PROVIDENT NATIONAL ASSURANCE CO SEPARATE ACCOUNT B
N-30D, 1995-08-18
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<PAGE>   1


                     PROVIDENT NATIONAL ASSURANCE COMPANY
                              SEPARATE ACCOUNT B
                                JUNE 30, 1995
                              SEMIANNUAL REPORT
<PAGE>   2


                                  MANAGEMENT
                                      
                
                
                   BOARD OF MANAGERS OF SEPARATE ACCOUNT B
                
                                 Henry E. Blaine
                                 H. Grant Law, Jr.
                                 David G. Fussell
                                 Susan N. Roth, Secretary
                                    to the Board of Managers
                
                
                
                            PRINCIPAL OFFICERS OF
                     PROVIDENT NATIONAL ASSURANCE COMPANY
                
                
                                 Eugene A. Jones, President 
                                 J. Harold Chandler, Executive Vice President
                                 Thomas R. Watjen, Executive Vice President and
                                    Chief Financial Officer 
                                 Robert O. Best, Senior Vice President and 
                                    Chief Information Officer
                                 Thomas B. Heys, Jr., Senior Vice President
                                 Alberto J. Morales, Senior Vice President,
                                    Chief Administrative Officer and Asst. 
                                    Secretary 
                                 Ralph A. Rogers, Vice President and Controller 
                                 Kenneth Blankenship, Vice President, 
                                    Internal Audit 
                                 Glenn P. Felton, Vice President, Managing 
                                    Corporate Counsel and Assistant Secretary 
                                 Susan N. Roth, Corporate Secretary and Counsel 
                                 George A. Shell, Jr., Treasurer





This report and the financial statements attached are submitted solely for the
general information of contract owners of Separate Account B and are not
authorized for other use.
<PAGE>   3


MESSAGE TO PARTICIPANTS IN
PROVIDENT NATIONAL'S
VARIABLE ANNUITY CONTRACTS



       This semiannual report of Separate Account B contains the financial
statements and portfolio information of Separate Account B for the six months
ended June 30, 1995.  Comparative figures which relate to Separate Account B's
activities during the first half of 1995 are provided below.

       The accumulation unit value for Separate Account B increased 14.5% in
the first half of 1995, from $5.410722 at year end 1994 to $6.194660 on June
30, 1995.  During this same period, the S&P 500 Index rose by a yield adjusted
18.1%.  Reflecting transfers to the fixed-dollar account, as well as
withdrawals and retirements, the number of accumulation units outstanding on
June 30, 1995, was 1,883,861, down from 2,097,793 six months earlier.  As a
result of withdrawals, net purchase payments received, and changes in the
accumulation unit value, total contract owners' equity on June 30, 1995, was
$12,570,675 compared to $12,171,347 on December 31, 1994.

       The economy is likely to average 3% growth for this year, and the rate
of inflation should be 3% or lower.  We seem to be in a "soft landing" phase,
with slower economic growth, but not slow enough to push us into recession.

       Most companies reported earnings above expectations for the first half
of the year, and stock prices appreciated in response.  Stock market
performance in the second half of the year is unlikely to match the first half.
However, attractive second half returns are possible in individual stocks and
market sectors that are currently priced below their fundamental value.

       Thank you for your continued support.




                                        /s/ David Fussell
                                        -------------------------------------
                                        David Fussell
                                        Chairman, Board of Managers
                                        Provident National Assurance Company
                                        Separate Account B
<PAGE>   4

PROVIDENT NATIONAL ASSURANCE COMPANY SEPARATE ACCOUNT B
(UNAUDITED)

JUNE 30, 1995



<TABLE>
<S>                                                                                                              <C>
Statement of Assets and Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   1
Statements of Changes in Variable Annuity Contract Owners' Equity . . . . . . . . . . . . . . . . . . . . . . .   2
Statement of Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   3
Schedule of Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   4
Supplementary Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   7
Notes to Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   8
Accumulation Unit Value Table . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  10
</TABLE>

<PAGE>   5
STATEMENT OF ASSETS AND LIABILITIES
(UNAUDITED)


PROVIDENT NATIONAL ASSURANCE COMPANY SEPARATE ACCOUNT B

<TABLE>
<CAPTION>
                                                                                              June 30, 1995
                                                                                              -------------
 <S>                                                                                            <C>
 ASSETS


 Investments:

    Common stocks--at market value
      (cost:  $10,167,896)                                                                      $12,235,757
    Short-term investments--at cost plus
      accrued interest (approximately market)                                                       399,862




