SBL VARIABLE ANNUITY ACCOUNT X
N-30D, 2000-05-24
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<PAGE>
[SBG LOGO]
- --------------------------------------------------------------------------------
Security Benefit Life Insurance Company                700 SW Harrison St.
Security Benefit Group, Inc.                           Topeka, Kansas 66636-0001
Security Distributors, Inc.                            (785) 431-3000
Security Management Company, LLC


A MESSAGE FROM SECURITY BENEFIT

In 1999, Security Benefit Life Insurance Company had another year of outstanding
financial   results.   The  driving  forces  behind  our  tremendous   financial
performance were consumers'  demand for individual  retirement  products and the
extension of our money management and customer service competencies.

As consumers focus on their future,  they look to Security  Benefit as a partner
for developing  personal  retirement  strategies.  Our core  competencies--money
management  and  customer  service--are  very solid and the  cornerstone  of our
stronghold in the market segments.

SBG IS A CLEAR CHOICE

There are many  qualities  that make  partnering  with Security  Benefit a clear
choice:

*  variety of retirement products
*  cutting edge service
*  pool of flexible and responsive employees
*  rich heritage of innovation and creativity
*  a rock solid financial foundation
*  a strong risk management philosophy

However, if we were asked to capture what makes partnering with Security Benefit
a clear choice in one  sentence,  here's what we'd  say--Security  Benefit knows
Wall Street and Main Street.

Wall Street and Main Street are among the most  famous  streets in America,  but
they're  known  better for their  characteristics  rather  than their  location.
Everyone  knows that Wall  Street is in New York,  but Wall Street is more of an
adjective  today than it is a noun.  What are the  characteristics  of something
that's Wall Street-like? It's fast paced, risky and high stress.

Likewise, Main Street has become an adjective.  The characteristics of something
that's Main  Street-like are being friendly,  courteous,  relaxed,  and having a
real interest and concern for your neighbor.

Knowledge of both streets is one of our  competitive  advantages and it's why we
are positioned for strong growth in the future.

SBG KNOWS WALL STREET

Even though  Security  Benefit  operates out of  America's  Heartland in Topeka,
Kansas--the  exact  opposite of the Wall  Street-like  atmosphere--we  know Wall
Street because of our experience, technology and people.

EXPERIENCE.  We've  been in the  equities  business  for a long  time.  Security
Benefit was one of the first in the industry to introduce a variable annuity and
we were on the front end of the mutual fund  explosion.*  We're as interested in
the  return of  customers'  investments  as we are in the  return on  customers'
investments.

TECHNOLOGY.  In today's computer age, we receive  financial news and information
at the same time as any other Wall Street professional.  When that one important
announcement  comes across the wire, we receive the information in real time and
our money managers can react appropriately.

PEOPLE.  There's  an  abundance  of  investment  talent and  expertise  grown in
America's  breadbasket and Security Benefit  attracts its fair share.  Here, our
talent is moderately  insulated from the steady stream of Wall Street noise,  so
they can focus on what they do best--manage money.

SECURITY BENEFIT KNOWS MAIN STREET

In order to survive in the financial  services  industry  today,  you need to be
good at providing three things:

*  products with good performance
*  competitive product pricing
*  good customer service

But,  in order to thrive in the  industry,  you need to be great at one of those
things.

At  Security  Benefit,  we've  got  good  products  with  good  performance  and
competitively  priced.  But,  we've  made a  conscious  decision  to be great at
customer service.  In 1999,  Dalbar,  Inc.  recognized  Security Benefit for its
great customer service--again.

Where does our ability to provide  outstanding  service stem from? It stems from
everyone at Security Benefit having a deep knowledge of Main Street. Main Street
is  part of  Americana.  Our  goal  is to  provide  customers  thet  high-touch,
personalized service you receive when you enter an establishment on Main Street,
USA.

In the year 2000 and beyond,  we will  invest in  initiatives  that  enhance the
value we offer to customers and make  partnering  with Security  Benefit an even
clearer choice. Thanks for choosing Security Benefit in 1999.

*Variable annuities and mutual funds distributed by Security Distributors, Inc.

