnify and hold harmless Company and Distributor and each of their current and former directors and officers and each person, if any, who controls or has controlled Company or Distributor within the meaning of the 1933 Act or the 1934 Act, against any losses, claims, damages or liabilities to which Company or Distributor and any such director or officer or controlling person may become subject, under the 1933 Act or otherwise, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon: (a) Any unauthorized use of sales materials or any verbal or written misrepresentations or any unlawful sales practices concerning the Contracts by Brokers; or II-19 (b) Claims by agents or representatives or employees of Broker for commissions, service fees, development allowances or other compensation or renumeration of any type; (c) The failure of Broker, its officers, employees, or agents to comply with the provisions of this Agreement; and Broker will reimburse Company and Distributor and any director or officer or controlling person of either for any legal or other expenses reasonably incurred by Company, Distributor, or such director, officer of controlling person in connection with investigating or defending any such loss, claims, damage, liability or action. This indemnity agreement will be in addition to any liability which Broker may otherwise have. I. Assignability This Agreement shall not be assigned by either party without the written consent of the other. J. Governing Law This Agreement shall be governed by and Construed in accordance with the laws of the State of New Jersey. In Witness Whereof, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written. PRUCO SECURITIES CORPORATION (Distributor) By:_______________________________ President __________________________________ (Broker) By: ______________________________ II-20 SELECTED BROKER AGREEMENT SCHEDULE A The following policies are the Contracts as defined in the Agreement made and effective ________________, 19__, between Pruco Securities Corporation and _____________________. THE PRUDENTIAL LIFE INSURANCE COMPANY OF AMERICA VARIABLE UNIVERSAL LIFE (Flexible Premium Variable Life Policy) II-21 EX-99.1A(5) 5 LIFE INSURANCE POLICY EXHIBIT 1.A.5 ================================================================================ THE PRUDENTIAL INSURANCE COMPANY OF AMERICA a mutual life insurance company PRUDENTIAL PLAZA, NEWARK, NEW JERSEY 07102 The PRUDENTIAL [LOGO] INSURED JOHN DOE XX XXX XXX POLICY NUMBER AGENCY R-NK 1 JAN 1, 1997 CONTRACT DATE ================================================================================ Flexible Premium Variable Life Insurance Policy. Insurance payable only upon death. Cash values reflect premium payments, investment results, and charges. Eligible for annual dividends as stated under Dividends. We will promptly pay the beneficiary the death benefit described under the Death Benefit provision of this contract if we receive due proof that the Insured died. We make this promise subject to all the provisions of this contract. THE AMOUNT AND DURATION OF THE DEATH BENEFIT MAY BE FIXED OR VARIABLE, DEPENDING ON THE PAYMENT OF PREMIUMS, THE INVESTMENT EXPERIENCE OF THE VARIABLE INVESTMENT OPTIONS, ANY INTEREST CREDITED TO THE FIXED INVESTMENT OPTIONS, AND THE CHARGES MADE. THE CASH VALUE MAY INCREASE OR DECREASE DAILY, DEPENDING ON THE PAYMENT OF PREMIUMS, THE INVESTMENT EXPERIENCE OF THE VARIABLE INVESTMENT OPTIONS, ANY INTEREST CREDITED TO THE FIXED INVESTMENT OPTIONS, AND THE CHARGES MADE. THERE IS NO GUARANTEED MINIMUM CASH VALUE. If there is ever a question about this contract, please see a Prudential representative or contact one of our offices. RIGHT TO CANCEL CONTRACT. You may return this contract to us within 10 days after you receive it. All you have to do is take the contract or mail it to one of our offices or to the representative who sold it to you. It will be canceled and we will return your money in accordance with applicable law. /s/ [SPECIMEN] /s/ [SPECIMEN] Secretary President PLEASE READ YOUR POLICY CAREFULLY; it is a legal contract between you and Prudential. ================================================================================ VUL-97-NY II-22 ================================================================================ GUIDE TO CONTENTS CONTRACT DATA .............................................................. 3 Insured's Information; Rating Class; Basic Contract Information; Notice; Type of Death Benefit; Life Insurance on the Insured; Minimum Initial Premium; Contract Limitations; Other Benefits (if applicable); Adjustments to Premium Payments; Adjustments to the Contract Fund; Schedule of Maximum Surrender Charges; Monthly Deductions from the Contract Fund for Other Benefits (if applicable); Investment Options; The Prudential Variable Appreciable Account; Variable Investment Options; Fixed Interest Rate Investment Option; Initial Allocation of Invested Premium Amounts TABLE OF DEATH BENEFIT GUARANTEE VALUES .................................... 4 TABLE OF MAXIMUM MONTHLY INSURANCE RATES ................................... 4 Per $1000 TABLE OF ATTAINED AGE FACTORS .............................................. 4 DEFINITIONS ................................................................ 5 THE CONTRACT ............................................................... 5 Entire Contract; Contract Modifications; Incontestability OWNERSHIP .................................................................. 6 DEATH BENEFIT PROVISIONS ................................................... 6 Death Benefit; Additional Death Benefits; Method of Payment; Suicide Exclusion; Interest on Death Benefit CHANGE IN BASIC INSURANCE AMOUNT ........................................... 7 CHANGING THE TYPE OF DEATH BENEFIT ......................................... 8 BENEFICIARY ................................................................ 9 DIVIDENDS .................................................................. 9 Participation; Dividend Options PREMIUM PAYMENT ............................................................ 10 Payment of Premiums; Invested Premium Amount; Crediting the Initial Premium Payment; Allocations CONTRACT FUND .............................................................. 10 Cash Value; Net Cash Value; Coverage Amount DEFAULT .................................................................... 11 Excess Contract Debt Default; Cash Value Default; Notice of Default DEATH BENEFIT GUARANTEE .................................................... 11 Death Benefit Guarantee; Guarantee Values REINSTATEMENT .............................................................. 12 SEPARATE ACCOUNT ........................................................... 13 Separate Account; Variable Investments; Separate Account Investments; Change in Investment Policy FIXED INVESTMENTS .......................................................... 13 Page 2 (VUL-97)-NY II-23 Page TRANSFERS ................................................................. 14 Class One Investments; Class Two Investments; Dollar Cost Averaging SURRENDER ................................................................. 14 Cash Value Option; Fixed Reduced Paid-up Insurance WITHDRAWALS ............................................................... 15 Effect on Contract Fund; Effect on Basic Insurance Amount LOANS ..................................................................... 16 Loan Value; Contract Debt; Loan Requirements; Interest Charge; Preferred Loan; Maximum Preferred Loan Amount; Effect on Contract Fund; Deferral GENERAL PROVISIONS ........................................................ 17 Annual Report; Payment of Death Claim; Currency; Misstatement of Age or Sex; Assignment; Change in Plan; Factors Subject to Change; Applicable Tax Law BASIS OF COMPUTATION ...................................................... 18 Mortality Basis and Interest Rate; Minimum Legal Values SETTLEMENT OPTIONS ........................................................ 19 Options Described; Interest Rate SETTLEMENT OPTIONS TABLES ................................................. 20 A copy of the application and any riders or endorsements can be found at the end of the contract. Page 2A (VUL-97)-NY II-24 CONTRACT DATA INSURED JOHN DOE Male, Issue Age 35 ================================================================================ RATING CLASS Select Standard ================================================================================ BASIC CONTRACT INFORMATION Policy Number xx xxx xx Contract Date January 1, 1997 Premium Period Life Beneficiary Mary Doe, wife ================================================================================ NOTICE The contract has no generally applicable guaranteed effective interest rate used to determine contract values. The guaranteed interest rate credited on that portion of the contract fund placed in the fixed interest rate investment option is 4% a year. Excess interest credited on the fixed interest rate investment option is not guaranteed and we have the right to change the interest rate from time to time, but not less than the fixed interest rate investment option's guaranteed interest rate. Dividends are not guaranteed. We have the right to determine the amount of dividends, if any, to be credited to the contract. This may result in total cash values different from those illustrated. ================================================================================ TYPE OF DEATH BENEFIT (see Death Benefit Provisions) Type B ================================================================================ LIFE INSURANCE ON THE INSURED (as of the Contract Date) Basic Insurance Amount $50,000.00 ================================================================================ MINIMUM INITIAL PREMIUM The minimum initial premium due on the Contract Date is $68.13. ================================================================================ CONTRACT DATA CONTINUED ON NEXT PAGE Page 3(97)(NY) II-25 POLICY NO. XX XXX XXX CONTRACT DATA CONTINUED CONTRACT LIMITATIONS The minimum premium we will accept is $25.00. The minimum basic insurance amount is $50,000.00. The minimum increase in basic insurance amount is $10,000.00. The minimum decrease in basic insurance amount is $10,000.00. The minimum amount you may withdraw is $500.00. The minimum amount you may borrow is $200.00. The Surrender Charge Threshold is $50,000.00 ================================================================================ ADJUSTMENTS TO PREMIUM PAYMENTS From each premium paid we will: Subtract an administrative charge of up to 7.5% of the premium (s) paid. Subtract a charge for sales expenses at a rate of up to 4% of the premium(s) paid. The remainder of the premium is the invested premium amount. ================================================================================ ADJUSTMENTS TO THE CONTRACT FUND On the Contract Date the contract fund is equal to the invested premium amount credited on that date, minus any of the charges described below which may be due on that date. CONTRACT DATA CONTINUED ON NEXT PAGE Page 3A(97)(NY) II-26 POLICY NO. XX XXX XXX CONTRACT DATA CONTINUED On each day after the contract date, we will adjust the contract fund by: adding any invested premium amounts. adding any increase due to investment results of the variable investment options. adding guaranteed interest at an effective annual rate of 4% (0.01074598% a day) on that portion of the contract fund that is not in a variable investment option. adding any excess interest on that portion of the contract fund that is in a fixed interest rate investment option. subtracting any decrease due to investment results of the variable investment options. subtracting a charge against the variable investment options at an effective annual rate of not more than 0.90% (.00245475% a day) for mortality and expense risks that we assume. subtracting any withdrawals. subtracting an administrative charge of up to $25.00 for any withdrawals. subtracting an administrative charge of up to $25.00 for any change in basic insurance amount. subtracting an administrative charge of up to $25.00 for each transfer between investment options exceeding twelve in any contract year. subtracting any surrender charges that may result from a withdrawal, surrender, or reduction in the basic insurance amount. And on each monthly date, we will adjust the contract fund by: subtracting a charge for the cost of insurance of up to the maximum monthly rate (see Table of Maximum Monthly Insurance Rates) multiplied by the coverage amount divided by $1000.00. The coverage amount is equal to the death benefit (See Death Benefit) minus the value of the contract fund. CONTRACT DATA CONTINUED ON NEXT PAGE Page 3B (97) II-27 POLICY NO. XX XXX XXX CONTRACT DATA CONTINUED subtracting a charge for administrative expenses of up to $10.00 plus $0.07 per $1000.00 of the basic insurance amount within the first contract year. subtracting a charge for administrative expenses of up to $10.00 plus $0.01 per $1000.00 of the basic insurance amount after the first contract year. subtracting a charge of up to $0.01 per $1000.00 of the basic insurance amount to guarantee the minimum death benefit. ================================================================================ SCHEDULE OF MAXIMUM SURRENDER CHARGES For a full surrender at the beginning of the contract year indicated, the maximum charge we will deduct from the contract fund is shown below. For a full surrender at other times, the surrender charge will reflect the completed contract months that have passed since the last anniversary.
For a Surrender Occurring At the Start of The Maximum Surrender Contract Year Charge is ------------------------------------------------------------------------- 1 $446.82 2 $446.82 3 $446.82 4 $446.82 5 $446.82 6 $446.82 7 $446.82 8 $335.12 9 $223.41 10 $111.71 11 and later $0.00 -------------------------------------------------------------------------
We may also deduct a surrender charge when you change the basic insurance amount or the type of death benefit, and when you make a withdrawal. (See Change In Basic Insurance Amount, Changing The Type Of Death Benefit, and Withdrawals.) ================================================================================ CONTRACT DATA CONTINUED ON NEXT PAGE Page 3C (97) II-28 POLICY NO. XX XXX XXX CONTRACT DATA CONTINUED INVESTMENT OPTIONS THE PRUDENTIAL VARIABLE APPRECIABLE ACCOUNT This account is registered with the SEC under the Investment Company Act of 1940. Each investment option of this account invests in a specific portfolio of The Prudential Series Fund, Inc., and such other funds as we may specify from time to time. The Prudential Series Fund, Inc. and other funds identified below are registered with the SEC under the Investment Company Act of 1940 as open-end diversified management investment companies. We show below the available investment options and the funds and fund portfolios they invest in. These are Class One investments as described under Transfers. VARIABLE INVESTMENT OPTIONS Money Market Diversified Bond Conservative Balanced Flexible Managed High Yield Bond Stock Index Equity Income Equity Prudential Jennison Global FIXED INTEREST RATE INVESTMENT OPTION The fixed interest rate investment option is funded by the general account of the company. It is described in the Fixed Investments provision of this contract. This is a Class Two investment as described under Transfers. ================================================================================ INITIAL ALLOCATION OF INVESTED PREMIUM AMOUNTS Fixed Interest Rate 40% Money Market 60% ================================================================================ END OF CONTRACT DATA Page 3D (97)(NY) II-29 POLICY NO. XX XXX XX TABLE(S) TABLE OF DEATH BENEFIT GUARANTEE VALUESP These values are used to determine the death benefit guarantee as described under Death Benefit Guarantee. The values on contract anniversaries are shown below. On a date that falls between two anniversaries, the value will fall between the values for those anniversaries considering the time that has passed since the last anniversary. The Limited Death Benefit Guarantee period is the first 32 contract years.
