Common use of Premium Allocation Clause in Contracts

Premium Allocation. During the Right to Examine Policy Period, the portion of your Net Premium which you have elected to invest in a Division of the Variable Account will be invested in the [Fidelity Investments Money Market Division]. After the Right to Examine Policy Period, the balance of your funds in the [Fidelity Investments Money Market Division] will be reallocated as you directed in your Premium allocation shown in the Schedule. After the Right to Examine Policy Period, each Net Premium will be allocated to the Divisions of the Variable Account and the Guaranteed Interest Division as you directed in the application or as otherwise requested. You may change the allocation for subsequent Premiums by sending us written notice at our Customer Service Center. If you change your Premium allocation more than 5 times per Policy year, we will deduct a charge from the Divisions of the Variable Account and the Guaranteed Interest Division in the same proportion that your Account Value of each Division bears to your Net Account Value. The amount of this charge is shown in the Schedule. Premium allocation percentages may be in any whole number from 1% to 100% provided that at least $100 is allocated to each Division selected. VARIABLE ACCOUNT PROVISION THE VARIABLE ACCOUNT The Variable Account is an account established by us, pursuant to the laws of the State of Colorado, to separate the assets funding the benefits for the class of policies to which this Policy belongs from the other assets of Security Life of Denver Insurance Company. The Variable Account is registered as a unit investment trust under the Investment Company Act of 1940. All income, gains and losses, whether or not realized, from assets allocated to the Variable Account are credited to or charged against the Variable Account without regard to income, gains Form 1195 (VUL) - MA - 5/97 Page 11 or losses of our General Account. The assets of the Variable Account are our property but are separate from our General Account and our other Variable Accounts. That portion of the assets of the Variable Account which is equal to the reserves and other Policy liabilities with respect to the VARIABLE ACCOUNT DIVISIONS The Variable Account is divided into Divisions, each of which invests in a series fund Portfolio designed to meet the objectives of the Division. The current eligible Divisions are shown in the Schedule. We may, from time to time, add additional Divisions. If we do, you may be permitted to select from these other Divisions subject to the terms and conditions we may impose on those allocations. We reserve the right to limit the number of Divisions in which you may invest. CHANGES WITHIN THE VARIABLE ACCOUNT When permitted by law, and subject to any required notice to you and approval of the Securities and Exchange Commission ("SEC"), state regulatory authorities or Policy Owners, we may from time to time make the following changes to the Variable Account: . Make additional Divisions available. These Divisions will invest in investment Portfolios we find suitable for the Policy. . Eliminate Divisions from the Variable Account, combine 2 or more Divisions, or substitute a new Portfolio for the Portfolio in which a Division invests. A substitution may become necessary if, in our judgment, a Portfolio no longer suits the purposes of the Policy. This may happen due to a change in laws or regulations, or a change in a Portfolio's investment objectives or restrictions. This may also happen if the Portfolio is no longer available for investment, or for some other reason, such as a declining asset base. . Transfer assets of the Variable Account, which we determine to be associated with the class of policies to which your Policy belongs, to another Variable Account. . Withdraw the Variable Account from registration under the Investment Company Act of 1940. . Operate the Variable Account as a management investment company under the Investment Company Act of 1940. . Cause one or more Divisions to invest in a mutual fund other than or in addition to the Portfolios. . Discontinue the Sale of Policies and certificates. . Terminate any employer or plan trustee agreement with us pursuant to its terms. . Restrict or eliminate any voting rights as to the Variable Account. . Make any changes required by the Investment Company Act of 1940 or the rules or regulations thereunder. No such changes will be made without any necessary approval of the SEC and applicable state insurance departments. Owners will be notified of any changes. If you then wish to transfer the amount you have in that Division to another Division of the Variable Account or to the Guaranteed Interest Division, you may do so without charge by notifying us. At the same time you may also change how your Net Premiums and deductions are allocated. GENERAL ACCOUNT PROVISIONS THE GENERAL ACCOUNT The General Account holds all of our assets other than those held in the Variable Account or our other separate accounts. The Guaranteed Interest Division is a part of our General Account. GUARANTEED INTEREST DIVISION The Guaranteed Interest Division is another Division to which you may allocate Premiums or make transfers. The Account Value of the Guaranteed Interest Division is equal to the Net Premium allocated to this Division plus any earned interest minus deductions taken from this Division. Interest is credited at the guaranteed rate shown in the schedule or may be credited at a higher rate. Any higher rate is guaranteed to be in effect for at least 12 months. LOAN DIVISION The Loan Division is the account which is set aside to secure the Policy Loan, if any. See the Loan Provision section for information TRANSFER PROVISIONS After the Right to Examine Policy Period, your Account Value in each Division may be transferred to any other Division of the Variable Account upon written request. Transfers from the Guaranteed Interest Division are subject to the limitations as described in the Guaranteed Interest Division