 Cash                                                                                                99,880
 Accrued dividends                                                                                   27,391
 Amounts due from Provident National Assurance Company                                                  519
                                                                                                -----------
                                                         TOTAL ASSETS                            12,763,409
                                                                                                -----------
                                                                     
                                                         
 LIABILITIES AND CONTRACT OWNERS' EQUITY


 Amounts payable for purchase of investments                                                         80,400
 Amounts payable for terminations                                                                    99,011
 Management fee and other amounts due Provident
   National Assurance Company                                                                        13,323
                                                                                                -----------

                                                         TOTAL LIABILITIES                          192,734
                                                                                                -----------
 


 Variable annuity contract owners' equity:
    Deferred annuity contracts terminable by owners--accumulation
      units outstanding:  1,883,860.984; unit value:  $6.194660)                                 11,669,878
    Annuity contracts in pay-out period                                                             900,797
                                                                                                -----------


                                                         TOTAL CONTRACT OWNERS' EQUITY          $12,570,675
                                                                                                ===========

</TABLE>



See notes to financial statements.


                                      -1-
<PAGE>   6

STATEMENTS OF CHANGES IN VARIABLE ANNUITY CONTRACT OWNERS' EQUITY
(UNAUDITED)


PROVIDENT NATIONAL ASSURANCE COMPANY SEPARATE ACCOUNT B

<TABLE>
<CAPTION>
                                                                         Six Months Ended        Year Ended
                                                                           June 30, 1995      December 31, 1994
                                                                        -----------------     -----------------
 <S>                                                                        <C>                  <C>

 BALANCE AT BEGINNING OF PERIOD                                             $12,171,347          $13,594,156
                                                                            -----------          -----------

 FROM INVESTMENT ACTIVITIES:
    Net investment income                                                        71,965              219,880
    Net realized gain on investments                                          1,174,057              487,864
    Increase (decrease) in net unrealized appreciation of investments           432,845           (1,264,220)
                                                                            -----------          ----------- 
    Increase (decrease) in contract owners' equity from
      investment activities                                                   1,678,867             (556,476)
                                                                            -----------          -----------

 FROM VARIABLE ANNUITY CONTRACT TRANSACTIONS:
    Net contract purchase payments (Units purchased:
      1995--6,776.909;
      1994--13,985.385)                                                          39,934               75,685

    Terminations and death benefits (Units terminated:
      1995--218,293.476;
      1994--153,401.946)                                                     (1,269,121)            (841,067)

    Variable annuity benefits paid (Number of units:
      1995--8,694.022;
      1994--18,478.239)                                                         (50,352)            (100,951)
                                                                            -----------          ----------- 
    Decrease in contract owners' equity from variable
      contract transactions                                                  (1,279,539)            (866,333)
                                                                            -----------          ----------- 
 NET INCREASE (DECREASE) IN CONTRACT OWNERS' EQUITY                             399,328           (1,422,809)
                                                                            -----------          ----------- 

 BALANCE AT END OF PERIOD                                                   $12,570,675          $12,171,347
                                                                            ===========          ===========

</TABLE>



See notes to financial statements.


                                      -2-
<PAGE>   7
STATEMENT OF OPERATIONS
(UNAUDITED)


PROVIDENT NATIONAL ASSURANCE COMPANY SEPARATE ACCOUNT B

<TABLE>
<CAPTION>
                                                                                              Six Months Ended
                                                                                                June 30, 1995   
                                                                                              -----------------
 <S>                                                                                             <C>       
 INVESTMENT INCOME
    Income:
       Dividends                                                                                 $  131,157
       Interest                                                                                      15,751
                                                                                                 ----------
                                                                                                    146,908
                                                                                                 ----------


    Expenses--Note C:
       Investment advisory services                                                                  31,226
       Mortality and expense assurances                                                              43,717
                                                                                                 ----------
                                                                                                     74,943
                                                                                                 ----------


                       NET INVESTMENT INCOME                                                         71,965
                                                                                                 ----------



 REALIZED AND UNREALIZED GAIN ON INVESTMENTS--NOTE A


    Net realized gain from investment transactions
     (excluding short-term securities):
       Proceeds from sales                                                                        7,658,220
       Cost of investments sold                                                                   6,407,203
       Adjustment for impairment of value                                                           (76,960)
                                                                                                 ---------- 
          Net realized gain                                                                       1,174,057
                                                                                                 ----------

    Net unrealized appreciation of investments:
       At end of period                                                                           2,067,861
       At beginning of period                                                                     1,635,016
                                                                                                 ----------
          Increase in net unrealized appreciation of investments                                    432,845
                                                                                                 ----------


                       NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS                            1,606,902
                                                                                                 ----------


                       NET GAIN                                                                  $1,678,867
                                                                                                 ==========


 Ratio of expenses to total investment income                                                         51.01%
                                                                                                 ========== 

</TABLE>




See notes to financial statements.


