MANN HORACE LIFE INSURANCE CO SEPARATE ACCOUNT, 485APOS, 2000-03-01

MANN HORACE LIFE INSURANCE CO SEPARATE ACCOUNT
485APOS, 2000-03-01

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<PAGE>

As filed with the Securities and Exchange Commission on March 1, 2000

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. 66
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
___60 days after filing pursuant to paragraph (a)(1) of Rule 485
X On May 1, 2000 pursuant to paragraph (a)(1) 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.
- --------------------------------------------------------------------------------
<PAGE>

HORACE MANN LIFE INSURANCE COMPANY SEPARATE ACCOUNT

Cross Reference Sheet Required by Rule 495(a)

Item Number in Form N-4 Caption
- ----------------------- -------

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

9. Death Benefit
(a) (b) Death Benefit Proceeds;
Tax Consequences
10. Purchases and Contract Value
<PAGE>

(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) *

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
<PAGE>

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>

SUPPLEMENT TO PROSPECTUS DATED MAY 1, 2000

HORACE MANN LIFE INSURANCE COMPANY SEPARATE ACCOUNT FOR CONTRACTS ISSUED ON
FORMS 66-3A AND 66-4A

The variable annuity Contracts issued by Horace Mann Life Insurance Company on
Forms 66-3A and 66-4A are no longer offered or sold by Horace Mann Life
Insurance Company. These earlier Contracts remain in effect but differ from the
Contracts described in the Prospectus in the following material respects. Please
refer to the Contracts on Forms 66-3A and 66-4A for a complete description of
their provisions.

1. In lieu of the Surrender Charge, 6% of each Purchase Payment (gross
stipulated payment) plus $.50, without any yearly limitation, is deducted for
sales and administrative expenses and death benefit charges. It is estimated
that of the 6% deduction, 4% is for sales expenses and 2% for the death benefit
risk. The additional $.50 deduction is for administrative expenses. All Purchase
Payments, net of applicable deductions, including premium taxes if applicable,
are invested by the Account in shares of Horace Mann Growth Fund. There is no
annual maintenance fee or transfer charge.

2. In lieu of the Mortality and Expense Risk Fee ("M&E Fee") described in the
Prospectus, a fee is deducted from all distributions paid by the Growth Fund to
the Account or, if the fee is accrued and unpaid, from the value of a
Participant's individual account upon withdrawal or transfer from the Account.
This fee is computed weekly at the rate of .0075% of the net assets of the
Account (not to exceed .39% on an annual basis). It is estimated that .31% is
for mortality risk and .08% is for expense risk.

3. The "present value factor" used in calculating the actuarial liability of the
Variable Retirement Annuity Account is computed using the Progressive Annuity
Mortality Table with interest at 4%.

4. With respect to the group Contract issued on Form 66-4A, if the Annuitant is
no longer in the class of eligible Participants or elects not to continue to
participate in the group Contract, the Annuitant may elect, within 31 days after
the date of termination, to purchase from Horace Mann Life Insurance Company its
individual annuity Contract most nearly similar in benefits and provisions to
the group Contract. The individual annuity Contract will be issued at the then
attained age of the Annuitant and at the same annual Purchase Payment as the
group Contract Certificate, unless otherwise agreed to by Horace Mann Life
Insurance Company.

FORM 66-3A AND 66-4A CONTRACTS

Contract Owner Transaction Expenses,(/1/) as a percentage of Purchase Payments:
Sales Expense Charge............................................... 4.00%
Death Benefit Risk Charge.......................................... 2.00%
Administration Expense Charge............................. $.50 per payment
plus $10.00 issuance fee
Separate Account Annual M&E Fee, as a percentage of average account value:
Mortality Risk .................................................... 0.31%
<PAGE>

Expense Risk ...................................................... 0.08%
Total Separate Account Annual M&E Fee.............................. 0.39%
Annual Operating Expenses of Growth Fund,(/2/) as a percentage of average net
assets for the December 31, 199 9 fiscal year:
Management Fees.................................................... 0.64%
Other Expenses..................................................... 0.18%
Total Growth Fund Operating Expenses............................... 0.82%

EXAMPLE(/3/)

1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- --------

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:.................................. $72 $97 $123 $198

(/1/)Premium taxes, currently ranging between 0 and 3.5%, are not included. The
rate varies depending upon 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/)The Operating Expenses of the Growth Fund are borne indirectly by Contract
Owners.

(/3/)The EXAMPLE should not be considered a representation of past or future
expenses. Amounts shown are based on the average cash value of the average
number of annuity Contracts in the accumulation phase during the 1999 calendar
year. Actual expenses may be greater or less than those shown.

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 GROWTH FUND.

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

The date of this Supplement is May 1, 2000.
<PAGE>

SUPPLEMENT TO PROSPECTUS DATED MAY 1, 2000

HORACE MANN LIFE INSURANCE COMPANY SEPARATE ACCOUNT FOR CONTRACTS ISSUED ON FORM
66-2A

The variable annuity Contract issued by Horace Mann Life Insurance Company on
Form 66-2A is no longer offered or sold by Horace Mann Life Insurance Company.
This earlier Contract remains in effect but differs from the Contracts described
in the Prospectus in the following material respects. Please refer to the
Contract on Form 66-2A for a complete description of its provisions.

It is estimated that of the 6% deduction, 4% is for sales expenses and 2% for
the death benefit risk. The additional $.50 deduction is for administrative
expenses.

All Purchase Payments, net of applicable deductions including premium taxes if
applicable, are invested by the Account in shares of Horace Mann Growth Fund.
There is no annual maintenance fee or transfer charge.

2. In lieu of the Mortality and Expense Risk Fee ("M&E Fee") described in the
Prospectus, a fee is deducted from distributions paid by the Growth Fund to the
Account or, if the fee is accrued and unpaid, from the value of a Contract
Owner's individual account upon withdrawal or transfer from the Account. This
fee is computed weekly at the rate of .0075% of the net assets of the Account
(not to exceed .39% on an annual basis). It is estimated that .31% is for
mortality risk and .08% is for expense risk.

FORM 66-2A CONTRACTS
Contract Owner Transaction Expenses,(/1/) as a percentage of Purchase Payments:
Sales Expense Charge............................................... 4.00%
Death Benefit Risk Charge.......................................... 2.00%
Administration Expense Charge............................. $.50 per payment
plus $10.00 issuance fee
Separate Account Annual M&E Fee, as a percentage of average account value:
Mortality Risk..................................................... 0.31%
Expense Risk ...................................................... 0.08%

Total Separate Account Annual M&E Fee.............................. 0.39%
Annual Operating Expenses of Growth Fund,(/2/) as a percentage of average net
assets for the December 31, 1998 fiscal year:
Management Fees.................................................... 0.64%
Other Expenses..................................................... 0.18%
Total Growth Fund Operating Expenses............................... 0.82%
<PAGE>

EXAMPLE(/3/)

1 YEAR 3 YEARS 5 YEARS 10 YEARS
--------------

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:................................ $72 $97 $123 $198

(/2/)The Operating Expenses of the Growth Fund are borne indirectly by Contract
Owners.

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

The date of this Supplement is May 1, 2000.
<PAGE>

SUPPLEMENT TO PROSPECTUS DATED MAY 1, 2000

HORACE MANN LIFE INSURANCE COMPANY SEPARATE ACCOUNT FOR CONTRACTS ISSUED ON FORM
527-GC

The group variable annuity Contract issued by Horace Mann Life Insurance
Company on Form 527-GC is no longer offered or sold by Horace Mann Life
Insurance Company. This earlier Contract remains in effect but differs from the
Contracts described in the Prospectus in the following material respects. Please
refer to the Contract on Form 527-GC for a complete description of its
provisions.