LIMITED LIFETIME CONTRACT DEATH BENEFIT DEATH BENEFIT ANNIVERSARY GUARANTEE VALUE GUARANTEE VALUE - -------------------------------------------------------------------------------- Contract Date $0 $0 1st $787.28 $3,057.08 2nd $1,606.05 $6,236.44 3rd $2,457.57 $9,542.98 4th $3,343.15 $12,981.78 5th $4,264.16 $16,558.13 6th $5,222.01 $20,277.54 7th $6,218.17 $24,145.72 8th $7,254.18 $28,168.63 9th $8,331.63 $32,352.46 10th $9,452.18 $36,703.64 11th $10,617.55 $41,228.87 12th $11,829.53 $45,935.10 13th $13,089.99 $50,829.58 14th $14,400.87 $55,919.84 15th $15,764.18 $61,213.71 16th $17,182.03 $66,719.34 17th $18,656.59 $72,445.19 18th $20,190.13 $78,400.08 19th $21,785.02 $84,593.16 20th $23,443.70 $91,033.97 21st $25,168.73 $97,732.41 22nd $26,962.76 $104,698.79 23rd $28,828.55 $111,943.82 24th $30,768.97 $119,478.65 25th $32,787.01 $127,314.88
TABLE(S) CONTINUED ON NEXT PAGE Page 4 (97) II-30 POLICY NO. XX XXX XXX TABLE(S) CONTINUED
LIMITED LIFETIME CONTRACT DEATH BENEFIT DEATH BENEFIT ANNIVERSARY GUARANTEE VALUE GUARANTEE VALUE - -------------------------------------------------------------------------------- 26th $34,885.77 $135,464.56 27th $37,068.48 $143,940.22 28th $39,338.50 $152,754.91 29th $41,699.32 $161,922.19 30th $44,154.57 $171,456.16 31st $46,708.03 $181,371.49 32nd $49,363.63 $191,683.43 33rd $202,407.85 34th $213,561.24 35th $225,160.77 36th $237,224.28 37th $249,770.33 38th $262,818.22 39th $276,388.03 40th $290,500.63 41st $305,177.74 42nd $320,441.93 43rd $336,316.69 44th $352,826.44 45th $369,996.58 46th $387,853.52 47th $406,424.74 48th $425,738.81 49th $445,825.44 50th $466,715.54 51st $488,441.24 52nd $511,035.97 53rd $534,534.49 54th $558,972.95 55th $584,388.95 56th $610,821.59 57th $638,311.53 58th $666,901.07 59th $696,634.19 60th $727,556.64 61st $759,715.99 62nd $793,161.71 63rd $827,945.26 64th $864,120.15 65th $901,742.04 - -------------------------------------------------------------------------------- ================================================================================
TABLE(S) CONTINUED ON NEXT PAGE Page 4A (97) II-31 POLICY NO. XX XXX XXX TABLE(S) CONTINUED TABLE OF MAXIMUM MONTHLY INSURANCE RATES PER $1,000
CONTRACT MAXIMUM CONTRACT MAXIMUM YEAR MONTHLY RATE YEAR MONTHLY RATE - -------------------------------------------------------------------------------- 1 $0.22667 26 $2.01750 2 $0.24333 27 $2.20083 3 $0.26417 28 $2.40750 4 $0.28750 29 $2.63833 5 $0.31417 30 $2.89083 6 $0.34500 31 $3.15833 7 $0.37833 32 $3.43833 8 $0.41500 33 $3.72833 9 $0.45500 34 $4.03250 10 $0.49917 35 $4.36252 11 $0.54583 36 $4.72667 12 $0.59417 37 $5.13583 13 $0.64667 38 $5.59833 14 $0.70333 39 $6.11083 15 $0.76500 40 $6.67250 16 $0.83333 41 $7.27250 17 $0.91083 42 $7.88583 18 $0.99833 43 $8.50167 19 $1.09750 44 $9.12417 20 $1.20583 45 $9.77500 21 $1.32167 46 $10.47583 22 $1.44417 47 $11.24667 23 $1.57333 48 $12.10083 24 $1.70917 49 $13.02417 25 $1.85500 50 $13.98583
TABLE(S) CONTINUED ON NEXT PAGE Page 4B (97) II-32 POLICY NO. XX XXX XXX TABLE(S) CONTINUED TABLE OF MAXIMUM MONTHLY INSURANCE RATES PER $1,000
CONTRACT MAXIMUM CONTRACT MAXIMUM YEAR MONTHLY RATE YEAR MONTHLY RATE - -------------------------------------------------------------------------------- 51 $14.95333 61 $29.32167 52 $15.90333 62 $35.08250 53 $16.87833 63 $45.08333 54 $17.89417 64 $62.09583 55 $18.90417 65 $83.33333 56 $19.92333 57 $20.98333 58 $22.21250 59 $23.78917 60 $25.93917 ================================================================================
We may charge less than the maximum monthly rates. At least once every five years, but not more often than once a year, we will consider the need to change the rates we charge. We describe the factors we use to determine such changes under General Provisions. See the Basis of Computation for a description of the basis we use to compute these rates. ================================================================================ TABLE(S) CONTINUED ON NEXT PAGE Page 4C (97) II-33 POLICY NO. XX XXX XXX TABLE(S) CONTINUED TABLE OF ATTAINED AGE FACTORS These factors are used to determine your death benefit as described under Death Benefit Provisions. These factors apply during each contract year starting on the contract anniversary.
INSURED'S INSURED'S ATTAINED AGE FACTORS ATTAINED AGE FACTORS - -------------------------------------------------------------------------------- 35 4.07 60 1.74 36 3.42 61 1.70 37 3.31 62 1.67 38 3.21 63 1.63 39 3.11 64 1.60 40 3.01 65 1.57 41 2.92 66 1.54 42 2.83 67 1.51 43 2.74 68 1.48 44 2.66 69 1.46 45 2.58 70 1.43 46 2.51 71 1.41 47 2.44 72 1.39 48 2.37 73 1.36 49 2.30 74 1.34 50 2.24 75 1.33 51 2.18 76 1.31 52 2.12 77 1.29 53 2.07 78 1.28 54 2.01 79 1.26 55 1.96 80 1.25 56 1.91 81 1.24 57 1.87 82 1.22 58 1.82 83 1.21 59 1.78 84 1.20
TABLE(S) CONTINUED ON NEXT PAGE Page 4D (97) II-34 POLICY NO. XX XXX XXX TABLE(S) CONTINUED
INSURED'S INSURED'S ATTAINED AGE FACTORS ATTAINED AGE FACTORS - -------------------------------------------------------------------------- 85 1.19 93 1.12 86 1.18 94 1.11 87 1.17 95 1.10 88 1.16 96 1.08 89 1.16 97 1.07 90 1.15 98 1.06 91 1.14 99 1.05 92 1.13 100 and above 1.00 - -------------------------------------------------------------------------- ================================================================================
END OF TABLE(S) Page 4E (97) II-35 ================================================================================ DEFINITIONS WE, OUR and US. The Prudential Insurance Company of America (Prudential). YOU and YOUR. The owner(s) of the contract. INSURED. The person named as the Insured on the first page. He or she need not be the owner. SEC. The Securities and Exchange Commission. ISSUE DATE. The contract date shown on the first page. ANNIVERSARY or CONTRACT ANNIVERSARY. The same day and month as the contract date in each later year. CONTRACT YEAR. A year that starts on the contract date or on an anniversary. MONTHLY DATE. The contract date and the same day as the contract date in each later month. CONTRACT MONTH. A month that starts on a monthly date. ATTAINED AGE. The Insured's attained age at any time is the issue age plus the length of time since the contract date. You will find the Insured's issue age near the top of page 3. ================================================================================ THE CONTRACT ENTIRE CONTRACT This policy and any attached copy of an application, including an application requesting a change, form the entire contract. We assume that all statements in an application are made to the best of the knowledge and belief of the person(s) who make them; they are deemed to be representations and not warranties. We rely on those statements when we issue the contract and when we change it. We will not use any statement, unless made in an application, to try to void the contract, to contest a change, or to deny a claim. CONTRACT MODIFICATIONS Only a Prudential officer with the rank or title of vice president may agree to modify this contract, and then only in writing. INCONTESTABILITY Except as we state in the next sentence, we will not contest this contract after it has been in force during the Insured's lifetime for two years from the issue date. The exceptions are: (1) non-payment of enough premium to pay the required charges; and (2) any change in the contract that requires our approval and that would increase our liability. For any such change, we will not contest the change after it has been in effect for two years during the lifetime of the Insured. Page 5 (VUL-97)-NY II-36 ================================================================================ OWNERSHIP Unless a different owner is named in the application, the owner of the contract is the Insured. If a different owner is named, we will show that owner in an endorsement to the contract. This ownership arrangement will remain in effect unless you ask us to change it. If you wish to change the ownership of the contract, your request must be in a form that meets our needs. The change will take effect only when we file the request; this will be after you send us the contract, if we require it to issue an endorsement. Then any previous owner's interest will end as of the date of the request, even if the Insured is not living when we file the request. While the Insured is living, the owner, with no one else's consent, is entitled to any contract benefit and value, and to the exercise of any right and privilege granted by the contract or by us. ================================================================================ DEATH BENEFIT PROVISIONS We will pay a benefit (described below) to the beneficiary at the Insured's death if this contract is in force at the time of that death; that is, if it has not been surrendered and it is not in default past the grace period. If the contract is not in default, the amount we will pay will be the death benefit determined as of the date of the Insured's death, increased by any dividend credits and reduced by any contract debt (described under Loans). If the contract is in default, and the Insured's death occurs in the grace period (described under Default), we will pay the death benefit, increased by any dividend credits and reduced by any contract debt and the amount needed to pay charges through the date of death. If the Insured's death occurs past the grace period, no death benefit is payable. DEATH BENEFIT This contract has either a Type A or Type B death benefit. We show the type of death benefit that applies to this contract under Type of Death Benefit in the contract data pages. If this contract has a Type A death benefit, the death benefit on any date is equal to the greater of: (1) the basic insurance amount, and (2) the contract fund before deduction of any monthly charges due on that date, multiplied by the attained age factor that applies. If this contract has a Type B death benefit, the death benefit on any date is equal to the greater of: (1) the basic insurance amount plus the contract fund before deduction of any monthly charges due on that date, and (2) the contract fund before deduction of any monthly charges due on that date, multiplied by the attained age factor that applies. For the purposes of computing the death benefit, if the contract fund is less than zero we will consider it to be zero. Your basic insurance amount and attained age factors are shown in the contract data pages. ADDITIONAL DEATH BENEFITS This contract may provide additional benefits, which may be payable on an Insured's death. If it does, they will be listed on a contract data page, and a form describing the benefit will be included in this contract. Any such benefit will be payable only if the contract is not in default past the grace period at the time of the death. METHOD OF PAYMENT You may choose to have any death benefit paid in a single sum or under one of the optional modes of settlement shown in the Settlement Options provision. Page 6 (VUL-97)-NY II-37 SUICIDE EXCLUSION If the Insured dies by suicide within two years from the issue date, this contract will end and we will return the premiums paid, less any contract debt, and less any withdrawals. If the Insured dies by suicide after two years from the issue date but within two years of the effective date of an increase in the basic insurance amount, we will pay, as to the increase in amount, no more than the sum of the premiums paid on and after the effective date of the increase. INTEREST ON DEATH BENEFIT Any death benefit described above will be credited with interest from the date of death in accordance with applicable laws. ================================================================================ CHANGE IN BASIC INSURANCE AMOUNT You may change the basic insurance amount. You may do so subject to our approval and all these conditions and the paragraphs that follow: 1. You must ask for the change in a form that meets our needs. 2. The amount of an increase or decrease must be at least equal to the minimum increase or decrease in basic insurance amount shown under Contract Limitations in the contract data pages. 3. The basic insurance amount after the decrease must be at least equal to the minimum basic insurance amount shown under Contract Limitations in the contract data pages. 4. If we ask you to do so, you must send us the contract to be endorsed. 5. You must prove to us that the Insured is insurable for any increase. 6. The contract must not be in default. 7. Any request for a change must be made on or after the first contract anniversary. 8. We must not be paying premiums into the contract as a result of the Insured's total disability. We show under Contract Limitations a Surrender Charge Threshold. If you decrease your basic insurance amount to an amount equal to or greater than this threshold, we will not impose a surrender charge. If you decrease your basic insurance amount below this threshold, we will subtract the new basic insurance amount from the threshold amount. We will then multiply the surrender charge (see Schedule of Maximum Surrender Charges) by the lesser of this difference and the amount of the decrease and divide by the threshold amount. The result is the maximum surrender charge we will deduct from the contract fund as a result of this transaction. We may decline the change if we determine it would cause the contract to fail to qualify as life insurance under the applicable tax law. A change will take effect only if we approve your request for it at our Home Office and will take effect on the date we approve it. If we approve the change, we will also recompute the contract's charges, values and limitations. A change in the basic insurance amount may also affect the amount of any extra benefits this contract might have. We will send you new contract data pages showing the amount and effective date of the change and the recomputed charges, values and limitations. If the Insured is not living on the effective date, the change will not take effect. We may deduct the administrative charge (shown under Adjustments to the Contract Fund) for the change. Page 7 (VUL-97) II-38 ================================================================================ CHANGING THE TYPE OF DEATH BENEFIT This contract has either a Type A or Type B death benefit (see Death Benefit). Subject to our approval, you may change the type of death benefit after the first contract year. If you do so, we will adjust the basic insurance amount so that the death benefit immediately after the change will remain the same as the death benefit immediately before the change. If you are changing from a Type B to a Type A death benefit, we will increase the basic insurance amount by the amount in your contract fund on the date the change takes effect. If you are changing from a Type A to a Type B death benefit, we will reduce the basic insurance amount by the amount in your contract fund on the date the change takes effect. The basic insurance amount after the decrease must be at least equal to the minimum basic insurance amount, which we show under Contract Limitations in the contract data pages. We show under Contract Limitations a Surrender Charge Threshold. If we decrease your basic insurance amount to an amount equal to or greater than this threshold, we will not impose a surrender charge. If we decrease your basic insurance amount below this threshold, we will subtract the new basic insurance amount from the threshold amount. We will then multiply the surrender charge (see Schedule of Maximum Surrender Charges) by the lesser of this difference and the amount of the decrease and divide by the threshold amount. The result is the maximum surrender charge we will deduct from the contract fund as a result of this transaction. A change in the type of death benefit will take effect only if we approve your request at our Home Office. If we approve the change, we will recompute the contract's charges, values and limitations shown in the contract data pages. The change will take effect on the monthly date that coincides with or next follows the date we approve your request. We will send you new contract data pages showing the amount and effective date of the change in basic insurance amount and the recomputed charges, values and limitations. Your request for a change must be in a form that meets our needs. We may require you to send us this contract before we make the change. Page 8 (VUL-97)-NY II-39 ================================================================================ BENEFICIARY You may designate or change a beneficiary. Your request must be in a form that meets our needs. The change will take effect only when we file the request at our Home Office; this will be after you send the contract to us to be endorsed, if we ask you for it. Then any previous beneficiary's interest will end as of the date of the request, even if the Insured is not living when we file the request. Any beneficiary's interest is subject to the rights of any assignee we know of. When a beneficiary is designated, any relationship shown is to the Insured, unless otherwise stated. To show priority, we may use numbered classes, so that the class with first priority is called class 1, the class with next priority is called class 2, and so on. When we use numbered classes, these statements apply to beneficiaries unless the form states otherwise: 1. One who survives the Insured will have the right to be paid only if no one in a prior class survives the Insured. 2. One who has the right to be paid will be the only one paid if no one else in the same class survives the Insured. 3. Two or more in the same class who have the right to be paid will be paid in equal shares. 4. If none survives the Insured, we will pay in one sum to the Insured's estate. Before we make a payment, we have the right to decide what proof we need of the identity, age, or other facts about any persons designated as beneficiaries. If beneficiaries are not designated by name and we make payment(s) based on that proof, we will not have to make the payment(s) again. ================================================================================ DIVIDENDS PARTICIPATION This contract will be eligible for a dividend on each contract anniversary if the Insured is living. We will decide each year what part, if any, of our surplus to credit to this contract as a dividend. We do not expect to credit any dividends to this contract. DIVIDEND OPTIONS While the contract is in force, you may choose any of the uses we show below for any dividend. You must ask us in a form that meets our needs. 