provision. The number of free transfers permitted in any one Policy year without an Excess Transfer Charge, the total number of transfers permitted and the Excess Transfer Charge are shown in the table below. Any transfers made due to the operation of the Automatic Rebalancing Feature or Dollar Cost Averaging will not count toward the transfers allowed free of charge. The minimum amount that may be transferred from each Division is the lesser of $100 or the balance of a Division. The following table summarizes the number of transfers available and the associated charges during any Policy year. ----------------------------------------------------------------------------------------------------- Free Transfers 12 ----------------------------------------------------------------------------------------------------- Total Number of Transfers Permitted Unlimited ----------------------------------------------------------------------------------------------------- Excess Transfer Charge $25 for each transfer in excess of 12 during any Policy year. ----------------------------------------------------------------------------------------------------- TRANSFERS TO OR FROM THE GUARANTEED INTEREST DIVISION Once during the first 30 days of each Policy year, you may transfer amounts from the Guaranteed Interest Division. Transfer requests received within 30 days prior to the Policy anniversary will be deemed to occur as of the Policy anniversary. Transfer requests received on the Policy anniversary or within the following 30 days will be processed; transfer requests received at any other time will not be processed. Transfers of your Account Value to the Guaranteed Interest Division are not limited to this 30-day period. The maximum transfer amount from the Guaranteed Interest Division in any Policy year is the greatest of:

Premium Allocation. During the Right to Examine Policy Period, the portion of your Net Premium which you have elected to invest in a Division of the Variable Account will be invested in the [Fidelity Investments Money Market Division]. After the Right to Examine Policy Period, the balance of your funds in the [Fidelity Investments Money Market Division] Division will be reallocated as you directed in your Premium allocation shown in the Schedule. After the Right to Examine Policy Period, each Net Premium will be allocated to the Divisions of the Variable Account and the Guaranteed Interest Division as you directed in the application or as otherwise requested. You may change the allocation for subsequent Premiums by sending us written notice at our Customer Service Center. If you change your Premium allocation more than 5 times per Policy year, we will deduct a charge from the Divisions of the Variable Account and the Guaranteed Interest Division in the same proportion that your Account Value of each Division bears to your Net Account Value. The amount of this charge is shown in the Schedule. Premium allocation percentages may be in any whole number from 1% to 100% provided that at least $100 is allocated to each Division selected. VARIABLE ACCOUNT PROVISION PROVISIONS THE VARIABLE ACCOUNT The Variable Account is an account established by us, pursuant to the laws of the State of Colorado, to separate the assets funding the benefits for the class of policies to which this Policy belongs from the other assets of Security Life of Denver Insurance Company. The Variable Account is registered as a unit investment trust under the Investment Company Act of 1940. All income, gains and losses, whether or not realized, from assets allocated to the Variable Account are credited to or charged against the Variable Account without regard to income, gains Form 1195 (VUL) - MA - 5/97 Page 11 or losses of our General Account. The assets of the Variable Account are our property but are separate from our General Account and our other Form 1195 (VUL) - MD Page 11 Variable Accounts. That portion of the assets of the Variable Account which is equal to the reserves and other Policy liabilities with respect to the VARIABLE ACCOUNT DIVISIONS Variable Account is not subject to creditor claims against us. The assets of the Variable Account shall be available to cover the liabilities of the General Account only to the extent that the assets of the Variable Account exceed the liabilities of the Variable Account under this variable life policy. The assets of the Variable Account shall be valued at least as often as any policy benefits vary, but at least monthly. The Variable Account is divided into Divisions, each of which invests in a series fund Portfolio designed to meet the objectives of the Division. The current eligible Divisions are shown in the Schedule. We may, from time to time, add additional Divisions. If we do, you may be permitted to select from these other Divisions subject to the terms and conditions we may impose on those allocations. We reserve the right to limit the number of Divisions in which you may invest. CHANGES WITHIN THE VARIABLE ACCOUNT When permitted by law, and subject to any required notice to you and approval of the Securities and Exchange Commission ("SEC."), state regulatory authorities or Policy Owners, we may from time to time make the following changes to the Variable Account: . Make additional Divisions available. These Divisions will invest in investment Portfolios we find suitable for the Policy. . Eliminate Divisions from the Variable Account, combine 2 or more Divisions, or substitute a new Portfolio for the Portfolio in which a Division invests. A substitution may become necessary if, in our judgment, a Portfolio no longer suits the purposes of the Policy. This may happen due to a change in laws or regulations, or a change in a Portfolio's investment objectives or restrictions. This may also happen if the Portfolio is no longer available for investment, or for some other reason, such as a declining asset base. . Transfer assets of the Variable AccountAccount , which we determine to be associated with the class of policies to which your Policy