                                      -3-
<PAGE>   8

SCHEDULE OF INVESTMENTS

PROVIDENT NATIONAL ASSURANCE COMPANY SEPARATE ACCOUNT B

JUNE 30, 1995



<TABLE>
<CAPTION>
                                                                              Number of           Market
                                                                               Shares             Value      
                                                                            ------------       -----------
 <S>                                                                         <C>               <C>
 COMMON STOCKS


    CAPITAL GOODS (4.7%)
       Astec Industries, Inc.                                                  4,900           $    55,738
       General Electric Company                                                9,400               529,925
                                                                                               -----------
                                                                                                   585,663


    CONSUMER (39.9%)
       Atlantic Southeast Airlines, Inc.                                       5,000               150,625
       Bristol-Myers Squibb Company                                            4,500               306,562
       Coca-Cola Company                                                       3,000               191,250
       Franklin Quest Company                                                  5,000               120,000
       Gannett Company, Inc.                                                   8,000               434,000
       General Motors Corporation                                              7,000               328,125
       McDonald's Corporation                                                  6,000               234,750
       Pentos PLC                                                            160,000                     0
       PepsiCo, Inc.                                                           5,000               227,500
       Philip Morris Companies, Inc.                                           9,500               706,563
       Premark International, Inc.                                             5,000               259,375
       Sara Lee Corporation                                                    6,000               171,000
       Sears Roebuck & Company                                                 5,000               297,500
       Skywest, Inc.                                                           1,500                33,937
       UST, Inc.                                                              18,750               557,813
       Viacom, Inc. Class A                                                      688                31,992
       Viacom, Inc. Class B                                                   13,712               635,894
       Wal-Mart Stores, Inc.                                                   9,000               240,750
       Younkers, Inc.                                                          5,000                85,940
                                                                                               -----------
                                                                                                 5,013,576


    ENERGY (4.4%)
       Mobil Corporation                                                       5,800               556,800

</TABLE>



See notes to financial statements.


                                      -4-
<PAGE>   9

SCHEDULE OF INVESTMENTS--CONTINUED

PROVIDENT NATIONAL ASSURANCE COMPANY SEPARATE ACCOUNT B

JUNE 30, 1995



<TABLE>
<CAPTION>
                                                                               Number of         Market
                                                                                Shares            Value      
                                                                            -------------      -------------
 <S>                                                                          <C>              <C>
 COMMON STOCKS - CONTINUED


    FINANCIAL (14.7%)
       AFLAC, Inc.                                                             6,000           $   262,500
       American Express Company                                               16,000               564,000
       Equifax, Inc.                                                           5,500               182,875
       First Interstate Bancorp                                                3,500               280,875
       Wells Fargo & Company                                                   3,100               558,775
                                                                                               -----------
                                                                                                 1,849,025


    HEALTH CARE (7.0%)
       Cordis Corporation                                                      4,000               267,000
       HEALTHSOUTH Corporation                                                 4,000                69,500
       Merck & Company, Inc.                                                  11,000               540,375
                                                                                               -----------
                                                                                                   876,875


    HIGH GROWTH TECHNOLOGY (21.5%)
       Airtouch Communications, Inc.                                           6,000               171,000
       American Power Conversion Corporation                                  13,000               297,375
       Computer Associates International, Inc.                                 6,500               438,750
       EMC Corporation                                                         4,000                97,000
       Intel Corporation                                                       4,000               253,248
       International Business Machines Corporation                             5,000               480,000
       Micron Technology, Inc.                                                   500                27,500
       Microsoft Corporation                                                   6,000               542,250
       Novell, Inc.                                                            2,500                49,845
       Reuters Holdings PLC ADR                                                7,000               350,875
                                                                                               -----------
                                                                                                 2,707,843

    MISCELLANEOUS (2.8%)
       Minnesota Mining & Manufacturing Company                                6,200               355,725

</TABLE>




See notes to financial statements.