1. The Contract may be terminated or discontinued by the Group Contract Owner
upon written notice to Horace Mann Life Insurance Company. The written notice
must specify the date for termination which may not be earlier than 30 days
following the date such notice is received by Horace Mann Life Insurance
Company. The Contract may be discontinued by Horace Mann Life Insurance Company
upon 90 days' written notice to the Group Contract Owner.

2. If the Contract is terminated or the Annuitant ceases to be in the class of
eligible Annuitants, the Annuitant may elect within 90 days thereafter to
purchase from Horace Mann Life Insurance Company the individual annuity Contract
most similar in benefits and provisions to those of the Annuitant's Certificate.

3. At the end of each fiscal year, Horace Mann Life Insurance Company may, in
its discretion, determine an experience credit to be equitably applied based on
the mortality experience and administration costs of the Contract.

4. The Contract's minimum Purchase Payment is $10. Minimum annual Purchase
Payments that may be allocated to the Account are $200. In lieu of the Surrender
Charge, 5% of each Purchase Payment plus $.50 is deducted for sales and
administrative expenses and death benefit charges. The $.50 charge may not
exceed $6.00 in any Contract Year. If Purchase Payments are allocated to both
the Fixed Accumulation Account and the Separate Account, the per payment fee is
$.75, not to exceed $9.00 in any Contract Year. It is estimated that of the 5%
deduction, 3.2% is for sales expenses, 0.2% is for the death benefit risk and
1.6% is for administrative expenses. Premium taxes payable, if applicable, are
deducted from each payment. All Purchase Payments net of applicable deductions,
are invested by the Account in shares of the Growth Fund. There is no annual
maintenance charge or transfer charge.

5. In lieu of the Mortality and Expense Risk Fee ("M&E Fee") described in the
Prospectus, a fee for mortality and expense risk, computed weekly at the rate of
.005575% of the net assets of the Account (not to exceed .29% on an annual
basis), will be deducted from dividends and other distributions paid by the
Growth Fund to the Account or to the extent such distributions are accrued and
unpaid, from the value of a Participant's account upon withdrawal or transfer of
the Participant's interest out of the Account. It is estimated that .24% is for
mortality risk and .05% is for expense risk.

6. The "present value factor" used in calculating the actuarial liability of
the Variable Retirement Annuity Account is computed using the Progressive
Annuity Mortality Table with interest at 3.5%. Consequently, the interest rate
used to compute the value of a Variable Retirement Annuity Unit is 3.79% (of
which .29% represents the charge for mortality and expense risks).
<PAGE>

FORM 527-GC CONTRACTS
Contract Owner Transaction Expenses,(/1/) as a percentage of Purchase Payments:
Sales Expense Charge.............................................. 3.20%
Death Benefit Risk Charge......................................... 0.20%
Administration Expense Charge........................... 1.60% and $.50
per payment plus $20.00 issuance fee
Separate Account Annual M&E Fee, as a percentage of total net assets:
Mortality Risk.................................................... 0.24%
Expense Risk...................................................... 0.05%
Total Separate Account Annual M&E Fee............................. 0.29%

Annual Operating Expenses of Growth Fund,(/2/) as a percentage of average net
assets for the December 31, 1999 fiscal year:
Management Fees................................................... 0.64%
Other Expenses.................................................... 0.18%
Total Growth Fund Operating Expenses.............................. 0.82%

EXAMPLE(/3/)

1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- --------

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:............................... $81 $103 $127 $196

(/2/)The Operating Expenses of the Growth Fund are borne indirectly by Contract
Owners.

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

The date of this Supplement is May 1, 2000.
<PAGE>

SUPPLEMENT TO PROSPECTUS DATED MAY 1, 2000

HORACE MANN LIFE INSURANCE COMPANY SEPARATE ACCOUNT FOR CONTRACTS ISSUED ON FORM
529

The individual variable annuity Contract issued by Horace Mann Life Insurance
Company on Form 529 is no longer offered or sold by Horace Mann Life Insurance
Company. These earlier Contracts remain in effect but differ from the Contracts
described in the Prospectus in the following material respects. Please refer to
the Contract on Form 529 for a complete description of its provisions.

1. The Contract's minimum Purchase Payment (gross stipulated payment) is $10.
Minimum annual Purchase Payments that may be allocated to the Account are $200.
In lieu of the Surrender Charge, 5% of each Purchase Payment plus $.50 is
deducted for sales and administrative expenses and death benefit charges. The
$.50 charge may not exceed $6.00 in any Contract Year. If Purchase Payments are
allocated to both the Fixed Accumulation Account and the Separate Account, the
per payment fee is $.75, not to exceed $9.00 per Contract Year. It is estimated
that of the 5% deduction, 3.2% is for sales expenses, 0.2% is for the death
benefit risk and 1.6% is for administrative expenses. Premium taxes payable, if
applicable, are deducted from each Purchase Payment. All Purchase Payments, net
of applicable deductions, are invested by the Account in shares of the Growth
Fund. There is no annual maintenance charge or transfer charge.

2. In lieu of the Mortality and Expense Risk Fee ("M&E Fee") described in the
Prospectus, a fee for mortality and expense risk, computed weekly at the rate of
.005575% of the net assets of the Account (not to exceed .29% on an annual
basis), will be deducted from dividends and other distributions paid by the
Growth Fund to the Account, or to the extent such distributions are accrued and
unpaid, from the value of a Contract Owner's account upon withdrawal or transfer
of the Contract Owner's interest out of the Account. It is estimated that .24%
of such charge is for mortality risk and .05% is for expense risk.

3. The "present value factor" used in calculating the actuarial liability of
the Variable Retirement Annuity Account is computed using the Progressive
Annuity Mortality Table with interest at 3.5%. Consequently, the interest rate
used to compute the value of a Variable Retirement Annuity Unit is 3.79% (of
which .29% represents the charge for mortality and expense risks).

FORM 529 CONTRACTS
Contract Owner Transaction Expenses,(/1/) as a percentage of

Purchase Payments:
Sales Expense Charge................................................ 3.20%
Death Benefit Risk Charge........................................... 0.20%
Administration Expense Charge.............................. 1.60% and $.50
per payment plus $20.00 issuance fee
Separate Account Annual M&E Fee, as a percentage of total net assets:
Mortality Risk...................................................... 0.24%
Expense Risk........................................................ 0.05%
Total Separate Account Annual M&E Fee............................... 0.29%
Annual Operating Expenses of Growth Fund,(/2/) as a percentage of average net
assets for the December 31,
<PAGE>

1999 fiscal year:
Management Fees..................................................... 0.64 %
Other Expenses...................................................... 0.18 %
Total Growth Fund Operating Expenses................................ 0.82 %

EXAMPLE(/3/)

1 YEAR 3 YEARS 5 YEARS 10 YEARS
------- -------- ------- --------
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:............................ $81 $103 $127 $196

(/2/)The Operating Expenses of the Growth Fund are borne indirectly by Contract
Owners.