belongs, to another Variable Account. . Withdraw the Variable Account from registration or make changes as required under the Investment Company Act of 1940. . Operate the Variable Account as a management investment company under the Investment Company Act of 1940. . Cause one or more Divisions to invest in a mutual fund other than or in addition to the Portfolios. . Discontinue the Sale of Policies and certificates. . Terminate any employer or plan trustee agreement with us pursuant to its terms. . Restrict or eliminate any voting rights as to the Variable Account. . Make any changes required by the Investment Company Act of 1940 or the rules or regulations thereunder. No such changes will be made without any necessary approval of the SEC and applicable state insurance departments. Owners will be notified of any changes. If you then wish to transfer the amount you have in that Division to another Division of the Variable Account or to the Guaranteed Interest Division, you may do so without charge by notifying us. At the same time you may also change how your Net Premiums and deductions are allocated. GENERAL ACCOUNT PROVISIONS THE GENERAL ACCOUNT The General Account holds all of our assets other than those held in the Variable Account or our other separate accounts. The Guaranteed Interest Division is a part of our General Account. GUARANTEED INTEREST DIVISION The Guaranteed Interest Division is another Division to which you may allocate Premiums or make transfers. The Account Value of the Guaranteed Interest Division is equal to the Net Premium allocated to this Division plus any earned interest minus deductions taken from this Division. Interest is credited at the guaranteed rate shown in the schedule or may be credited at a higher rate. Any higher rate is guaranteed to be in effect for at least 12 months. LOAN DIVISION The Loan Division is the account which is set aside to secure the Policy Loan, if any. See the Loan Provision section for information TRANSFER PROVISIONS After the Right to Examine Policy Period, your Account Value in each Division may be transferred to any other Division of the Variable Account upon written request. Transfers from the Guaranteed Interest Division are subject to the limitations as described in the Guaranteed Interest Division provision. The number of free transfers permitted in any one Policy year without an Excess Transfer Charge, the total number of transfers permitted and the Excess Transfer Charge are shown in the table below. Any transfers made due to the operation of the Automatic Rebalancing Feature or Dollar Cost Averaging will not count toward the transfers allowed free of charge. The minimum amount that may be transferred from each Division is the lesser of $100 or the balance of a Division. The following table summarizes the number of transfers available and the associated charges during any Policy year. ----------------------------------------------------------------------------------------------------- Free Transfers 12 ----------------------------------------------------------------------------------------------------- Total Number of Transfers Permitted Unlimited ----------------------------------------------------------------------------------------------------- Excess Transfer Charge $25 for each transfer in excess of 12 during any Policy year. ----------------------------------------------------------------------------------------------------- TRANSFERS TO OR FROM THE GUARANTEED INTEREST DIVISION Once during the first 30 days of each Policy year, you may transfer amounts from the Guaranteed Interest Division. Transfer requests received within 30 days prior to the Policy anniversary will be deemed to occur as of the Policy anniversary. Transfer requests received on the Policy anniversary or within the following 30 days will be processed; transfer requests received at any other time will not be processed. Transfers of your Account Value to the Guaranteed Interest Division are not limited to this 30-day period. The maximum transfer amount from the Guaranteed Interest Division in any Policy year is the greatest of:information.

Premium Allocation. During the Right to Examine Policy Period, the portion of your Net Premium which you have elected to invest in a Division of the Variable Account will be invested in the [Fidelity Investments Money Market Division]. After the Right to Examine Policy Period, the balance of your funds in the [Fidelity Investments Money Market Division] will be reallocated as you directed in your Premium allocation shown in the Schedule. After the Right to Examine Policy Period, each Net Premium will be allocated to the Divisions of the Variable Account and the Guaranteed Interest Division as you directed in the application or as otherwise requested. You may change the allocation for subsequent Premiums by sending us written notice at our Customer Service Center. If you change your Premium allocation more than 5 times per Policy year, we will deduct a charge from the Divisions of the Variable Account and the Guaranteed Interest Division in the same proportion that your Account Value of each Division bears to your Net net Account Value. The amount of this charge is shown in the Schedule. Premium allocation percentages may be in any whole number from 1% to 100% provided that at least $100 is allocated to each Division selected. VARIABLE ACCOUNT PROVISION PROVISIONS THE VARIABLE ACCOUNT The Variable Account is an account established by us, pursuant to the laws of the State of Colorado, to separate the assets funding the benefits for the class of policies to which this Policy belongs from the other assets of Security Life of Denver Insurance CompanyDenver. The Variable Account is registered as a unit investment trust under the Investment Company Act of 1940. All income, gains and losses, whether or not realized, from assets allocated to the Variable Account are credited to or charged against the Variable Account without regard to income, gains Form 1195 (VUL) - MA - 5/97 Page 11 or losses of our