MANN HORACE LIFE INSURANCE CO SEPARATE ACCOUNT, 485APOS, 1997-03-21

MANN HORACE LIFE INSURANCE CO SEPARATE ACCOUNT
485APOS, 1997-03-21

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<PAGE>

As filed with the Securities and Exchange Commission on March 21, 1997

File Nos. 2-24256
811-1343

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-4
______________________________

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Post-Effective Amendment No. 61
and
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
______________________________

HORACE MANN LIFE INSURANCE COMPANY SEPARATE ACCOUNT
---------------------------------------------------
(Exact Name of Registrant)

Horace Mann Life Insurance Company
----------------------------------
(Name of Depositor)

One Horace Mann Plaza, Springfield, Illinois 62715
---------------------------------------------------
(Address of Depositor's Principal Executive Offices)

(217) 789-2500
--------------
(Depositor's Telephone Number)

Ann M. Caparros
One Horace Mann Plaza
Springfield, Illinois 62715
----------------------------
(Name and Address of Agent for Service)

Copies of Communications to:

Cathy G. O'Kelly
Vedder, Price, Kaufman & Kammholz
222 North LaSalle Street
Chicago, Illinois 60601-1003
_________________________________

It is proposed that this filing will become effective:

___Immediately upon filing pursuant to paragraph (b) of Rule 485
___On (date) pursuant to paragraph (b) of Rule 485
_X_60 days after filing pursuant to paragraph (a)(1) of Rule 485
___On (date) pursuant to paragraph (a)(1) of Rule 485
___75 days after filing pursuant to paragraph (a)(2) of Rule 485
___On (date) pursuant to paragraph (a)(2) of Rule 485

If appropriate, check the following box:

___this post-effective amendment designates a new effective date for a
previously filed post-effective amendment.

The Registrant has registered an indefinite amount of securities in accordance
with Rule 24f-2 under the Investment Company Act of 1940. The Rule 24f-2 Notice
for the fiscal year ending December 31, 1996, was filed on February 19, 1997.
<PAGE>

HORACE MANN LIFE INSURANCE COMPANY SEPARATE ACCOUNT

Cross Reference Sheet Required by Rule 495(a)

Item Number in Form N-4 Caption
- - ----------------------- -------
<S> <C>

Part A - Prospectus
-------------------

1. Cover Page Cover

2. Definitions Definitions

3. Synopsis
(a) (b) (c) Summary

(d) *

4. Condensed Financial Information
(a) (b) (c) Condensed Financial
Information

5. General Description of Registrant,
Depositor, and Portfolio Companies
(a) (b) (c) (d) (e) (f) Cover; Summary; Horace
Mann Life Insurance
Company, The Account and
The Horace Mann Mutual Funds; Voting Rights

6. Deductions
(a) (b) (c) (d) (e) Summary; Purchasing the Contract;
Deductions and Expenses

(f) *

7. General Description of Variable
Annuity Contracts
(a) (b) (c) (d) Summary; Contract Owners' Rights;
Purchasing the Contract; Transactions; Death
Benefit Proceeds; Mandatory Minimum
Distribution; Income Payments; Modification of
the Contract; Tax Consequences; Other
Information

8. Annuity Period
(a) (b) (c) (d) (e) (f) Income Payments; Mandatory Minimum
Distribution; Transfers

</TABLE>
<PAGE>

Item Number in Form N-4 Caption
- - ----------------------- -------
<S> <C>

Part A - Prospectus
-------------------

9. Death Benefit
(a) (b) Death Benefit Proceeds;
Tax Consequences

10. Purchases and Contract Value
(a) (b) (c) (d) Summary; Purchasing the
Contract; Purchase
Payments

11. Redemptions
(a) (c) (e) Summary; Surrender Before Commencement of
Annuity Period; Deferment

(b) (d) *

12. Taxes
(a) (b) (c) Surrender Before Commencement of Annuity
Period; Tax Consequences

13. Legal Proceedings Other Information

14. Table of Contents of Additional Information
Statement of Additional Information

PART B - STATEMENT OF ADDITIONAL INFORMATION
--------------------------------------------

15. Cover Page Cover

16. Table of Contents Table of Contents

17. General Information and History
(a) (b) *

18. Services
(c) Financial Statements

(a) (b) (d) (e) (f) *

19. Purchase of Securities Being Offered
(a) Underwriter

(b) *

</TABLE>

<PAGE>

<TABLE>
<CAPTION>
Item Number in Form N-4 Caption
- - ----------------------- -------
<S> <C>
20. Underwriters
(a) (b) (c) Underwriter

(d) *

21. Calculation of Performance Data
(b) Investment Experience

(a) *

22. Annuity Payments *

23. Financial Statements
(a) (b) Financial Statements
</TABLE>

PART C
------

Information required to be included in Part C is set forth under the
appropriate item, so numbered, in Part C of this Registration Statement.

*Omitted from the Prospectus or Statement of Additional Information because
the Item is not applicable.

<PAGE>

Individual Single Payment and Individual and Group Flexible Payment Variable
Deferred Annuity Contracts Issued By
Horace Mann Life Insurance Company Separate Account

This Prospectus offers combination fixed and variable annuity contracts to
individuals, as single payment contracts, and to individuals and groups, as
flexible payment contracts, issued by Horace Mann Life Insurance Company in
connection with retirement plans or arrangements some of which may qualify for
special tax treatment under the Internal Revenue Code as amended. Amounts
transferred to Horace Mann Life Insurance Company Separate Account as directed
by a Participant or Contract Owner are invested in one or more of seven
Subaccounts. Each Subaccount in turn purchases shares in a corresponding
portfolio of the Horace Mann Mutual Funds, an open-end diversified management
investment company. The Horace Mann Mutual Funds consist of:

Horace Mann Balanced Fund -- a fund investing in common stocks, debt securities
and money market instruments.

Horace Mann Growth Fund -- a fund investing primarily in common stocks.

Horace Mann Income Fund -- a fund investing primarily in debt securities.

Horace Mann International Fund -- a fund investing in Marketable foreign equity
securities.

Horace Mann Short-Term Investment Fund -- a fund investing in short-term debt
instruments.

Horace Mann Small Cap Growth Fund -- a fund investing in equity securities of
small cap companies with earnings growth potential.

Horace Mann Socially Responsible Fund -- a fund investing in equity securities
of United States based companies which are determined to be socially responsible
pursuant to criteria set forth in the funds Prospectus.

The funds listed above collectively are referred to as the "Funds."

This Prospectus sets forth concisely the information a prospective investor
should know before investing. Additional information about the Horace Mann Life
Insurance Company Separate Account has been filed with the Securities and
Exchange Commission in a Statement of Additional Information, dated May 1, 1997,
and is incorporated herein by reference. The Statement of Additional
Information is available upon request, without charge, by writing to Horace Mann
Life Insurance Company, P.O. Box 4657, Springfield, Illinois 62708-4657, by
sending a telefacsimile (FAX) transmission to (217) 527-2307, or by telephoning
(217) 789-2500 or (800) 999-1030 (toll-free). The Table of Contents of the
Statement of Additional Information appears on page __ of this Prospectus.

THIS PROSPECTUS IS VALID ONLY WHEN ACCOMPANIED BY A CURRENT PROSPECTUS FOR THE
FUNDS.* BOTH PROSPECTUSES SHOULD BE READ CAREFULLY BEFORE INVESTING AND
RETAINED FOR FUTURE REFERENCE.

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS
A CRIMINAL OFFENSE.

The date of this Prospectus is May 1, 1997.

*The Funds' Prospectus follows page _____ of the Horace Mann Life Insurance
Company Separate Account Prospectus.
<PAGE>

Table of Contents

Topic Page
- - ----- ----

Definitions.........................................................
Summary.............................................................
Condensed Financial Information.....................................
Horace Mann Life Insurance Company, The Account
And The Horace Mann Funds..........................................
Horace Mann Life Insurance Company................................
The Account.......................................................
The Horace Mann Mutual Funds......................................
The Contract........................................................
Contract Owners' Rights...........................................
Purchasing the Contract...........................................
Purchase Payments.................................................
Amount and Frequency of Purchase Payments.......................
Allocation of Purchase Payments.................................
Accumulation Units and Accumulation Unit Value..................
Transactions......................................................
Transfers.......................................................
Changes in Allocation Instructions..............................
Surrender Before Commencement of Annuity Period.................
Deferment.......................................................
Confirmations...................................................
Deductions and Expenses...........................................
Annual Maintenance Charge.......................................
Asset Charge for Mortality, Expense
and Distribution Expense Risks.................................
Operating Expenses of the Horace Mann Fund......................
Premium Taxes...................................................
Death Benefit Proceeds............................................
Mandatory Minimum Distribution....................................
Income Payments...................................................
Income Payment Options..........................................
Amount of Fixed and Variable Income Payments....................
Misstatement of Age...............................................
Modification of the Contract......................................
Tax Consequences....................................................
Separate Account..................................................
Contract Owners...................................................
Contributions...................................................
Distributions Under Qualified Contracts.........................
Distributions Under Non-Qualified Contracts.....................
Penalty Tax.....................................................

Voting Rights.......................................................
Other Information...................................................
Additional Information..............................................

THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER OF, OR SOLICITATION OF AN OFFER TO
ACQUIRE, ANY INTEREST OR PARTICIPATION IN THE CONTRACTS OFFERED BY THIS
PROSPECTUS IN ANY STATE TO ANYONE TO WHOM IT IS UNLAWFUL TO MAKE SUCH AN OFFER
OR SOLICITATION IN SUCH STATE.

2
<PAGE>

Definitions

Account: Horace Mann Life Insurance Company Separate Account, a segregated
variable investment account consisting of seven Subaccounts each of which
invests in the corresponding Horace Mann Fund. The Account was established by
Horace Mann Life Insurance Company under Illinois law and registered as a unit
investment trust under the Investment Company Act of 1940.

Accumulation Unit: A unit of measurement used to determine the value of a
Contract Owner's interest in a Subaccount before Income Payments begin.

Annuitant: The recipient of Income Payments.

Annuity Period: The period during which income payments are made to the
Annuitant or the last surviving Joint Annuitant, if any.

Annuity Unit: A unit of measurement used in determining the amount of variable
Income Payment during the annuity period.

Certificate: Each Participant under a group Contract is issued a Certificate
summarizing the provisions of the Contract and showing participation in the
retirement plan adopted by the Contract Owner.

Contract: This Prospectus offers combination fixed and variable annuity
Contracts to individuals as single payment Contracts and to both individuals and
groups as flexible payment Contracts. The term "Contract" in this Prospectus
generally will be used to describe Contracts issued to individuals and
Certificates issued to Participants in a group plan.

Contract Owner: The individual or entity to whom the Contract is issued. Under
a group contract, all references to the Contract Owner refer to the Participant
in a group plan.

Contract Year: A year measured from the date a Contract (or a Certificate) was
issued to an individual Contract Owner (or a Participant) and each anniversary
of this date.

Funds: The Horace Mann Mutual Funds consist of seven portfolios: Horace Mann
Balanced Fund ("Balanced Fund"), Horace Mann Growth Fund ("Growth Fund"), Horace
Mann Income Fund ("Income Fund"), Horace Mann International Fund ("International
Fund"), Horace Mann Short-Term Investment Fund ("Short-Term Fund"), Horace Mann
Small Cap Growth Fund ("Small Cap Growth Fund"), and Horace Mann Socially
Responsible Fund ("Socially Responsible Fund"). The Fund is an open-end,
diversified, management investment company registered under the Investment
Company Act of 1940.