                                      -5-
<PAGE>   10
SCHEDULE OF INVESTMENTS -- CONTINUED

PROVIDENT NATIONAL ASSURANCE COMPANY SEPARATE ACCOUNT B

JUNE 30, 1995

<TABLE>
<CAPTION>
                                                                               Number of           Market
                                                                                 Shares            Value      
                                                                             -------------     --------------
 <S>                                                                           <C>               <C>
 COMMON STOCKS - CONTINUED

    UTILITIES (2.3%)
       Worldcom, Inc.                                                            10,750          $   290,250


 TOTAL COMMON STOCKS (97.3%)                                                                      12,235,757
                                                                                                 -----------


                                                                               Principal
                                                                                 Amount   
                                                                             -------------
 SHORT-TERM INVESTMENTS


    AlliedSignal, Inc.  6.07%
       Commercial Paper
       due July 3, 1995                                                        $175,000              174,941


    Cigna Corporation 6.30%
       Commercial Paper
       due July 3, 1995                                                         225,000              224,921
                                                                               --------          -----------


 TOTAL SHORT-TERM INVESTMENTS (3.2%)                                           $400,000              399,862
                                                                               ========          -----------


 TOTAL INVESTMENTS (100.5%)                                                                       12,635,619


 CASH AND RECEIVABLES LESS LIABILITIES (-.5%)                                                        (64,944)
                                                                                                 ----------- 


 TOTAL VARIABLE ANNUITY CONTRACT
   OWNERS' EQUITY (100.0%)                                                                       $12,570,675
                                                                                                 ===========

</TABLE>


See notes to financial statements.



                                      -6-
<PAGE>   11


SUPPLEMENTARY INFORMATION
(UNAUDITED)


PROVIDENT NATIONAL ASSURANCE COMPANY SEPARATE ACCOUNT B


Selected data for an accumulation unit outstanding throughout each year:

<TABLE>
<CAPTION>
                                       Six Months
                                         Ended                         Year Ended December 31
                                     June 30, 1995          1994          1993          1992          1991
                                    ---------------   -------------------------------------------------------
 <S>                                    <C>              <C>           <C>           <C>           <C>
 Investment income                      $     .07        $     .15     $     .14     $     .12     $     .13
 Expenses                                     .04              .07           .06           .06           .04
                                        ---------        ---------     ---------     ---------     ---------
 Net investment income                        .03              .08           .08           .06           .08
 Net realized and unrealized
   gain (loss) on investments                 .75             (.32)          .54          (.07)         1.22
                                        ---------        ---------     ---------     ---------     ---------
 Net increase (decrease) in
   contract owners' equity                    .78             (.24)          .62          (.01)         1.30
 Net contract owners' equity:
    Beginning of period                      5.41             5.65          5.03          5.04          3.74
                                        ---------        ---------     ---------     ---------     ---------

    End of period                       $    6.19        $    5.41     $    5.65     $    5.03         $5.04
                                        =========        =========     =========     =========     =========

 Ratio of expenses to average
   contract owners' equity                    .61%            1.21%         1.22%         1.21%         1.21%
 Ratio of net investment income to
   average contract owners' equity            .58%            1.72%         1.39%         1.36%         1.91%
 Portfolio turnover                            60%              70%           57%           35%           42%
 Number of accumulation units
   outstanding at end of period         1,883,861        2,097,793     2,242,809     2,655,895     2,854,559

</TABLE>




See notes to financial statements.


                                      -7-
<PAGE>   12
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)


PROVIDENT NATIONAL ASSURANCE COMPANY SEPARATE ACCOUNT B



NOTE A--INVESTMENTS AND ACCOUNTING POLICIES

Separate Account B is a segregated investment account of Provident National
Assurance Company (a wholly-owned subsidiary of Provident Life and Accident
Insurance Company) and is registered under the Investment Company Act of 1940,
as amended, as an open-end diversified management investment company.

Common stocks, preferred stocks, bonds, and U.S. Government securities are
valued at published market quotations which represent the closing sales price
for securities traded on a national stock exchange or the mean between the
quoted bid and asked prices for those traded over-the-counter.  Short-term
investments are valued at cost plus accrued interest.