- --------------------------------------------------------------------------------

BOARD OF DIRECTORS

HOWARD R. FRICKE
CHAIRMAN OF THE BOARD AND CEO
Security Benefit Life Insurance Company
Topeka, Kansas

KRIS A. ROBBINS
PRESIDENT AND COO
Security Benefit Life Insurance Company
Topeka, Kansas

SISTER LORETTO MARIE COLWELL
PRESIDENT AND CEO
St. Francis Hospital and Medical Center
Topeka, Kansas

JOHN C. DICUS
CHAIRMAN OF THE BOARD
Capitol Federal Savings & Loan Association
Topeka, Kansas

STEVEN J. DOUGLASS
CHAIRMAN AND CEO
Payless ShoeSource
Topeka, Kansas

WILLIAM W. HANNA
VICE CHAIRPERSON
Koch Industries
Wichita, Kansas

JOHN E. HAYES, JR.
CHAIRMAN OF THE BOARD AND CEO (Ret.)
Western Resources, Inc.
Topeka, Kansas

FRANK SABATINI
CHAIRMAN OF THE BOARD AND CEO
Capital City Bank
Topeka, Kansas

ROBERT C. WHEELER
CHAIRMAN AND CEO
Hill's Pet Nutrition, Inc.
Topeka, Kansas

NOTICE OF MEETING OF MEMBERS

The annual meeting of members of Security  Benefit  Mutual Holding  Company (the
"Mutual  Holding  Company")  will  be held on  Tuesday,  June 6,  2000 at 700 SW
Harrison  St.,  Topeka,  Kansas at 1:00 p.m.  Each owner of an insurance  policy
issued by  Security  Benefit  Life  Insurance  Company is a member of the Mutual
Holding  Company and is entitled to vote,  either in person or by proxy,  on all
matters  coming  before the meeting.  Proxies are  available  from the corporate
secretary and must be returned no later than May 31, 2000.

For More Information Call 1-800-888-2461

This report is submitted only for the general  information of Varilife insurance
policyowners and is not authorized for distribution to the public.

Enclosed are December 1999  financial  reports for the variable  life  insurance
separate account.

www.securitybenefit.com
<PAGE>
                              FINANCIAL STATEMENTS

                           VARIABLE ANNUITY ACCOUNT X

                           PERIOD FROM APRIL 15, 1999
                     (INCEPTION DATE) TO DECEMBER 31, 1999
                      WITH REPORT OF INDEPENDENT AUDITORS
<PAGE>
                           Variable Annuity Account X

                              Financial Statements


        Period from April 15, 1999 (inception date) to December 31, 1999


                                    CONTENTS


Report of Independent Auditors ..............................................  1

Audited Financial Statements

Balance Sheet ...............................................................  2
Statement of Operations and Changes in Net Assets ...........................  3
Notes to Financial Statements ...............................................  4
<PAGE>
                         Report of Independent Auditors


The Contract Owners
Variable Annuity Account X
        and
Board of Directors
Security Benefit Life Insurance Company

We have  audited the  accompanying  individual  and combined  balance  sheets of
Variable  Annuity  Account X (comprised  of the  individual  series as indicated
therein) as of December 31, 1999,  and the related  statements of operations and
changes in net assets for the period  from April 15,  1999  (inception  date) to
December 31, 1999. These financial statements are the responsibility of Security
Benefit Life Insurance Company's management. Our responsibility is to express an
opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards  generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable  assurance about whether the financial  statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting  the  amounts  and  disclosures  in  the  financial  statements.  Our
procedures  included  confirmation of investments owned as of December 31, 1999,
by correspondence  with the transfer agent. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation.  We believe that our
audit provides a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the individual and combined  financial  position of the
individual  series of Variable  Annuity  Account X at December 31, 1999, and the
individual  and combined  results of their  operations  and changes in their net
assets for the period from April 15, 1999 to December  31, 1999,  in  conformity
with accounting principles generally accepted in the United States.

                                                               Ernst & Young LLP

February 4, 2000
<PAGE>
                           Variable Annuity Account X

                                 Balance Sheets

                                December 31, 1999
            (DOLLARS IN THOUSANDS - EXCEPT PER SHARE AND UNIT VALUES)


ASSETS
Investments:
  Advisor's Fund:
    PCG Growth Series - 188,860 shares at net asset
      value of $9.82 per share (cost, $1,899).........................   $1,855
    SIM Conservative Growth Series - 78,242 shares at
      net asset value of $10.39 per share (cost, $792)................      813
                                                                          -----
Combined assets.......................................................   $2,668
                                                                          =====




                                                  NUMBER      UNIT
NET ASSETS                                       OF UNITS     VALUE
                                                 ------------------
Net assets are represented by (NOTE 3):
  PCG Growth Series:
    Accumulation units.......................    189,803      $ 9.77     $1,855
  SIM Conservative Growth Series:
    Accumulation units.......................     78,619       10.34        813
                                                                          -----
Combined net assets..........................                            $2,668
                                                                          =====

SEE ACCOMPANYING NOTES.
<PAGE>
                           Variable Annuity Account X

               Statements of Operations and Changes in Net Assets

        Period from April 15, 1999 (inception date) to December 31, 1999
                                 (IN THOUSANDS)


                                          PCG        SIM CONSERVATIVE
                                     GROWTH SERIES    GROWTH SERIES     COMBINED
                                     -------------------------------------------
Dividend distributions                  $  ---            $---           $  ---
Expenses (NOTE 2):
  Mortality and expense risk fee..          (7)             (2)              (9)
                                     -------------------------------------------
Net investment loss...............          (7)             (2)              (9)