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

The date of this Supplement is May 1, 2000.
<PAGE>

Horace Mann Life Insurance Company
Separate Account Prospectus for
Annuity Alternatives Plus, Annuity Alternatives and Non-qualified Plus
Qualified and Non-qualified Annuities
Horace Mann Mutual Funds Prospectus
May 1, 2000
<PAGE>

Table of Contents

Qualified prospectus
Non-qualified Prospectus
Horace Mann Mutual Funds Prospectus
<PAGE>

Qualified Variable Tax deferred annuity contracts
Prospectus

Horace Mann Life Insurance Company
Separate accounts for Annuity Alternatives Plus and
Annuity Alternatives

May 1, 2000
<PAGE>

INDIVIDUAL SINGLE PREMIUM AND INDIVIDUAL AND GROUP FLEXIBLE PREMIUM VARIABLE
DEFERRED ANNUITY CONTRACTS ISSUED BY HORACE MANN LIFE INSURANCE COMPANY SEPARATE
ACCOUNT AS QUALIFIED CONTRACTS

This prospectus offers combination fixed and variable, qualified annuity
contracts to individuals and groups. These contracts are issued by Horace Mann
Life Insurance Company ("HMLIC") and can be issued as flexible premium contracts
or, for individuals, as single premium contracts. They are issued in connection
with retirement plans or arrangements 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 ninesubaccounts (sometimes
referred to as variable investment options or variable accounts). Each
subaccount purchases shares in a corresponding portfolio of the Horace Mann
Mutual Funds or the Wilshire Target Funds. The Horace Mann Mutual Funds and
Wilshire Target Funds are registered investment companies. The portfolios
are:

Horace Mann Equity Fund - a fund investing primarily in common stocks of
domestic companies.(previously referred to as the Growth Fund)

Horace Mann Balanced Fund - a fund investing indirectly in a mix of common
stocks, debt securities and money market instruments through investments
in the Horace Mann Equity Fund and the Horace Mann Income Fund.

Horace Mann Income Fund - a fund investing primarily in investment grade
debt 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 International Equity Fund - a fund investing in marketable
foreign equity securities.

Horace Mann Socially Responsible Fund - a fund investing primarily in
marketable equity securities of United States chartered companies which are
determined to be socially responsible pursuant to criteria set forth in the
fund's prospectus.

Wilshire 5000 Index Portfolio - a fund designed to replicate as closely as
possible the performance of the Wilshire 5000 Index before the deduction of
fund expenses.

Wilshire Large Company Growth Portfolio - a fund that focuses on the large
company value segment of the U.S. equity market and invests in companies
with relatively low price to book value ratios, low price to earnings
ratios and higher than average dividend yield

This Prospectus sets forth the information an investor should know. Additional
information about the HMLIC Separate Account has been filed with the Securities
and Exchange Commission in a Statement of Additional Information, dated May 1,
2000. The Statement of Additional Information is incorporated by reference and
is available upon request, without charge. You may obtain the Statement of
Additional Information by writing to Horace Mann Life Insurance Company, P.O.
Box 4657, Springfield, Illinois 62708-4657, by sending a telefacsimile (FAX)
transmission to (217) 535-7123, 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 21 of this prospectus.

THIS PROSPECTUS IS ACCOMPANIED BY A CURRENT PROSPECTUS FOR THE HORACE MANN
MUTUAL FUNDS AND A CURRENT PROSPECTUS FOR THE WILSHIRE TARGET FUNDS.* PLEASE
READ THESE DOCUMENTS CAREFULLY AND KEEP THEM FOR FUTURE REFERENCE.

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THESE
SECURITIES OR PASSED UPON THE ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO
THE CONTRARY IS A CRIMINAL OFFENSE.

THE ANNUITIES OFFERED BY HMLIC ARE NOT INSURED BY THE FDIC OR ANY OTHER
GOVERNMENT AGENCY. THEY ARE NOT DEPOSITS, OBLIGATIONS, OR GUARANTEED BY ANY
BANK. THEY INVOLVE INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL
AMOUNT INVESTED.

The date of this Prospectus is May 1, 2000.

*The Horace Mann Mutual Funds' Prospectus follows the Non-qualified Annuity
Prospectus.
<PAGE>

TABLE OF CONTENTS

<TABLE>
<CAPTION>
Page
<S> <C>
Definitions
Summary
Condensed Financial Information
Horace Mann Life Insurance Company,
The Account and The Horace Mann Mutual Funds
Horace Mann Life Insurance Company
The Account
The Horace Mann Mutual Funds
Administration

The Contract(s)
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
Mortality and Expense Risk Fee
Annuity Alternatives Plus
Annuity Alternatives
Surrender Charge(s)
Annuity Alternatives Plus
Annuity Alternatives
Operating Expenses of the Horace Mann Mutual Funds
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
Penalty Tax

Voting Rights
Other Information
Additional Information
Non-qualified Prospectus
</TABLE>

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.

<PAGE>

DEFINITIONS

Account: Horace Mann Life Insurance Company Separate Account, a segregated
variable investment account consisting of nine subaccounts each of which invests
in the corresponding portfolio of the Horace Mann Mutual Funds or the Wilshire
Target Funds. 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 premium contracts and to both individuals and
groups as flexible premium 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.

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

Wilshire Funds: The Wilshire Target Funds, Inc. consist of two portfolios:
Wilshire Large Company Growth Portfolio and the Wilshire 5000 Index Portfolio.
The Wilshire Fund is an open-end, 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
guaranteed 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 701/2. See "The Contract - Mandatory Minimum
Distribution."

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.

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 ("IRC"). IRAs as defined in Section 408 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
H M Funds or the Wilshire 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.
<PAGE>

Valuation Date: The valuation date ends at 3:00 p.m. central time. No
valuations are made for any day that the New York Stock Exchange is closed and
for 2000 no valuations are made for July 3rd or the day after Thanksgiving.

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.

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 varies based on the investment performance of the
subaccount selected. For information regarding the fixed portion, refer to the
Contract.

Detailed information about the HM Funds is contained in the HM Funds'
Prospectus which immediately follows the HMLIC Separate Account Non-qualified
Annuity Prospectus. Additional information about the HM Funds can be found in
the HM Fund's Statement of Additional Information. Detailed information about
the Wilshire Funds is contained in the Wilshire Funds' Prospectus which must
accompany this Prospectus. Additional information about the Wilshire Funds can
be found in the Wilshire Funds Statement of Additional Information.

The expenses for both the HM Funds and Wilshire Funds, including advisory and
management fees, are found in the Table of Annual Operating Expenses shown on
page 6 of this Summary.

WHAT IS "THE SEPARATE ACCOUNT"?

The Horace Mann Life Insurance Company Separate Account (the "Account")
segregates 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 nine subaccounts, each investing in
shares of the corresponding portfolio of either the H M Funds; Equity Fund,
Balanced Fund, Income Fund, Short-Term Investment Fund, Small Cap Growth Fund,
International Equity Fund, and Socially Responsible Fund or the Wilshire Funds;
Wilshire 5000 Index Portfolio and Wilshire Large Company Growth Portfolio.

WHO MAY PURCHASE A HORACE MANN ANNUITY OFFERED BY THIS PROSPECTUS?

Individuals, as well as groups, may purchase the combination fixed and
variable flexible premium annuity. Individuals may also purchase the single
premium plan. The contracts offered by this prospectus are designed to provide
retirement benefits in connection with Section 403(b) Annuities, Individual
Retirement annuities ("IRAs"), Roth IRA's, and Simplified Employee Pension Plans
("SEPs").

The contract is offered and sold by HMLIC through its licensed life
insurance sales personnel. These insurance sales personnel are registered
representatives of Horace Mann Investors, Inc. ("Investors"). Investors is a
broker/dealer registered under the Securities and Exchange Act of 1934. HMLIC
has entered into a distribution agreement with Investors. 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 premium contract
during any contract year is $225. Certain Individual Flexible Premium contracts
may have larger minimums. The minimum purchase payment under a single premium
contract is $2,000. Contract owners may elect to allocate all or part of the net
purchase payments to one or moresubaccount(s). The minimum purchase payment
allocated to any subaccount within any given contract year must equal or exceed
$100. No purchase payments are required after the first contract year. Under
certain group plans the minimum may be reduced or eliminated.