General Account. The assets of the Variable Account are our property but are separate from our General Account and our other Variable Accounts. That portion of the assets of the Variable Account which is equal to the reserves and other Policy liabilities with respect to the Variable Account is not subject to creditor claims against us. VARIABLE ACCOUNT DIVISIONS The Variable Account is divided into Divisions, each of which invests in a series fund Portfolio designed to meet the objectives of the Division. The current eligible Divisions are shown in the Schedule. We may, from time to time, add additional Divisions. If we do, you may be permitted to select from these other Divisions subject to the terms and conditions we may impose on those allocations. We reserve the right to limit the number of Divisions in which you may invest. CHANGES WITHIN THE VARIABLE ACCOUNT When permitted by law, and subject to any required notice to you and approval of the Securities and Exchange Commission ("SEC"), state regulatory authorities or Policy Owners, we may from time to time make the following changes to the Variable Account: . Make additional Divisions available. These Divisions will invest in investment Portfolios we find suitable for the Policy. . Eliminate Divisions from the Variable Account, combine 2 or more Divisions, or substitute a new Portfolio for the Portfolio in which a Division invests. A substitution may become necessary if, in our judgment, a Portfolio no longer suits the purposes of the Policy. This may happen due to a change in laws or regulations, or a change in a Portfolio's investment objectives or restrictions. This may also happen if the Portfolio is no longer available for investment, or for some other reason, such as a declining asset base. . Transfer assets of the Variable Account, which we determine to be associated with the class of policies Policies to which your Policy belongs, to another Variable Account. . Withdraw the Variable Account from registration under the Investment Company Act of 1940. . Operate the Variable Account as a management investment company under the Investment Company Act of 1940. . Cause one or more Divisions to invest in a mutual fund other than or in addition to the Portfolios. . Discontinue the Sale sale of Policies and certificates. . Terminate any employer or plan trustee agreement with us pursuant to its terms. . Restrict or eliminate any voting rights as to the Variable Account. . Make any changes required by the Investment Company Act of 1940 or the rules or regulations thereunder. No such changes will be made without any necessary approval of the SEC and applicable state insurance departments. Owners will be notified of any changes. If you then wish to transfer the amount you have in that Division to another Division of the Variable Account or to the Guaranteed Interest Division, you may do so without charge by notifying us. At the same time you may also change how your Net Premiums and deductions are allocated. Form 1197 (VUL)- TX Page 12 GENERAL ACCOUNT PROVISIONS THE GENERAL ACCOUNT The General Account holds all of our assets other than those held in the Variable Account or our other separate accounts. The Guaranteed Interest Division is a part of our General Account. GUARANTEED INTEREST DIVISION The Guaranteed Interest Division is another Division to which you may allocate Premiums or make transfers. The Account Value of the Guaranteed Interest Division is equal to the Net Premium allocated to this Division plus any earned interest minus deductions taken from this Division. Interest is credited at the guaranteed rate shown in the schedule or may be credited at a higher rate. Any higher rate is guaranteed to be in effect for at least 12 months. LOAN DIVISION The Loan Division is the account which is set aside to secure the Policy Loan, if any. See the Loan Provision section for information TRANSFER PROVISIONS After the Right to Examine Policy Period, your Account Value in each Division may be transferred to any other Division of the Variable Account upon written request. Transfers from the Guaranteed Interest Division are subject to the limitations as described in the Guaranteed Interest Division provision. The number of free transfers permitted in any one Policy year without an Excess Transfer Charge, the total number of transfers permitted and the Excess Transfer Charge are shown in the table below. Any transfers made due to the operation of the Automatic Rebalancing Feature or Dollar Cost Averaging will not count toward the transfers allowed free of charge. The minimum amount that may be transferred from each Division is the lesser of $100 or the balance of a Division. The following table summarizes the number of transfers available and the associated charges during any Policy year. ----------------------------------------------------------------------------------------------------- Free Transfers 12 ----------------------------------------------------------------------------------------------------- Total Number of Transfers Permitted Unlimited ----------------------------------------------------------------------------------------------------- Excess Transfer Charge $25 for each transfer in excess of 12 during any Policy year. ----------------------------------------------------------------------------------------------------- TRANSFERS TO OR FROM THE GUARANTEED INTEREST DIVISION Once during the first 30 days of each Policy year, you may transfer amounts from the Guaranteed Interest Division. Transfer requests received within 30 days prior to the Policy anniversary will be deemed to occur as of the Policy anniversary. Transfer requests received on the Policy anniversary or within the following 30 days will be processed; transfer requests received at any other time will not be processed. Transfers of your Account Value to the Guaranteed Interest Division are not limited to this 30-day period. The maximum transfer amount from the Guaranteed Interest Division in any Policy year is the greatest of:information.