1. Cash. We will pay it to you in cash. 2. Increase Contract Fund. We will use it to increase your contract fund. 3. Paid-Up Life Insurance Addition. We will use it at the net single premium rate as of the anniversary to provide a paid-up life insurance addition. If you have not made another choice by 31 days after the anniversary, we will use any dividend as we state under dividend option 2. Page 9 (VUL-97)-NY II-40 ================================================================================ PREMIUM PAYMENT PAYMENT OF PREMIUMS The minimum initial premium shown in the contract data pages is due on or before the contract date. There is no insurance under this contract until that premium is paid. We may require an additional premium if adjustments to premium payments plus any contract fund charges due on or before the payment date exceed the minimum initial premium. Subject to the limitations below, additional premiums may be paid at any time during the Insured's lifetime as long as the contract is not in default beyond the grace period. Premiums may be paid at one of our offices or to one of our authorized representatives. We will give a signed receipt upon request. The minimum premium we will accept is shown on a contract data page. We have the right to refuse to accept a premium payment that would cause this contract to fail to qualify as life insurance under applicable tax law. We also have the right to refuse to accept any payment that increases the death benefit by more than it increases the contract fund. INVESTED PREMIUM AMOUNT The invested premium amount is the portion of each premium you pay that we add to the contract fund. It is equal to the premium paid minus the adjustments to premium payments shown on a contract data page. CREDITING THE INITIAL PREMIUM PAYMENT If we receive the first premium payment on or before the contract date, we will credit the invested premium amount to the contract fund on the contract date. If we receive the first premium payment after the contract date, we will credit the premium amount to the contract fund on the payment date. ALLOCATIONS You may allocate all or a part of your invested premium amount to one or more of the investment options listed in the contract data pages. You may choose to allocate nothing to a particular investment option. You may not choose a fractional percentage. The initial allocation of invested premium amounts is shown on a contract data page. You may change the allocation for future invested premium amounts at any time if the contract is not in default. To change your allocation, simply notify us in a form that meets our needs. The change will take effect on the date we receive your notice; we will send you a confirmation of the transaction. ================================================================================ CONTRACT FUND When you make your first premium payment, the invested premium amount, less any charges due on or before that day, becomes your contract fund. Amounts are added and subtracted from the contract fund as shown under Adjustments to the Contract Fund in the contract data pages. The amount in your contract fund is used to pay charges under this contract and will determine, in part, whether this contract will remain in force or go into default. The contract fund value is also used to determine your loan and surrender values, the amount you may withdraw, and the death benefit. CASH VALUE The cash value at any time is the contract fund less any surrender charge. NET CASH VALUE The net cash value at any time is the cash value less any contract debt. If the contract is in default, the net cash value is zero. COVERAGE AMOUNT The coverage amount is used to determine the cost of insurance as described under Adjustments to the Contract Fund. It is equal to the death benefit (see Death Benefit) minus the value of the contract fund. Page 10 (VUL-97)-NY II-41 ================================================================================ DEFAULT EXCESS CONTRACT DEBT DEFAULT If contract debt ever grows to be equal to or more than the cash value, the contract will have excess contract debt and will be in default. CASH VALUE DEFAULT On each monthly date, we will determine the cash value. If the cash value is greater than zero and the contract has no excess contract debt, the contract will remain in force until the next monthly date. If the cash value is zero or less, the contract is in default unless it remains in force under the Death Benefit Guarantee. NOTICE OF DEFAULT If the contract is in default, we will mail you a notice stating the amount we will need to keep the contract in force. That amount will equal a premium which we estimate will keep the contract in force for three months from the date of default. We grant a 61-day grace period from the date we mail the notice to pay this charge. The contract will remain in force during this period. If that amount is not paid to us by the end of the 61-day grace period, the contract will end and have no value. ================================================================================ DEATH BENEFIT GUARANTEE DEATH BENEFIT GUARANTEE On each monthly date while the contract is in force, we will: 1. Accumulate premium payments at 4% annual interest; and 2. Accumulate any withdrawal amounts at 4% annual interest. We then subtract amount 2 from amount 1 and compare the result to the values shown in or derived from the Table of Death Benefit Guarantee Values for such monthly date. If the result is equal to or greater than the appropriate value and the contract has no excess contract debt, the contract will remain in force until the next monthly date. If the result is less than the appropriate value and any of the events described under Default have occurred, the contract is in default as described under Default. GUARANTEE VALUES We show the Limited Death Benefit Guarantee Period under the Table of Death Benefit Guarantee Values in the contract data pages. When the monthly date occurs within this period, we use the values shown in or derived from the Limited Death Benefit Guarantee Value column to determine if the contract will remain in force until the next monthly date. When the monthly date occurs after this period, we use the values shown in or derived from the Lifetime Death Benefit Guarantee Value column to determine if the contract will remain in force until the next monthly date. Page 11 (VUL-97) II-42 ================================================================================ REINSTATEMENT If this contract ends without value, as described under Default, you may reinstate it. The following conditions must be satisfied: 1. The contract must not have been in default for more than 5 years. 2. You must prove to us that the Insured is insurable for the contract. 3. You must pay us a charge equal to: (a) an amount, if any, required to bring the cash value to zero on the date the contract went into default, plus (b) the deductions from the contract fund during the grace period following the date of default, plus (c) a premium that we estimate will be sufficient after administrative charges to cover the deductions from the contract fund for three monthly dates starting on the date of reinstatement. 4. Any contract debt (with interest to date at the rate(s) we set for loans as we state under Loans) must be restored or paid back. If that debt with interest would exceed the loan value of the reinstated contract, the excess must be paid to us before reinstatement. The date of reinstatement will be the beginning of the contract month that coincides with or next follows the date we approve your request. We will deduct all required charges from your payment and put the balance in your contract fund. If we approve the reinstatement, we will credit the contract fund with a refund of that part of any surrender charge deducted at the time of default which would have been charged if the contract were surrendered immediately after reinstatement. Page 12 (VUL-97) II-43 ================================================================================ SEPARATE ACCOUNT SEPARATE ACCOUNT The words separate account , when we use them in this contract without qualification, mean any separate account we establish to support variable life insurance contracts like this one. We list the separate accounts available to you in the contract data pages. We may establish additional separate accounts. We will notify you within one year if we do so. VARIABLE INVESTMENTS A separate account may offer one or more variable investment options. We list them in the contract data pages. We may establish additional variable investment options. We will notify you within one year if we do so. We may also eliminate existing variable investment options, but only with the consent of the SEC and, where required, of the insurance regulator of our state of domicile and/or where this contract is delivered. Income and realized and unrealized gains and losses from assets in each variable investment option are credited to, or charged against, that variable investment option. This is without regard to income, gains, or losses in other investment options. SEPARATE ACCOUNT INVESTMENTS We may invest the assets of different separate accounts in different ways. But we will do so only with the consent of the SEC and, where required, of the insurance regulator of our state of domicile and/or where this contract is delivered. The process for obtaining consent is on file with the insurance regulator where this contract is delivered. We will always keep assets in the separate accounts with a total value at least equal to the amount of the variable investment options under contracts like this one. To the extent those assets do not exceed that amount, we use them only to support those contracts; we do not use those assets to support any other business we conduct. We may use any excess over that amount in any way we choose. We will determine the value of the assets in each separate account and any investment option on each day the New York Stock Exchange is open for business. CHANGE IN INVESTMENT POLICY A portfolio of the fund might make a material change in its investment policy. In that case, we will send you a notice of the change. Within 60 days after you receive the notice, or within 60 days after the effective date of the change, if later, you may transfer to the Fixed Account any amounts in the investment option investing in that portfolio. No material change in investment policy of a portfolio shall be made unless we have filed such change with the insurance regulator where this contract is delivered. ================================================================================ FIXED INVESTMENTS We list any fixed investment option available to you in the contract data pages. We may establish additional fixed investment options. We will notify you within one year if we do so. You may allocate all or part of your invested premium amount to an available fixed investment option. As stated under Adjustments to the Contract Fund, we credit fixed investment options with guaranteed interest and we may credit them with excess interest. Page 13 (VUL-97)-NY II-44 ================================================================================ TRANSFERS You have the right to transfer amounts into or out of investment options up to twelve times in each contract year without charge if the contract is not in default, subject to certain restrictions depending on an investment's class. We may charge for additional transfers in any contract year as we state under Adjustments to the Contract Fund. The investment class for each investment is shown under Investment Options in the contract data pages. To make a transfer, you must ask us in a form that meets our needs. Unless otherwise restricted, the transfer will take effect on the date we receive your notice at our Home Office. CLASS ONE INVESTMENTS You may transfer amounts into or out of these investments. CLASS TWO INVESTMENTS You may transfer amounts into these investments. You may transfer out up to 25% of the amount in these investments once each contract year. Additional transfers out of these investments may be made only with our consent. DOLLAR COST AVERAGING You may elect to transfer money periodically from the Money Market Investment Option into other variable investment options. The transfer can be either a fixed dollar amount or a percentage of the amount you designate for this purpose. The transfers may be made monthly, quarterly, semi-annually or annually. It will take effect as of the end of the valuation period on the date coinciding with the period you select. If the New York Stock Exchange is not open on that date, or if that date does not occur in a particular month, the transfer will take effect as of the end of the valuation period which immediately follows that date. This feature will end when (1) $50 or less remains of the amount you designated or (2) you ask us to cancel. ================================================================================ SURRENDER You may surrender this contract for its net cash value or for a fixed reduced paid-up insurance benefit. To do so, you must ask us in a form that meets our needs. We may require you to send us the contract. CASH VALUE OPTION We will usually pay any net cash value within seven days after we receive your request and the contract at our Home Office. But we have the right to postpone paying you the part of the net cash value that is to come from any variable investment option (provided by a separate account registered under the Investment Company Act of 1940) if: (1) the New York Stock Exchange is closed; or (2) the SEC requires that trading be restricted or declares an emergency. We have the right to postpone paying you the remainder for up to six months. If we do so for more than ten days, we will pay interest at the rate that then applies to Option 3 (Interest Payment) of the Settlement Options provision. FIXED REDUCED PAID-UP INSURANCE THIS WILL BE PAID-UP LIFE INSURANCE ON THE INSURED'S LIFE. WE WILL PAY THE amount of this insurance when the Insured dies. There will be cash values and loan values. The loan interest rate will be 5%. The amount of this insurance will be what is provided when we use the net cash value at the net single premium rate. This rate depends on the Insured's issue age and sex and on the length of time since the contract date. Page 14 (VUL-97)-NY II-45 ================================================================================ WITHDRAWALS You may make withdrawals from the contract subject to all these conditions and the paragraph that follows: 1. You must ask for the withdrawal in a form that meets our needs. 2. The net cash value after withdrawal may not be less than or equal to zero after deducting any charges associated with the withdrawal. 3. You may not withdraw less than the minimum amount shown under Contract Limitations. 4. The basic insurance amount after withdrawals must be at least equal to the minimum basic insurance amount shown under Contract Limitations. Any amount withdrawn may not be repaid except as a premium subject to charges. EFFECT ON CONTRACT FUND We will reduce your contract fund on the date we approve your request by the withdrawal amount and any charges listed under Adjustments to the Contract Fund. Unless you request otherwise and we agree, we will take any withdrawal proportionately from all investment options that apply to the contract. We may charge an administrative fee as stated under Adjustments to the Contract Fund. EFFECT ON BASIC INSURANCE AMOUNT If you have a Type B death benefit, withdrawals will not affect the basic insurance amount. If you have a Type A death benefit and the withdrawal would cause the coverage amount (see Contract Fund) to increase, we will reduce the basic insurance amount and, consequently, your death benefit to offset this increase. The reduction in the basic insurance amount will never be more than the withdrawal amount. If we reduce the basic insurance amount, we will recompute the contract's charges, values and limitations. We will send you new contract data pages showing these changes. We show under Contract Limitations a Surrender Charge Threshold. If we decrease your basic insurance amount to an amount equal to or greater than this threshold, we will not impose a surrender charge. If we decrease your basic insurance amount below this threshold, we will subtract the new basic insurance amount from the threshold amount. We will then multiply the surrender charge (see Schedule of Maximum Surrender Charges) by the lesser of this difference and the amount of the decrease and divide by the threshold amount. The result is the maximum surrender charge we will deduct from the contract fund as a result of this transaction. We will usually pay any withdrawal amount within seven days after we receive your request and the contract (if we require it) at our Home Office. But we have the right to postpone paying you the part of the net cash value that is to come from any variable investment option provided by a separate account registered under the Investment Company Act of 1940 if: (1) the New York Stock Exchange is closed; or (2) the SEC requires that trading be restricted or declares an emergency. We have the right to postpone paying you the remainder for up to six months. If we do so for more than ten days, we will pay interest at the rate of 3% a year. Page 15 (VUL-97)-NY II-46 ================================================================================ LOANS Subject to the minimum loan requirement and the requirements of this provision, you may at any time borrow any amount up to the current loan value less any existing contract debt. LOAN VALUE If the contract is not in default, the loan value at any time is equal to the sum of (a) 90% of the portion of the cash value attributable to the variable investment options, and (b) the balance of the cash value. If the contract is in default, it has no loan value. CONTRACT DEBT Contract debt at any time means the loan on the contract at that time, plus the interest we have charged that is not yet due and that we have not yet added to the loan. LOAN REQUIREMENTS For us to approve a loan, the following requirements must be met: you must assign this contract to us as sole security for the loan; the Insured must be living; and the resulting contract debt must not be more than the loan value. If there is already contract debt when you borrow from us, we will add the new amount you borrow to that debt. INTEREST CHARGE We will charge interest daily on any loan. Interest is due on each contract anniversary, or when the loan is paid back, whichever comes first. If interest is not paid when due, it becomes part of the loan. Then we start to charge interest on it, too. Except as stated below, we charge interest at an effective annual rate of 5%. PREFERRED LOAN Unless you ask us otherwise, on or after the 10th contract anniversary, a portion of the amount you may borrow will be considered a Preferred Loan up to an amount equal to the maximum preferred loan amount described below. Preferred Loans are charged interest at an effective annual rate of 4 1/2%. MAXIMUM PREFERRED LOAN AMOUNT The maximum preferred loan amount available starting on the 10th contract anniversary is (A) minus (B), where (A) is the total amount you may borrow, and (B) is the total premiums paid less total withdrawals, if any. If (B) is less than zero, we will consider it to be zero. EFFECT ON CONTRACT FUND When you take a loan, the amount of the loan continues to be a part of the contract fund and is credited with interest at an effective rate of 4% a year. We will reduce the portion of the contract fund allocated to the investment options by the amount you borrow, and by loan interest that becomes part of the loan if it is not paid when due. We will take any loan proportionately from all investment options that apply to the contract unless you ask us otherwise and we agree. On each monthly date, if there is a contract loan outstanding, we will increase the portion of the contract fund in the investment options by interest credits accrued on the loan since the last monthly date. When you repay all or part of a loan, we will increase the portion of the contract fund in the investment options and decrease the portion on which we credit the guaranteed interest rate of 4% a year by the amount of loan you repay using your investment allocation for future premium payments on file as of the loan payment date, plus interest credits accrued on the loan since the last transaction date. We will not increase the portion of the contract fund allocated to the investment options by loan interest that is paid before we make it part of the loan. We reserve the right to change the manner in which we allocate loan repayments. If we make such a change, we will do so for all contracts like this one. We will send you notice of any change. For the possible effect of excess contract debt and/or failure to repay loans, see Default on page 11. Page 16 (VUL-97)-NY II-47 DEFERRAL We will usually pay any loan within seven days after we receive your request and the contract at our Home Office. But we have the right to postpone paying you the part of the net cash value that is to come from any variable investment option (provided by a separate account registered under Investment Company Act of 1940) if: (1) the New york Stock Exchange is closed; or (2) the SEC requires that trading be restricted or declares an emergency. We have the right to postpone paying you the remainder for up to six months. If we do so for more than ten days, we will pay interest at the rate that then applies to Option 3 (Interest Payment) of the Settlement Options provision. ================================================================================ GENERAL PROVISIONS ANNUAL REPORT Once each contract year we will send you a report. It will show: the current death benefit; the amount of the contract fund in each investment option; the cash surrender value; any contract debt and the interest rate we are charging; premiums paid, investment results, charges deducted, and withdrawals taken since the last report. The report may also show any other data that may be required where this contract is delivered. PAYMENT OF DEATH CLAIM If we settle this contract in one sum as a death claim we will usually pay the proceeds within seven days after we receive at our Home Office proof of the Insured's death and any other information we need to pay the claim. But we have the right to postpone paying the part of the proceeds that is to come from a variable investment option provided by a separate account registered under the Investment Company Act of 1940 if: (1) the New York Stock Exchange is closed; or (2) the SEC requires that trading be restricted or declares an emergency. We have the right to postpone paying the remainder for up to six months. CURRENCY Any money we pay, or that is paid to us, must be in United States currency. Any amount we owe will be payable at our Corporate Office. MISSTATEMENT OF AGE OR SEX If the Insured's stated age or sex or both are not correct, we will change each benefit and any amount to be paid to what the most recent deductions from the contract fund would have provided at the Insured's correct age and sex. ASSIGNMENT We will not be deemed to know of an assignment unless we receive it, or a copy of it, at our Home Office. We are not obliged to see that an assignment is valid or sufficient. This contract may not be assigned to any employee benefit plan or program without our consent. This contract may not be assigned if such assignment would violate any federal, state, or local