WHAT ARE MY INVESTMENT CHOICES?

(a) Separate Account
Includes nine subaccounts each of which invests in one of the following
funds:

HM Funds
Equity Fund--a fund investing primarily in common stocks of domestic
companies.(previously known as the Growth Fund)

Balanced Fund--a fund investing indirectly in a mix of common stocks, debt
securities and money market instruments through investments inthe Equity
fund and the Income Fund.
<PAGE>

Income Fund--a fund investing primarily in investment grade debt
securities.

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

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

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

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

Wilshire Funds

Wilshire 5000 Index Portfolio - a fund designed to replicate as closely as
possible the performance of the Wilshire 5000 Index before the deduction of
fund expenses.

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 account of the
contract. Transfers from the fixed account of the contract into a subaccount
could be subject to certain charges if the transferred amount is withdrawn or
surrendered. The minimum amount that can be transferred is $100 or the entire
dollar value of the subaccount(s), whichever is less. For complete details 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 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 in "Deductions
and Expenses - Surrender Charges".

WHAT ARE THE CHARGES OR DEDUCTIONS?

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

A mortality and expense risk fee (M&E Fee), computed and accrued weekly, is
deducted from the account value. This fee will not exceed 1.25% of the contract
owner's average value in a subaccount on an annual basis but may be lower on
some group plans and certain individual flexible premium products.

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. This charge may be waived or lowered on
certain group plans. Certain individual flexible premium products do not include
this charge.

No deduction for sales expense is charged on purchase payments, but a
decreasing surrender charge is assessed against certain withdrawals and
surrenders during the first five or eight contract years depending on the
contract you purchase. The charge may be lower on certain individual and group
plans. In the first contract year the charge is 8% for the Flexible Premium
Contract and 5% for the Single Premium Contract. 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). See "The Contract--Transactions-- Surrender Before Commencement
of Annuity Period."

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 HMLIC within 30 days of
<PAGE>

receipt of the contract. The market value of the assets purchased by payments
paid to the account, less any taxes, if applicable, will be refunded.

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 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.
<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. A contract owner who invests in
the Fixed Account would be subject to the annual maintenance charge and
surrender charges.

Horace Mann Life Insurance Company Separate Account Contract Owner Transaction
Expenses:(1)
Maximum Surrender Charge as a percentage of amount surrendered(2)
--for Single Payment Contracts.............................. 5.00%
--for Flexible Premium Contracts............................ 8.00%

Annual Maintenance Charge(3) $25
Separate Account annual expenses, as a percentage of average account value:
Mortality Risk................................................ 0.45%
Expense Risk.................................................. 0.80%
Total Separate Account M&E Fee....................................... 1.25%

Mutual Funds
Annual Operating Expenses of the HM Mutual Funds and Wilshire Funds, as a
percentage of average daily net assets:

<TABLE>
<CAPTION>
Small Cap
Equity Balanced Income Short-Term Growth
Fund Fund/(4)/ Fund/(4)/ Fund/(4)/ Fund/(4)/ Fund/(4)/
- ---- ---- ---- ---- ------ ---------
<S> <C> <C> <C> <C> <C>
Management Fee/(6)/ 0.64% 0.64% 0.64% 0.37% 1.39%
Other Expenses: 0.18% 0.18% 0.43% 1.58% 0.53%
----- ---- ---- ---- ----
Total Fund Operating Expense 0.82% 0.82% 1.07% 1.95% 1.71%

International Socially Wilshire Lg.
Equity Responsible Wilshire 5000 Co. Growth
Fund Fund/(4)/ Fund/(4)/ Portfolio/(5)/ Portfolio/(5)/
- ---- --------- --------- -------------- --------------
<S> <C> <C> <C> <C>
Management Fee/(6)/ 1.09% 0.94% 0.10% 0.25%
Other Expenses: 0.67% 0.22% 0.25% 0.35%
----- ---- ---- ----
Total Fund Operating Expense 1.76% 1.16% 0.35% 0.60%
</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
deducted at the time of purchase 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. This charge may be reduced or eliminated
on certain individual contracts and group plans.

(4) The Other Expenses for the HM Funds are shown based on actual amounts for
the fiscal year ended December 31, 1999 except for the Support Services
agreement which went into effect March 1, 1999 which is reflected at the
contractual amount for the full calendar year. The subadvisers seek the best
price and execution on each transaction an negotiate commission rates solely on
the execution requirements of each trade. Occasionally, they place, under a
directed brokerage arrangement, common stock trades with a broker/dealer who
credits to the HM Funds part of the commissions paid(Commission Credits). Horace
Mann Investors, voluntarily waived a portion of its Management Fee on the Short-
Term Fund and subsidized specific expenses for certain funds during 1999. The
Fund's advisor, Wilshire Associates, waived a portion of its advisory fee during
1999 for each fund. With these waivers, commission credits or subsidization the
management Fee, Other Expenses and Total Fund Operating Expenses, respectively,
were: 0.64%, 0.16% and 0.80% for the Equity Fund; 0.64%, 0.16% and 0.80% for the
Balanced Fund; 0.64%, 0.43% and 1.07% for the Income Fund; 0.37%, 1.26% and
1.63% for the Short-Term Fund; 1.39%, 0.23% and 1.62% for the Small Cap Fund;
1.09%, 0.28% and 1.37% for the International Fund; and 0.94%, 0.16% and 1.10%
for the Socially Responsible Fund.(5) The Total Expenses for the Wilshire Funds
are based on the calendar year 1999 and are unaudited. Wilshire Funds fiscal
year ends on 8/31.

(5) The Total Expenses for the Wilshire Funds are based on the Calendar year
1999 and are unaudited, Wilshire Funds fiscal year ends on August 31.

(6) The "Management Fees" include both the advisory fee payable to Wilshire
Associates, Inc. and the administration fee payable to Horace Mann Investors,
Inc for the HM Funds.

<TABLE>
<CAPTION>
Example(1)
International Socially Wilshire Wilshire
Equity Balanced Income Short-Term Small Cap Equity Responsible 5000 Index Lg. Co. Gro.
Fund Fund Fund Fund Fund Fund Fund Fund Fund Portfolio
- ----- ---- ---- ---- ---- ---- ------------- ---- ---- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
</TABLE>
<PAGE>

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 104 104 106 114 112 113 107 141 124
3 years 143 143 150 174 168 169 153 257 204
5 years 184 184 196 236 225 228 200 380 288
10 years 247 247 273 357 335 339 282 669 472

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 22 22 24 33 31 31 25 58 41
3 years 67 67 75 101 94 95 77 180 127
5 years 115 115 128 171 159 162 132 309 219
10 years 247 247 273 357 335 339 282 669 472

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 73 73 76 84 82 82 76 110 93
3 years 100 100 107 132 125 127 110 213 160
5 years 126 126 139 182 170 173 143 321 230
10 years 247 247 273 357 335 351 282 669 472

(1) The Example should not be considered a representation of past or future
expenses. Amounts shown are based on the "Total Expenses" shown on the fee table
and average cash value of the average number of annuity contracts in the
accumulation phase during the 1999 calendar year. Actual expenses may by greater
or less than those shown. There is no assumption for premium taxes, applicable
in certain states, in these examples.

CONDENSED FINANCIAL INFORMATION

The following information is taken from the Separate Account financial
statements and is covered by the report of the Separate Account Independent
Auditors. A copy of the financial statements and reports are contained in the
Annual Report for the Separate Account and are incorporated herein by reference
and may be obtained by calling or writing Horace Mann Life Insurance Company.
The Small Cap Growth Fund, International Equity Fund and Socially Responsible
Fund each commenced operations on March 10, 1997. The Wilshire 5000 Index
Portfolio and the Wilshire Large Company Growth Portfolio subaccounts were added
to the Separate Account on May 1, 2000.