Premium Allocation. During the Right to Examine Policy Period, the portion of your Net Premium which you have elected to invest in a Division of the Variable Account will be invested in the [Fidelity Investments Money Market Division]. After the Right to Examine Policy Period, the balance of your funds in the [Fidelity Investments Money Market Division] will be reallocated as you directed in your Premium allocation shown in the Schedule. After the Right to Examine Policy Period, each Net Premium will be allocated to the Divisions of the Variable Account and the Guaranteed Interest Division as you directed in the application or as otherwise requested. You may change the allocation for subsequent Premiums by sending us written notice at our Customer Service Center. If you change your Premium allocation more than 5 times per Policy year, we will deduct a charge from the Divisions of the Variable Account and the Guaranteed Interest Division in the same proportion that your Account Value of each Division bears to your Net Account Value. The amount of this charge is shown in the Schedule. Premium allocation percentages may be in any whole number from 1% to 100% provided that at least $100 is allocated to each Division selected. VARIABLE ACCOUNT PROVISION THE VARIABLE ACCOUNT The Variable Account is an account established by us, pursuant to the laws of the State of Colorado, to separate the assets funding the benefits for the class of policies to which this Policy belongs from the other assets of Security Life of Denver Insurance CompanyDenver. The Variable Account is registered as a unit investment trust under the Investment Company Act of 1940. All income, gains and losses, whether or not realized, from assets allocated to the Variable Account are credited to or charged against the Variable Account without regard to income, gains Form 1195 (VUL) - MA - 5/97 Page 11 or losses of our General Account. The assets of the Variable Account are our property but are separate from our General Account and our other Variable Accounts. That portion of the assets of the Variable Account which is equal to the reserves and other Policy liabilities with respect to the Variable Account is not subject to creditor claims against us. The assets of the Variable Account shall be available to cover the liabilities of the General Account only to the extent that the assets of the Variable Account exceed the liabilities of the Variable Account under this variable life policy. The assets of the Variable Account shall be valued at least as often as any policy benefits vary, but at least monthly. VARIABLE ACCOUNT DIVISIONS The Variable Account is divided into Divisions, each of which invests in a series fund Portfolio designed to meet the objectives of the Division. The current eligible Divisions are shown in the Schedule. We may, from time to time, add additional Divisions. If we do, you may be permitted to select from these other Divisions subject to the terms and conditions we may impose on those allocations. We reserve the right to limit the number of Divisions in which you may invest. CHANGES WITHIN THE VARIABLE ACCOUNT When permitted by law, and subject to any required notice to you and approval of the Securities and Exchange Commission ("SEC"), state State regulatory authorities or Policy Owners, we may from time to time make the following changes to the Variable Account: . Make additional Divisions available. These Divisions will invest in investment Portfolios we find suitable for the Policy. . Eliminate Divisions from the Variable Account, combine 2 or more Divisions, or substitute a new Portfolio for the Portfolio in which a Division invests. A substitution may become necessary if, in our judgment, a Portfolio no longer suits the purposes of the Policy. This may happen due to a change in laws or regulations, or a change in a Portfolio's investment objectives or restrictions. This may also happen if the Portfolio is no longer available for investment, or for some other reason, such as a declining asset base. . Transfer assets of the Variable Account, which we determine to be associated with the class of policies Policies to which your Policy belongs, to another Variable Account. . Withdraw the Variable Account from registration or make changes as required under the Investment Company Act of 1940. . Operate the Variable Account as a management investment company under the Investment Company Act of 1940. . Cause one or more Divisions to invest in a mutual fund other than or in addition to the Portfolios. . Discontinue the Sale of Policies and certificates. . Terminate any employer or plan trustee agreement with us pursuant to its terms. . Restrict or eliminate any voting rights as to the Variable Account. . Make any changes required by the Investment Company Act of 1940 or the rules or regulations thereunder. No such changes will be made without any necessary approval of the SEC and applicable state insurance departments. Owners will be notified of any changes. If you then wish to transfer the amount you have in that Division to another Division of the Variable Account or to the Guaranteed Interest Division, you may do so without charge by notifying us. At the same time you may also change how your Net Premiums and deductions are allocated. Form 1197 (VUL) - MD Page 12 GENERAL ACCOUNT PROVISIONS THE GENERAL ACCOUNT The General Account holds all of our assets other than those held in the Variable Account or our other separate accounts. The Guaranteed Interest Division is a part of our General Account. GUARANTEED INTEREST DIVISION The Guaranteed Interest Division is another Division to which you may allocate Premiums or make transfers. The Account Value of the Guaranteed Interest Division is equal to the Net Premium allocated to this Division plus any earned interest minus deductions taken from this Division. Interest is credited at the guaranteed rate shown in the schedule or may be credited at a higher rate. Any higher rate is guaranteed to be in effect for at least 12 months. LOAN DIVISION The Loan Division is the account which is set aside to secure the Policy Loan, if any. See the Loan Provision