Realized and unrealized gains and losses are credited to or charged to variable
annuity contract owners' equity.  The identified cost basis has been used in
determining realized gains and losses on sales of investments.  If determined
on the average cost basis, the net realized gain would have been $1,171,737 and
$563,363 for the six months ended June 30, 1995 and the year ended December 31,
1994, respectively.  When a security's value is determined to be permanently
impaired, a realized loss is recognized in the Statement of Operations.  A
realized loss of $76,960 was recognized for one such security for the six
months ended June 30, 1995.  There were gross unrealized gains of $2,204,007
and gross unrealized losses of $136,146 at June 30, 1995.  Security
transactions are recorded on the date the securities are purchased or sold
which is the common practice of the industry.  Dividends are taken into income
on an accrual basis as of the ex-dividend date.

A summary of the cost of investments purchased and proceeds from investments
sold for the six months ended June 30, 1995 and the year ended December 31,
1994 is shown below.

<TABLE>
<CAPTION>
                                                                        Six Months Ended        Year Ended
                                                                         June 30, 1995      December 31, 1994
                                                                        ----------------    -----------------
 <S>                                                                       <C>                  <C>
 Cost of investments purchased                                             $18,498,479          $36,509,262
    Less:  Short-term securities                                            11,451,723           28,013,052
                                                                           -----------          -----------
                                                                           $ 7,046,756          $ 8,496,210
                                                                           ===========          ===========

 Proceeds from investments sold                                            $19,409,432          $37,415,387
    Less:  Short-term securities                                            11,751,212           27,713,432
                                                                           -----------          -----------
                                                                           $ 7,658,220          $ 9,701,955
                                                                           ===========          ===========

</TABLE>

The aggregate cost of investments for federal income tax purposes is the same
as that presented in the Statements of Assets and Liabilities.



                                   -8-

<PAGE>   13

NOTES TO FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)


PROVIDENT NATIONAL ASSURANCE COMPANY SEPARATE ACCOUNT B



NOTE B--FEDERAL INCOME TAXES

Operations of Separate Account B will form a part of the income tax return of
Provident National Assurance Company, which is taxed as a "life insurance
company" under the Internal Revenue Code.

Under current law, no federal income taxes are payable with respect to Separate
Account B.

NOTE C--EXPENSES

Deductions are made by Provident National Assurance Company at the end of each
valuation period for investment advisory services and for mortality and expense
assurances, which on an annual basis are approximately .50% and .70%,
respectively, of the net assets of Separate Account B.



                                      -9-
<PAGE>   14

ACCUMULATION UNIT VALUE TABLE
(UNAUDITED)


PROVIDENT NATIONAL ASSURANCE COMPANY SEPARATE ACCOUNT B




<TABLE>
<CAPTION>
 End of Month           Accumulation Unit                       End of Month            Accumulation Unit   
 ------------           ------------------                      ------------            ------------------  
                              Value                                                           Value         
                              -----                                                           -----         
 <S>                         <C>                                 <C>                         <C>
 December 1968               1.036279                            March 1990                  3.729963
 December 1969               1.080379                            June                        4.080042
 December 1970               1.030039                            September                   3.435225
 December 1971               1.178612                            December                    3.736441
 December 1972               1.403795
 December 1973               1.126624                            March 1991                  4.312244
 December 1974                .863269                            June                        4.243108
 December 1975               1.022844                            September                   4.513598
 December 1976               1.156853                            December                    5.036212
 December 1977               1.064425
 December 1978               1.094150                            March 1992                  4.735470
 December 1979               1.219189                            June                        4.585274
 December 1980               1.555258                            September                   4.694884
 December 1981               1.473246                            December                    5.028547
 December 1982               1.812441
 December 1983               2.132092                            March 1993                  5.208499
 December 1984               2.029912                            June                        5.190340
 December 1985               2.480050                            September                   5.441446
 December 1986               2.743444                            December                    5.646864
 December 1987               2.734169
                                                                 March 1994                  5.386379
 March 1988                  2.922656                            June                        5.274454
 June                        3.103682                            September                   5.475394
 September                   3.094483                            December                    5.410722
 December                    3.087892
                                                                 January 1995                5.439209
 March 1989                  3.263117                            February                    5.563510
 June                        3.506709                            March                       5.656995
 September                   3.841545                            April                       5.820245
 December                    3.812606                            May                         6.083322

                                                                 June                        6.194660
</TABLE>


Initial contributions to Separate Account B were received on February 1, 1968,
prior to which time the unit value was set at 1.000000.

The above indicates the accumulation unit value on the last valuation day of
each year from December 1968 through December 1987, on the last valuation day
of each quarter from 1988 through December 1994, and on the last valuation day
during each month of 1995.  The results shown should not be considered as a
representation of the results which may be realized in the future.



                                     -10-


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