<TABLE>
<CAPTION>
Accumulation Accumulation # Units
Unit Value Unit Value Outstanding
Beginning of End of End of
Account Division Year Ended Period Period Period
---------- ------------ ------------ -----------
<S> <C> <C> <C> <C>
Equity Fund 12/31/99 $24.34 $21.92 23,495,939
12/31/98 25.66 24.34 22,401,337
12/31/97 23.76 25.66 18,317,985
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

Balanced Fund 12/31/99 $18.90 $17.27 22,591,194
12/31/98 19.82 18.90 21,781,222
12/31/97 18.94 19.82 18,709,483
12/31/96 18.00 18.94 15,151,785
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

Income Fund 12/31/99 $13.24 $12.24 1,032,770
12/31/98 13.00 13.24 1,006,166
12/31/97 12.69 13.00 718,041
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
</TABLE>
<PAGE>

Short-Term Fund 12/31/99 $ 9.98 $ 9.89 143,624
12/31/98 9.99 9.98 125,460
12/31/97 10.03 9.99 114,103
12/31/96 10.00 10.03 112,004
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

Small Cap Growth 12/31/99 $12.38 $ 19.76 2,731,955
Fund 12/31/98 11.70 12.38 2,063,019
12/31/97 10.00 11.70 1,219,124

International Equity 12/31/99 $12.13 $ 17.52 1,298,573
Fund 12/31/98 10.27 12.13 758,622
12/31/97 10.00 10.27 451,401

Socially Responsible 12/31/99 $12.99 $ 13.81 4,001,791
Fund 12/31/98 12.10 12.99 2,513,258
12/31/97 10.00 12.10 692,571

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) 535-7123, 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 nine 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.

To the extent required, all charges shown in the Table of Annual Operating
Expenses are reflected in the calculations of the performance figures. Because
the median contract value exceeds $10,000, the annual maintenance charge of $25
has not been deducted. However, contracts with a value of less than $10,000
would be subject to the annual maintenance fee, which would reduce performance.
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.
<PAGE>

HORACE MANN LIFE INSURANCE COMPANY, THE ACCOUNT AND THE UNDERLYING MUTUAL
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 account is divided into subaccounts. Horace Mann Life Insurance Company
uses the assets of each subaccount to buy shares of the underlying mutual funds
based on contract owner instructions.

The Underlying Mutual Funds.

The following mutual funds are available for investment by the subaccounts
which are a part of the contracts offered in this prospectus.

HM Funds
The HM Mutual Funds ("Trust") is an open-end, diversified, management
investment company registered under the Investment Company Act of 1940. The
Trust is made up of a series of portfolios ("HM Funds"). The Trust issues shares
of beneficial interest that are continually offered for sale. The HM Funds,
advised by Wilshire Associates Incorporated ("Wilshire"), invest in securities
of different issuers and industry classifications in an attempt to spread and
reduce the risks inherent in all investing. Wilshire has entered into an
agreement with investment subadviser(s) for each of the HM Funds whereby the
subadviser(s) manage the investment and reinvestment of the assets of a fund.

The primary investment objective of the Equity Fund is long-term capital
growth; conservation of principal and production of income are secondary
objectives. The Equity Fund invests substantially all of its assets in common
stocks of domestic companies. Wellington Management Company, LLP ("Wellington
Management"), Brinson Partners, Inc ("Brinson Partners") and Mellon Equity
Associates, LLP ("Mellon Equity") serve as the investment subadvisers to the
Equity Fund. This fund was referred to as the Growth Fund prior to May 1,
2000.

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 instrumentsthrough investments in the Equity Fund and Income
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 U.S. investment grade fixed income
securities. Wellington Management, Western Asset Management Company, and a
Western Asset (affiliate) serve as the investment subadvisers to the Income
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 serves as the investment subadviser to the Short-Term Fund.

The investment objective of the Small Cap Growth Fund is long-term
capital appreciation through small cap stocks with earnings growth potential.
The Small Cap Growth Fund invests primarily in small cap stocks, which the
subadviser considers to have favorable and above-average earnings growth
prospects. Accordingly, their stock prices may rise faster, but can also decline
more in unfavorable business climates. As a result of these "higher highs" and
"lower lows," they are more volatile. BlackRock Financial Management,
Inc.("BlackRock") serves as investment subadviser to the Small Cap Growth Fund.

The primary investment objective of the International Equity Fund is long
term capital growth primarily through diversified holding
<PAGE>

of marketable foreign equity investments. The International Equity Fund invests
primarily in equity securities of established companies, listed on foreign
exchanges, which the subadviser believes have favorable characteristics. It may
also invest in fixed income securities of foreign governments and companies.
Investing in foreign securities may involve a greater degree of risk than
investing in domestic securities due to the possibility of currency
fluctuations, more volatile markets, less securities regulation and political
instability. Scudder Kemper Investments, Inc. ("Scudder Kemper") serves as the
investment subadviser to the International Equity Fund.

The investment objective of the Socially Responsible Fund is long-term
growth of capital, 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:

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 pornographic materials;

5. Do not produce nuclear weapons or guidance and/or delivery systems,
specifically for nuclear weapons;

6. By popular standards, maintain non-discriminatory employment
practices throughout a company's facilities; and

7. By popular standards, maintain environmental policies, practices
and procedures which are currently acceptable, or which are exhibiting
improvement.

Because this fund invests in companies with socially responsible business
practices, it has limitations that may have an impact on performance. Scudder
Kemper serves as the investment subadviser to the Socially Responsible Fund.

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

Wilshire Funds

Wilshire Target Funds, Inc (Wilshire Funds), is an open-end, management
investment company registered under the Investment Company Act of 1940. The
Wilshire Funds are made up of a series of portfolios. The Wilshire Funds issues
shares that are continually offered for sale. The Wilshire Funds are advised by
Wilshire Associates Incorporated.

The investment objective of the Wilshire Large Company Growth Portfolio is
to provide investment results of a portolfio of publically raded common stocks
of companies in the large company growth sub-category of the Wilshire 5000
Index. The Wilshire Large Company Growth Portfolio focuses on the large company
segment of the U.S. equity market and invest in companies with above average
earnings and higher price to earnings ratios. The Wilshire Large Company Growth
Portfolio primarily invests in stocks of larger companies (extending down to
$2.1 billion) with relatively low price to book value ratios, low price earnings
ratios, and higher than average dividend yield. Because this fund invests in
large companies it may be more volatile than a fund that invests in a broader
market segment.

The investment objective of the Wilshire 5000 Index Portfolio is to
replicate as closely as possible the performance of the Index before the
deduction of fund expenses. This Portfolio is an index fund and primarily
invests in the common stocks of companies included in the Index that are
representative of the entire Index. The Wilshire 5000 Index Portfolio normally
holds stocks representing at least 90% of the total market value of the Wilshire
5000 Index. Since the Portfolio does not invest in all of the stocks included
in the index it may be more volatile than the Index.

Detailed information on the Wilshire Target funds is contained in the
Wilshire Target Funds Prospectus which will accompany this Prospectus if you are
purchasing a qualified annuity contract.

ADMINISTRATOR: HORACE MANN INVESTORS, INC.