law or regulation prohibiting sex distinct rates for insurance. CHANGE IN PLAN You may be able to have this contract changed to another plan of life insurance. Any change may be made only if we consent, and will be subject to conditions and charges that are then determined. FACTORS SUBJECT TO CHANGE Charges deducted from premium payments and the contract fund may change from time to time, subject to the maximums shown in the contract data pages. In deciding whether to change any of these charges, we will periodically consider factors such as mortality, persistency, expenses, taxes and interest and/or investment experience to see if a change in our assumptions is needed. Administrative charges attributable to premiums will be set at one rate for all contracts like this one. Changes in other factors will be by class. All changes will be determined only prospectively; that is, we will not recoup prior losses or distribute prior gains by means of these changes. The procedure for computing rates is on file with the Department of Insurance. APPLICABLE TAX LAW This contract has been designed to satisfy the definition of life insurance for Federal income tax purposes under Section 7702 of the Internal Revenue Code of 1986, as amended. We reserve the right, however, to decline any change we determine would cause this contract to fail to qualify as life insurance under the applicable tax law. This includes changing the basic insurance amount, withdrawals, and changing the type of death benefit. We also have the right to change this contract, to require additional premium payments, or to make distributions from this contract to the extent necessary to continue to qualify this contract as life insurance. Page 17 (VUL-97)-NY II-48 ================================================================================ BASIS OF COMPUTATION MORTALITY BASIS AND INTEREST RATE (A) We compute maximum monthly insurance rates using: 1. the Commissioners 1980 Standard Ordinary Mortality Table; 2. the issue age, sex, smoker and non-smoker status, and rating class of the Insured and the length of time since the contract date; 3. age last birthday; and 4. an effective interest rate of 4% a year. (B) We compute all net single premiums and values for fixed reduced paid-up insurance using: 1. the Commissioners 1980 Standard Ordinary Mortality Table; 2. the Insured's issue age, sex, smoker and non-smoker status and the length of time since the contract date; 3. continuous functions based on age last birthday; and 4. an effective interest rate of 4% a year. MINIMUM LEGAL VALUES The cash surrender values provided by this contract are at least as large as those set by law where it is delivered. Where required, we have given the insurance regulator a detailed statement of how we compute values and benefits. Page 18 (VUL-97)-NY II-49 ================================================================================ SETTLEMENT OPTIONS OPTIONS DESCRIBED You may choose to have the proceeds (that is, any death benefit or any amount payable upon surrender of the contract) paid in a single sum or under one of the optional modes of settlement described below. If the person who is to receive the proceeds of this contract wishes to take advantage of one of these optional modes, we will furnish, on request, details of the options we describe below or any others we may have available at the time the proceeds become payable. OPTION 1 (INSTALMENTS FOR A FIXED PERIOD) We will make equal payments for up to 25 years. The Option 1 Table shows the minimum amounts we will pay. OPTION 2 (LIFE INCOME) We will make equal monthly payments for as long as the person on whose life the settlement is based lives, with payments certain for 120 months or until the sum of the payments equals the amount put under this option. The Option 2 Table shows the minimum amounts we will pay. But, we must have proof of the date of birth of the person on whose life the settlement is based. The settlement will share in our surplus to the extent and in the way we decide. OPTION 3 (INTEREST PAYMENT) We will hold an amount at interest. We will pay the interest annually, semi-annually, quarterly, or monthly. OPTION 4 (INSTALMENTS OF A FIXED AMOUNT) We will make equal annual, semi-annual, quarterly, or monthly payments for as long as the available proceeds provide. OPTION 5 (NON-PARTICIPATING INCOME) We will make payments like those of any annuity we then regularly issue that: (1) is based on United States currency; (2) is bought by a single sum; (3) does not provide for dividends; and (4) does not normally provide for deferral of the first payment. Each payment will be at least equal to what we would pay under that kind of annuity with its first payment due on its contract date. If a life income is chosen, we must have proof of the date of birth of any person on whose life the option is based. Option 5 cannot be chosen more than 30 days before the due date of the first payment. INTEREST RATE Payments under Options 1 and 4 will be calculated assuming an effective interest rate of at least 3 % a year. Under Option 3 it will be at an effective rate of at least 3% a year. Page 19 (VUL-97) II-50 SETTLEMENT OPTIONS TABLES OPTION 1 TABLE - -------------------------------------------- MINIMUM AMOUNT OF MONTHLY PAYMENT FOR EACH $1,000. THE FIRST PAYABLE IMMEDIATELY. - -------------------------------------------- Number Monthly of Years Payment - -------------------------------------------- 1 $84.65 2 43.05 3 29.19 4 22.27 5 18.12 6 15.35 7 13.38 8 11.90 9 10.75 10 9.83 11 9.09 12 8.46 13 7.94 14 7.49 15 7.10 16 6.76 17 6.47 18 6.20 19 5.97 20 5.75 21 5.56 22 5.39 23 5.24 24 5.09 25 4.96 - -------------------------------------------- Multiply the monthly amount by 2.989 for quarterly, 5.982 for semi-annual or 11.804 for annual. - --------------------------------------------
OPTION 2 TABLE - -------------------------------------------------------------------------------- MINIMUM AMOUNT OF MONTHLY PAYMENT FOR EACH $1,000. THE FIRST PAYABLE IMMEDIATELY - -------------------------------------------------------------------------------- KIND OF LIFE INCOME KIND OF LIFE INCOME ------------------- ------------------- AGE 10-Year Instalment AGE 10-Year Instalment LAST Certain Refund LAST Certain Refund BIRTHDAY Male Female Male Female BIRTHDAY Male Female Male Female - -------------------------------------------------------------------------------- 10 $3.18 $3.11 $3.17 $3.10 45 $4.06 $3.82 $3.99 $3.78 and under 11 3.19 3.12 3.18 3.11 46 4.12 3.86 4.03 3.81 12 3.20 3.13 3.19 3.12 47 4.17 3.90 4.08 3.85 13 3.21 3.14 3.20 3.13 48 4.23 3.94 4.13 3.90 14 3.22 3.15 3.21 3.14 49 4.28 3.99 4.18 3.94 15 3.24 3.16 3.23 3.15 50 4.35 4.04 4.24 3.98 16 3.25 3.17 3.24 3.16 51 4.41 4.09 4.29 4.03 17 3.27 3.19 3.25 3.18 52 4.48 4.15 4.35 4.08 18 3.28 3.20 3.27 3.19 53 4.55 4.21 4.41 4.13 19 3.30 3.21 3.28 3.20 54 4.62 4.27 4.48 4.19 20 3.31 3.22 3.30 3.21 55 4.70 4.33 4.55 4.24 21 3.33 3.24 3.32 3.23 56 4.78 4.40 4.62 4.30 22 3.35 3.25 3.33 3.24 57 4.86 4.47 4.69 4.37 23 3.36 3.26 3.35 3.25 58 4.95 4.54 4.77 4.43 24 3.38 3.28 3.37 3.27 59 5.05 4.62 4.86 4.50 25 3.40 3.30 3.39 3.29 60 5.15 4.71 4.94 4.58 26 3.42 3.31 3.41 3.30 61 5.25 4.79 5.03 4.66 27 3.45 3.33 3.43 3.32 62 5.36 4.89 5.13 4.74 28 3.47 3.35 3.45 3.34 63 5.48 4.98 5.23 4.82 29 3.49 3.37 3.47 3.35 64 5.60 5.09 5.34 4.92 30 3.52 3.39 3.49 3.37 65 5.73 5.20 5.45 5.01 31 3.54 3.41 3.52 3.39 66 5.87 5.31 5.57 5.11 32 3.57 3.43 3.54 3.41 67 6.01 5.43 5.70 5.22 33 3.60 3.45 3.57 3.44 68 6.15 5.56 5.83 5.34 34 3.63 3.47 3.60 3.46 69 6.30 5.70 5.97 5.46 35 3.66 3.50 3.63 3.48 70 6.46 5.84 6.11 5.58 36 3.69 3.52 3.66 3.50 71 6.62 5.99 6.27 5.72 37 3.72 3.55 3.69 3.53 72 6.79 6.15 6.43 5.86 38 3.76 3.58 3.72 3.56 73 6.96 6.31 6.60 6.01 39 3.80 3.61 3.75 3.58 74 7.13 6.49 6.78 6.18 40 3.84 3.64 3.79 3.61 75 7.30 6.67 6.97 6.35 41 3.88 3.67 3.82 3.64 76 7.48 6.85 7.17 6.53 42 3.92 3.70 3.86 3.67 77 7.66 7.04 7.38 6.72 43 3.97 3.74 3.90 3.71 78 7.83 7.24 7.60 6.93 44 4.01 3.78 3.94 3.74 79 8.00 7.44 7.83 7.15 80 8.17 7.64 8.07 7.38 and over - --------------------------------------------------------------------------------
Page 20 (VUL-97) II-51 Page 21 (VUL-97) II-52 Flexible Premium Variable Life Insurance Policy. Insurance payable only upon death. Cash values reflect premium payments, investment results, and charges. Page 22 VUL-97 NY II-53 EX-99.1A(6)(B) 6 BY-LAWS OF THE PRUDENTIAL INSURANCE CO. Exhibit 1.A. (6)(b) May 12, 1998 I hereby certify that the following "By-laws" numbered 1 to 28, inclusive, is a true copy of the By-laws of the Prudential Insurance Company of America adopted by the Directors August 10, 1943 as amended to and including May 12, 1998. BY-LAWS OF THE PRUDENTIAL INSURANCE COMPANY OF AMERICA 1. The business of the corporation shall be the making of insurance upon the lives or health of persons and every insurance appertaining thereto, the granting, purchasing and disposing of annuities, the making of insurance against bodily injury or death by accident, the making of legal services insurance, the assuming of risks through extended reinsurance, and the providing of those kinds of services that a domestic insurer is permitted to provide by Subtitle 3 of Title 17B, of the New Jersey Statutes; and, as incidental to such primary objects and purposes, the investment and reinvestment from time to time of its capital, surplus and other funds or any part thereof and the funds of other persons in such manner as may be authorized or permitted by law. 2. The business of the corporation shall be managed by a board of twenty- three directors, except when different persons hold the offices of Chairman of the Board and President and the Chairman of the Board and not the President is the Chief Executive Officer of the corporation in which case the number shall be twenty-four. All of the directors shall be policyholders of the corporation. Six directors shall be such persons as may be appointed by the Chief Justice of the Supreme Court of New Jersey as public directors pursuant to the provisions of Subtitle 3 of Title 17B, of the New Jersey Statutes, sixteen directors shall be elected by the policyholders as provided by Subtitle 3 of Title 17B, of the New Jersey Statutes; and in addition the Chairman of the Board and Chief Executive Officer and the President elected and holding office as such from time to time shall be ex officio directors. The public directors and elected directors shall be classified as provided by law. If the office of any elected director shall become vacant by reason of death, resignation, or any other cause, the Board shall by a majority vote of its entire number as then constituted, elect a successor who shall hold office for the unexpired term to which such vacancy relates. 3. Directors of the corporation shall be elected by a majority of the votes cast at the annual election of directors held at the principal office of the corporation in the City of Newark, New Jersey on the first Tuesday in April of each year conducted in the manner provided by Subtitle 3 of Title 17B, of the New Jersey Statutes. 4. Regular meetings of the Board of Directors shall be held on the second Tuesday of the month during those months of each calendar year identified, no later than 30 days before the beginning of such calendar year, by the Chairman of the Board and Chief Executive Officer. . All meetings of the Board of Directors whether regular or special shall be held at the principal office of the corporation in the City of Newark, New Jersey, or at such other place as the Chairman of the Board and Chief Executive Officer may direct upon notice as prescribed by By-law 5. Eleven directors shall be necessary to constitute a quorum for the transaction of business at any regular or special meeting of the Board of Directors. Where appropriate communication facilities are reasonably available, any or all directors shall have the right to participate in all or any part of a meeting of the Board or a Committee of the Board by means of conference telephone or any other means of communication by which all persons participating in the meeting are able to hear each other. II-54 Any action required or permitted to be taken pursuant to authorization voted at a meeting of the Board or any Committee thereof may be taken without a meeting if, prior or subsequent to the action, all members of the Board or such Committee, as the case may be, consent thereto in writing and the written consents are filed with the minutes of the proceedings of the Board or Committee. Such consent shall have the same effect as a unanimous vote of the Board or Committee for all purposes. 5. Special meetings of the Board of Directors may be called at any time by the Chairman of the Board and Chief Executive Officer, or may be called at any time by five or more directors. Notice of any such special meeting shall be given to each director either orally, by mail, telephone, telegraph or otherwise, in time to afford to each director time to attend such meeting if at the time of giving such notice that director were at the place in which he or she usually resides or does business. Such notice shall state the purpose of any such special meeting. 6. (a) The officers of the corporation shall be a Chairman of the Board and Chief Executive Officer, a President, one or more Vice Presidents, one or more Secretaries, one or more Assistant Secretaries, a Treasurer, one or more Assistant Treasurers, a Comptroller, one or more Assistant Comptrollers, a Company Actuary, and one or more Actuaries. Officers at the level of Senior Vice President and above shall be elected by the Board of Directors, and may in the discretion of the Board of Directors be given the designation "Executive" or "Senior" Vice President, Vice Chairman, General Counsel, Chief Investment Officer, Chief Financial Officer, Chief Information Officer or such other title as the Board of Directors deems appropriate, alone or in combination. An elected officer shall hold office for the term for which he or she is elected, subject, however to the power of removal by the Board of Directors, and all matters pertaining to titles and offices of such officers shall be determined by the Board of Directors. The Board of Directors may at any time fill vacancies in the elective offices, may at any time and from time to time elect such additional persons as officers as it shall deem necessary, and may at its pleasure and in its absolute discretion, by a vote of not less than fourteen of its members, remove any officer with or without cause and without notice. (b) All officers at the level below Senior Vice President, including those who are named officers for signatory purposes only, shall be appointed by a proper officer of the corporation and, in the case of an appointed Vice President, may be designated by such officer as "Corporate," "Departmental," "Functional," "Second," or such other designation as may be deemed appropriate. All matters pertaining to title and offices of such officers may be determined by a proper officer of the corporation. An appointed officer shall hold office for a specified term or until his or her resignation or until revocation of his or her appointment, with or without cause, by a proper officer. (c) Any Vice President may be designated as the "President," "Secretary," "Treasurer," "Comptroller," or such other title or designation with respect to a business unit of the corporation as may be deemed appropriate by the Board of Directors or proper offices of the corporation, as the case may be. Any assistant officer may, in the discretion of the Board of Directors or a proper officer, as the case may be, be designated "Associate," "Assistant," or "Deputy," as may be appropriate. Any person at the level of Vice President may use either his or her Vice Presidential designation or such other designation as he or she has been given by the Board of Directors or a proper officer, as the case may be, in conducting the corporation's business. II-55 (d) If the Board of Directors or a proper officer of the corporation, as the case may be, shall deem it appropriate, any one person may hold more than one of the foregoing offices simultaneously; provided, however, that no single person can hold the offices of President and Secretary simultaneously. No person shall be deemed to be an officer of the corporation, unless he or she has been elected or appointed and is holding office pursuant to the provisions of this By-law 6. (e) The several officers shall have such powers and authority and perform such duties as commonly pertain to their respective offices and as may be prescribed by the Board of Directors either by virtue of these By-laws or otherwise or by the Chairman of the Board and Chief Executive Officer, and the exercise of their powers shall likewise be subject to such limitations as may be imposed by the Board or by these By-laws or by the Chairman of the Board and Chief Executive Officer, subject in all cases to the authority of the Board. The Board of Directors shall fix the compensation of all officers of the corporation at or above the level of Executive Vice President. The Compensation Committee of the Board of Directors shall establish the compensation for all officers at the level of Senior Vice President. The compensation of all other officers shall be fixed by the proper officer of the corporation in accordance with the corporation's compensation plans. 7. The Chairman of the Board and Chief Executive Officer shall preside at all meetings of the Board of Directors. In case of the absence or disability of the Chairman of the Board and Chief Executive Officer, the President or a Vice Chairman designated by the Chairman of the Board and Chief Executive Officer shall preside. In the case of a vacancy in the office of the Chairman of the Board and Chief Executive Officer, the Board shall make such designation and in case of a vacancy in the offices of the Chairman of the Board and Chief Executive Officer, the President, and all Vice Chairmen, the Board shall choose its presiding officer. The Chairman of the Board and Chief Executive Officer shall be ex officio a member of all standing committees except the Compensation Committee and the Auditing Committee. The Chairman of the Board and Chief Executive Officer shall have absolute power to supervise and direct the business of the corporation, subject only to the power and authority of the Board of Directors. He or she also shall have power, subject to the power of the Board, to appoint or remove all persons employed or to be employed by the corporation in any capacity whatsoever except the officers elected by the Board of Directors and shall have power to fix the compensation of all persons employed or to be employed by the corporation other than the compensation of officers whose compensation shall be fixed by the Board of Directors as provided in these By-laws; provided, however, that the payment of such compensation must be first authorized by the Board of Directors when the amount to be paid any person in any year is such that approval by the Board of Directors is required under the laws of New Jersey or these By-laws. 8. The Chairman of the Board and Chief Executive Officer shall, with the approval of the Board of Directors, designate the President, a Vice Chairman or any other officer at or above the level of Senior Vice President who, in the absence or disability of the Chairman of the Board and Chief Executive Officer, shall be vested with the powers and required to perform the duties of the Chairman of the Board and Chief Executive Officer except those pertaining to ex officio membership on the Board of Directors and on standing committees thereof. Such designation shall be made in writing, presented to the Board of Directors at the stated meeting in January of each year and shall be filed with the Secretary. When so acting in the place of the Chairman of the Board and Chief Executive Officer such person shall be designated as "Acting Chairman of the Board and Chief Executive Officer". The Chairman of the Board and Chief Executive Officer may at any time in like manner and with like approval, change such designation and may also designate one or more Vice Presidents to act in succession in the order designated by him or her in the place of any acting Chairman of the Board and Chief Executive Officer in case of the latter's absence, disability or death. During a vacancy in the office of Chairman of the Board and Chief Executive Officer, the Board shall make such designation. In other respects, the President, each Vice Chairman and each Vice President shall exercise such powers and perform such duties as may be prescribed by the Chairman of the Board and Chief II-56 Executive Officer or by the Board of Directors. The Chairman of the Board and Chief Executive Officer, the President, each Vice Chairman, and any one of the Vice Presidents shall have power to execute on behalf of the corporation all instruments, deeds, contracts and other corporate acts and papers, subject only to the provisions of By-law 25. 