Income Payments: A series of payments that may be for life; for life with a
minimum number of payments; for the joint lifetimes of the Annuitant and another
person, and thereafter, during the lifetime of the survivor; or for some fixed
period. A fixed annuity provides a series of payments that will be
substantially equal in amount throughout the annuity payout period. A fixed
annuity does not participate in the investment experience of any subaccount. A
variable annuity provides a series of payments that vary in amount depending
upon the investment experience of the Subaccount(s) selected by the Contract
Owner.

Maturity Date: The date Income Payments begin. The individual Contracts offered
by this Prospectus describe the criteria for determining Maturity Dates.

In addition, tax qualified plans often place certain limitations upon election
of a Maturity Date. Generally, distributions under tax qualified plans must
begin by April 1 following the calendar year in which the Contract Owner or
Participant reaches age 70 1/2. See "The Contract - Mandatory Minimum
Distribution."

3
<PAGE>

Net Purchase Payment: The balance of each Purchase Payment received by Horace
Mann Life Insurance Company after deducting any applicable premium taxes, or the
balance of any transfer amount from other Subaccounts after applicable charges,
or dividends reinvested after applicable charges.

Participant: A person to whom a Certificate showing participation under a group
Contract has been issued.

Purchase Payment: An amount paid to Horace Mann Life Insurance Company as
consideration for the Contract, the amount transferred from other Subaccounts,
and any dividends reinvested.

Qualified Plan: A tax-sheltered annuity as defined in Section 403(b) or a
simplified employee pension plan as defined in Section 408(k) of the Internal
Revenue Code. IRAs as defined in Section 408(b) could be qualified in some
situations.

Subaccount: A division of the Separate Account of Horace Mann Life Insurance
Company which invests in shares of the corresponding portfolio of the Horace
Mann Funds.

Surrender Charge: (a contingent deferred sales charge) An amount kept by Horace
Mann Life Insurance Company if a withdrawal is made or if the Contract is
surrendered. The charge is intended to compensate Horace Mann Life Insurance
Company for the cost of selling the product.

Valuation Date: The Valuation Date ends at the earlier of 3:00 p.m. central time
or at the closing of the New York Stock Exchange. No valuations are made for
any day that the New York Stock Exchange is closed. For 1997 no valuations are
made for the day after Thanksgiving or December 26, 1997, and for 1998, prior to
the expiration of this Prospectus, January 2, 1998.

Valuation Period: The period from the end of a Valuation Date to the end of the
next Valuation Date, excluding the day the period begins and including the day
it ends.

4
<PAGE>

SUMMARY

This summary is intended to provide a brief overview of the more significant
aspects of the Contract. Further information can be found in this Prospectus,
the HMLIC Separate Account Statement of Additional Information, and the
Contract. This Prospectus is intended to serve as a disclosure document for the
variable portion of the Contracts only. As used in this Prospectus, "variable"
means that value depends on the investment performance of the portfolio selected
from the Horace Mann Mutual Funds. For information regarding the fixed portion,
refer to the Contract.

Detailed information about the Horace Mann Mutual Funds is contained in the
Funds' Prospectus which immediately follows this Prospectus for Horace Mann Life
Insurance Company Separate Account, and the Fund's Statement of Additional
Information. The Fund's' expenses, including advisory and management fees, are
found in the Table of Annual Operating Expenses shown on page ___ of this
Summary.

What is "the Separate Account"?

HMLIC established the Horace Mann Life Insurance Company Separate Account (the
"Account") to segregate assets dedicated to the variable portion of the
combination fixed and variable Contracts offered herein. The Account is
registered with the Securities and Exchange Commission under the Investment
Company Act of 1940 as a unit investment trust. The Account consists of seven
Subaccounts, each investing solely in shares of the corresponding portfolio of
the Horace Mann Mutual Funds; Balanced Fund, Growth Fund, Income Fund,
International Fund, Short-Term Investment Fund, Small Cap Growth Fund, and
Socially Responsible Fund.

Who may purchase a Horace Mann Annuity offered by this Prospectus?

Individuals, as well as groups, may purchase the combination fixed and variable
flexible payment annuity. Individuals may also purchase the single payment
plan. The Contracts offered by this Prospectus, are designed to provide
retirement benefits in connection with Section 403 (b) Annuities, Individual
Retirement annuities ("IRAs"), simplified Employee Pension Plans ("SEPs") and
non-qualified Retirement Annuities.

The Contract is offered and sold by HMLIC through its licensed life insurance
sales personnel, who are registered representatives of Investors. HMLIC has
entered into a distribution agreement with Investors, an affiliated
broker-dealer registered under the Securities and Exchange Act of 1934.
Investors, is a member of the National Association of Securities Dealers, Inc.
(NASD).

Is there a minimum purchase payment?

The minimum annual Purchase Payment under a flexible payment Contract during any
Contract Year is $225. The minimum Purchase Payment under a single payment
Contract is $5,000. No Purchase Payments are required after the first Contract
Year. Contract Owners may elect to allocate all or part of the Purchase
Payments to one or more Subaccount. The minimum Purchase Payment allocated to
any Subaccount within any given Contract Year must equal or exceed $100.

5
<PAGE>

What are my investment choices?

(a) SEPARATE ACCOUNT

Includes seven Subaccounts:

Balanced Fund - a fund investing in common stocks, debt securities and money
market instruments.

Growth Fund - a fund investing primarily in common stocks.

Income Fund - a fund investing primarily in debt securities.

International Fund - a fund investing in marketable foreign equity
securities.

Short-Term Investment Fund - a fund investing in short-term debt
instruments.

Small Cap Growth Fund - a fund investing in equity securities of small cap
companies with earnings growth potential.

Socially Responsible Fund - a fund investing in equity securities of United
States based companies which are determined to be socially responsible pursuant
to criteria set forth in the funds prospectus.

(b) FIXED ACCOUNT (See the Contract)

At anytime before the Contract's Maturity Date, amounts may be transferred from
one Subaccount to another, and to and from the fixed portion of the Contract.
(Transfers from the fixed portion of the Contract into a Subaccount are treated
like any other partial withdrawal from the fixed portion of the Contract, except
that no surrender charge is imposed.) The minimum amount that can be
transferred is $100 or the entire dollar value of the Subaccount, whichever is
less. See "The Contract-Transactions-Transfers."

May I withdraw all or part of the Contract value before the Maturity Date?

Unless restricted by his or her retirement plan or by the Internal Revenue
Code(IRC), a Contract Owner may at any time before the Maturity Date surrender
his or her Contract in whole or withdraw in part for cash. Partial withdrawals
are subject to a $100 minimum. Each surrender or partial withdrawal is
processed on the basis of the net asset value(s) of an accumulation unit of the
Subaccount(s) from which the value is being surrendered or withdrawn.
Surrenders and withdrawals may be subject to Surrender Charges as described on
page ____ in this Prospectus.

What are the charges or deductions?

Contracts are subject to deductions for applicable state or local government
premium taxes. Premium taxes presently range from 0 to 3.5%.

An asset charge, computed weekly, is deducted from the account value for
mortality risk, expense risk, and distribution risk. This charge will not
exceed 1.35% of the Contract Owner's average value in a Subaccount, on an annual
basis.

A fixed annual maintenance charge of $25 is assessed against the Contract on
each anniversary, unless the Contract value equals or exceeds $10,000, in which
case such charge is waived.

No deduction for sales expense is charged on Purchase Payments, but a surrender
charge is assessed against certain withdrawals and surrenders. In the first
Contract Year the charge is 8% for the Flexible Payment Contract and 5% for the
Single Premium Contract. The charge is on a decreasing scale and by the 6th
Contract Year has vanished. The charge is taken from the Contract Owner's value
in the Subaccount(s) from which the withdrawal is made. In no event will the
charges exceed 8.5% of the Net Purchases Payments to the Subaccount(s).

6
<PAGE>

What are the federal income tax consequences of investing in this Contract?

The IRC provides penalties for premature distributions under various retirement
plans. Values may not be withdrawn from Section 403(b) Contracts except under
certain circumstances. See "Tax Consequences." This Contract might not be
suitable for short-term investment. See "The Contract-Transactions-Surrender
Before Commencement of Annuity Period."

If I receive my Contract and am dissatisfied, may I return it?

Subject to various state insurance laws, generally the Contract Owner may return
the Contract to Horace Mann Life Insurance Company ("HMLIC") within 30 days of
receipt of the Contract and will receive the market value of the assets
purchased by payments paid to the Account, less any taxes.

When can I begin receiving Income Payments, and what options are available?

Payments will begin on the Maturity Date selected by the Contract Owner.
Variable Income Payments are made in monthly installments. A lump sum payment
may be made, however, if the total Contract value is less than $2,000 or if
monthly Income Payments at the Maturity Date would be less than $20. An
optional Maturity Date and various income payment options are available under
the Contract.

Income Payments may be fixed or variable or a combination of fixed and variable
payments. The following options are available for receiving Income Payments:
Life Annuity with or without Certain Period, Joint and Survivor Life Annuity,
Income for Fixed Period, Income for Fixed Amount, and Interest Income
Payments.

7
<PAGE>

Table of Annual Operating Expenses

The following is a summary of costs and expenses borne by the Contract Owner in
connection with an investment in the Account.

Horace Mann Life Insurance Company Separate Account

<TABLE>

Contract Owner Transaction Expenses:/1/
Maximum Surrender Charge
as a percentage of redemption proceeds/2/
<S> <C>
- for Single Payment Contracts....................................5.00%
- for Flexible Payment Contracts..................................8.00%

Annual Maintenance Charge/3/...........................................$25

Separate Account Annual Asset Charge,
as a percentage of average account value:
Mortality Risk.......................................................0.45%
Expense Risk.........................................................0.15%
Distribution Expense Risk ...........................................0.75%
Total Separate Account Annual Asset Charge............................1.35%
</TABLE>
***

8
<PAGE>

Annual Operating Expenses of the Horace Mann Funds, as a percentage of average
daily net assets (net of reimbursements and fee waivers):
<TABLE>
<CAPTION>

Short- Small Cap Socially
Growth/(5)/ Income/(5)/ Balanced/(5)/ Term International/(6)/ Growth/(6)/ Responsible/(6)/
Fund Fund Fund Fund Fund Fund Fund
------------ ------------ ------------- ------- ------------------ --------------- ----------------
<S> <C> <C> <C> <C> <C> <C> <C>
Management Fees
(after waiver)............ 0.53% 0.47% 0.50% 0.35% 0.68% 0.98% 0.53%
Other Expenses............. 0.04% 0.23% 0.04% 0.18% 0.03% 0.03% 0.03%
------ ------ ------ ----- ------ ------ ------
Total Fund Operating
Expense (after waiver).... 0.57% 0.70% 0.54% 0.53%/(4)/ 0.71% 1.01% 0.56%

</TABLE>
- - -----------------

/(1)/ Premium taxes, currently ranging between 0 and 3.5%, are not included.
The rate of the premium tax varies depending upon the state of residence,
and not all states impose premium taxes. Also, depending on the state,
taxes are taken from Purchase Payments or are levied at annuitization.