Investors, a wholly-owned subsidiary of Horace Mann Educators Corporation
which is the indirect owner of Horace Mann Life Insurance Company ("HMLIC"),
serves as administrator to the HM Funds pursuant to an Administration Agreement
dated March 1, 1999 with the Trust (the "Administration Agreement"). Investors
provides for the management of the business affairs of each HM fund, including,
but not limited to, office space, secretarial and clerical services, bookkeeping
services, wire and telephone communications services, and other similar services
necessary for the proper management of each HM fund's business affairs. Under
the current administration agreement, the HM Funds agree to assume and pay the
charges and expenses of its operations, including, by way of example, the
compensation of Trustees other than those affiliated with Investors, charges and
expenses of independent auditors, of legal counsel, of any transfer or dividend
disbursing agent, of the custodian, all costs of acquiring and disposing of
portfolio securities, interest, if any, on obligations incurred by the HM Funds,
reports and notices to shareholders, other like miscellaneous expenses, and all
taxes and
<PAGE>

fees to federal, state, or other governmental agencies.

For the services and facilities furnished to the HM Funds, Investors
receives a fee based upon the combined assets of the HM Funds as follows: 0.25%
of the first $1 billion of assets and 0.20% of assets in excess of $1 billion.
An administration fee is charged directly against all assets in the Balanced
Fund. However, in order to avoid duplication of charges under the fund of funds
structure, Investors has indicated that it intends upon implementation to waive
the majority of the administrative fees charged to the Balanced Fund directly.
In addition, Balanced Fund shareholders will indirectly pay the administration
fee of the assets invested in the Equity Fund and Income Fund under the fund of
funds structure. Therefore, the aggregate administration fees directly and
indirectly borne by shareholders of the Balanced Fund will be higher than the
fees shareholders would bear if they invested directly in the Equity and Income
Fund.

THE CONTRACT

CONTRACT OWNERS' RIGHTS

A Contract may be issued under a retirement plan on a qualified basis as
defined in the IRC. Qualified contracts are subject to certain tax
restrictions. 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 certain rights to acquire fixed
annuity payout options. See the contract for details regarding fixed income
payments.

PURCHASING THE CONTRACT

The contract is offered and sold by HMLIC through its licensed life
insurance sales personnel who are also registered representatives of Horace Mann
Investors, Inc. ("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 sign an acknowledgment of the IRC
restrictions on withdrawals applicable to such contracts. For an IRA, Roth IRA,
SIMPLE or a contract issued under a SEP plan, the applicant must acknowledge
receipt of the 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 2% to 6% of purchase payments received.

PURCHASE PAYMENTS

Amount and Frequency of Purchase Payments--The minimum annual purchase
payment under a flexible premium contract is $225. Payments may be made in a
lump sum or installments. The minimum monthly purchase payment is $25. No
purchase payments are required after the first contract year. The minimum
purchase payment under a single premium contract is $2,000. Under certain
individual contracts and group plans the minimum may be reduced or eliminated.
In addition, some individual contracts require a minimum purchase payment of
$50,000, $100,000 or $250,000.

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 net 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 net 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. The value
of an accumulation unit is based on the investment experience of the underlying
Fund.

Accumulation units are valued on each valuation date. The accumulation
unit value of each subaccount is equal to the net asset
<PAGE>

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 Equity Fund subaccount was
established at $16.87 on October 9, 1965. The accumulation unit value of the
Balanced Fund Subaccount, Income Fund Subaccount and Short-Term Funds subaccount
was established at $10.00 on February 1, 1983. The accumulation unit value of
the Small Cap Growth Fund Subaccount, International Equity Fund Subaccount and
Socially Responsible Fund subaccounts was established at $10.00 on March 10,
1997. The accumulation unit value of the Wilshire 5000 Index Portfolio
Subaccount and the Wilshire Large Company Growth Portfolio subaccount will be
established on May 1, 2000

TRANSACTIONS

Transfers--Amounts may be transferred from one subaccount to another, and
to and from the fixed account of the contract, prior to the maturity date.

On Annuity Alternatives products transfers from the fixed portion of the
contract into a subaccount are treated like any other partial withdrawal from
the fixed account, except that no surrender charge is imposed and the early
withdrawal penalty is being waived. If an amount transferred from the fixed
account is surrendered or withdrawn within 365 days, the amount transferred will
be subject to the applicable surrender charge and early withdrawal penalty as if
the money had been withdrawn from the fixed account. The penalty will not be
charged if (1) the transfer occurred on a Scheduled Update (renewal date) or (2)
if the Scheduled update occurred between the transfer and withdrawal or
surrender date(s).

On Annuity Alternatives Plus products if you transfer money from the fixed
portion of the contract into a subaccount and withdraw or surrender within 365
days of the transfer you will be charged the early withdrawal penalty. The
early withdrawal penalty will not be charged if (1) the transfer occurred on a
Scheduled update or (2) if the Scheduled Update occurred between the transfer
and withdrawal or surrender date(s).

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 and the
fixed account by submitting a written request to Horace Mann Life Insurance
Company at P.O. Box 4657, Springfield, Illinois 62708-4657 or by calling (800)
999-1030. 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, or for telephone transactions, be made 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 (not extending beyond a twelve month period) may
be pre-scheduled at any point in time. Transfers can be pre-scheduled by
following the procedures in the paragraph above. See "Other Information-Forms
Availability." If the contract owner decides to cancel a pre-scheduled transfer
arrangement, he or she must notify the Home Office either in writing or by
calling (800) 999-1030 or telefacsimile (FAX) (217) 527-2307 prior to the next
designated transfer date.

Changes in Allocation Instructions--A contract owner may elect to change
the allocation of future net 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 calling (800) 999-1030. 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 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 in the Home Office. 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 partial withdrawal request must be in a form acceptable by HMLIC;
telefaxsimile (FAX) transmissions of the request will be accepted if the
proceeds are sent to the Contract Owner. A surrender request must be in a form
acceptable by HMLIC; telefaxsimile (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
<PAGE>

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 surrender charges shown in "Deductions and Expenses--Surrender
Charges".

HMLIC surrender charges are applied to the withdrawals based on the date
the account is opened and not on the date the purchase payment is paid. Under
certain group plans the surrender charges may be reduced.

Partial withdrawals may be made without charge if (1) the withdrawal does
not exceed 15% of the contract value; and (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 may be 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 net 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 as soon as possible 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. This charge may be reduced or eliminated on
certain individual contracts and on some group plans. The annual maintenance
charge is deducted from the subaccount containing the greatest dollar amount or
from the fixed portion of the contract when none of the variable subaccount(s)
have any value.

Charges for annual maintenance cease on the maturity date. 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.

based on the date of calculation (0.45% for mortality risk, and 0.80% for
expense risk); however, HMLIC reserves the right to change the fee (subject to
the 1.25% ceiling) in the future. The fee accumulates on a weekly basis at a
rate of .0238268%(for a fee of 1.25, see below for other rates) of the net
variable account value as of the date of the calculation. The accumulated value
of the fee is deducted annually (usually at the time the Trust or Target Funds
declares dividends) from each subaccount or upon any surrender, partial
withdrawal or transfer of value accruing before such annual deduction with the
necessary number of units, at the then current accumulation unit value, being
redeemed to equal the dollar amount of the charges owed.

<TABLE>
<CAPTION>
Annuity Alternatives Plus
Mortality and Expense
Contract Risk Fee Weekly Factor
<S> <C> <C>
value at issue
Less than $50,000 1.25% .0238268%
$50,000+ 1.15% .0219313%
$100,000+ 1.05% .0200340%
$250,000+ 0.95% .0181348%
</TABLE>

Annuity Alternatives
Mortality and Expense
Risk Fee Weekly Factor
1.25% .0238268%

Surrender charges--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 products reflected below may not be available in all states.

Annuity Alternatives Plus

The Annuity Alternatives Plus contracts are issued only as qualified contracts.
These contracts can be issued as a 403(b), IRA, SEP, ROTH or any other type of
contract considered as qualified by the Internal Revenue Code.