9. The Secretary shall be ex officio secretary of the Board of Directors and of each of the standing committees, except the Auditing Committee. The Secretary shall attend all sessions of the Board of Directors and of the Executive Committee and of the Investment Committee and, when requested, any other committees of the Board. The Secretary shall keep full and accurate minutes of the proceedings of the Board and of the Executive Committee and Investment Committee and shall enter such minutes in books provided for that purpose. The Secretary shall furnish to the Board of Directors and to all committees such corporate accounts and papers as may be required by them. The Secretary shall have charge of the corporate seal of the corporation and shall have power to affix the same to corporate instruments and to attest the same. The Secretary shall have power to execute on behalf of the corporation such instruments as may be required to be executed by him or her. The Secretary shall have custody of the books, papers and records of the corporation, shall give all notices on behalf of the corporation except such as may by any provision of the law be required to be given by any other officer and shall conduct such correspondence and perform such other duties as may be assigned to him or her by the Chairman of the Board and Chief Executive Officer or by the Board of Directors. 10. The corporation shall have a common seal making the following impression: 11. Each Assistant Secretary shall have power to execute on behalf of the corporation such instruments as may be required to be executed by the Secretary and to affix the seal of the corporation to corporate instruments and to attest the same, subject, however, to the provisions of By-law 25. Each Assistant Secretary shall perform such duties as may be assigned to him or her from time to time by the Chairman of the Board and Chief Executive Officer or the Secretary, subject, however, to the power of the Board of Directors in the premises. 12. The Treasurer shall have custody of such funds of the corporation as shall be placed in his or her keeping, shall open and maintain accounts in banking institutions in the name of the corporation for the deposit of such funds and may open and maintain accounts in the names or titles of representatives of the corporation under such conditions as he or she may deem appropriate, subject to supervision by the Committee on Finance and Dividends. All funds shall be disbursed only by instruments signed by two or more officials to be designated by the Committee on Finance and Dividends or pursuant to procedures approved by the Treasurer and the Comptroller. The Treasurer shall have custody of such of the securities of the corporation as shall be placed in his or her keeping and shall open and maintain accounts in banking institutions in the name of the corporation for the custody of other securities, including accounts maintained for the purpose of participating in one or more securities systems designed to permit the transfer of a security without physical delivery of the certificate or other evidence of such security, subject to supervision by the Committee on Finance and Dividends. The Treasurer shall have the power to sell, assign or transfer securities of the corporation on the authorization or direction of the Committee on Finance and Dividends or to take such other action in connection therewith as may be authorized or directed by the Committee on Finance and Dividends, and shall have power to execute, on behalf of the corporation, all instruments necessary or appropriate in the premises. The Treasurer shall have the power to borrow funds on II-57 behalf of the corporation on the authorization of the Committee on Finance and Dividends and perform such other duties as may be assigned to him or her by the Chairman of the Board and Chief Executive Officer or the Board of Directors. Each Assistant Treasurer shall have power to perform, on behalf of the corporation, such duties as are or may be required to be performed by the Treasurer, and shall perform such other duties as may be assigned to him or her from time to time by the Chairman of the Board and Chief Executive Officer or the Treasurer. 13. The Comptroller shall supervise the accounts of the corporation, shall have supervision over and responsibility for the books, records, accounting and system of accounting and auditing in each business unit of the corporation, and shall perform such other duties as may be assigned to him or her by the Chairman of the Board and Chief Executive Officer or the Board of Directors. Each Assistant Comptroller shall have the power to perform, on behalf of the Corporation, such duties as are or may be required to be performed by the Comptroller, and shall perform such other duties as may be assigned to him or her from time to time by the Chairman of the Board and Chief Executive Officer or by the Comptroller. 14. The Company Actuary shall represent the corporation in all actuarial matters affecting the corporation's business not otherwise delegated to a specific business unit, and shall have the authority to execute on behalf of the corporation the statements that are filed annually with the insurance regulators that describe the financial condition of the corporation at the end of the year, and its business for that year. The Company Actuary shall also perform such other duties as may be assigned to him or her by the Chairman of the Board and Chief Executive Officer, the Board of Directors or any of the committees. Each business unit shall designate an Actuary who shall supervise the designing and pricing of insurance and annuity products for such Actuary's business unit, the valuation of the liabilities of the corporation with respect to such products, the making of estimates as may be required of the future financial results of the corporation, and the conduct of research relevant to these duties. 15. The standing committees shall be: i. An Executive Committee consisting of a Chairman to be appointed by the Board of Directors, the Chairman of each of the other standing committees, the Chairman of the Board and Chief Executive Officer and such other members as the Board shall appoint. ii. An Investment Committee consisting of no fewer than five directors in addition to the Chairman of the Board and Chief Executive Officer. iii. A Committee on Finance and Dividends consisting of no fewer than five directors in addition to the Chairman of the Board and Chief Executive Officer. iv. A Committee on Nominations consisting of no fewer than five non- officer directors. v. A Corporate Governance Committee consisting of the members of the Committee on Nominations and two additional directors who shall be public directors. . vi. A Compensation Committee consisting of no fewer than five non- officer directors. vii. An Auditing Committee consisting of no fewer than five non- officer directors. viii. A Committee on Business Ethics consisting of no fewer than three non-officer directors in addition to the Chairman of the Board and Chief Executive Officer. II-58 The Board of Directors shall determine the number and appoint the members of each of the standing committees. All appointments to any one of the standing committees shall be for such period as the Board shall determine. The Chairman of the Board and Chief Executive Officer may, in his or her discretion from time to time, appoint any member of the Board to serve temporarily upon any standing or special committee during the absence or disability of any regular member thereof. 16. The Executive Committee shall have general supervision over the business of the corporation and, in the intervals between meetings of the Board of Directors, shall exercise the corporate powers of the corporation including those delegated to other committees, except to the extent that such powers are reserved to the Board of Directors either by virtue of these By-laws or otherwise; provided, however, that the Executive Committee may fill all vacancies in the elective offices of the corporation except the office of the Chairman of the Board and Chief Executive Officer, the President, and any Vice Chairman until such time as the Board shall act thereon; and provided further, the Executive Committee shall not exercise powers delegated to any other committee unless the Chairman and Chief Executive Officer shall determine that it is not possible or convenient to convene such other committee within the time required for taking action. All action of the Executive Committee shall be reported to the Board of Directors and shall, except in cases in which the rights or acts of third parties would be affected, be subject to the direction of the Board. 17. The Investment Committee shall supervise the management and disposition of the invested assets of the corporation and its health, insurance, and investment subsidiaries, and the investment of the corporation's pension fund. The Committee also shall review certain investment risks and exposures for the corporation and its subsidiaries, and periodically shall review the investment performance of the products and accounts managed by the corporation and its subsidiaries on behalf of third parties. All actions of the Investment Committee shall be reported to the Board of Directors and shall, except in cases in which the rights or acts of third parties would be affected, be subject to the direction of the Board. 18. The Committee on Finance and Dividends shall oversee the capital structure of the corporation and its subsidiaries, including the incurrence and repayment of borrowings, the subsidiary structure of the corporation (excluding investment subsidiaries), dividend levels for participating policies, insurance reserve levels and adjustments, major capital expenditures, funding of the corporation's pension fund and supervision of the custody of funds and securities. All action of the Committee on Finance and Dividends shall be reported to the Board of Directors and shall, except in cases in which the rights or acts of third parties would be affected, be subjected to the direction of the Board. 19. The Auditing Committee shall assist the Board of Directors in fulfilling its fiduciary responsibilities relating to the accounting, reporting and control practices of the corporation. In so doing, the Committee shall: review the adequacy of the corporation's system of internal control; recommend to the Board the appointment of independent auditors; review the independent auditors' annual audit plan, its control comments and recommendations, and management's response to the recommendations; review the effectiveness of the internal audit function, approve the scope of the internal audit program and review internal audit findings; and conduct such other inquiries and review such other materials as the Committee deems appropriate. In carrying out its responsibilities, the Committee may employ such auditors or accountants as it deems advisable or may avail itself of the services of the regular auditors or accountants of the corporation. The Committee shall designate a Secretary and maintain minutes of its meetings. The Committee shall submit a report to the Board of Directors annually describing the Committee's activities and containing any recommendations which the Committee may have. The II-59 Committee shall discharge any additional responsibilities as may be specified from time to time by the Board of Directors. 20. The Committee on Nominations shall annually not later than the regular June meeting of the Board of Directors recommend to the Board for nomination as directors the names of four persons to succeed the directors whose terms of office shall expire at the time of the next annual election. Whenever a vacancy occurs in the Board of Directors, the Committee on Nominations shall recommend a suitable person to fill such vacancy, except that whenever a vacancy results from the failure of a candidate for election to the Board of Directors to be elected by a majority of votes cast, the public directors then serving on the Board of Directors shall be constituted as a special nominating committee to recommend a suitable person to fill such vacancy. 21. The Corporate Governance Committee shall oversee and make recommendations to the Board regarding corporate governance, review and make recommendations with respect to the composition of the standing committees of the Board, and make recommendations to the Board for the appointment of chairpersons for the respective standing committees and any committees appointed ad hoc. 22. The Compensation Committee shall recommend to the Board of Directors the compensation to be paid to officers of the corporation at or above the level of Executive Vice President. The Committee shall fix the compensation of all officers at the level of Senior Vice President . The Compensation Committee also shall have the authority to approve, modify and rescind the corporation's compensation and employee benefits plans and to make such decisions as are necessary to effect their administration. The Committee shall have oversight responsibility with respect to compensation and benefit plan administration, and will review other human resources matters pertaining to executive succession and such other policies and procedures as may be relevant to examine periodically. The Committee shall further discharge any additional responsibilities as may be specified from time to time by the Board of Directors. 23. The Committee on Business Ethics shall have responsibility to review the corporation's policies on business ethics and from time to time make recommendations to the Board of Directors concerning the adoption and amendment of the corporation's published statement on business ethics. The Committee shall have responsibility for monitoring and enforcing compliance with By-law 28 and the corporation's published statement on business ethics. It shall have the authority to make determinations of all questions that may arise thereunder, and to interpret and enforce the requirements thereof by appropriate action. The Committee shall also have the authority to grant exceptions thereunder which in the Committee's judgment are appropriate or desirable under the circumstances. The Committee shall further discharge any additional responsibilities as may be specified from time to time by the Board of Directors. 24. The fiscal year of the corporation shall commence on the first day of January and end on the thirty-first day of December in each year. 25. Either the Chairman of the Board and Chief Executive Officer and the Secretary or the President and the Secretary shall, except as otherwise provided in the following sentence, execute all contracts of insurance and annuity either by signing such contracts manually or by causing to be thereto affixed their respective facsimile signatures duly adopted by each of them for the purpose with the approval of the Board of Directors. The Board of Directors, in its discretion, may authorize the execution in the same manner of any such contracts issued out of any office outside of the United States of America by the proper officers of such office. In case any officer, as aforesaid, who shall have signed a contract form or whose facsimile signature shall have been affixed thereto shall cease to be such officer by reason of death or otherwise before such contract shall have been issued and delivered, such contract may nevertheless be issued and delivered II-60 unless the Board of Directors shall otherwise determine, and any such contract so issued and delivered shall be as binding upon the corporation as though every officer who signed the same or whose facsimile signature was affixed thereto, as aforesaid, had continued to be such officer of the corporation. 26. These By-laws may be altered, amended or rescinded without notice at any regular meeting of the Board of Directors, or, upon such notice as is prescribed by By-law 5, at any special meeting of the Board of Directors, but in either case only by the vote of not less than twelve members of the Board of Directors. 27. Except as otherwise provided in this By-law, the corporation shall have the power conferred by Section 14A:3-5 of the New Jersey Statutes to indemnify directors, officers, employees, and all other corporate agents defined therein. Any indemnification under this By-law pursuant to Section 14A:3-5, New Jersey Statutes, shall be made by the corporation as authorized in a specific case upon its being determined that (A) the costs, disbursements and counsel fees included in any expenses for which indemnification is made are reasonable, (B) except for indemnification required by subsection 14A:3-5(4), indemnification is proper in the circumstances because the corporate agent (i) met the applicable standard of conduct set forth in subsection 14A:3-5(2) or subsection 14A:3-5(3), as the case may be, and (ii) acted within what such agent reasonably believed to be the scope of his or her employment and authority, and (C) any necessary court order has been obtained. Such determinations shall be made: (a) With respect to a corporate agent who is or was a director or officer of the corporation at or above the level of Senior Vice President, or with respect to any other corporate agent if the amount to be paid in indemnification to such corporate agent exceeds $1 million: (i) By the Board of Directors of the corporation, or a committee thereof, acting by a majority vote of a quorum comprised of directors who are not parties to or otherwise involved in the proceedings; (ii) If such a quorum is not obtainable, or, even if obtainable and such quorum of the Board of Directors or committee by majority vote of the disinterested directors so directs, by independent legal counsel, in a written opinion, such counsel to be designated by the Board of Directors. (b) With respect to any determinations not required to be made pursuant to (a), by the general counsel of the corporation. Expenses reasonably incurred by a corporate agent in connection with a proceeding may be paid by the corporation in advance of the final disposition of the proceeding. In the case of a director, such expenses shall be paid when incurred; in the case of any other corporate agent, such expenses may be paid if authorized in the manner provided above for determination that indemnification is proper. No such expenses shall be paid until the corporate agent provides an undertaking to repay any amount so advanced if it shall ultimately be determined that he or she is not entitled to be indemnified as provided in this By-law. Any right to indemnification provided by or pursuant to the foregoing provisions of this By-law shall not be exclusive of any other rights to which a corporate agent may be entitled as a matter of law, by agreement or otherwise. II-61 28. No director or employee of the corporation shall have any position with, a substantial interest in or significant borrowing from any other enterprise operated for profit, the existence of which would conflict or might reasonably be supposed to conflict with the proper performance of his or her responsibilities to the corporation, or which might tend to affect his or her independence of judgment with respect to transactions between the corporation and such other enterprise. Susan Blount Secretary EX-99.1A(10) 7 APPLICATION FOR LIFE INSURANCE OR POLICY CHANGE EXHIBIT 1.A(10)(a) THE PRUDENTIAL [LOGO] APPLICATION FOR LIFE INSURANCE OR POLICY CHANGE [X] The Prudential Insurance Company of America [ ] Pruco Life Insurance Company of New Jersey Policy No. XXXXXXXXXXXXXXXXXX A Subsidiary of ------------------ The Prudential Insurance Company of America [ ] Check here if policy change. Corporate Offices, Newark, New Jersey John Doe - -------------------------------------------------------------------------------- Name of primary proposed Insured (or current Insured, if policy change) (first, initial, last)
PART 1 ============================================================================================================================= A. PERSONAL INFORMATION (PRIMARY PROPOSED INSURED) 1. Social Security No. 2. Sex: [ ] Male [ ] Female -------------------- 3. Marital Status: [ ] Single [ ] Married [ ] Widowed [ ] Separated [ ] Divorced 4. Date of Birth: Mo. 6 Day 15 Yr. 61 5. Age 35 6. State of Birth (Country if not U.S.) (Name of State) ---- ----- ----- ---- ---------------------- 7. Billing Address (City, State and Zip) : ------------------------------------ 123 Main St.. Any City Any State XXXXX 8. Home Address (if different): ------------------------------------------------- 9. Home Telephone Number (XXX) XXX-XXXX 10. Business Telephone Number (XXX) XXX-XXXX ----------------------- ------------------- 11. Current Employer ABC Company ============================================================================================================================= B. ALL OTHER PROPOSED INSUREDS (Include Applicant for Applicant's Waiver of Premium Benefit) Name Relationship to Sex Date of Age State of Total Life Insurance primary proposed Birth Birth (country in all companies Insured (mo., day, yr.) if not U.S.)