/(2)/ In some cases, the Surrender Charge does not apply. See "The Contract-
Transactions-Surrender Before Commencement of Annuity Period."

/(3)/ The annual maintenance charge equals $25 per year, unless the Contract
value equals or exceeds $10,000 at each anniversary. The annual
maintenance charge is not deducted after the Maturity Date.

/(4)/ Total Fund Operating Expenses of the Income Fund for the year ended 1996,
without any waivers or expense reimbursements, were 0.91%. Net operating
expenses of the Income Fund, adjusted for business management and fund
pricing fees waived or paid by Investors, were 0.70%.

/(5)/ The expenses are shown for the fiscal year ending December 31, 1996.

/(6)/ The expenses are shown based on estimated amounts for the current fiscal
year. The International Equity Fund, Small Cap Growth Fund & Socially
Responsible Fund commenced operations on March 10, 1997.

/(7)/ Horace Mann Investors, Inc. has voluntarily agreed to waive a portion of
its management fee during the first year of the Funds' operations. The
effect of this reduction in the management fee is reflected in the above
table. Without such waiver, the management fee and total fund operating
expenses, respectively, would be expected to be: 1.10% and 1.13% for the
International Equity Fund; 1.40% and 1.43% for the Small Cap Growth Fund;
and 0.95% and 0.98% for the Socially Responsible Fund.

9
<PAGE>

<TABLE>
<CAPTION>
EXAMPLE/(1)/

Socially
Growth Income Balanced Short-Term International Small Cap Responsible
Fund Fund Fund Fund Fund Growth Fund Fund
------ ------ -------- ---------- ------------- --------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
FOR FLEXIBLE PAYMENT CONTRACTS
- - --------------------------------------------------
If you surrender your Contract at the end of the
applicable time period:
You would pay the following expenses on
a $1,000 investment, assuming 5% annual
return on assets:
1 year............................................ $ $ $ $ $ $ $
3 years........................................... $ $ $ $ $ $ $
5 years........................................... $ $ $ $
10 years.......................................... $ $ $ $
If you do not surrender your Contract:
You would pay the following expenses on
a $1,000 investment, assuming 5% annual
return on assets:
1 year............................................ $ $ $ $ $ $ $
3 years........................................... $ $ $ $ $ $ $
5 years........................................... $ $ $ $
10 years.......................................... $ $ $ $

FOR SINGLE PAYMENT CONTRACTS
- - --------------------------------------------------
If you surrender your Contract at the end of the
applicable time period:
You would pay the following expenses on
a $1,000 investment, assuming 5% annual
return on assets:
1 year............................................ $ $ $ $ $ $ $
3 years........................................... $ $ $ $ $ $ $
5 years........................................... $ $ $ $
10 years.......................................... $ $ $ $
If you do not surrender your Contract:
You would pay the following expenses on
a $1,000 investment, assuming 5% annual
return on assets:
1 year............................................ $ $ $ $ $ $ $
3 years........................................... $ $ $ $ $ $ $
5 years........................................... $ $ $ $
10 years.......................................... $ $ $ $
</TABLE>

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

/(1)/ The EXAMPLE should not be considered a representation of past or future
expenses. Amounts shown are based on the "Other Expenses" shown on the fee
table and average cash value of the average number of annuity Contracts in
the accumulation phase during the 1996 calendar year. The International
Fund, Small Cap Growth Fund and Socially Responsible Fund commenced
operations on March 10, 1997; thus, estimates of expenses in the example
are shown for only the one and three year periods. Actual expenses may be
greater or less than those shown. There is no assumption for premium taxes,
applicable in certain states, in these examples.

THE PURPOSE OF THE TABLE IS TO ASSIST CONTRACT OWNERS IN UNDERSTANDING THE
VARIOUS COSTS AND EXPENSES THAT THEY BEAR DIRECTLY OR INDIRECTLY. THE TABLE
REFLECTS EXPENSES OF THE SEPARATE ACCOUNT AS WELL AS THOSE OF THE UNDERLYING
FUNDS. SEE "THE CONTRACT-DEDUCTIONS AND EXPENSES."

10
<PAGE>

Condensed Financial Information

The following information is taken from the Separate Account financial
statements. Please read the financial statements in conjunction with this
information and the Statement of Additional Information.

Accumulation Accumulation # Units
Unit Value Unit Value Outstanding
Beginning of End of End of
Year Ended Period Period Period
------------ -------------- ------------ -----------
<S> <C> <C> <C> <C>

Growth Fund 12/31/96 $21.66 $23.76 13,503,527
12/31/95 17.64 21.66 9,499,642
12/31/94 19.85 17.64 7,444,937
12/31/93 19.49 19.85 5,271,528
12/31/92 19.15 19.49 3,847,269
12/31/91 16.64 19.15 3,244,626
12/31/90 18.88 16.64 2,748,244
12/31/89 17.30 18.88 2,349,405
12/31/88 16.00 17.30 2,110,447
12/31/87 21.29 16.00 1,959,967

Income Fund 12/31/96 $13.03 $12.69 817,803
12/31/95 12.02 13.03 776,272
12/31/94 13.06 12.02 746,535
12/31/93 12.95 13.06 694,843
12/31/92 12.92 12.95 566,223
12/31/91 12.26 12.92 473,423
12/31/90 12.35 12.26 415,716
12/31/89 11.64 12.35 346,639
12/31/88 11.59 11.64 279,341
12/31/87 13.96 11.59 207,215

Balanced 12/31/96 $18.00 $18.94 15,151,785
Fund 12/31/95 15.26 18.00 12,085,917
12/31/94 16.72 15.26 10,010,131
12/31/93 16.22 16.72 7,470,133
12/31/92 15.91 16.22 5,352,185
12/31/91 14.19 15.91 4,274,088
12/31/90 15.10 14.19 3,528,857
12/31/89 13.48 15.10 2,697,026
12/31/88 12.71 13.48 2,142,638
12/31/87 14.91 12.71 1,644,390

Short-Term 12/31/96 $10.00 $10.03 112,004
Fund 12/31/95 10.08 10.00 95,982
12/31/94 10.07 10.08 103,526
12/31/93 10.09 10.07 106,595
12/31/92 10.10 10.09 99,345
12/31/91 10.37 10.10 94,194
12/31/90 10.73 10.37 106,548
12/31/89 10.49 10.73 96,997
12/31/88 10.25 10.49 98,300
</TABLE>

11
<PAGE>

International
Fund

Socially Responsible
Fund

Small Cap Growth
Fund

Accumulation Unit Values shown above are reduced annually for dividend
distributions from each underlying mutual fund. Dividend distributions are used
to purchase additional Accumulation Units.

Financial statements of the Account and of HMLIC are available with the
Statement of Additional Information. A copy of the Statement of Additional
Information and of the financial statements may be obtained without charge by
mailing a written request to Horace Mann Life Insurance Company, P.O. Box 4657,
Springfield, Illinois 62708-4657, by sending a telefacsimile (FAX) transmission
request to (217) 527-2307, or by telephoning (217) 789-2500 or (800) 999-1030
(toll-free).

From time to time the Account may advertise total return for the subaccount.
Total return may be used for all seven subaccounts. Total return performance
figures represent past performance and are not intended to indicate future
performance. Investment return and the principal value of an investment may
fluctuate. A Contract Owner's shares, when redeemed, may be worth more or less
than their original cost. Total return is computed by finding the average
annual compounded rate of return that would equate the initial amount invested
to the ending redeemable value.

All recurring charges shown in the Table of Annual Operating Expenses are
reflected in the calculations of the performance figures. Total return may be
calculated to reflect the fact that certain expenses have been reimbursed or
waived. In addition, total return calculations assume redemption at the end of
the stated period and, therefore, reflect the applicable Surrender Charge.
However, comparative figures may be presented that do not assume redemption and
do not reflect the Surrender Charge.

12
<PAGE>

Horace Mann Life Insurance Company,
The Account and
and The Horace Mann Funds

Horace Mann Life Insurance Company

Horace Mann Life Insurance Company ("HMLIC") located at One Horace Mann Plaza,
Springfield, Illinois 62715-0001, is an Illinois stock life insurance company
organized in 1949. HMLIC is licensed to do business in 48 states and in the
District of Columbia. HMLIC writes individual and group life insurance and
annuity contracts on a nonparticipating basis.

HMLIC is an indirect wholly-owned subsidiary of Horace Mann Educators
Corporation ("HMEC"), a publicly-held insurance holding company traded on the
New York Stock Exchange.

The Account

On October 9, 1965, HMLIC established the Account under Illinois law. The
Account is registered with the Securities and Exchange Commission as a unit
investment trust under the Investment Company Act of 1940. The Account and each
subaccount are administered and accounted for as a part of the business of
HMLIC. However, the income gains and losses, whether or not realized, of each
subaccount are credited to or charged against the amounts allocated to that
subaccount in accordance with the terms of the Contracts without regard to other
income, gains or losses of the remaining subaccounts or of HMLIC. The assets of
the Account may not be charged with liabilities arising out of any other
business of HMLIC. All obligations arising under the Contracts, including the
promise to make Income Payments, are general corporate obligations of HMLIC.
Accordingly, all of HMLIC's assets are available to meet its obligations and
expenses under the Contracts. While HMLIC is obligated to make payments under
the Contracts, the amount of variable Income Payments are not guaranteed since
the payment amounts fluctuate in accordance with the performance of the
subaccounts.

The Horace Mann Mutual Funds

The Horace Mann Mutual Funds (Funds) are an open-end, diversified, management
investment company registered under the Investment Company Act of 1940. The
Funds issue shares of common stock that are continually offered for sale. The
Funds, advised by Horace Mann Investors, Inc., invest in securities of different
issuers and industry classifications in an attempt to spread and reduce the
risks inherent in all investing. Horace Mann Investors has entered into an
agreement with an investment subadviser for each of the Funds whereby the
subadviser manages the investment and reinvestment of the assets of a Fund.

The primary investment objective of the Growth Fund is long-term capital growth;
conservation of principal and production of income are secondary objectives.
The Growth Fund invests primarily in common stocks. Wellington Management, LLP
serves as the investment subadviser to the Growth Fund.

The primary investment objective of the Income Fund is to achieve a long-term
total rate of return in excess of the U.S. bond market over a full market cycle.
The Income Fund invests primarily in debt securities. Wellington Management
Company, LLP serves as the investment subadviser to the Income Fund.

The primary investment objective of the Balanced Fund is to realize high long-
term total rate of return consistent with prudent investment risks. The
Balanced Fund's assets are invested in a mix of common stocks, debt securities
and money market instruments. Wellington Management, LLP serves as the
investment subadviser to the Balanced Fund.

The primary investment objective of the International Fund is long term capital
growth primarily through diversified holding of marketable foreign equity
investments. The International Fund invests primarily in equity securities of
established companies, listed on foreign exchanges, which the subadviser
believes have favorable characteristics. It may

13
<PAGE>

also invest in fixed income securities of foreign governments and companies.
Scudder, Stevens & Clark, Inc. serves as the investment subadviser to the
International Fund.

