<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 24F-2
ANNUAL NOTICE OF SECURITIES SOLD
PURSUANT TO RULE 24F-2
1. Name and address of issuer:
Southland Separate Account L1
5780 Powers Ferry Road
Atlanta, GA 30327
2. Name of each series or class of funds for which this notice is filed:
Southland Separate Account A1 (File No. 33-89574)
3. Investment Company Act File Number:
811-9106
Securities Act File Number:
33-97852
4. Last day of fiscal year for which this notice is filed:
December 31
5. Check box if this notice is being file more than 180 days after the close
of the issuer's fiscal year for purposes of reporting securities sold after
the closed of the fiscal year but before determination of the issuer's 24f-
2 declaration:
[_]
6. Date of termination of issuer's declaration under Rule 24f-2(a)(1), if
applicable:
Not Applicable
<PAGE>
7. Number and amount of securities of the same class or series which had been
registered under the Securities Act of 1933 other than pursuant to Rule
24f-2 in a prior fiscal year, but which remained unsold at the beginning
of the fiscal year:
0
8. Number and amount of securities registered during the fiscal year other
than pursuant to Rule 24f-2:
0
9. Number and aggregate sale price of securities sold during the fiscal year:
$ 5,032,977
10. Number and aggregate sale price of securities sold during the fiscal year
in reliance upon registration pursuant or Rule 24f-2:
$ 5,032,977
11. Number and aggregate sale price of securities issued during the fiscal year
in connection with dividend reinvestment plans, if applicable:
$ 0
12. Calculation of registration fee:
(i) Aggregate sale price of securities sold $5,032,977
during the fiscal year in reliance on
Rule 24f-2 (from Item 10):
(ii) Aggregate price of shares issued in $ 0
connection with dividend reinvestment
plans (from Item 11, if applicable):
(iii) Aggregate price of shares redeemed or $ 0
repurchased during the fiscal year (if
applicable):
(iv) Aggregate price of shares redeemed or $ 0
repurchased and previously applied as a
reduction to filing fees pursuant to
Rule 24e-2 (if applicable):
<PAGE>
(v) Net aggregate price of securities sold $5,032,977
and issued during the fiscal year in
reliance on Rule 24f-2 [line (i), plus
(ii), less line (iii), plus line (iv)]
(if applicable):
(vi) Multiplier prescribed by Section 6(b) .000295
of the Securities Act of 1933 or other
applicable law or regulation:
(vii) Fee due [line (i) or line (v) $ 1,484.73
multiplied by line (vi)]:
13. Check box if fees are being remitted to
the Commission's lockbox depository as
described in Section 3a of the
Commission's Rule of Informal and Other
Procedures (17 CFR 202.3a): [X]
Date of mailing or wire transfer of February 26, 1998
filing fees to the Commission's lockbox
depository:
SIGNATURES
This report has been signed below by the following persons on behalf of the
issuer and in the capacities and on the dates indicated.
By: /s/: JAMES D. THOMPSON
---------------------------------------------------------------------
James D. Thompson, President
Southland Life Insurance Company, the Depositor of Southland Separate
Account L1
Date: February 27, 1998