============================================================================================================================= C. COVERAGE INFORMATION 1. Plan of Insurance Variable Universal Life 2. Initial Amount $50,000 -------------------------------- ---------------- $If AL/VAL or if applicable to the product, check one: [ ] Level Death Benefit [X] Variable Death Benefit 3. SUPPLEMENTARY BENEFITS AND RIDERS (Please indicate amount where applicable) [ ] Waiver of Premium [ ] Accidental Death Benefit $ -------------------------------- [ ] Living Needs Benefit [ ] Option to Purchase Additional Insurance $ ----------------- [ ] Applicant's Waiver of Premium [ ] Option to Purchase Paid Up Life Insurance Additions [ ] Automatic Premium Loan (include details in special request) OTHER RIDERS AND BENEFITS: (Please indicate amount where applicable) ----------------------------- - ----------------------------------------------------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------- - -----------------------------------------------------------------------------------------------------------------------------
============================================================================================================================= D. BENEFICIARIES/OWNERSHIP (If Trust, provide name of trust, trustee and date of trust.) 1. Beneficiary: Name Relationship to primary proposed Insured Age Primary (Class 1) Mary Doe Spouse 35 ----------------------------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------- Contingent (Class 2) Robert Doe Son 10 ----------------------------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------- 2. Is the owner other than the primary proposed Insured? [ ] Yes [X] No If yes: Name ----------------------------------------------------------------------------------------------------- Address ----------------------------------------------------------------------------------------------------- Owner's date of birth ----------------------------------------------- -----------------------------------------------------------------------------------------------------
ORD 96200-96 New York II-63 ================================================================================ E. PAYMENT DETAILS 1. Within the last 12 months, has any proposed Insured had a heart attack, stroke or cancer other than of the skin? [ ] Yes [X] No 2. Is a medical examination required on: Primary Proposed Insured? [ ] Yes No [X] Second Proposed Insured? [ ] Yes [X] No 3. Premium Payment Mode: (collect full modal premium if prepaid) [X] Pru-matic [ ] Annual [ ] Semi-annual [ ] Quarterly [ ] Monthly [ ] Payroll Budget [ ] Gov't Allotment 4. Amount paid with this application $ 68.13 [ ] None ------------------------------- (Must be "None" if E1 is answered Yes, except Gibraltar products.) 5. DATE PREMIUM COLLECTED 1-1-97 ----------------------------------------------- F. REPLACEMENT For any proposed Insured, would this insurance replace or cause a change in any existing insurance or annuity in any company? [ ] Yes [X] No (If yes, give insurance company, plan, amount and policy number(s). Enclose all required state replacement forms.) ================================================================================ G. SPECIAL REQUESTS ================================================================================ H. BACKGROUND ON PROPOSED INSUREDS 1. Total Life Insurance on the primary proposed Insured in effect ___________________________________________________ Check here if None [X]. 2. What are the primary proposed Insured's occupation and duties? Manager & Administrative duties --------------------------------- 3. Has any proposed Insured participated in the following activities within the last 2 years (or does anyone plan to do so in the future): a.operated or had any duties aboard an aircraft, glider, balloon, or like device? [ ] Yes [X] No If yes, complete Aviation Questionnaire. b. hazardous sports, such as auto, motorcycle, snowmobile or powerboat competitions/exhibitions; scuba diving; mountain climbing; parachuting; sky diving or any other such sport or hobby? [ ] Yes [X] No If yes, complete Avocation Questionnaire. For any questions answered yes below, give the details in 8. 4. Is any proposed Insured applying for or requesting reinstatement or policy change(s) of any other life or health insurance policy? If yes, give insurance company, policy plan and amount. [ ] Yes [X] No 5. Has any proposed Insured been convicted of, or currently charged with, the commission of any criminal offense, other than the violation of a motor vehicle law within the last 5 years? [ ] Yes [X] No 6. a. Primary Proposed Insured driver's license number and state of issue: XXXXX-XXXXX-XXXXX (Name of State) - -------------------------------------------------------------------------------- b. Has any proposed Insured in the last 3 years: (1.) had a driver's license denied, suspended or revoked? [ ] Yes [X] No (2.) been convicted of driving under the influence of alcohol or drugs? [ ] Yes [X] No (3.) been cited for 3 or more moving violations? [ ] Yes [X] No (4.) been involved as a driver in 2 or more auto accidents? [ ] Yes [X] No If yes, give details including type of violation, accident or reason for denial, suspension or revocation.
7. Does any proposed Insured plan to live or travel outside the United States or Canada within the next 12 months? [ ] Yes [X] No If yes, give countries, purpose and duration of each trip. 8. Details of yes answers for questions 4-7. Give question number, proposed Insured's name and full details - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- FOR ADDITIONAL DETAILS USE ANOTHER APPLICATION - -------------------------------------------------------------------------------- I. DIVIDEND OPTION ELECTION - COMPLETE ONLY IF APPLYING TO THE PRUDENTIAL INSURANCE COMPANY OF AMERICA [ ] Paid-up additions [ ] Accumulate at interest [ ] Cash [ ] Reduce premiums (not available for monthly mode) [ ] ___________ ================================================================================ ORD 96200-96 New York II-64 On this page the words "I" and "my" refer to the primary proposed Insured and applicant, if different. The words "the Company" refer to the company checked at the beginning of this application. If a policy change, "I" and "my" refer to Insured or Owner, if other than Insured. TERMS AND CONDITIONS No new coverage requested in this application starts on any proposed Insured until all required initial medical exams and tests agreed to are completed, even if an amount has been paid to the Company. When the Company gives a Limited Insurance Agreement form dated on the same date shown below, coverage will start as written in that Agreement. Otherwise, coverage will start on the policy date, provided: . The Company issues a policy and I accept it; and . the first premium is paid in full while all proposed Insureds' health remains as stated in the application. No agent can make or change a policy, or waive any of the Company's rights or requirements. The beneficiary named in the application (or in the policy if requesting a policy change) is for insurance payable in either of the following cases: . at the death of the primary Insured; and . at the death of an Insured child after the death of the primary Insured if there is no Insured spouse. If this is a policy change and no beneficiary has been named in the application, the beneficiary for any insurance payable will be carried over from the policy that is being changed. The owner of the policy is the primary proposed Insured or applicant if other than the primary proposed Insured unless a different owner is named in the application. If this is a policy change, the ownership arrangement will be carried over from the policy that is being changed unless a different owner is named in the application. This is subject to any provisions for the automatic transfer of ownership stated in the policy. If joint owners are named, ownership will be with the right of survivorship unless otherwise specified. - -------------------------------------------------------------------------------- SIGNATURES By signing below: .I certify that to the best of my knowledge and belief the statements in this application are complete, true and correctly recorded. .I understand that new coverage could be invalidated if any information in the application is materially misrepresented. .I CONFIRM THAT IF I HAVE REQUESTED THE LIVING NEEDS BENEFIT, I HAVE READ THE DISCLOSURES IN THE BROCHURE (ORD 87246NY); AND AM AWARE THAT (1) RECEIPT OF ACCELERATED DEATH BENEFITS MAY AFFECT ELIGIBILITY FOR PUBLIC ASSISTANCE PROGRAMS AND MAY BE TAXABLE; AND (2) A DISCOUNT IS APPLIED TO DETERMINE ANY ACCELERATED DEATH BENEFIT PAYABLE AND A $150 ADMINISTRATIVE CHARGE WILL BE DEDUCTED AT THE TIME OF PAYMENT. .I agree to the Terms and Conditions shown above and on the Important Notice About Your Application, which I have received and read. Signed at: (Name of City, State) on Jan. 1, 1997 ------------------------------------------------------------------- (City/State) Date (month/day/year) Signature of primary proposed Insured, if age 14 and six months or over X John Doe or current Insured, if policy change -------- Signature of Applicant, if different than primary proposed Insured X Richard Roe ----------- or if a policy change, Signature of Owner, if different than Insured If applicant is a firm or corporation, give that company's name and have an officer sign below. Signature and title of Officer of firm or corporation X ________________________ Signature of Beneficiary, if policy change and rights are limited X ____________ Signature of Witness (Licensed Writing Representative must witness) X Richard Roe ___________ - -------------------------------------------------------------------------------- LICENSED WRITING REPRESENTATIVE'S CERTIFICATION: Do you have any information, other than what is stated in this application, that indicates that any proposed Insured may replace or change any current insurance or annuity in any company? [ ] Yes [X] No Witness (Licensed Writing Representative must witness) X Richard Roe ================================================================================ ORD 96200-96 New York II-65 PART 2 - MEDICAL INFORMATION - -------------------------------------------------------------------------------- SECTION A - TO BE COMPLETED FOR ALL CATEGORY II CHANGES AND PLANS OTHER THAN GIBRALTAR
1. Doctor Information: -------------------- A. Primary Proposed Insured Physician last consulted: Dr. Wm. Smith Primary Physician: Dr. Wm. Smith ----------------------- ---------------------------- Date last seen: 10-95 Date last seen: 10-95 -------------------------------- ------------------------------- Reason: Cold Reason: Cold -------------------------------- ------------------------------- Address and Phone no.: 23 Main St. Address and Phone no.: 23 Main St. ------------------------- ------------------------ Anytown Anytown - ------------------------------------------------- ------------------------------------------------- XXX-XXXX XXX-XXXX - ------------------------------------------------- ------------------------------------------------- B. Second Proposed Insured or AWP Applicant Physician last consulted: Primary Physician: ----------------------- ---------------------------- Date last seen: Date last seen: -------------------------------- ------------------------------- Reason: Reason: -------------------------------- ------------------------------- Address and Phone no.: Address and Phone no.: ------------------------- ------------------------ - ------------------------------------------------- ------------------------------------------------- - ------------------------------------------------- -------------------------------------------------
2. Build: Height Weight ----- 5' 11" 180 --------- -------- a. Primary Proposed Insured b. Second Proposed Insured or AWP Applicant 3. Has either the primary proposed Insured or second proposed Insured, if proposed for coverage, ever used tobacco or other nicotine products? [ ] Yes [X] No If yes, give date last used: Cigarettes Any other nicotine product such (Mo/Yr) as cigar, pipe, smokeless tobacco, nicotine gum or nicotine patch (Mo/Yr) Primary Proposed Insured ------------------ ------------------------------- Second Proposed Insured ------------------ ------------------------------- 4. Has anyone proposed for coverage been treated for or diagnosed as having: a. chest pain, or any disorder of the heart or blood vessels? [ ] Yes [X] No b. high blood pressure? [ ] Yes [X] No c. cancer, tumor, leukemia, melanoma, or lymphoma? [ ] Yes [X] No d. diabetes or high blood sugar? [ ] Yes [X] No e. mental or psychiatric illness? [ ] Yes [X] No f. AIDS or AIDS related complex, or other sexually transmitted diseases? [ ] Yes [X] No g. asthma or any disorder of the lungs? [ ] Yes [X] No h. any disorder of the brain or the nervous system? [ ] Yes [X] No I. hepatitis or any disorder of the liver, stomach or intestines? [ ] Yes [X] No j. any disorder of the kidney or urinary tract? [ ] Yes [X] No 5. Other than above, is anyone proposed for coverage currently taking prescription medication? [ ] Yes [X] No 6. Other than above, has anyone proposed for coverage: a. been a patient in a hospital or other medical facility? [ ] Yes [X] No b. in the last 5 years, had or been advised to have surgery, medical tests (other than HIV), or diagnostic procedures i.e. ECGs, stress tests, X-rays, blood tests (other than HIV), urine tests, etc.? [ ] Yes [X] No 7. Has anyone proposed for coverage: a. used or is now using cocaine, amphetamines, marijuana, heroin, or other drugs except as prescribed by a health care provider? [ ] Yes [X] No b. had or been advised to have treatment or counseling for alcohol or drug use? [ ] Yes [X] No 8. Does anyone proposed for coverage have any disease, disorder or condition not indicated above? [ ] Yes [X] No 9. Has anyone proposed for coverage had life or health insurance declined, postponed, or issued with an increased premium? [ ] Yes [X] No 10. Has anyone proposed for coverage requested or received disability or compensation benefits? [ ] Yes [X] No
================================================================================ ORD 96200-96 New York II-66 ================================================================================ 11. Details of yes answers for questions 4-10.