The primary investment objective of the Short-Term Fund is to realize maximum
current income to the extent consistent with liquidity. Preservation of
principal is a secondary objective. The Short-Term Fund attempts to realize its
objectives through investments in short-term debt instruments; it is not a money
market fund and does not maintain a stable net asset value per share.
Wellington Management, LLP serves as the investment subadviser to the Short-
Term Fund.

The investment objective of the Small Cap Fund is long-term capital appreciation
through small cap stocks with earnings growth potentia. The Small Cap Fund
invests primarily in small cap stocks, which the subadviser considers to have
favorable and above-average earnings growth prospects. PNC Equity Advisers
Company serves as investment subadviser to the Small Cap Fund.

The investment objective of the Socially Responsible Fund is long term capital
growth, above average current income and growth of income. The Socially
Responsible Fund invests primarily in marketable equity securities, including
common stocks, preferred stocks, and debt securities convertible into common
stocks, of seasoned financially strong U.S. based companies. Investments in
equity securities are limited to issuers which the subadviser determines:
<TABLE>
<CAPTION>

<S> <C>
1. Do not produce tobacco products;
2. Do not produce alcoholic beverages;
3. Do not own and/or operate casinos or manufacture gaming devices;
4. Do not produce nuclear weapons or guidance and/or delivery systems,
specifically for nuclear weapons;
5. By popular standards, maintain non-discriminatory employment
practices throughout a company's facilities; and
6. By popular standards, maintain environmental policies, practices and
procedures which are currently acceptable, or which are exhibiting
improvement.
</TABLE>

Scudder, Stevens & Clark, Inc. serves as the investment sub-adviser to the
Socially Responsible Fund.

Detailed information on the Funds is contained in the Funds' Prospectus which
accompanies this Prospectus.

The Contract

Contract Owners' Rights

A Contract may be issued under a retirement plan on a qualified basis as
defined in the IRC or on a non-qualified basis. Qualified and non-qualified
contracts receive different tax treatment. See "Tax Consequences."

To participate in a qualified plan, the Contract Owner may be required to forego
certain rights granted by the Contract and should refer to the provisions of his
or her Contract, the provisions of the plan or trust instrument, and/or
applicable provisions of the IRC.

Unless otherwise provided by law, and subject to the terms of any governing plan
or trust, the Contract Owner may exercise all privileges of ownership, as
defined in the Contract, without the consent of any other person. These
privileges include the right during the period specified in the Contract to
change the beneficiary designated in the Contract, to designate a payee and to
agree to a modification of the Contract terms.

This Prospectus describes only the variable portions of the Contract. On the
Maturity Date, the Contract Owner has limited rights to acquire fixed annuity
payout options. See the Contract for details regarding fixed Income Payments.

Purchasing the Contract

14
<PAGE>

The Contract is offered and sold by HMLIC through its licensed life insurance
sales personnel who are also registered representatives of Investors. HMLIC has
entered into a distribution agreement with Investors, principal underwriter of
the Account. Investors, located at One Horace Mann Plaza, Springfield, Illinois
62715-0001, is a broker-dealer registered under the Securities Exchange Act of
1934. Investors is a member of the NASD and is a wholly-owned subsidiary of
Horace Mann Educators Corporation.

In order to purchase a Contract offered by this Prospectus, an applicant must
complete an application bearing all requested signatures and a properly endorsed
suitability questionnaire. For a Contract issued pursuant to Section 403(b) of
the IRC, the applicant must also submit a signed acknowledgment of the IRC
restrictions on withdrawals applicable to such contracts. For an Individual
Retirement Annuity ("IRA") or a Contract issued under a simplified employee
pension plan, the applicant must also sign an IRA disclosure form.

Applications for Contracts are to be sent to HMLIC's Home Office. If an
incomplete application is received, HMLIC will promptly request that the
applicant furnish additional information needed to process the application. The
initial Purchase Payment will be held in a suspense account, without interest,
for a period not exceeding five business days. If the necessary information is
not received within these five business days HMLIC will return the initial
Purchase Payment, unless otherwise directed by the applicant.

Sales commissions are paid by HMLIC. Sales commissions typically range from 1%
to 6% of Purchase Payments received.

Purchase Payments

Amount and Frequency of Purchase Payments - The minimum acceptable annual
Purchase Payment under a flexible payment Contract is $225. No Purchase
Payments are required after the first Contract Year. Payments may be made in
lump sum or installments. The minimum acceptable monthly Purchase Payment is
$25. The minimum acceptable Purchase Payment under a single payment Contract is
$5,000.

The IRC limits the amounts which may be contributed to qualified plans. See
"Tax Consequence-Contract Owners Contributions."

Allocation of Purchase Payments - All or part of the Purchase Payments made may
be allocated to one or more subaccounts. The minimum Purchase Payment amount
allocated to any subaccount in any given Contract Year must equal or exceed
$100.

Accumulation Units and Accumulation Unit Value - The number of Accumulation
Units purchased by Purchase Payments is determined by dividing the dollar amount
credited to each subaccount by the applicable accumulation unit value next
determined following receipt of the payment by HMLIC.

Accumulation Units are valued on each Valuation Date. The accumulation unit
value of each subaccount is equal to the net asset value of the underlying Fund
(computed by dividing the net assets of a mutual fund by the outstanding number
of mutual fund shares on each Valuation Date). Dividends declared by the
underlying Fund of each subaccount, net of applicable deductions and charges,
are used to purchase additional Accumulation Units. To the extent that
deductions and charges exceed dividends, Accumulation Units will be surrendered.
The accumulation unit value of the Balanced Fund, Income Fund and Short-Term
Fundswas established at $10.00 on February 1, 1983. The accumulation unit value
of the Growth Fund was established at $16.87 on October 9, 1965. The
accumulation unit value of the International Fund, Small Cap Fund and Socially
Responsible Fund was established at $10.00 on March 1, 1997.

Transactions

Transfers - Amounts may be transferred from one subaccount to another, and to
and from the fixed portion of the Contract, prior to the Maturity Date.
(Transfers from the fixed portion of the Contract into a subaccount are treated
like

15
<PAGE>

any other partial withdrawal from the fixed portion, except that no charges are
imposed). The minimum amount that can be transferred is $100 or the entire
dollar value of the subaccount(s), whichever is less.

A Contract Owner may elect to transfer funds between subaccounts by submitting a
written request to Horace Mann Life Insurance Company at P.O. Box 4657,
Springfield, Illinois 62708-4657. Telefacsimile (FAX) transmissions of the
request also will be accepted if sent to (217) 527-2307. The request must: (1)
be signed by the Contract Owner, (2) include the name of the Contract Owner and
the Contract number, and (3) specifically state either the dollar amount or the
number of accumulation units to be transferred. The request also must specify
the subaccounts from which and to which the transfer is to be made. Transfers
are effective either on a date specified in the request, provided that date
falls on or after receipt of the request at the Home Office, or on the first
Valuation Date following receipt of the request by the Home Office.

Up to twelve transfers may be pre-scheduled at any point in time. The twelve
transfers cannot extend beyond a twelve month period. A signed written request
or form must be completed. See "Other Information-Forms Availability." If a
Contract Owner decides to cancel a pre-scheduled transfer arrangement, he or she
should notify the Home Office in writing prior to the next designated transfer
date.

Changes in Allocation Instructions - A Contract Owner may elect to change the
allocation of future Purchase Payments at any time by mailing a written request
to Horace Mann Life Insurance Company at P.O. Box 4657, Springfield, Illinois
62708-4657 or by sending a telefacsimile (FAX) transmission to (217) 527-2307.
The request must: (1) be signed by the Contract Owner, (2) include the Contract
Owners's name and Contract number, and (3) specify the new allocation percentage
for each subaccount. If allocations are made to the fixed portion of the
Contract or to one or more subaccounts, the percentages must total 100%.
Changes in allocation instructions are effective either on a date specified in
the request, provided that date falls on or after receipt of the request in the
Home Office, or on the first Valuation Date following receipt of the request by
the Home Office. See "Other Information-Forms Availability."

Surrender Before Commencement of Annuity Period - Values may not be withdrawn
from Section 403(b) Contracts except under certain circumstances. (See "Tax
Consequences.") However, if not restricted by the IRC or applicable retirement
plan under which the Contract is issued, a Contract Owner may surrender the
Contract in whole or withdraw in part for cash before Income Payments begin.

The surrender or partial withdrawal value is determined on the basis of the
accumulation unit value next computed following the receipt of the request for
surrender or partial withdrawal. A surrender or partial withdrawal may result
in adverse federal income tax consequences to the Contract Owner. These
consequences include current taxation of payments received, and may include
penalties resulting from premature distribution. See "Tax Consequences."

A Contract Owner eligible to surrender or request a partial withdrawal may elect
to do so by submitting a signed, written request to Horace Mann Life Insurance
Company at its Home Office at P.O. Box 4657, Springfield, Illinois 62708-4657.
A surrender or partial withdrawal request must be in a form acceptable to
HMLIC; telefacsimile (FAX) transmissions of the request will not be accepted.
See "Tax Consequences and Other Information-Forms Availability."

Partial withdrawals and surrenders will be processed either on a date specified
by you in a request, provided the date specified occurs on or after receipt of
the request at the Home Office, or on the first Valuation Date following receipt
of the request at the Home Office.

Any partial withdrawal is subject to a $100 minimum and may not reduce the
Contract Owner's interest in a subaccount to less than $100. A complete
surrender may be made at any time, unless otherwise restricted by the retirement
plan or the IRC.

Surrenders and partial withdrawals from any variable subaccount are subject to
the following Surrender Charges:

16
<PAGE>

During
Contract Flexible Single
Year Payment Payment
- - ---- Contracts Contracts
--------- ---------
<S> <C> <C>

1 8% 5%
2 8% 4%
3 6% 3%
4 4% 2%
5 2% 1%
Thereafter 0% 0%

</TABLE>

Partial withdrawals may be made without charge if (1) the withdrawal does not
exceed 15% of the Contract value; (2) the Contract has been in force for two or
more Contract Years; and (3) more than twelve months have passed since the date
of the last partial withdrawal. Contract value is computed on the first
Valuation Date following receipt of the request in good form by the Home Office.
If all three conditions are not met, partial withdrawals are subject to
Surrender Charges.

Any request for partial withdrawal, where the withdrawal is subject to a
Surrender Charge, will be increased by the amount of the Surrender Charge. For
example, a request to withdraw $3,000 at a 4% Surrender Charge will require a
withdrawal of $3,125. This withdrawal represents a cash distribution of $3,000
and a Surrender Charge of $125. Any taxes withheld will reduce the dollar
amount of the distribution.

The Surrender Charge is assessed on the basis of the amount surrendered or
withdrawn from the subaccount(s), but will never exceed 8.5% of Net Purchase
Payment(s) to a subaccount during the lifetime of the Contract. For example, if
a Contract Owner's subaccount value is $12,000 and Purchase Payments to date
equal $10,000 and the Contract Owner withdraws $2,000 (i.e., one sixth of the
subaccount value), then the Surrender Charge may not exceed 8.5% of $1,666.66
(one sixth of the Purchase Payment(s) to which the withdrawal relates).

If premium taxes are deducted prior to surrender or partial withdrawal, any
reduction of HMLIC's premium tax liability due to the surrender or partial
withdrawal will be to HMLIC's benefit.