<TABLE>
<CAPTION>
During
Contracts Flexible Premium
Year (based on cash value at issue)
Under age 55 (age at issue)
<S> <C> <C> <C> <C>
Under $50,000 $50,000+ $100,000+ $250,000+
1 8% 7% 6% 6%
2 8% 6% 5% 5%
3 7% 5% 5% 5%
4 7% 5% 5% 5%
5 6% 5% 5% 5%
Thereafter 0% 0% 0% 0%
Age 55+ (age at issue)
1 8% 7% 6% 6%
2 7% 6% 5% 5%
3 6% 5% 4% 4%
4 5% 4% 3% 3%
5 4% 3% 2% 2%
6 3% 2% 1% 1%
7 2% 1% 0% 0%
8 1%
Thereafter 0% 0% 0% 0%
</TABLE>

Annuity Alternatives
Annuity alternatives contracts have been issued since 1982.

<TABLE>
<CAPTION>
Flexible Premium Single Premium
<S> <C>
1 8% 5%
2 8% 4%
3 6% 3%
4 4% 2%
</TABLE>
<PAGE>

<TABLE>
<S> <C>
5 2% 1%
Thereafter 0% Thereafter 0%
</TABLE>

For further information regarding surrender or partial withdrawals see
"Surrender Before Commencement of Annuity Period."

Operating expenses of the HM Funds--There are deductions from and
expenses paid out of the assets of the HM Funds that are described in the HM
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 net purchase payments less any withdrawals, whichever is greater,
will be paid 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. Under some group plans and certain individual flexible premium
products the death benefit may include an annual increase in value. Proof of
death includes a certified death certificate and a completed claimant's
statement.

All or part of the death benefit proceeds may be paid to the beneficiary
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, except Roth
IRAs, 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.

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 701/2.

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
701/2. The contract owner may elect to defer the first distribution until April
1 of the year following his or her attainment of age 701/2. Should the first
payment be deferred, the contract owner must take two distributions in the
calendar year following attainment of age 701/2.

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 701/2 distribution
requirements. Also, 403(b) contract owner's who have not separated from service
can delay their distributions until after they separate from service (ie. quit
teaching).

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 from a 403(b)
contract in excess of the mandatory minimum distribution is subject to a 20%
federal income tax withholding. Roth IRA's are not subject to Mandatory
Distribution. See "Tax Consequences."

INCOME PAYMENTS
<PAGE>

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. Under some individual contracts if the contract owner selects a
lifetime option the company will pay a bonus which equals a percentage of the
amount placed on the settlement option. 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 $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.

INCOME PAYMENT OPTIONS

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

Life Annuity with or without Period Certain--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. If no beneficiary is living at the time of the annuitant's
death, the present 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
based on the survivor percentage elected (ie, 100%, 50%, etc.). 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.
If no beneficiary is living at the time of the annuitant's death, the present
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 subject to surrender penalties, if
applicable, from the remaining present value subject to IRC requirements. To
determine the surrender penalty rate, contract years are counted from the
original effective date of the accumulation contract. Refer to "Deduction and
Expenses--Surrender Changes" for the appropriate rate. 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 present value, if any, of the remaining income
payments. If no beneficiary is living at the time of the annuitant's death, the
present 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 subject to surrender
penalties, if applicable, from the remaining present value subject to IRC
requirements. To determine the surrender penalty rate, contract years are
counted from the original effective date of the accumulation contract. Refer to
"Deduction and Expenses--Surrender Changes" for the appropriate rate. 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
701/2, interest income payments may continue, however, the total annual
distribution must meet the minimum mandatory distribution requirements of the
IRC. 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 subject to surrender penalties if applicable.
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

b) leave the Contract with HMLIC and receive the value under the
mandatory minimum distribution requirements of IRC
<PAGE>

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
Mortality & Expense Risk fee. 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 the survivor percentage
elected.

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. One divided by 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 3.0% per annum.

Annuity Unit Value--The variable annuity unit value for the Equity,
Balanced, and Income Fund subaccount 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, International Fund, Small Cap Fund and Socially
Responsible Fund subaccounts also have been set at $10.00, however, no income
payments have been paid from these subaccounts. 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
multiplying this result by the investment multiplier.

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 net purchase payments be allocated to a
subaccount within the Account other than one or more of the nine currently
offered . If shares of the nine portfolios underlying the subaccounts 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 portfolio 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 portfolio. No substitution will be made without prior
approval of the Securities and Exchange Commission. Any substitution would be
for shares of a portfolio with investment objectives similar to those of the
fund it replaces.

<PAGE>

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 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.

If the contract is used as a traditional 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. The same contribution limits
apply to the Roth IRA, however, it is funded with after tax dollars. The maximum
annual contributions for all IRAs (including Roth IRA's) is $2,000.
Contributions to a simplified employee pension plan contract generally may not
exceed 15% of compensation or $26,000, 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 a deductible 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(IRC 403(b)(11)(B)).

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. 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. Roth
IRA's can only accept rollover money from a traditional IRA or another Roth.

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 and certain Roth distributions, received
<PAGE>

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
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.

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.

Roth IRAs are not subject to the 10% penalty if;
The contract has been in force for five years, and;

The annuitant has attained age 59 1/2; or

when used to purchase a first home not to exceed $10,000 (as adjusted by
the IRA);or

The annuitant becomes disabled as defined in IRC Section 72(m)(7); or

The distribution is made after the death of the annuitant.

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.
<PAGE>

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.

NASD Regulation's Public Disclosure Program--Information about Horace
Mann Investors, Inc. and your agent is available from the National Association
of Securities Dealers (NASD) at www.nasdr.com or by calling (800) 289-9999.

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

To receive, without charge, a copy of the 1999 Annual Report of the
Horace Mann Mutual 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 Mutual Funds,
please complete the following request form and mail it to the address indicated
below, or send it by telefacsimile (FAX) transmission to (217) 535-7123 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:
1999 Annual Report of the Horace Mann Mutual Funds and the Horace Mann
Life Insurance Company Separate Account.
Statement of Additional Information dated May 1, 2000 for the Horace Mann
Mutual Funds.

Statement of Additional Information dated May 1, 2000 for the Horace Mann
Life Insurance Company Separate Account.

Please mail the above documents to:

--------------------------------------------
(Name)

--------------------------------------------
(Address)

--------------------------------------------
(City/State/Zip)
<PAGE>

Non-qualified Variable Tax deferred
annuity contract Prospectus

Horace Mann Life Insurance Company
Separate accounts for non-qualified annuity plans

May 1, 2000
<PAGE>

INDIVIDUAL SINGLE PREMIUM AND INDIVIDUAL AND GROUP FLEXIBLE PREMIUM VARIABLE
DEFERRED ANNUITY CONTRACTS ISSUED BY HORACE MANN LIFE INSURANCE COMPANY SEPARATE
ACCOUNT AS NON-QUALIFIED CONTRACTS

This prospectus offers combination fixed and variable, non-qualified
annuity contracts to individuals and groups. These contracts are issued by
Horace Mann Life Insurance Company ("HMLIC") and can be issued as flexible
premium contracts or, for individuals, as single premium contracts. 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 (sometimes referred to as variable investment options or variable
accounts). Each subaccount purchases shares in a corresponding portfolio of the
Horace Mann Mutual Funds. The Horace Mann Mutual Funds are a registered
investment company. The portfolios are:

Horace Mann Equity Fund - a fund investing primarily in common stocks of
domestic companies.(referred to as Growth fund prior to May 1, 2000)

Horace Mann Balanced Fund - a fund investing indirectly in a mix of common
stocks, debt securities and money market instruments through investments in
the Horace Mann Equity Fund and the Horace Mann Income Fund.