section for information TRANSFER PROVISIONS After the Right to Examine Policy Period, your Account Value in each Division may be transferred to any other Division of the Variable Account upon written request. Transfers from the Guaranteed Interest Division are subject to the limitations as described in the Guaranteed Interest Division provision. The number of free transfers permitted in any one Policy year without an Excess Transfer Charge, the total number of transfers permitted and the Excess Transfer Charge are shown in the table below. Any transfers made due to the operation of the Automatic Rebalancing Feature or Dollar Cost Averaging will not count toward the transfers allowed free of charge. The minimum amount that may be transferred from each Division is the lesser of $100 or the balance of a Division. The following table summarizes the number of transfers available and the associated charges during any Policy year. ----------------------------------------------------------------------------------------------------- Free Transfers 12 ----------------------------------------------------------------------------------------------------- Total Number of Transfers Permitted Unlimited ----------------------------------------------------------------------------------------------------- Excess Transfer Charge $25 for each transfer in excess of 12 during any Policy year. ----------------------------------------------------------------------------------------------------- TRANSFERS TO OR FROM THE GUARANTEED INTEREST DIVISION Once during the first 30 days of each Policy year, you may transfer amounts from the Guaranteed Interest Division. Transfer requests received within 30 days prior to the Policy anniversary will be deemed to occur as of the Policy anniversary. Transfer requests received on the Policy anniversary or within the following 30 days will be processed; transfer requests received at any other time will not be processed. Transfers of your Account Value to the Guaranteed Interest Division are not limited to this 30-day period. The maximum transfer amount from the Guaranteed Interest Division in any Policy year is the greatest of:information.

Premium Allocation. During the Right to Examine Policy Period, the portion of your Net Premium which you have elected to invest in a Division of the Variable Account will be invested in the [Fidelity Investments Money Market Division]. After the Right to Examine Policy Period, the balance of your funds in the [Fidelity Investments Money Market Division] Division will be reallocated as you directed in your Premium allocation shown in the Schedule. After the Right to Examine Policy Period, each Net Premium will be allocated to the Divisions of the Variable Account and the Guaranteed Interest Division as you directed in the application or as otherwise requested. You may change the allocation for subsequent Premiums by sending us written notice at our Customer Service Center. If you change your Premium allocation more than 5 times per Policy year, we will deduct a charge from the Divisions of the Variable Account and the Guaranteed Interest Division in the same proportion that your Account Value of each Division bears to your Net net Account Value. The amount of this charge is shown in the Schedule. Premium allocation percentages may be in any whole number from 1% to 100% provided that at least $100 is allocated to each Division selected. VARIABLE ACCOUNT PROVISION PROVISIONS THE VARIABLE ACCOUNT The Variable Account is an account established by us, pursuant to the laws of the State of Colorado, to separate the assets funding the benefits for the class of policies to which this Policy belongs from the other assets of Security Life of Denver Insurance CompanyDenver. The Variable Account is registered as a unit investment trust under the Investment Company Act of 1940. All income, gains and losses, whether or not realized, from assets allocated to the Variable Account are credited to or charged against the Variable Account without regard to income, gains Form 1195 (VUL) - MA - 5/97 Page 11 or losses of our General Account. The assets of the Variable Account are our property but are separate from our General Account and our other Variable Accounts. That portion of the assets of the Variable Account which is equal to the reserves and other Policy liabilities with respect to the Variable Account is not subject to creditor claims against us. VARIABLE ACCOUNT DIVISIONS The Variable Account is divided into Divisions, each of which invests in a series fund Portfolio designed to meet the objectives of the Division. The current eligible Divisions are shown in the Schedule. We may, from time to time, add additional Divisions. If we do, you may be permitted to select from these other Divisions subject to the terms and conditions we may impose on those allocations. We reserve the right to limit the number of Divisions in which you may invest. CHANGES WITHIN THE VARIABLE ACCOUNT When permitted by law, and subject to any required notice to you and approval of the Securities and Exchange Commission ("SEC"), state regulatory authorities or Policy Owners, we may from time to time make the following changes to the Variable Account: . Make additional Divisions available. These Divisions will invest in investment Portfolios we find suitable for the Policy. . Eliminate Divisions from the Variable Account, combine 2 or more Divisions, or substitute a new Portfolio for the Portfolio in which a Division invests. A substitution may become necessary if, in our judgment, a Portfolio no longer suits the purposes of the Policy. This may happen due to a change in laws or regulations, or a change in a Portfolio's investment objectives or restrictions. This may also happen if the Portfolio is no longer available for investment, or for some other reason, such as a declining asset base. . Transfer assets of the Variable Account, which we determine to be associated with the class of policies Policies to which your Policy belongs, to another Variable Account. . Withdraw the Variable Account from registration under the Investment Company Act of 1940. . Operate the Variable