Deferment - HMLIC ordinarily completes a transaction within seven calendar days
after receipt of a proper request to transfer, surrender, partially withdraw or
commence Income Payments. The value of the Contract is determined as of the
Valuation Date on which the request is received. However, determination of
Contract value and processing the transaction may be deferred for (1) any period
during which the New York Stock Exchange is closed for other than customary
weekend or holiday closings or during which trading is restricted by the
Securities and Exchange Commission; (2) any emergency period when it is not
reasonably practicable to sell securities or fairly determine accumulation unit
values or annuity unit values; or (3) any other period designated by the
Securities and Exchange Commission to protect persons with interests in the
Account.

Confirmations - HMLIC mails written confirmations of Purchase Payments to
Contract Owners on a quarterly basis within five business days following the end
of each calendar quarter. Written confirmations of transfers, changes in
allocations, partial withdrawals, and surrenders, are mailed to Contract Owners
within seven calendar days of the date the transaction occurred.

If a Contract Owner believes that the confirmation statement contains an error,
the Contract Owner should notify HMLIC within three months after receipt of the
confirmation statement. Notice may be provided by writing to HMLIC, P.O. Box
4657, Springfield, Illinois 62708-4657, by sending a telefacsimile (FAX)
transmission to (217) 527-2307, or by telephoning (217) 789-2500 or (800) 999-
1030 (toll free).

Deductions and Expenses

Annual Maintenance Charge - An annual maintenance charge of $25 is deducted from
each Contract on the Contract anniversary date unless the contract value equals
or exceeds $10,000. The annual maintenance charge is deducted from

17
<PAGE>

the subaccount containing the greatest dollar amount or from the fixed portion
of the Contract when none of the variable subaccount have any value.

Charges for annual maintenance cease once Income Payments begin. No annual
maintenance charge is taken, in whole or in part, in the event of a complete
surrender unless the surrender occurs on the Contract anniversary date.

The annual maintenance charge is intended to reimburse HMLIC for actual expenses
incurred in administering the Contract. HMLIC does not expect to profit from
such annual maintenance charge and assumes the risk that this annual maintenance
charge may be insufficient to cover the actual costs of administering the
Contract. See below "Charges for Mortality, Expense and Distribution Expense
Risks."

Asset Charge for Mortality, Expense and Distribution Expense Risks -

For assuming mortality, expense, and distribution risks , HMLIC applies an asset
charge to the account value of each Contract. The asset charge for mortality,
expense and distribution expense risks, may not exceed the annual rate of 1.35%
of the average net variable account value based on the date of calculation
(0.45% for mortality risks, 0.15% for expense risks and 0.75% for distribution
expense risks); however, HMLIC reserves the right to change the asset charge
(subject to the 1.35% ceiling) in the future. The asset charge accumulates on a
weekly basis at a rate of .0257205% of the net variable account value as of the
date of the calculation. The accumulated value of the asset charge is deducted
from each subaccount upon any surrender, partial withdrawal or transfer of value
or when dividends are paid, with the necessary number of units, at the then
current accumulation unit value, being redeemed to equal the dollar amount of
the charges owed. No asset charge for mortality, expense, and distribution
expense risks are assessed when a variable Income Payment is elected.

Operating Expenses of the Horace Mann Funds - There are deductions from and
expenses paid out of the assets of the Funds that are described in the Funds'
Prospectus which accompanies this Prospectus.

Premium Taxes - Certain state and local governments levy a premium tax,
presently ranging from 0 to 3.5%, on the amount of Purchase Payments made under
this Contract. The premium tax, if any, is deducted either when payments are
received or when an amount is applied to provide an annuity at the Maturity
Date, depending upon the applicable law.

Death Benefit Proceeds

If a Contract Owner dies before the Maturity Date, the Contract value, or the
amount of Purchase Payments less any withdrawals, whichever is greater, will be
applied toward the purchase of an income payment option payable to the
beneficiary designated by the Contract Owner. The Contract value is determined
as of the date proof of death is received by HMLIC from the beneficiary. Proof
of death includes a certified death certificate and a completed claimant's
statement. The option purchased will be one elected by the Contract Owner. If
no option was elected, the beneficiary may elect an income payment option.

All or part of the death benefit proceeds may be paid to the beneficiary in a
lump sum or under one of the income payment options described under "Income
Payments-Income Payment Options." If the form of Income Payment selected
requires that payment be made by HMLIC after the death of the beneficiary,
payments will be made to a payee designated by the beneficiary or, if no
subsequent payee has been designated, to the beneficiary's estate.

For all Contracts issued in connection with this Prospectus, if the Contract
Owner dies before Income Payments begin and the designated beneficiary is not a
surviving spouse, the IRC requires the complete distribution of proceeds by
December 31 of the calendar year of the fifth anniversary of the death; i.e.,
"the five-year rule." This requirement can be satisfied by an annuity for life
or a period certain not exceeding the life expectancy of a designated
beneficiary, provided the Income Payments begin no later than December 31 of the
calendar year following the Contract Owner's death. Any part of a Contract
Owner's interest payable to a minor child will be paid to the child's legal
guardian for the benefit of the child.

18
<PAGE>

If the designated beneficiary is the Contract Owner's surviving spouse, Income
Payments may be deferred until April 1 following the calendar year in which the
Annuitant would have reached age 70 1/2. For non-qualified annuities, a
designated beneficiary which is a surviving spouse may defer distributions until
he or she reaches age 70 1/2. However, if the surviving spouse dies before
distributions begin under any non-qualified Contract issued in connection with
this Prospectus, the five-year rule and its exceptions, explained in the
preceding paragraph, will apply to his or her beneficiary.

If the Contract Owner dies on or after the Maturity Date, the remaining portion
of the interest in the Contract undistributed at the time of the Contract
Owner's death must be distributed at least as rapidly as under the method of
distribution in force at the time of the Contract Owner's death.

Mandatory Minimum Distribution

Qualified plans are subject to distribution requirements of the IRC. A
distribution must occur each calendar year once a Contract Owner reaches age
70 1/2. The Contract Owner may elect to defer the first distribution until April
1 of the year following his or her attainment of age 70 1/2. Should the first
payment be deferred, the Contract Owner must take two distributions in the
calendar year following attainment of age 70 1/2.

Generally, the amount of the mandatory minimum distribution depends on the
Contract value and the life expectancy of the Contract Owner. Under Mandatory
Minimum Distribution requirements, distributions must be made for the life (or
lives) or a period not exceeding the life expectancy (or joint life expectancy)
of the Contract Owner (or the Contract Owner and a designated beneficiary). To
begin mandatory distributions the Contract Owner must contact the Home Office at
P. O. Box 4657, Springfield, Illinois 62708-4657.

The Internal Revenue Service has indicated that a Contract Owner who can verify
the December 31, 1986 balance in his or her Section 403(b) annuity, can delay
distribution of that amount until the end of the calendar year in which he or
she turns age 75. At that time, the December 31, 1986 balance is subject to the
minimum distribution requirements. The December 31, 1986 balance includes
deposits received and any interest earned as of December 31, 1986. Deposits
received after that date, interest on those deposits, and interest earned on the
December 31, 1986 balance are subject to the age 70 1/2 distribution
requirements.

Failure to take the required distributions results in the imposition of a
penalty tax equal to one-half (50%) of the difference between what was and what
should have been distributed. In addition, income tax is due on the full amount
that should have been distributed. Further, any distribution in excess of the
mandatory minimum distribution is subject to a 20% federal income tax
withholding. See "Tax Consequences."

Income Payments

Income Payment Options

The Contract provides for fixed or variable income payment options or a
combination of both. The Contract Owner may elect to have Income Payments made
under any one or more of the options described below or may elect a lump sum
payment. To begin receiving Income Payments a properly completed request form
must be received in the Home Office. The request will be processed so that the
Income Payments begin on the first of the month following the month of receipt
unless a later date is requested and approved by the Company. If a fixed
payment option is elected, the variable account value will be transferred to the
fixed account on the date the request is received in the Home Office. In
addition, if a variable payment is elected, any money in the fixed account will
be transferred to the variable account on the date we received the request in
the Home Office. Generally, at the time an income payment option is selected, a
Contract Owner must elect whether to withhold for federal and state income
taxes. See "Other Information-Forms Availability" and "Tax Consequences."

In general, the longer Income Payments are guaranteed, the lower the amount of
each payment. Fixed Income Payments are paid in monthly, quarterly, semi-annual
& annual installments. Variable Income Payments are paid only on a monthly
basis. If the Contract value to be applied under any one fixed or variable
income payment option is less than

19
<PAGE>

$2,000 or if the option chosen would provide Income Payments less than $20 per
month at the Maturity Date, then the Contract value may be paid in a lump sum.

The following income payment options are available on a variable basis unless
otherwise stated.

Life Annuity with or without Certain Period - The life option guarantees Income
Payments for the lifetime of the Annuitant. If a certain period is selected (5,
10, 15, 20 years) and the Annuitant dies before the end of the period, Income
Payments are guaranteed to the beneficiary until the end of the period selected
or the beneficiary may request the commuted value, if any, of the remaining
certain period payments. If no beneficiary is living at the time of the
Annuitant's death, the commuted value, if any, of the remaining certain period
payments will be paid in a single sum to the estate of the Annuitant. Under the
life without period certain option, it is possible that only one Income Payment
may be made if the Annuitant's death occurred before the due date of the second
Income Payment. This option usually provides the largest Income Payments. The
Annuitant cannot make unscheduled withdrawals or change to another option after
the first Income Payment has been made.

Joint and Survivor Life Annuity - This life only option provides lifetime Income
Payments during the lifetimes of two Annuitants. After one annuitant dies, the
Income Payments will continue during the lifetime of the survivor in an amount
reduced to two-thirds of the monthly payments that would have been paid had the
joint lifetime of the two Annuitants continued. The Income Payments cease after
the last payment paid prior to the survivor's death. It could be possible for
only one payment to be made under this option if both Annuitants die before the
due date of the second payment. The Annuitants cannot make unscheduled
withdrawals or change to another income option after the first Income Payment
has been made.

Income for Fixed Period - This option provides Income Payments for a fixed
period not less than one year nor exceeding 30 years; however, payments may not
extend beyond the life expectancy of the Annuitant. Upon the Annuitant's death,
the beneficiary will be paid the remaining Income Payments due, if any, or the
beneficiary may request the commuted value, if any, of the remaining certain
period payments. If no beneficiary is living at the time of the Annuitant's
death, the commuted value, if any, of the remaining Income Payments will be paid
in a lump sum to the estate of the Annuitant. The Annuitant has the right to
change to another income option or make unscheduled withdrawals from the
remaining commuted value subject to IRC requirements. This option is available
on a fixed payment basis only.

Income for Fixed Amount - This option provides payments of a fixed amount until
the account value, with interest, has been paid; however, payments may not
extend beyond the life expectancy of the Annuitant. Upon the Annuitant's death,
the beneficiary will be paid the remaining Income Payments due, if any, or the
beneficiary may request the commuted value, if any, of the remaining Income
Payments. If no beneficiary is living at the time of the Annuitant's death, the
commuted value, if any, of the remaining Income Payments will be paid in a lump
sum to the estate of the Annuitant. The Annuitant has the right to change to
another income option or make unscheduled withdrawals from the remaining
commuted value subject to IRC requirements. This option is available on a fixed
payment basis only.