Capital gains distributions.......         ---             ---              ---
Realized gain on investments......          10               4               14
Unrealized appreciation
  (depreciation) on investments...         (44)             21              (23)
                                     -------------------------------------------
Net realized and unrealized gain
  (loss) on investments...........         (34)             25               (9)
                                     -------------------------------------------
Net increase (decrease) in net
  assets resulting from operations         (41)             23              (18)
Variable annuity deposits
  (NOTES 2 AND 3).................       1,972             806            2,778
Terminations and withdrawals
  (NOTES 2 AND 3).................         (76)            (16)             (92)
                                     -------------------------------------------
Net assets at end of period.......      $1,855            $813           $2,668
                                     ===========================================

SEE ACCOMPANYING NOTES.
<PAGE>
                           Variable Annuity Account X

                          Notes to Financial Statements

                                December 31, 1999


1.  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

    ORGANIZATION

    Variable  Annuity Account X (the Account) is a separate  account of Security
    Benefit Life Insurance  Company (SBL).  The Account is registered as an unit
    investment  trust  under the  Investment  Company  Act of 1940,  as amended.
    Deposits  received by the Account are  invested  in the  Advisor's  Fund,  a
    mutual  fund not  otherwise  available  to the  public.  As  directed by the
    owners,  amounts  deposited  may be invested in shares of PCG Growth  Series
    (emphasis on long-term growth of capital through investment in a diversified
    portfolio of equity securities) and SIM Conservative Growth Series (emphasis
    on total return through  investment in a portfolio of publicly traded mutual
    funds.

    Under the terms of the investment advisory contracts,  portfolio investments
    of the Advisor's Fund are made by The Private Consulting Group, Inc.

    INVESTMENT VALUATION

    Investments in mutual fund shares are carried in the balance sheet at market
    value (net asset value of the  underlying  mutual  fund).  The average  cost
    method is used to  determine  gains and losses.  Security  transactions  are
    accounted for on the trade date.

    The cost of investments purchased and proceeds from investments sold for the
    period from April 15,  1999  (inception  date) to December  31, 1999 were as
    follows:

                                       COST OF PURCHASES     PROCEEDS FROM SALES
                                       -----------------------------------------
                                                    (IN THOUSANDS)
    PCG Growth Series..................     $2,407                  $518
    SIM Conservative Growth Series.....        947                   159

    ANNUITY RESERVES

    As of December 31, 1999, annuity reserves have not been established  because
    there are no contracts  that have matured and are in the payout stage.  Such
    reserves would be computed on the basis of published  mortality tables using
    assumed  interest rates that would provide reserves as prescribed by law. In
    cases where the payout option selected is life contingent,  SBL periodically
    recalculates the required annuity reserves,  and any resulting adjustment is
    either charged or credited to SBL and not to the Account.

    REINVESTMENT OF DIVIDENDS

    Dividend  and  capital  gains  distributions  paid by the mutual fund to the
    Account are  reinvested  in  additional  shares of each  respective  series.
    Dividend  income and capital gains  distributions  are recorded as income on
    the ex-dividend date.

    FEDERAL  INCOME  TAXES

    The  operations of the Account are a part of the  operations  of SBL.  Under
    current law, no federal  income taxes are allocated by SBL to the operations
    of the Account.

    USE OF ESTIMATES

    The  preparation  of financial  statements  in  conformity  with  accounting
    principles  generally  accepted in the United States requires  management to
    make  estimates  and  assumptions  that affect the  amounts  reported in the
    financial  statements and  accompanying  notes.  Actual results could differ
    from those estimates.

2.  VARIABLE ANNUITY CONTRACT CHARGES

    Mortality  and expense  risks  assumed by SBL are  compensated  for by a fee
    equivalent  to an annual  rate of 0.65% and 0.80% of the net asset  value of
    each contract for individual and group contracts,  respectively. SBL assumes
    the operating expenses for the Account.

    When  applicable,  an amount for state premium taxes is deducted as provided
    by pertinent state law either from the purchase  payments or from the amount
    applied to effect an annuity at the time annuity payments commence.

3.  SUMMARY OF UNIT TRANSACTIONS

                                                                 PERIOD FROM
                                                               APRIL 15, 1999
                                                             (INCEPTION DATE) TO
                                                              DECEMBER 31, 1999
                                                            --------------------
                                                            (UNITS IN THOUSANDS)
    PCG Growth Series:
       Variable annuity deposits.........................            197
       Terminations, withdrawals and expense charges.....              8

    SIM Conservative Growth Series:
       Variable annuity deposits.........................             80
       Terminations, withdrawals and expense charges.....              2


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