Question No. Illness, operation or other reason Dates and Name, address and telephone and proposed for any check-up, health care provider's duration number of health care Insured's name advice, treatment and medications of illness providers and hospitals 4g John Cold 10-96 Dr. Wm. Smith - ----------------- ---------------------------------------- ----------- -------------------------- 23 Main St. - ----------------- ---------------------------------------- ----------- -------------------------- Anytown, USA - ----------------- ---------------------------------------- ----------- -------------------------- - ----------------- ---------------------------------------- ----------- -------------------------- - ----------------- ---------------------------------------- ----------- -------------------------- - ----------------- ---------------------------------------- ----------- -------------------------- - ----------------- ---------------------------------------- ----------- -------------------------- - ----------------- ---------------------------------------- ----------- -------------------------- - ----------------- ---------------------------------------- ----------- -------------------------- - ----------------- ---------------------------------------- ----------- -------------------------- - ----------------- ---------------------------------------- ----------- -------------------------- - ----------------- ---------------------------------------- ----------- -------------------------- - ----------------- ---------------------------------------- ----------- -------------------------- - ----------------- ---------------------------------------- ----------- -------------------------- - ----------------- ---------------------------------------- ----------- -------------------------- - ----------------- ---------------------------------------- ----------- --------------------------
FOR ADDITIONAL MEDICAL DETAILS USE ANOTHER APPLICATION - -------------------------------------------------------------------------------- All the answers are, to the best of my knowledge and belief, complete, true and correctly recorded. It is understood that any new coverage could be invalidated if any information in the application is materially misrepresented. This Part 2 will be attached to and made a part of the policy when issued. Jan. 1, 1997 X Richard Doe X John Doe - -------------- -------------------------- -------------------- Date Witness Signature of primary proposed Insured (if age 15 or over) otherwise Applicant (or Owner, if policy change) ORD 96200-96 - ------------ New York II-67 ================================================================================ PART 2 - MEDICAL INFORMATION - -------------------------------------------------------------------------------- SECTION B - TO BE COMPLETED FOR CATEGORY I CHANGES ONLY 1.Has either the primary proposed Insured or second proposed Insured, if proposed for coverage, ever used tobacco or other nicotine products? [ ] Yes [ ] No If yes, give date last used: Cigarettes Any other nicotine product such as cigar, pipe, smokeless (Mo/Yr) tobacco, nicotine gum or nicotine patch (Mo/Yr) Primary Proposed Insured ____________ _______________________________ Second Proposed Insured ____________ _______________________________ 2.Has anyone proposed for coverage been declined or charged an increased premium for new life insurance or reinstatement of life insurance? If yes, give details. [ ] Yes [ ] No 3.Is anyone proposed for coverage currently unable to perform the normal duties of their occupation and/or normal daily activities? If yes, give details. [ ] Yes [ ] No 4.Within the last five (5) years, has anyone proposed for coverage: a. taken prescription medication, or been treated for or diagnosed as having: high blood pressure, any disease or disorder of the heart, arteries or veins, diabetes, cancer, respiratory disorder (including asthma, recurrent bronchitis, emphysema), a mental illness or psychiatric disorder or any disease or disorder of the nervous system, alcohol or drug use? [ ] Yes [ ] No b. been treated for or diagnosed as having AIDS or AIDS related complex or other sexually transmitted diseases? [ ] Yes [ ] No 5. Details of any "Yes" answer to question 4:
Question No. Illness, operation or other reason Dates and Name, address and telephone and proposed for any check-up, health care provider's duration number of health care insured's name advice, treatment and medications of illness providers and hospitals - ----------------- ---------------------------------------- ------------ ------------------------ - ----------------- ---------------------------------------- ------------ ------------------------ - ----------------- ---------------------------------------- ------------ ------------------------ - ----------------- ---------------------------------------- ------------ ------------------------ - ----------------- ---------------------------------------- ------------ ------------------------ - ----------------- ---------------------------------------- ------------ ------------------------ - ----------------- ---------------------------------------- ------------ ------------------------ - ----------------- ---------------------------------------- ------------ ------------------------
FOR ADDITIONAL MEDICAL DETAILS USE ANOTHER APPLICATION All the answers are, to the best of my knowledge and belief, complete, true and correctly recorded. It is understood that any new coverage could be invalidated if any information in the application is materially misrepresented. This Part 2 will be attached to and made a part of the policy when issued. X X - ---------------- -------------------- --------------------------------- Date Witness Signature of primary proposed Insured (if age 15 or over) otherwise Owner =============================================================================== ORD 96200-96 New York II-68 ================================================================================ PART 2 - MEDICAL INFORMATION - -------------------------------------------------------------------------------- SECTION C - TO BE COMPLETED FOR GIBRALTAR PLANS ONLY
1. Doctor Information: -------------------- A. Primary Proposed Insured Physician last consulted: Primary Physician: ----------------------- ---------------------------- Date last seen: Date last seen: -------------------------------- ------------------------------- Reason: Reason: -------------------------------- ------------------------------- Address and Phone no.: Address and Phone no.: ------------------------- ------------------------ - ------------------------------------------------- ------------------------------------------------- - ------------------------------------------------- ------------------------------------------------- B. Second Proposed Insured or AWP Applicant Physician last consulted: Primary Physician: ----------------------- ---------------------------- Date last seen: Date last seen: -------------------------------- ------------------------------- Reason: Reason: -------------------------------- ------------------------------- Address and Phone no.: Address and Phone no.: ------------------------- ------------------------ - ------------------------------------------------- ------------------------------------------------- - ------------------------------------------------- -------------------------------------------------
2. Build: Height Weight ----- --------- -------- a. Primary Proposed Insured b. Second Proposed Insured or AWP Applicant 3. Has either the primary proposed Insured or second proposed Insured, if proposed for coverage, ever used tobacco or other nicotine products? [ ] Yes [ ] No If yes, give date last used: Cigarettes Any other nicotine product such (Mo/Yr) as cigar, pipe, smokeless tobacco, nicotine gum or nicotine patch (Mo/Yr) Primary Proposed Insured ------------------ ------------------------------- Second Proposed Insured ------------------ ------------------------------- 4. Within the last five (5) years, has anyone proposed for coverage: a.taken prescription medication, or been treated for or diagnosed as having: high blood pressure, any disease or disorder of the heart, arteries or veins, diabetes, cancer, respiratory disorder (including asthma, recurrent bronchitis, emphysema), a mental illness or psychiatric disorder or any disease or disorder of the nervous system, alcohol or drug use? [ ] Yes [ ] No b.been treated for or diagnosed as having AIDS or AIDS related complex or other sexually transmitted diseases? [ ] Yes [ ] No 5. Has anyone proposed for coverage been declined or charged an increased premium for new life insurance or reinstatement of life insurance? [ ] Yes [ ] No 6. Is anyone proposed for coverage currently unable to perform the normal duties of their occupation and/or normal daily activities? [ ] Yes [ ] No
Please include the details of any "Yes" answer to questions 4-6: -------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- FOR ADDITIONAL MEDICAL DETAILS USE ANOTHER APPLICATION ================================================================================ All the answers are, to the best of my knowledge and belief, complete, true and correctly recorded. It is understood that any new coverage could be invalidated if any information in the application is materially misrepresented. This Part 2 will be attached to and made a part of the policy when issued. X X - ---------------- -------------------- --------------------------------- Date Witness Signature of primary proposed Insured (if age 15 or over) otherwise Applicant ORD 96200-96 New York II-69 EX-99.1A(10)B 8 SUPPLEMENT TO THE APPLICATION EXHIBIT 1.A(10)(b) ================================================================================ Supplement to the Application [X] The Prudential Insurance Company of America [ ] Pruco Life Insurance Company of New Jersey A Subsidiary of The Prudential Insurance Company of America No. XXXXXXXXXX ------------------------------ A Supplement to the Application for a variable contract in which John Doe is named as the proposed Insured. - --------------- - -------------------------------------------------------------------------------- I BELIEVE THIS CONTRACT MEETS MY INSURANCE NEEDS AND FINANCIAL OBJECTIVES. I ACKNOWLEDGE RECEIPT OF A CURRENT PROSPECTUS FOR THE CONTRACT. I UNDERSTAND THAT THE CONTRACT'S VALUE AND DEATH BENEFIT MAY VARY DEPENDING ON THE CONTRACT'S INVESTMENT EXPERIENCE...................................... YES [X] NO [ ] An illustration of values is available upon request. Date Signature of Applicant January 1, 1997 John Doe ORD 86218-96 New York II-70 EX-99.1A(12) 9 DESCRIPTION OF PROCEDURES AND METHODS Exhibit 1.A.(12) Description of Prudential's Issuance, Increases in or Addition of Insurance Benefits, Transfer and Redemption Procedures for Variable Universal Life Insurance Contracts Pursuant to Rule 6e-3(T)(b)(12)(iii) and Method of Computing Adjustments in Payments and Cash Surrender Values Upon Conversion to Fixed Benefit Policies Pursuant to Rule 6e-3(T)(b)(13)(v)(B) ------------------------------------- This document sets forth the administrative procedures that will be followed by The Prudential Life Insurance Company of America ("Prudential") in connection with the issuance of its Variable Universal Life Insurance Contract ("Contract"), the increase in or addition of benefits, the transfer of assets held thereunder, and the redemption by Contract owners of their interests in said Contracts. The document also explains the method that Prudential will follow in making a cash adjustment when a Contract is exchanged for a fixed benefit insurance Contract pursuant to Rule 6e-3(T)(b)(13)(v)(B). I. Procedures Relating to Issuance and Purchase of the Contracts and to the ------------------------------------------------------------------------ Increase in or Addition of Benefits ----------------------------------- A. Premium Schedules and Underwriting Standards -------------------------------------------- The Contract has Flexible Premiums - no premiums are required to be paid by a certain date except for the minimum initial premium required to start the Contract. The minimum initial premium for the Contract, and the charges from the Contract Fund to reflect the cost of insurance, will not be the same for all owners. Insurance is based on the principle of pooling and distribution of mortality risks, which assumes that each owner is charged a cost commensurate with the Insured's mortality risk as actuarially determined utilizing factors such as age, sex (in most cases), smoking status, health and occupation. Uniform II-71 premiums or charges for all Insureds would discriminate unfairly in favor of those Insureds representing greater risks. However, for a given face amount of insurance, Contracts issued on insureds in a given risk classification will have the same minimum initial premium and charges. The underwriting standards and premium processing practices followed by Prudential are similar to those followed in connection with the offer and sale of fixed-benefit life insurance, modified where necessary to meet the requirements of the federal securities laws. B. Application and Initial Premium Processing ------------------------------- ---------- Upon receipt of a completed application form from a prospective owner, Prudential will follow certain insurance underwriting (i.e., evaluation of risk) ----- procedures designed to determine whether the proposed Insured is insurable. The process may involve such verification procedures as medical examinations and may require that further information be provided by the proposed Insured before a determination can be made. A Contract cannot be issued, i.e., physically issued ---- through Prudential's computerized issue system, until this underwriting procedure has been completed. These processing procedures are designed to provide immediate benefits to every prospective owner who pays the minimum initial premium at the time the application is submitted. Since a Contract cannot be issued until after the underwriting process has been completed, we will provide immediate insurance coverage through use of a Limited Insurance Agreement. This coverage is for the total death benefit applied for, up to the maximum described by the Limited Insurance Agreement. The Contract Date is the date as of which the insurance age of the proposed Insured is determined. It represents the first day of the Contract year and therefore determines the Contract anniversary and also the Monthly dates. It also represents the commencement of the suicide and contestable periods for purposes of the Basic Insurance Amount. Benefits begin to vary in accordance with the investment performance of the selected investment option(s) on the later of the Contract Date and the date the minimum initial premium is paid. If the minimum initial premium is paid with the application and no medical examination is required, the Contract Date will II-72 ordinarily be the date of the application. If an unusual delay is encountered (for example, if a request for further information is not met promptly), the Contract Date will be 21 days prior to the date on which the Contract is physically issued. If an examination is required, the Contract Date will ordinarily be the date the examination is completed, subject to the same qualification as that noted above. If the premium paid with the application is less than the minimum initial premium, the Contract Date will be determined as described above. Upon receipt of the balance of the minimum initial premium, the total premiums received will be applied as of the date that the minimum initial premium was satisfied. If no premium is paid with the application, the Contract Date will be the Contract Date stated in the Contract, which will generally be the date the minimum initial premium is received from the owner and the Contract is delivered. There is one principal variation from the foregoing procedure. If permitted by the insurance laws of the state in which the Contract is issued, the Contract may be back dated up to six months, provided that the backdating results in a lower insurance age for the Insured. In any event, the Contract may not be backdated before the product introduction date. In situations where the Contract Date precedes the date that the minimum initial premium is received, charges due prior to the initial premium receipt date will be deducted from the initial premium. C. Premium Processing ------------------ Whenever a premium is received, Prudential will subtract the front-end charges. What is left will be invested in the selected investment option(s). Premiums other than those received prior to the Contract Date, will be invested (less front-end charges) as of the date received (or, if that is not a business day, as of the next business day). D. Reinstatement ------------- The Contract may be reinstated within five years after default (this period will be longer if required by state law). The Contract will not be reinstated if it was surrendered for its II-73 cash surrender value. A Contract will be reinstated upon receipt by Prudential of a written application for reinstatement, production of evidence of insurability satisfactory to Prudential and payment of at least (a) any amount required to bring the cash value to zero on the date the Contract went into default, plus (b) the deductions from the Contract Fund during the grace period following the date of default, plus (c) a premium that would be sufficient, after front-end charges, to cover the deductions from the Contract Fund for three Monthly dates starting on the date of reinstatement. In addition, any Contract debt (with interest to date) must be restored or paid back. If debt with interest exceeds the value of a loan that we would otherwise permit on the reinstated Contract, the excess must be paid back to Prudential at the time of reinstatement. Except for any such loan repayments, Prudential will treat the amount paid upon reinstatement as a premium. It will deduct the front-end charges plus any amount required to bring the cash value to zero on the date the Contract went into default plus any deductions from the Contract Fund that would have been made during the grace period. The Contract Fund of the reinstated Contract will, immediately upon reinstatement, be equal to this net premium payment plus the part of any surrender charge (consisting of a deferred sales charge and a deferred administrative charge) deducted at the time of default which would have been charged if the Contract were surrendered immediately after reinstatement. The reinstatement will take effect as of the Monthly date that coincides with or next follows the date Prudential approves the request for reinstatement. There is an alternative to this reinstatement procedure that applies only if reinstatement is requested within three months after the Contract went into default. In such a case evidence of insurability may not be required and the amount of the required payment will be an amount Prudential estimates will keep the Contract inforce for three months from the date of default. E. Repayment of Loan ----------------- A loan made under the Contract may be repaid with an amount equal to the moneys borrowed plus interest which accrues daily at a fixed annual rate which depends on whether the loan is a "regular loan" or "preferred loan." A regular loan is available at any time and can equal up to the loan value (90% of the portion of the cash value attributable to the variable investment options and 100% of the balance of the cash value). The effective annual II-74 rate that we charge on regular loans is 5%. A preferred loan is available starting on the tenth Contract anniversary, and can equal up to the maximum amount that may still be borrowed (loan value less existing loans) less cost basis (subject to a minimum of zero, premiums paid less total withdrawals). The effective annual rate that we charge on preferred loans is 4.5%. A regular loan remains a regular loan - it will not automatically rollover when a preferred loan is available. However, any capitalization of interest on a regular loan will be treated as a preferred loan IF the conditions for a preferred loan are met. When a loan is made, Prudential will transfer an amount equal to the loan from the investment option(s). While a loan is outstanding, the amount of Contract Fund attributable to the outstanding loans, whether they are regular loans or preferred loans, will be credited with interest at an annual rate of 4%. On each Monthly date, we will increase the portion of the Contract Fund in the investment options by interest credits accrued on the loan since the last Monthly date. Prudential thus will realize the difference between that rate and the fixed loan interest rate(s), which will be used to cover the loan investment expenses, income taxes, if any, and processing costs. Upon repayment of Contract debt, the loan portion of the payment (i.e., not the portion of the payment for accrued interest which has not yet been made part of the loan) will be added to the investment option(s) using the investment allocation currently in effect for premium payments, as selected by the Contract owner. Prudential reserves the right to change the manner in which it allocates loan repayments. F. Increases in or Addition of Insurance Benefits ---------------------------------------------- After issue, Prudential may permit Owners to increase or add to the existing insurance amounts in a way similar to our new business procedures outlined above and in the prospectus. II. Transfers --------- Currently, fifteen subaccounts are available for investment by Contract owners of The Prudential Variable Appreciable Account ("Account"), each of which is invested in shares of a corresponding portfolio of The Prudential Series Fund, Inc. or other such funds which we specify ("Funds"). The Funds are registered under the 1940 Act as open-end diversified management investment companies. In addition, a fixed-rate option is available. II-75 Provided the Contract is not in default, the owner may, up to twelve times in each Contract year, transfer amounts from one subaccount to another subaccount or to the fixed-rate option without charge. Additional transfers are subject to an administrative charge deducted from the Contract Fund of up to $25. Prudential currently charges $25. All or a portion of the amount credited to a subaccount may be transferred. In addition, the entire amount of the Contract Fund may be transferred to the fixed-rate option during the first two Contract years, or at any time thereafter. Contract owners who wish to convert their variable contract to a fixed-benefit contract in this manner must request a complete transfer of funds to the fixed-rate option and should also change their allocation instructions regarding any future premiums. Transfers among subaccounts will take effect at the end of the valuation period in which a proper transfer request is received at a Prudential Home Office. The request may be in terms of dollars, such as a request to transfer $5,000 from one subaccount to another, or may be in terms of a percentage reallocation among subaccounts. In the latter case, as with premium reallocations, the percentages must be in whole numbers. Only one transfer from the fixed-rate option will be permitted during the Contract year and the maximum amount which may be