Interest Income Payments - This option provides Income Payments based on
interest earned from the proceeds of the Contract, at a rate determined by
HMLIC, but never less than the annual guaranteed interest rate. Interest will be
credited at the end of each payment period. Once the Annuitant reaches age 70
1/2, mandatory minimum distribution requirements will not allow Interest Income
Payments to continue. The Annuitant may elect another income option at the end
of any payment period, or subject to IRC requirements, may withdraw the Contract
value in whole or in part upon written request. The request must be made prior
to the end of the period that the Annuitant agreed to receive Income Payments.
See "Mandatory Minimum Distribution." This option is available on a fixed
payment basis only.

Other Income Options - If the Annuitant does not wish to elect one or more
income payment options, the Annuitant may:

a) receive the proceeds in a lump sum, or

20
<PAGE>

b) leave the Contract with HMLIC and receive the value under the mandatory
minimum distribution requirements of IRC Section 401(a)(9), see
"Mandatory Minimum Distribution," or

c) elect any other option that HMLIC makes available.

Amount of Fixed and Variable Income Payments

In general, the dollar amount of Income Payments under the Contract depends on
Contract value. Contract value equals the value of the fixed portion of the
Contract plus the value of each subaccount. The value of each subaccount is
determined by multiplying the number of Accumulation Units credited to each
subaccount by its respective accumulation unit value, less any accumulated asset
charge. Contract value may be more or less than the amount of Net Purchase
Payments allocated to the Contract.

Fixed Income Payments - The amount of each payment under a fixed income payment
option is determined from the income option tables in the Contract. These tables
show the monthly payment for each $1,000 of Contract value allocated to provide
a fixed Income Payment. Guaranteed fixed Income Payments will not change
regardless of investment, mortality or expense experience. Higher Income
Payments may be made at the sole discretion of HMLIC.

Variable Income Payments - The amount of the first monthly variable Income
Payment is determined from the income option tables in the Contract. The tables
show the amount of the Income Payment for each $1,000 of value allocated to
provide Income Payments. The income option tables vary with the form of income
option payment selected and adjusted age of the Annuitant(s).

The first monthly variable Income Payment is used to calculate the number of
variable annuity units for each subsequent monthly Income Payment. The number of
variable annuity units remains constant over the payment period except when a
joint and survivor option is chosen. The number of variable annuity units will
be reduced upon the death of either Annuitant by one-third.

The amount of monthly Income Payments following the first variable Income
Payment varies from month to month to reflect the investment experience of each
subaccount funding those payments. Income Payments are determined each month by
multiplying the variable annuity units by the applicable variable annuity unit
value at the date of payment. The variable annuity unit value will change
between Valuation Dates to reflect the investment experience of each subaccount.

Assumed Interest Rate - The selection of an assumed interest rate affects both
the first monthly variable Income Payment and the pattern of subsequent
payments. The sum of the assumed interest rate and the mortality and expense
risk charge, adjusted to a monthly rate, is the investment multiplier. If the
investment performance of a subaccount funding variable Income Payments is the
same as the investment multiplier, the monthly payments will remain level. If
its investment performance exceeds the investment multiplier, the monthly
payments will increase. Conversely, if investment performance is less than the
investment multiplier, the payments will decrease. Unless otherwise provided,
the assumed interest rate is 4.0% per annum.

Annuity Unit Value - The variable annuity unit value for the Growth, Balanced,
and Income Fund was set at $10.00 as of the date amounts first were allocated to
provide Income Payments. The variable annuity unit value for the Short-Term Fund
also has been set at $10.00, however, no Income Payments have been paid from
this subaccount. The current variable annuity unit value is equal to the prior
variable annuity unit value on the Valuation Date when payments were last
determined, multiplied by the applicable net investment factor. The net
investment factor reflects the investment performance of the subaccount during
the current month plus the value of any dividends and distributions during the
current month. This factor is computed by dividing the net asset value of a
share of the underlying Fund on the last business day of the current month, plus
any dividends or other distributions, by the net asset value of a share on the
last business day of the preceding month, and dividing this result by the sum of
one plus the investment multiplier (or multiplying this result by .995666).

21
<PAGE>

Misstatement of Age

If the age of the Annuitant has been misstated, any Income Payment amount shall
be adjusted to reflect the correct age. If the Income Payments were too large
because of a misstatement of age, HMLIC will deduct the difference with
interest, at an effective annual interest rate of 6%, from future payments until
totally repaid. If the Income Payments were too small, HMLIC will add the
difference with interest, at an effective annual interest rate of 6%, to the
next payment.

Modification of the Contract

The Contract provides that it may be modified by HMLIC to maintain continued
compliance with applicable state and federal laws. Contract Owners will be
notified of any modification. Only officers designated by HMLIC may modify the
terms of the Contract.

HMLIC reserves the right to offer Contract Owners, at some future date and in
accordance with the requirements of the Investment Company Act of 1940, the
option to direct that their Purchase Payments be allocated to a registered,
open-end, diversified, management investment company ("mutual fund") other
than one or more of the four currently offered Horace Mann Funds. If shares of
a Horace Mann Fund are not available for purchase by the Account, or if in the
judgment of HMLIC further investment in these shares is no longer appropriate
in view of the purposes of the Account or subaccount, then (I) shares of another
mutual fund may be substituted for existing Fund shares held in the affected
subaccount and/or (ii) payments received after a date specified by HMLIC may be
applied to the purchase of shares of another mutual fund. No substitution will
be made without prior approval of the Securities and Exchange Commission. Any
substitution would be for shares of a mutual fund with investment objectives
similar to those of the Fund it replaces.

Tax Consequences

Separate Account

The operations of the Account form part of the operations of HMLIC; however, the
IRC provides that no federal income tax will be payable by HMLIC on the
investment income and capital gains of the Account if certain conditions are
met. Provided the investments of the underlying Funds continue to meet the
diversification requirements of IRC Section 817(h), the Contract Owner will not
pay federal income tax on the investment income and capital gains under a
Contract until Income Payments begin or a full or partial withdrawal is made.

Contract Owners

Contributions - Under IRC Section 403(b), Purchase Payments made by public
school systems, churches, or certain tax-exempt organizations to purchase
annuities for their employees are excludable from the gross income of the
employee to the extent that aggregate Purchase Payments for the employee do not
exceed certain limitations imposed by the IRC. Further, any amounts credited to
the Contract Owner's account are not taxable until such amounts are distributed.
If the Contract is used for a tax-sheltered annuity described in IRC Section
403(b) or a simplified employee pension plan described in IRC Section 408(k) or
("qualified plans"), contributions made by an employer through a salary
reduction plan are permitted up to prescribed limits.

Generally, IRC Section 403(b) imposes a limitation on the amount of tax-deferred
Purchase Payments that may be made in a calendar year equal to 20% of an
employee's compensation includable in gross income for that year. Adjustments to
this limitation are made based upon the Contract Owner's years of service with
his or her employer and take into account the Contract Owner's prior and current
contributions to qualified plans. The Section 403(b) limitation also is adjusted
for any amounts deferred in prior taxable years under an eligible deferred
compensation plan as defined by IRC Section 457. In addition, IRC Section 415
imposes a 25% limitation on total pre-tax contributions to all tax-qualified
plans. No limitations are imposed on the amount of contributions made to a non-
qualified contract.

<PAGE>

If the Contract is used as an IRA, subject to certain limitations, all or a
portion of the contribution up to $2,000 ($4,000 for a spousal IRA) may be
deducted from gross income. Contributions to a simplified employee pension plan
Contract generally may not exceed 15% of compensation or $30,000, whichever is
less. Until a taxable distribution occurs, no federal income tax is payable by
the Contract Owner on Purchase Payments and investment earnings of a Contract
purchased for a qualified plan or an IRA.

Effective January 1, 1989, the IRC imposes restrictions on distributions (i.e.,
partial withdrawals or surrenders) from annuity contracts qualified under IRC
Section 403(b). IRC Section 403(b)(11) requires that for these annuity
contracts to receive tax-deferred treatment, the following distribution
restrictions must be applied to contributions and all earnings credited after
December 31, 1988.

Distributions may be paid only:

(1) When the employee attains age 59 1/2, separates from service, dies, or
becomes disabled (within the meaning of IRC Section 72(m)(7)), or

(2) In hardship cases and cannot exceed contributions made through a salary
reduction agreement. Distribution of any income attributable to these
contributions is prohibited.

Distributions Under Qualified Contracts - The IRC subjects qualified plans to
certain mandatory minimum distribution requirements. See "The Contract-
Mandatory Minimum Distribution."

If certain requirements are met, full or partial distributions other than
mandatory minimum distributions, either may be rolled over or exchanged on a
tax-free basis from one plan to another in accordance with IRC Section 1035 or
Revenue Ruling 90-24. See "The Contract - Mandatory Minimum Distribution."
Distributions from an IRC Section 403(b) Contract may be rolled over to another
IRC Section 403(b) Contract or to an IRA. Distributions from an IRA may be
rolled over to another IRA or to an IRC Section 403(b) Contract if the IRA
contains only amounts rolled over from a 403(b) plan.

Effective January 1, 1993, federal tax law requires HMLIC to withhold for
ordinary income tax purposes, 20% of any distributions from annuity Contracts or
plans qualified under IRC Section 403 with the exception of the following:

(1) eligible rollover distributions made directly to another trustee,
(2) periodic payments received over the Contract Owner's lifetime,
(3) periodic payments received under the minimum required distribution rules,
or
(4) periodic payments received over a period of ten years or more.

The Contract Owner, after receiving a distribution that is subject to the 20%
withholding tax, may elect to rollover the distribution within 60 days of
receiving it. However, in order to qualify the entire distribution as a
rollover, the Contract Owner must replace the 20% withheld when making the
rollover payment. If the 20% is not replaced, the amount withheld will be
subject to ordinary income taxes and a possible 10% tax penalty if the
distribution occurred before age 59 1/2.

All distributions, with the exception of a return of nondeductible employee
contributions, received from a qualified plan or an IRA are includable in gross
income in the year paid. Once Income Payments begin, any nondeductible
contributions are recovered tax-free as a portion of each Income Payment.
Under certain limited circumstances, an individual may elect forward averaging
with respect to a lump sum distribution.

For any distribution not subject to the 20% withholding, HMLIC is required to
withhold federal income tax unless the Contract Owner elects not to have federal
income tax withheld. After an election is made with respect to Income Payments,
a Contract Owner may revoke the election at any time. HMLIC will notify the
Contract Owner at least annually of his or her right to revoke the election.
Contract Owners are required by law to provide their correct

23
<PAGE>

taxpayer identification numbers ("TIN") to HMLIC. If the Contract Owner is an
individual, the TIN is his or her Social Security number.

If the designated beneficiary is not the Contract Owner's spouse, then at least
50% of the present value of the amount available for distribution must be paid
within the life expectancy of the Contract Owner of an IRA or a qualified plan.
Each payment to the beneficiary must be no less than each payment to the
Contract Owner.

Distributions Under Non-Qualified Contracts - Contract Owners of non-qualified
Contracts are not subject to federal income tax on earnings until Income
Payments are received under the Contract.

A distribution by surrender or partial withdrawal during the accumulation period
may subject the Contract Owner to federal income tax. For this purpose, an
assignment or pledge (or agreement to assign or pledge) is considered a
distribution.