Account as a management investment company under the Investment Company Act of 1940. . Cause one or more Divisions to invest in a mutual fund other than or in addition to the Portfolios. . Discontinue the Sale sale of Policies and certificates. . Terminate any employer or plan trustee agreement with us pursuant to its terms. . Restrict or eliminate any voting rights as to the Variable Account. . Make any changes required by the Investment Company Act of 1940 or the rules or regulations thereunder. No such changes will be made without any necessary approval of the SEC and applicable state insurance departments. Owners will be notified of any changes. If you then wish to transfer the amount you have in that Division to another Division of the Variable Account or to the Guaranteed Interest Division, you may do so so, without charge charge, by notifying us. At the same time time, you may also change how your Net Premiums and deductions are allocated. Form 1197 (VUL)-MA- 5/97 Page 12 GENERAL ACCOUNT PROVISIONS THE GENERAL ACCOUNT The General Account holds all of our assets other than those held in the Variable Account or our other separate accounts. The Guaranteed Interest Division is a part of our General Account. GUARANTEED INTEREST DIVISION The Guaranteed Interest Division is another Division to which you may allocate Premiums or make transfers. The Account Value of the Guaranteed Interest Division is equal to the Net Premium allocated to this Division plus any earned interest minus deductions taken from this Division. Interest is credited at the guaranteed rate shown in the schedule or may be credited at a higher rate. Any higher rate is guaranteed to be in effect for at least 12 months. LOAN DIVISION The Loan Division is the account which is set aside to secure the Policy Loan, if any. See the Loan Provision section for information TRANSFER PROVISIONS After the Right to Examine Policy Period, your Account Value in each Division may be transferred to any other Division of the Variable Account upon written request. Transfers from the Guaranteed Interest Division are subject to the limitations as described in the Guaranteed Interest Division provision. The number of free transfers permitted in any one Policy year without an Excess Transfer Charge, the total number of transfers permitted and the Excess Transfer Charge are shown in the table below. Any transfers made due to the operation of the Automatic Rebalancing Feature or Dollar Cost Averaging will not count toward the transfers allowed free of charge. The minimum amount that may be transferred from each Division is the lesser of $100 or the balance of a Division. The following table summarizes the number of transfers available and the associated charges during any Policy year. ----------------------------------------------------------------------------------------------------- Free Transfers 12 ----------------------------------------------------------------------------------------------------- Total Number of Transfers Permitted Unlimited ----------------------------------------------------------------------------------------------------- Excess Transfer Charge $25 for each transfer in excess of 12 during any Policy year. ----------------------------------------------------------------------------------------------------- TRANSFERS TO OR FROM THE GUARANTEED INTEREST DIVISION Once during the first 30 days of each Policy year, you may transfer amounts from the Guaranteed Interest Division. Transfer requests received within 30 days prior to the Policy anniversary will be deemed to occur as of the Policy anniversary. Transfer requests received on the Policy anniversary or within the following 30 days will be processed; transfer requests received at any other time will not be processed. Transfers of your Account Value to the Guaranteed Interest Division are not limited to this 30-day period. The maximum transfer amount from the Guaranteed Interest Division in any Policy year is the greatest of:information.

Premium Allocation. During the Right to Examine Policy Period, the portion of your Net Premium which you have elected to invest in a Division of the Variable Account will be invested in the [Fidelity Investments Money Market Division]. After the Right to Examine Policy Period, the balance of your funds in the [Fidelity Investments Money Market Division] Division will be reallocated as you directed in your Premium allocation shown in the Schedule. After the Right to Examine Policy Period, each Net Premium will be allocated to the Divisions of the Variable Account and the Guaranteed Interest Division as you directed in the application or as otherwise requested. You may change the allocation for subsequent Premiums by sending us written notice at our Customer Service Center. If you change your Premium allocation more than 5 times per Policy year, we will deduct a charge from the Divisions of the Variable Account and the Guaranteed Interest Division in the same proportion that your Account Value of each Division bears to your Net Account Value. The amount of this charge is shown in the Schedule. Premium allocation percentages may be in any whole number from 1% to 100% provided that at least $100 is allocated to each Division selected. VARIABLE ACCOUNT PROVISION THE VARIABLE ACCOUNT The Variable Account is an account established by us, pursuant to the laws of the State of Colorado, to separate the assets funding the benefits for the class of policies to which this Policy belongs from the other assets of Security Life of Denver Insurance Company. Form 1195 (VUL) Page 11 The Variable Account is registered as a unit investment trust under the Investment Company Act of 1940. All income, gains and losses, whether or not realized, from assets allocated to the Variable Account are credited to or charged against the Variable Account without regard to income, gains Form 1195 (VUL) - MA - 5/97 Page 11 or losses of our General Account. The assets of the Variable Account are our property but are separate from our General Account and our other Variable Accounts. That portion of the assets of the Variable Account which is equal to the reserves