transferred out of the fixed- rate option each year is the greater of (a) 25% of the amount in the fixed-rate option; and (b) $2,000. These limits are subject to change in the future. Prudential may waive these restrictions for limited periods of time in a non- discriminatory way. III. "Redemption" Procedures: Surrender and Related Transactions ----------------------------------------------------------- A. Surrender for Cash Surrender Value ---------------------------------- If the insured under a Contract is alive, Prudential will pay, within seven days, the Contract's cash surrender value as of the date of receipt at its Home Office of the Contract, a signed request for surrender, and any tax withholding information required under federal or state law. Prudential reserves the right to postpone paying that part of the cash surrender value that is to come from any variable investment option (provided by a separate account registered under the Investment Company Act of 1940) if; (1) the New York Stock Exchange is closed; or (2) the SEC requires that trading be restricted or declares an emergency. Prudential reserves the right to postpone paying the remainder II-76 for up to six months. If this is done for more than thirty days, Prudential will pay interest at the rate of 3% a year. The Contract's cash surrender value is the Contract Fund, minus any surrender charge, consisting of a deferred sales charge and a deferred administrative charge, minus any Contract debt. The deferred sales charge and deferred administrative charge are described in the prospectus. The deferred administrative charge is designed to recover the administrative expenses, such as underwriting expenses, incurred in connection with the issuance of a Contract. As a result, in the early months after issue, there may be no cash surrender value. In lieu of the payment of the cash surrender value in a single sum upon surrender of a Contract, an election may be made by the owner to apply all or a portion of the proceeds under one of the fixed benefit settlement options described in the Contract. The fixed benefit settlement options are subject to the restrictions and limitations set forth in the Contract. B. Withdrawals from the Contract Fund ---------------------------------- A withdrawal from the Contract may be made only if the following conditions are satisfied. First, Prudential must receive a request for the withdrawal in a form that meets its need. Second, the cash surrender value after withdrawal may not be less than or equal to zero after deducting any charges associated with the withdrawal. Third, the amount withdrawn must be at least $500. Fourth, the basic insurance amount after withdrawal must be at least equal to the minimum basic insurance amount shown in the Contract. There is a fee of up to $25 for each withdrawal. We currently charge $10 for each withdrawal. An amount withdrawn may not be repaid except as a premium subject to the Contract charges. Whenever a withdrawal is made, the death benefit payable will immediately be reduced by at least the amount of the withdrawal. This will not change the Basic Insurance Amount (minimum face amount specified in the Contract) under a Type B (variable) Contract. However, under a Type A (fixed) Contract, the resulting reduction in death benefit usually requires a reduction in the Basic Insurance Amount. No withdrawal will be permitted under a Type A (fixed) Contract if it would result in a Basic Insurance Amount less than the minimum Basic Insurance Amount of $250,000. The Contract Fund is reduced by the sum of the cash withdrawn, any surrender charge resulting from the withdrawal, and the fee II-77 for the withdrawal. An amount equal to the reduction in the Contract Fund will be withdrawn from the investment options. C. Death Claims ------------ Prudential will pay a death benefit to the beneficiary at the insured's death if the Contract is in force at the time of that death. The proceeds will be paid within seven days after receipt at Prudential's Home Office of proof of death of the Insured and all other requirements necessary to make payment. State insurance laws impose various requirements, such as receipt of a tax waiver, before payment of the death benefit may be made. Prudential reserves the right to postpone payment of that part of the proceeds that is to come from any variable investment option (provided by a separate account registered under the Investment Company Act of 1940) if; (1) the New York Stock Exchange is closed; or (2) the SEC requires that trading be restricted or declares an emergency. Prudential reserves the right to postpone paying the remainder for up to six months. In addition, payment of the death benefit is subject to the provisions of the Contract regarding suicide and incontestability. In the event Prudential should contest the validity of a death claim, an amount up to the portion of the Contract Fund in the variable investment options will be withdrawn, if appropriate, and held in Prudential's general account. If the Contract is not in default, the amount Prudential will pay will be the death benefit determined as of the date of the Insured's death reduced by any Contract debt. There may be an additional amount payable from an extra benefit added to the Contract by rider. No death benefit is payable if the insured's death occurs past the grace period. On any date, the death benefit under a Type A (fixed) Contract is the greater of (1) the Basic Insurance Amount, and (2) the Contract Fund before deduction of any monthly charges due on that date, multiplied by attained age factors. These factors vary by the insured's attained age and are shown in the Contract. On any date, the death benefit under a Type B (variable) Contract is the greater of (1) the Basic Insurance Amount plus the Contract Fund before deduction of any monthly charges due on that date, and (2) the Contract Fund before deduction of any monthly II-78 charges due on that date, multiplied by attained age factors. These factors vary by the insured's attained age and are shown in the Contract. For the purposes of this calculation, the Contract Fund will be considered to be zero if it is less than zero. The proceeds payable on death also will generally include interest (at a rate determined by Prudential) from the date of death until the date of payment. However, state insurance laws may impose additional or different requirements. Prudential will make payment of the death benefit out of its general account, and will transfer assets, if appropriate, from the Account to the general account in an amount up to the Contract Fund. In lieu of payment of the death benefit in a single sum, an election may be made to apply all or a portion of the proceeds under one of the fixed benefit settlement options described in the Contract or, with the approval of Prudential, a combination of options. The election may be made by the owner during the Insured's lifetime, or, at death, by the beneficiary. An option in effect at death may not be changed to another form of benefit after death. The fixed benefit settlement options are subject to the restrictions and limitations set forth in the Contract. D. Default and Options on Lapse ---------------------------- The Contract can go into default if either (1) the Contract debt ever grows to be equal to or more than the cash value, or (2) on any Monthly date, the cash value is equal to or less than zero UNLESS it remains in force under the Death Benefit Guarantee. Monthly dates occur on the Contract Date and in each later month on the same day of the month as the Contract Date. The Death Benefit Guarantee will hold if the Contract has no excess Contract debt and if premiums accumulated at 4% less withdrawals accumulated at 4% are greater than or equal to values shown in the Contract (Limited Death Benefit Guarantee Values and Lifetime Death Benefit Guarantee Values). The Contract provides for a grace period extending 61 days after the mailing date of the notice of default. The insurance coverage continues in force during the grace period, but if the Insured dies during the grace period, any charges due to the date of the death are deducted from the amount payable to the beneficiary. II-79 E. Loans ----- The Contract provides that an owner may take out a loan at any time a loan value is available providing (1) the Contract is assigned to Prudential as the only security for the loan, (2) the Insured must be living, and (3) the resulting Contract debt must not be more than the loan value (90% of the portion of the cash value attributable to the variable investment options and 100% of the balance of the cash value). The investment options will be debited in the amount of the loan on the date the loan is approved. The percentage of the loan withdrawn from each investment option will normally be equal to the percentage of the value of such assets held in the investment option unless otherwise requested and Prudential agreed. An owner may borrow up to the Contract's full loan value. The loan provision is described in the Contract and in the prospectus. A loan does not affect charges. When a loan is made, the Contract Fund is not reduced, but the value of the assets relating to the Contract held in the investment option(s) is reduced. Accordingly, the daily changes in the cash surrender value will be different from what they would have been had no loan been taken. Cash surrender values, and possibly death benefits, are thus permanently affected by any Contract debt, whether or not repaid. The guaranteed minimum death benefit is not affected by Contract debt. However, on settlement the amount of any Contract debt is subtracted from the insurance proceeds. If Contract debt ever becomes equal to or more than the cash value, all the Contract's benefits will end 61 days after notice is mailed to the owner and any known assignee, unless payment of an amount sufficient to end the default is made within that period. IV. Cash Adjustment Upon Exchange of Contract ----------------------------------------- As described previously, so long as the Contract is not in default, the Owner may transfer all amounts in the variable investment options into the fixed-rate option. This option is provided in lieu of the option to exchange to a comparable fixed benefit life insurance contract. This option is also available following any increase in or addition of benefits under the Contract. II-80 EX-99.1A(13)(A) 10 RIDER FOR PAYMENT OF PREMIUM BENEFIT Exhibit 1.A.(13)(a) ================================================================================ RIDER FOR PAYMENT OF PREMIUM BENEFIT UPON INSURED'S TOTAL DISABILITY This benefit is a part of this contract only if it is listed on a contract data page. TOTAL DISABILITY BENEFIT Subject to the conditions and exceptions stated below, after we have approved a claim, we will pay premiums into the contract on each monthly date while the Insured is totally disabled. The amounts of these payments are shown under the Schedule of Disability Benefits in this rider. This is subject to all the provisions of this rider and the rest of this contract. We treat each payment made by us as described under Premium Payment. Payments made by us will be used to increase the accumulated premiums described in Death Benefit Guarantee. TOTAL DISABILITY DEFINED When we use the terms total disability and totally disabled in this benefit we mean that: (1) until the Insured has stayed totally disabled for two years, the Insured cannot, due to sickness or injury, engage in any occupation for remuneration or profit or perform any of the duties of his or her regular occupation; but (2) after the Insured has stayed totally disabled for two years, the Insured cannot, due to sickness or injury, perform any gainful work for which the Insured is reasonably fitted by education, training or experience. Except for what we state in the next sentence, we will at no time regard an Insured as totally disabled who is doing gainful work for which the Insured is reasonably fitted by education, training, or experience. We will regard an Insured as totally disabled, even if working or able to work, if the Insured incurs, during a period in which premiums are eligible to be paid by us as we describe below, one of the following: (1) permanent and complete blindness of both eyes; or (2) physical severance of both hands at or above the wrists or both feet at or above the ankles; or (3) physical severance of one hand at or above the wrist and one foot at or above the ankle. PREMIUMS ELIGIBLE TO BE PAID BY US If the Insured becomes totally disabled before the first contract anniversary following the Insured's 60th birthday and that total disability begins: (1) on or after the first contract anniversary following the Insured's 5th birthday, if the contract date was before that birthday; or (2) on or after the contract date, if that date was on or after the Insured's 5th birthday, we will make payments under this benefit on each monthly date while the Insured remains totally disabled. If the Insured becomes totally disabled on or after the first contract anniversary after the Insured's 60th birthday, we will make payments under this benefit on each monthly date before the first contract anniversary following the Insured's 65th birthday and while the Insured remains totally disabled. If the Insured becomes totally disabled on or after the first contract anniversary after the Insured's 65th birthday, we will not make any payments during that period of total disability. CONDITIONS We will not pay any premiums into the contract until we approve a claim. Once approved, we will pay into the contract as of each monthly date the premiums shown under the Schedule of Disability Benefits for monthly dates on and after the onset of total disability and through the date of approval. Before we will approve a claim, all of these conditions must be met: (1) The Insured must become totally disabled while this contract is in force and not in default past the last day of the grace period; (2) The Insured must be totally disabled for a period of at least six continuous months while living; (3) We must receive proof of total disability in a form satisfactory to us. EXCEPTIONS We will not pay any premiums into the contract if the Insured becomes totally disabled from: (1) an injury the Insured causes to himself or herself, on purpose; or (2) sickness or injury due to service on or after the date of this rider in the armed forces of any country(ies) at war. The word war means declared or undeclared war and includes resistance to armed aggression. VL 100 B-97 NY II-81 SUCCESSIVE DISABILITIES Here is what happens if the Insured has at least one payment made by us while totally disabled, then gets well, and then becomes totally disabled again. In this case, we will not apply the six-month continuous disability period that would otherwise be required by Condition (2) and will consider the second period of total disability to be part of the first period unless: (A) the Insured has done gainful work, for which the Insured is reasonably fitted, for at least six months between the periods; or (B) the Insured became totally disabled the second time from an entirely different cause. If we do not apply the six-month period required by Condition (2), we also will not count the days when there was not total disability as part of the two year period when total disability means the Insured cannot do any of the duties of the Insured's regular occupation. NOTICE AND PROOF OF CLAIM Notice and proof of any claim should be given to us, if possible, while the Insured is living and totally disabled. We may also require proof from time to time that the Insured is still totally disabled. After the Insured has been continuously totally disabled for two years, we will not ask for proof of continued total disability more than once a year; and we will require no further proof of continued total disability after the first contract anniversary following the Insured's 65th birthday if the Insured has then been continuously totally disabled for at least five years. As a part of any proof, we have the right to require that the Insured be examined at our expense by doctors of our choice. CHANGES IN THE BASIC INSURANCE AMOUNT The amounts shown in the Schedule of Disability Benefits are based on the amounts in the Limited Death Benefit Guarantee column of the Table of Death Benefit Guarantee Values. If the basic insurance amount changes, the amounts shown in that table will change as well as the amounts of charges and benefits under this rider. If the basic insurance amount increases, the amounts shown in the Schedule of Disability Benefits and the charges for this benefit will increase. If the basic insurance amount decreases, the amounts shown in the Schedule of Disability Benefits and the charges for this benefit will decrease. When there is a change in the basic insurance amount, we will send you a new Schedule of Disability Benefits and contract data pages reflecting the recomputed charges and benefits. If there is a change in the basic insurance amount which takes effect while the Insured is totally disabled but before we have approved a claim for benefits under this rider, we will pay premiums into the contract following an approval of the claim in accordance with the Schedule of Disability Benefits that was in effect immediately prior to the change of the basic insurance amount. You may not change the basic insurance amount while we are making payments under this benefit. BENEFIT CHARGES The monthly charge for this benefit is deducted on each monthly date from the contract fund. The amount of that charge is stated under Adjustments to the Contract Fund in the contract data pages. PREMIUMS PAID DURING TOTAL DISABILITY You may make premium payments if you wish, as provided in the Premium Payment section of the contract even when we are making payments under this benefit. VL 100 B-97 NY II-82 WHEN WE WILL STOP PAYING PREMIUMS We will stop paying premiums if: (1) total disability ends; or (2) we ask for proof that the Insured is totally disabled and we do not receive it by the date requested; or (3) we require that the Insured be examined and the Insured fails to do so; or (4) the Insured became totally disabled on or after the first contract anniversary following his or her 60th birthday and the contract has remained in force until the first contract anniversary following his or her 65th birthday. DEFAULT This contract may go into default while we are making payments under this benefit. In that event, we will continue to pay these premiums on each monthly date during the grace period. But we will stop paying premiums when the grace period ends if the amount needed to keep the contract in force is not paid. TERMINATION This benefit will end and we will pay no more premiums into the contract for you on the earliest of: 1. the end of the grace period if the contract is in default; 2. the end of the day before the first contract anniversary that follows the Insured's 65th birthday unless the Insured has stayed totally disabled since before the first contract anniversary that follows the 60th birthday; 3. the date the contract ends for any other reason. THIS SUPPLEMENTARY BENEFIT RIDER ATTACHED TO THIS CONTRACT ON THE CONTRACT DATE The Prudential Insurance Company of America, By /s/ [SPECIMEN] Secretary VL 100 B-97 NY II-83 EX-99.7B 11 POWER OF ATTORNEY Exhibit 7.(b) POWER OF ATTORNEY ----------------- Know all men by these presents: That I, Gilbert F. Casellas, of Chevy Chase, Maryland, a member of the ------------------- --------------------- Board of Directors of The Prudential Insurance Company of America, do hereby make, constitute and appoint as my true and lawful attorneys in fact LEE D. AUGSBUGER, SUSAN L. BLOUNT, THOMAS C. CASTANO, CAREN A. CUNNINGHAM, TIMOTHY P. HARRIS, DODIE KENT, CLIFFORD E. KIRSCH, THOMAS J. LOFTUS, KIRK A. MONTGOMERY, BERNARD V. PETERSON, PETER T. SCOTT, C. CHRISTOPHER SPRAGUE and ARTHUR D. WOODS III or any of them severally for me and in my name, place and stead to sign, where applicable: Annual Reports of Form 10-K, registration statements on the appropriate forms prescribed by the Securities and Exchange Commission, and any other periodic documents and reports required under the Investment Company Act of 1940, the Securities Act of 1933 and all amendments thereto executed on behalf of The Prudential Insurance Company of America and filed with the Securities and Exchange Commission for the following: The Prudential Variable Contract Account-2 and group variable annuity contracts, to the extent they represent participating interests in said Account; The Prudential Variable Contract Account-10 and group annuity contracts, to the extent they represent participating interests in said Account; The Prudential Variable Contract Account-11 and group annuity contracts, to the extent they represent participating interests in said Account; The Prudential Variable Contract Account-24 and group annuity contracts, to the extent they represent participating interests in said Account; The Prudential Variable Contract Real Property Account and individual variable life insurance and annuity contracts, to the extent they represent participating interests in said Account; Prudential's Investment Plan Account and Systematic Investment Plan Contracts, to the extent they represent participating interests in said Account, and shares of the Common Stock of Prudential's Gibraltar Fund; Prudential's Annuity Plan Account and Variable Annuity Contracts, to the extent they represent participating interests in said Account, and shares of the Common Stock of Prudential's Gibraltar Fund; Prudential's Annuity Plan Account-2 and Variable Annuity Contracts, to the extent they represent participating interests in said Account, and shares of the Common Stock of Prudential's Gibraltar Fund; II-84 The Prudential Individual Variable Contract Account and Individual Variable Annuity Contracts, to the extent they represent participating interests in said Account; The Prudential Qualified Individual Variable Contract Account and Individual Variable Annuity Contracts, to the extent they represent participating interests in said Account; The Prudential Variable Appreciable Account and Variable Life Insurance Contracts, to the extent they represent participating interests in said Account; The Prudential Variable Life Insurance Account and Variable Life Insurance Contracts, to the extent they represent participating interests in said Account; The Prudential Variable Contract Account GI-2 and Group Variable Life Insurance Contracts, to the extent they represent participating interests in said Account; and The Prudential Discovery Select Group Variable Contract Account and group annuity contracts, to the extent they represent participating interests in said Account. IN WITNESS WHEREOF, I have hereunto set my hand this 27th day of April, 1998. /s/ Gilbert F. Casellas ------------------------ Signature State of ___Washington, DC________ ) ) SS County of ______________________ ) On this 27th day of April, 1998, before me personally appeared Gilbert F. ---------- Casellas, to me known to me to be the person mentioned and described in and who - -------- executed the foregoing instrument and duly acknowledged to me that (s)he executed the same. My commission expires: June 14, 2001 /s/ Noemi Lugo --------------- Notary Public II-85 -----END PRIVACY-ENHANCED MESSAGE-----