If the distribution is a full surrender, the Contract Owner is taxed on the
amount distributed, less Purchase Payments reduced by any prior partial
withdrawals which were not subject to income tax.

A distribution by partial withdrawal is deemed to come first from any previously
untaxed accumulation and then from principal. The Contract Owner is subject to
income tax on any previously untaxed accumulation which is distributed.

Purchase Payments may be made by means of a full or partial tax free exchange of
annuity contracts under IRC Section 1035. Contracts exchanged under IRC Section
1035 after January 18, 1985 will be subject to the annuity income tax rules of
IRC Section 72 in effect after that date, with exceptions set forth below
regarding the first-in first-out treatment of contracts issued prior to August
14, 1982. See below "Penalty Tax."

If distributions are made pursuant to an income payment option, that portion of
each Income Payment which represents the Contract Owner's investment in the
Contract is excluded from gross income for federal income tax purposes. The
"investment in the Contract" is equal to total Purchase Payments to the Contract
less the portion of any periodic distributions that were excluded from the
individual's gross income. Once the Contract Owner's investment is returned in
full, the entire amount of each Income Payment is taxable as ordinary income.

Penalty Tax - Distributions to a Contract Owner under a qualified plan or IRA
are subject to a 10% penalty tax unless the distributions are received:

(1) on or after age 59 1/2,
(2) on account of death,
(3) on account of disability, as defined in IRC Section 72(m)(7),
(4) pursuant to a qualified domestic relations order, as defined in IRC 414(p),
(5) for deductible medical expenses in excess of 7 1/2% of adjusted gross
income,
(6) on account of separation from service after age 55, or
(7) as a series of substantially equal payments for the life or a period not
exceeding life expectancy of the Contract Owner, or the lives or a period
not exceeding the joint life expectancy of the Contract Owner and a
designated beneficiary.

Taxable distributions from non-qualified Contracts received prior to age 59 1/2
are also subject to a 10% penalty tax unless the distribution is made after the
Contract Owner's death or disability, received as part of substantially equal
periodic payments for the Contract Owner's lifetime, or attributable to Purchase
Payments made prior to August 14, 1982. In addition, for non-qualified
Contracts issued during the period August 14, 1982 through January 18, 1985 and
for additional Purchase Payments to non-qualified Contracts issued prior to
August 14, 1982, the penalty tax will not apply to distributions attributable to
Purchase Payments paid ten years or more prior to the distribution. For this
purpose, distributions will be attributed to Purchase Payments on a "first-in
first-out" basis (i.e. to the earliest Purchase Payment which has not been fully
allocated to prior distributions.)

<PAGE>

The preceding discussion is informational only and is not to be considered tax
advice. Contract Owners are urged to consult a competent tax adviser before
taking any action that could have tax consequences.

Voting Rights

Unless otherwise restricted by the plan under which a Contract is issued, each
Contract Owner has the right to instruct HMLIC with respect to voting his or her
interest in the shares of the Funds held by the Separate Account at all
shareholder meetings.

The number of votes that may be cast by a Contract Owner is based on the number
of units owned as of the record date of the meeting. Shares for which no
instructions are received are voted in the same proportion as the shares for
which instructions have been received. Any Fund shares attributable to
investment by HMLIC will be voted in proportion to the vote by Contract Owners
who have Separate Account units. Contract Owners receive various materials,
such as proxy materials and voting instruction forms, that relate to voting Fund
shares.

Other Information

Legal Proceedings - There are no legal proceedings to which the Separate Account
is a party or to which the assets of the Separate Account are subject. HMLIC is
engaged in various kinds of routine litigation that, in HMLIC's judgment, are
not material to its financial condition. None of this litigation relates to the
Separate Account.

Registration Statement - A registration statement has been filed with the
Securities and Exchange Commission under the Securities Act of 1933 with respect
to the Contract. This Prospectus does not contain all information set forth in
the registration statement, its amendments and exhibits. Statements contained in
this Prospectus as to the content of the Contract and other legal instruments
are summaries. For a complete statement of the terms thereof, reference is made
to these instruments as filed.

Contract Owner Communications - To ensure receipt of communications, Contract
Owners must notify HMLIC of address changes. Notice of a change in address may
be sent to Horace Mann Life Insurance Company, Annuity Customer Service, P.O.
Box 4657, Springfield, Illinois 62708-4657. Contract Owners may also provide
notice of an address change by sending a telefacsimile (FAX) transmission to
(217) 527-2307 or by calling (217) 789-2500 or (800) 999-1030 (toll free).

HMLIC will attempt to locate Contract Owners for whom no current address is on
file. In the event HMLIC is unable to locate a Contract Owner, HMLIC may be
forced to surrender the value of the Contract to the Contract Owner's last known
state of residence in accordance with the state's abandoned property laws.

Contract Owner Inquiries - A toll free number, (800) 999-1030, is available to
telephone HMLIC's Annuity Customer Service Department. Written questions
should be sent to Horace Mann Life Insurance Company, Annuity Customer Service,
P.O. Box 4657, Springfield, Illinois 62708-4657.

Forms Availability - Specific forms are available from HMLIC to aid the
Contract Owner in affecting many transactions allowed under the Contract. These
forms may be obtained by calling the Annuity Customer Service Department toll
free at (800) 999-1030.

<PAGE>

Additional Information

A copy of the Statement of Additional Information providing more detailed
information about the Account is available, without charge, upon request. The
Table of Contents of this Statement follows:

Topic Page
----- ----

General Information and History...........................
Investment Experience.....................................
Underwriter...............................................
Financial Statements......................................

26
<PAGE>

To receive, without charge, a copy of the 1996 Annual Report of the Horace Mann
Family of Funds and the Horace Mann Life Insurance Company Separate Account
and/or a copy of the Statement of Additional Information for Horace Mann Life
Insurance Company Separate Account and/or the Horace Mann Family of Funds,
please complete the following request form and mail it to the address indicated
below, or send it by telefacsimile (FAX) transmission to (217) 527-2307 or
telephone (217) 789-2500 or (800) 999-1030 (toll-free).

Horace Mann Life Insurance Company
P.O. Box 4657
Springfield, Illinois 62708-4657

Please provide free of charge the following information:

1996 Annual Report of the Horace Mann Family of Funds and the Horace Mann Life
Insurance Company Separate Account.

Statement of Additional Information dated May 1, 1997 for the Horace Mann Family
of Funds.

Statement of Additional Information dated May 1, 1997 for the Horace Mann Life
Insurance Company Separate Account.

Please mail the above documents to:

(Name)

(Address)

(City/State/Zip)

27
<PAGE>

Statement of Additional Information

Variable tax deferred annuity contracts
Qualified and non-qualified plans

Horace Mann Life Insurance Company
Separate Account

May 1, 1997
<PAGE>

STATEMENT OF ADDITIONAL INFORMATION

___________________________

HORACE MANN LIFE INSURANCE COMPANY
SEPARATE ACCOUNT

___________________________

Individual and Group
Flexible Payment and Individual Single Payment Variable Tax
Deferred Annuity Contracts

___________________________

Horace Mann Life Insurance Company

This Statement of Additional Information is not a prospectus, but should be read
in conjunction with the Prospectus, dated May 1, 1997, for Horace Mann Life
Insurance Company Separate Account. A copy of the Prospectus may be obtained by
writing to Horace Mann Life Insurance Company, P.O. Box 4657, Springfield,
Illinois 62708-4657, by sending a telefacsimile (FAX) transmission to (217) 527-
2307, or by telephoning toll-free (800) 999-1030.

May 1, 1997

TABLE OF CONTENTS

Topic Page
- - ----- ----

General Information and History................................ 2
Investment Experience.......................................... 2
Underwriter.................................................... 3
Financial Statements........................................... 4

1
<PAGE>

GENERAL INFORMATION AND HISTORY

Horace Mann Life Insurance Company ("HMLIC") sponsors the Horace Mann Life
Insurance Company Separate Account (the "Account"). HMLIC is an indirect
wholly-owned subsidiary of Horace Mann Educators Corporation ("HMEC"), a
publicly-held insurance holding company traded on the New York Stock Exchange.

INVESTMENT EXPERIENCE
(Applies to Annuity Alternative Contracts Only)

December 31, 1996

TOTAL RETURN DATA

ACTUAL PERFORMANCE/1/
(Based on a $1,000 -------------------------
investment)/2/ 1 YR 5 YRS 10 YRS
-------------------------
<S> <C> <C> <C>
Growth Fund Account Division
With Redemption/3/ % % %
Without Redemption % % %
Income Fund Account Division
With Redemption/3/ % % %
Without Redemption % % %
Balanced Fund Account Division
With Redemption/3/ % % %
Without Redemption % % %
Short-Term Fund Account Division
With Redemption/3/ % % %
Without Redemption % % %

</TABLE>

- - -----------
/1/In some cases, actual performance reflects subsidization where total return
has been enhanced due to expenses of each Fund being waived or paid by
affiliates of the Funds.

/2/The performance shown above is reduced by the $25 annual maintenance charge
as a percentage 0.12% of the average contract value as of December 31,
1996.

/3/With redemption reflects performance of a surrendered contract. Redemption
has no effect on return after the initial five-year contract period.

Because the International Fund, Small Cap Fund and Socially Responsible Fund
each commenced operations on March 10, 1997, their performance has not been
included. This performance data represents past performance. Investment return
and the principal value of an investment may fluctuate. An investor's shares,
when redeemed, may be worth more or less than their original cost. All charges
as shown in the Prospectus fee tables are reflected in this data, with the
exception of premium taxes.

The total return quotations are based on the average annual compounded rates of
return over one, five, and ten year periods ended December 31, 1996. Total
return is computed by finding the average annual compounded rates of return that
would equate the initial amount invested to the ending redeemable value.

The performance data contained in this Statement of Additional Information is
based on the fees and charges for the flexible payment Contracts currently
offered by the Company. Prior Contracts have different fees and charges;
therefore these performance calculations are not valid for those contracts.

2
<PAGE>

UNDERWRITER

HMLIC offers and sells the Contract on a continuous basis through its licensed
life insurance sales personnel who are also registered representatives of
Investors, a broker/dealer registered with the Securities and Exchange
Commission and a member of the National Association of Securities Dealers, Inc.
(NASD). HMLIC contracts with Horace Mann Investors, Inc. ("Investors"),
principal underwriter of the Account, to distribute the variable contracts of
HMLIC. Investors, located at One Horace Mann Plaza, Springfield, Illinois
62715-0001, is an affiliate of HMLIC and a wholly-owned subsidiary of HMEC.

Commissions paid to Investors were $2,019,137, $2,657,025 and $3,879,547 for the
years ended 1994, 1995 and 1996, respectively. Investors does not retain any of
these commissions. Commissions received by Investors are paid to registered
representatives who sell contracts offered by this Prospectus.

FINANCIAL STATEMENTS

KPMG Peat Marwick LLP, independent auditors for the Account and HMLIC, has
offices at 303 East Wacker Drive, Chicago, Illinois 60601. KPMG Peat Marwick LLP
representatives perform an audit of the financial statements of the Account
annually and provide accounting advice and services related to Securities and
Exchange Commission filings throughout the year and perform an annual audit of
the statutory financial statements of HMLIC.