and other Policy liabilities with respect to the VARIABLE ACCOUNT DIVISIONS Variable Account is not subject to creditor claims against us. The assets of the Variable Account shall be available to cover the liabilities of the General Account only to the extent that the assets of the Variable Account exceed the liabilities of the Variable Account under this Variable Life Policy. The assets of the Variable Account shall be valued at least as often as any policy benefits vary, but at least monthly. The Variable Account is divided into Divisions, each of which invests in a series fund Portfolio designed to meet the objectives of the Division. The current eligible Divisions are shown in the Schedule. We may, from time to time, add additional Divisions. If we do, you may be permitted to select from these other Divisions subject to the terms and conditions we may impose on those allocations. We reserve the right to limit the number of Divisions in which you may invest. CHANGES WITHIN THE VARIABLE ACCOUNT When permitted by law, and subject to any required notice to you and approval of the Securities and Exchange Commission ("SEC"), state regulatory authorities or Policy Owners, we may from time to time make the following changes to the Variable Account: . Make additional Divisions available. These Divisions will invest in investment Portfolios we find suitable for the Policy. . Eliminate Divisions from the Variable Account, combine 2 or more Divisions, or substitute a new Portfolio for the Portfolio in which a Division invests. A substitution may become necessary if, in our judgment, a Portfolio no longer suits the purposes of the Policy. This may happen due to a change in laws or regulations, or a change in a Portfolio's investment objectives or restrictions. This may also happen if the Portfolio is no longer available for investment, or for some other reason, such as a declining asset base. . Transfer assets of the Variable AccountAccount , which we determine to be associated with the class of policies to which your Policy belongs, to another Variable Account. . Withdraw the Variable Account from registration under the Investment Company Act of 1940. . Operate the Variable Account as a management investment company under the Investment Company Act of 1940. . Cause one or more Divisions to invest in a mutual fund other than or in addition to the Portfolios. . Discontinue the Sale of Policies and certificates. . Terminate any employer or plan trustee agreement with us pursuant to its terms. . Restrict or eliminate any voting rights as to the Variable Account. . Form 1195 (VUL)-TX Page 12 Make any changes required by the Investment Company Act of 1940 or the rules or regulations thereunder. No such changes will be made without any necessary approval of the SEC and applicable state insurance departments. Owners will be notified of any changes. If you then wish to transfer the amount you have in that Division to another Division of the Variable Account or to the Guaranteed Interest Division, you may do so without charge by notifying us. At the same time you may also change how your Net Premiums and deductions are allocated. GENERAL ACCOUNT PROVISIONS THE GENERAL ACCOUNT The General Account holds all of our assets other than those held in the Variable Account or our other separate accounts. The Guaranteed Interest Division is a part of our General Account. GUARANTEED INTEREST DIVISION The Guaranteed Interest Division is another Division to which you may allocate Premiums or make transfers. The Account Value of the Guaranteed Interest Division is equal to the Net Premium allocated to this Division plus any earned interest minus deductions taken from this Division. Interest is credited at the guaranteed rate shown in the schedule or may be credited at a higher rate. Any higher rate is guaranteed to be in effect for at least 12 months. LOAN DIVISION The Loan Division is the account which is set aside to secure the Policy Loan, if any. See the Loan Provision section for information TRANSFER PROVISIONS After the Right to Examine Policy Period, your Account Value in each Division may be transferred to any other Division of the Variable Account upon written request. Transfers from the Guaranteed Interest Division are subject to the limitations as described in the Guaranteed Interest Division provision. The number of free transfers permitted in any one Policy year without an Excess Transfer Charge, the total number of transfers permitted and the Excess Transfer Charge are shown in the table below. Any transfers made due to the operation of the Automatic Rebalancing Feature or Dollar Cost Averaging will not count toward the transfers allowed free of charge. The minimum amount that may be transferred from each Division is the lesser of $100 or the balance of a Division. The following table summarizes the number of transfers available and the associated charges during any Policy year. ----------------------------------------------------------------------------------------------------- Free Transfers 12 ----------------------------------------------------------------------------------------------------- Total Number of Transfers Permitted Unlimited ----------------------------------------------------------------------------------------------------- Excess Transfer Charge $25 for each transfer in excess of 12 during any Policy year. ----------------------------------------------------------------------------------------------------- TRANSFERS TO OR FROM THE GUARANTEED INTEREST DIVISION Once during the first 30 days of each Policy year, you may transfer amounts from the Guaranteed Interest Division. Transfer requests received within 30 days prior to the Policy anniversary will be deemed to occur as of the Policy anniversary. Transfer requests received on the Policy anniversary or within the following 30 days will be processed; transfer requests received at any other time will not be processed. Transfers of your Account Value to the Guaranteed Interest Division are not limited to this 30-day period. The maximum transfer amount from the Guaranteed Interest Division in any Policy year is the greatest of:.