The financial statements of the Account, including the auditors' reports
thereon, are incorporated herein by reference from the Annual Report for the
Account for the year ended December 31, 1996. A copy of this Annual Report
accompanied or proceeded the delivery of the Prospectus. Additional copies may
be obtained, upon request and without charge, by contacting Horace Mann Life
Insurance Company, P.O. Box 4657, Springfield, Illinois 62708-4657, or by
telephoning (217) 789-2500 or (800) 999-1030 (toll-free). The statutory
financial statements for HMLIC, including the auditors' reports thereon, [to be
included by Amendment], but should be considered only as bearing upon the
ability of HMLIC to meet its obligations under the Contracts.
3
<PAGE>

HORACE MANN LIFE INSURANCE COMPANY

Statutory Financial Statements

December 31, 1996 and 1995

[To be included by amendment]

4
<PAGE>

PART C

OTHER INFORMATION

HORACE MANN LIFE INSURANCE COMPANY SEPARATE ACCOUNT

Item 24. Financial Statements and Exhibits
- - -------------------------------------------

(a) Financial Statements
-------------------------

Part A
Condensed financial information of the Account
Part B
Financial statements of the Account: Incorporated by reference
to Post-Effective Amendment No. 60 for the Registrant filed
on March 3, 1997:
-Report of Independent Auditors
-Statements of Net Assets - December 31, 1996
-Statements of Operations - For the Year Ended
December 31, 1996
-Statements of Changes in Net Assets
-For the Year Ended December 31, 1996
-Statements of Changes in
Net Assets For the Year Ended December 31, 1995
-Notes to Financial Statements - December 31, 1996
Financial statements for Horace Mann Life Insurance Company: To
be filed by Amendment:
-Report of Independent Auditors
-Statutory Statements of Admitted Assets, Liabilities
and Capital and Surplus - As of December 31, 1996 and
1995
-Statutory Statements of Operations - For the Years Ended
December 31, 1996, 1995 and 1994
-Statutory Statements of Capital and Surplus - For the
Years Ended December 31, 1996, 1995 and 1994
-Statutory Statements of Cash Flow - For the Years
Ended December 31, 1996, 1995 and 1994
-Notes to Statutory Financial Statements - December 31,
1996, 1995 and 1994

C-1
<PAGE>

Item 25. Directors and Officers of the Depositor
- - -------------------------------------------------

The directors and officers of Horace Mann Life Insurance Company, who are
engaged directly or indirectly in activities relating to the registrant or the
variable annuity contracts offered by the registrant, are listed below. Their
principal business address is One Horace Mann Plaza, Springfield, Illinois
62715.

<TABLE>
<CAPTION>
Name Position & Office with Depositor
- - ---- --------------------------------
<S> <C>
Larry K. Becker Director and Executive Vice President & Chief Financial Officer

Gerald F. Bonnett Director and Senior Vice President

Ann M. Caparros Director, Vice President, General Counsel & Corporate Secretary

H. Albert Inkel Director

Paul J. Kardos Director and President & Chief Executive Officer

Edward L. Najim Director and Executive Vice President

George J. Zock Director and Senior Vice President & Treasurer

A. Thomas Arisman Senior Vice President

Roger W. Fisher Vice President & Controller

John H. Leitermann Vice President & Life Actuary
</TABLE>

Item 26. Controlled by or Under Common Control with the Depositor or Registrant
- - --------------------------------------------------------------------------------

The Registrant is a separate account of Horace Mann Life Insurance Company.
Horace Mann Life Insurance Company is a wholly owned subsidiary of Allegiance
Life Insurance Company. Allegiance Life Insurance Company and Horace Mann
Investors, Inc., principal underwriter of the Registrant, are wholly-owned
subsidiaries of Horace Mann Educators Corporation, a publicly held corporation.
See Exhibit No. 15.

Item 27. Number of Contract Owners
- - -----------------------------------

As of February 24, 1997, the number of Contract Owners of Horace Mann Life
Insurance Company Separate Account was 48,084 of which 46,049 were qualified
Contract Owners and 2,035 were non-qualified Contract Owners.

C-2
<PAGE>

Item 28. Indemnification
- - -------------------------

Insofar as indemnification for liability arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
Registrant pursuant to the foregoing provisions, or otherwise, the Registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the Registrant of expenses incurred
or paid by a director, officer or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.

Item 29. Principal Underwriters
- - --------------------------------

Horace Mann Investors, Inc., the underwriter of Horace Mann Life Insurance
Company Separate Account, acts as principal underwriter for Horace Mann Life
Insurance Company Separate Account B and Horace Mann Life Insurance Company
Allegiance Separate Account A.

The following are the directors and officers of Horace Mann Investors, Inc.
Their principal business address is One Horace Mann Plaza, Springfield, Illinois
62716.

Name Position with Underwriter
- - ---- -------------------------

A. Thomas Arisman Director and President

Larry K. Becker Director

Ann M. Caparros Secretary

Roger W. Fisher Controller

William J. Kelly Treasurer

Diane M. Barnett Tax Compliance Officer

Richard D. Wilson Marketing Officer

George J. Zock Director

The following is a listing of the commissions and other compensation
received by the principal underwriter from the Registrant during the fiscal year
ended December 31, 1996:

Net Underwriting Compensation on
Name of Principal Discounts and Redemption or Brokerage
Underwriter Commissions Annuitization Commissions Compensation
- - ----------------- ---------------- --------------- ----------- ------------
<S> <C> <C> <C> <C>
Horace Mann $3,879,547
Investors, Inc.

</TABLE>

C-3
<PAGE>

Item 30. Location of Accounts and Records
- - -------------------------------------------

Horace Mann Investors, Inc., underwriter of the Registrant, is located at
One Horace Mann Plaza, Springfield, Illinois 62715. It maintains those accounts
and records required to be maintained pursuant to Section 31(a) of the
Investment Company Act and the rules promulgated thereunder.

Horace Mann Life Insurance Company, the depositor, is located at One Horace
Mann Plaza, Springfield, Illinois 62715. It maintains those accounts and
records required to be maintained pursuant to Section 31(a) of the Investment
Company Act of 1940 and the rules promulgated thereunder.

Item 31. Management Services
- - -----------------------------

Not applicable.

Item 32. Undertakings
- - ----------------------

(a) Registrant undertakes to file a Post-Effective Amendment to this
Registration Statement as frequently as is necessary to ensure that the audited
financial statements in the Registration Statement are never more than 16 months
old for so long as payments under variable annuity Contracts may be accepted.

(b) Registrant undertakes to include a written communication in the
Prospectus that the applicant can remove to send for a Statement of Additional
Information.

(c) Registrant undertakes to deliver any Statement of Additional
Information and any financial statements required to be made available under
this Form N-4 promptly upon written or oral request.

(d) Horace Mann Life Insurance Company and the Registrant are relying on a
no-action letter from the Securities and Exchange Commission that was issued to
the American Council of Life Insurance and made publicly available on November
28, 1988. That letter outlines conditions that must be met if a company offering
registered annuity contracts imposes the limitations on surrenders and
withdrawals on section 403(b) contracts as required by the Internal Revenue
Code. Horace Mann Life Insurance Company and the Registrant are in compliance
with the conditions of that no-action letter.

(e) Registrant represents that the fees and charges deducted under the
Variable Annuity Contract in the aggregrate are reasonable in relation to the
services rendered, the expenses expected to be incurred, and the risks assumed
by the insurance company.

C-4
<PAGE>

INDEX TO EXHIBITS
-----------------

<TABLE>
<CAPTION>
Exhibit
Number Title
- - ------- -----
<S> <C>

( 1) Resolution of Board of Directors............................ Post-Effective Amendment #37
( 2) Agreements for custody.................................................... Not Applicable
( 3) Underwriting Agreement...................................... Post-Effective Amendment #37
( 4) Form of Variable Annuity Contract........................... Post-Effective Amendment #37
( 5) Form of application......................................... Post-Effective Amendment #38
( 6) Certificate of incorporation and bylaws................... Initial Registration Statement
( 7) Contract of Reinsurance................................................... Not Applicable
( 8) Other Contracts............................................. Post-Effective Amendment #37
( 9) Opinion and Consent of Counsel............................................ Not Applicable
(10) Consent of Independent Auditors........................................... Filed Herewith
(11) Financial Statement Schedules for Horace Mann Life
Insurance Company and the Independent Auditors' Report
thereon......................................................... To be Filed by Amendment
(12) Agreement regarding initial capital....................... Initial Registration Statement
(13) Performance Quotation Computations.......................... Post-Effective Amendment #57
(14) Power of Attorney......................................................... Not Applicable
(15) Horace Mann Educators Corporation
and its Subsidiaries........................................ Post-Effective Amendment #57
(16) Financial Data Schedule......................................... To be Filed by Amendment

</TABLE>
C-5

<PAGE>

SIGNATURES

As required by the Securities Act of 1933 and the Investment Company Act of
1940, the Registrant has duly caused this Registration Statement to be signed on
its behalf by the undersigned, thereto duly authorized in the City of
Springfield and State of Illinois, on this 21st day of March, 1997.

HORACE MANN INSURANCE COMPANY SEPARATE ACCOUNT

By: Horace Mann Life Insurance Company
-----------------------------------
(Depositor)

Attest: s/ANN M. CAPARROS By: s/PAUL J. KARDOS
--------------------------- ----------------------------
Ann M. Caparros Paul J. Kardos, President and Chief
Corporate Secretary Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-
Effective Amendment to the Registration Statement has been signed below by the
following persons in the capacities and on the date indicated.

SIGNATURE TITLE DATE
--------- ----- ----

s/PAUL J. KARDOS Director, President and March 21, 1997
- - ---------------------- --------------
Paul J. Kardos Chief Executive Officer

Director, Executive Vice
s/LARRY K. BECKER President and Chief March 21, 1997
- - ---------------------- --------------
Larry K. Becker Financial Officer

s/GERARD F. BONNETT Director and Senior Vice March 21, 1997
- - ---------------------- --------------
Gerard F. Bonnett President

Director, Vice President,
s/ANN M. CAPARROS General Counsel and March 21, 1997
- - ---------------------- --------------
Ann M. Caparros Corporate Secretary

Vice President, Controller
s/ROGER W. FISHER and Principal Accounting March 21, 1997
- - ---------------------- --------------
Roger W. Fisher Officer

s/E. ALBERT INKEL Director March 21, 1997
- - ---------------------- --------------
E. Albert Inkel

C-6
<PAGE>

SIGNATURE TITLE DATE
--------- ----- ----

s/EDWARD L. NAJIM Director March 21, 1997
- - ---------------------- --------------
Edward L. Najim

s/GEORGE J. ZOCK Director March 21, 1997
- - ---------------------- --------------
George J. Zock

s/JOHN H. LEITERMANN Vice President and Life March 21, 1997
- - ---------------------- Actuary --------------
John H. Leitermann

C-7

<PAGE>

EXHIBIT 10

Independent Auditors' Consent

The Board of Directors
Horace Mann Life Insurance Company

We consent to the use of our report on the financial statements of Horace
Mann Life Insurance Company Separate Account, incorporated herein by reference
and to the reference to our firm under the heading "Financial Statements" in the
prospectus.

/s/ KPMG Peat Marwick LLP

Chicago, Illinois
March 21, 1997