Horace Mann Income Fund - a fund investing primarily in investment grade
debt 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 International Equity Fund - a fund investing in marketable
foreign equity securities.

THIS PROSPECTUS IS ACCOMPANIED BY A CURRENT PROSPECTUS FOR THE HORACE MANN
MUTUAL FUNDS.* PLEASE READ THESE DOCUMENTS CAREFULLY AND KEEP THEM FOR FUTURE
REFERENCE.

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THESE
SECURITIES OR PASSED UPON THE ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION
TO THE CONTRARY IS A CRIMINAL OFFENSE.

The date of this Prospectus is May 1, 2000.

*The Horace Mann Mutual Funds' Prospectus follows the Non-Qualified Annuity
Prospectus.
<PAGE>

TABLE OF CONTENTS

The Contract(s)
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
Mortality and Expense Risk Fee
Surrender Charge
Non-Qualified Plus
Annuity Alternatives
Operating Expenses of the Horace Mann Mutual Funds
Premium Taxes
Death Benefit Proceeds
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 Non-Qualified Contracts
Penalty Tax

Voting Rights
Other Information
Additional Information
</TABLE>

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

Maturity Date: The date income payments begin. The individual contracts
offered by this prospectus describe the criteria for determining maturity dates.

Participant: A person to whom a certificate showing participation under a
group contract has been issued.

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 Mutual Funds.

Valuation Date: The valuation date ends at 3:00 p.m. central time . No
valuations are made for any day that the New York Stock Exchange is closed and
for 2000 no valuations are made for July 3rd or the day after Thanksgiving.

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.

SUMMARY
<PAGE>

Detailed information about the Funds is contained in the Funds' Prospectus
which immediately follows the HMLIC Separate Account Non-qualified Annuity
Prospectus. Additional information about the Funds can be found in the Fund's
Statement of Additional Information. The Funds' expenses, including advisory and
management fees, are found in the Table of Annual Operating Expenses shown on
page 6 of this Summary.

WHAT IS "THE SEPARATE ACCOUNT"?

The Horace Mann Life Insurance Company Separate Account (the "Account")
segregates 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 in
shares of the corresponding portfolio of the Horace Mann Mutual Funds; Equity
Fund, Balanced Fund, Income Fund, Short-Term Investment Fund, Small Cap Growth
Fund, International Equity Fund, and Socially Responsible Fund.

WHO MAY PURCHASE A HORACE MANN ANNUITY OFFERED BY THIS PROSPECTUS?

IS THERE A MINIMUM PURCHASE PAYMENT?

The minimum annual purchase payment under a flexible premium contract
during any contract year is $1,200.The minimum purchase payment under a single
premium contract is $2,000. Contract owners may elect to allocate all or part of
the net purchase payments to one or more Subaccount(s). The minimum purchase
payment allocated to any subaccount within any given contract year must equal or
exceed $100. No purchase payments are required after the first contract year.

WHAT ARE MY INVESTMENT CHOICES?

(a) Separate Account
Includes seven subaccounts each of which invests in one of the following
funds:

Horace Mann Funds
Equity Fund--a fund investing primarily in common stocks of domestic
companies.(referred to as Growth Fund prior to May 1, 2000)

Balanced Fund--a fund investing indirectly in a mix of common stocks, debt
securities and money market instruments through investments in the Equity
Fund and the Income Fund.

Income Fund--a fund investing primarily in investment grade debt
securities.

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

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

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

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 account of the
contract. Transfers from the fixed account of the contract into a subaccount
could be subject to certain charges if the transferred amount is withdrawn or
surrendered. The minimum amount that can be transferred is $100 or the entire
dollar value of the subaccount(s), whichever is less. For full details s ee "The
Contract-Transactions-Transfers."
<PAGE>

MAY I WITHDRAW ALL OR PART OF THE CONTRACT VALUE BEFORE THE MATURITY DATE?

Unless restricted 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 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 in "Deductions and Expenses - Surrender Charges".

WHAT ARE THE CHARGES OR DEDUCTIONS?

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

A fixed annual maintenance charge of $25 is assessed against the contract
on each anniversary, unless the contract value equals or exceeds $50,000, in
which case such charge is waived.

No deduction for sales expense is charged on net purchase payments, but a
decreasing surrender charge is assessed against certain withdrawals and
surrenders during the first five or ten contract years depending on the
contract you purchase. The charge in the first contract year on flexible premium
contracts is 8% and on a single payment contract the charge is 5%. The charge
is taked 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). See "The Contract--Transactions--
Surrender Before Commencement of Annuity Period."

WHAT ARE THE FEDERAL INCOME TAX CONSEQUENCES OF INVESTING IN THIS CONTRACT?

The IRC provides penalties for premature distributions under various
investment plans. 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 HMLIC within 30 days of receipt of the contract. The
market value of the assets purchased by payments paid to the account, less any
taxes, if applicable, will be refunded.

WHEN CAN I BEGIN RECEIVING INCOME PAYMENTS, AND WHAT OPTIONS ARE AVAILABLE?

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.

<PAGE>

TABLE OF ANNUAL OPERATING EXPENSES

Horace Mann Mutual Funds
Annual Operating Expenses of the Horace Mann Mutual Funds, as a
percentage of average daily net assets:

<TABLE>
<CAPTION>
Short Small Cap International Socially
Equity Balanced Income Term Growth Equity Responsible
Fund Fund Fund Fund Fund Fund Fund
---- ---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C>
Management Fee/5)/ 0.64% 0.64% 0.64% 0.37% 1.39% 1.09% 0.94%
Other Expenses: 0.18% 0.18% 0.43% 1.58% 0.32% 0.67% 0.22%
---- ---- ---- ---- ---- ---- ----
Total Fund/(4)/
Operating
Expense 0.82% 0.82% 1.07% 1.95% 1.71% 1.76% 1.16%
</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
deducted at the time of purchase 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 $50,000 at each anniversary. The annual maintenance charge is
not deducted after the maturity date. This charge or the dollar value for the
waiver may be reduced or eliminated on certain individual contracts and group
plans.

(4)The Other Expenses for the Funds are shown based on actual amounts for the
fiscal year ended December 31, 1999 except for the Support Services agreement
which went into effect March 1, 1999 which is reflected at the contractual
amount for the full calendar year. The subadvisers seek the best price and
execution on each transaction an negotiate commission rates solely on the
execution requirements of each trade. Occasionally, they place, under a directed
brokerage arrangement, common stock trades with a broker/dealer who credits to
the Funds part of the commissions paid(Commission Credits). Horace Mann
Investors, voluntarily waived a portion of its Management Fee on the Short-Term
Fund and subsidized specific expenses for certain funds during 1999. The Fund's
advisor, Wilshire Associates, waived a portion of its advisory fee during 1999
for each fund. With these waivers, commission credits or subsidization the
Management Fee, Other Expenses and Total Fund Operating Expenses, respectively,
were: 0.64%, 0.16% and 0.80% for the Equity Fund; 0.64%, 0.16% and 0.80% for the
Balanced Fund; 0.64%, 0.43% and 1.07% for the Income Fund; 0.37%, 1.26% and
1.63% for the Short-Term Fund; 1.39%, 0.23% and 1.62% for the Small Cap Fund;
1.09%, 0.28% and 1.37% for the International Fund; and 0.94%, 0.16% and 1.10%
for the Socially Responsible Fund.

(5)The "Management Fees" include both the advisory fee payable to Wilshire
Associates, Inc. and the administration fee payable to Horace Mann Investors,
Inc.

Example(1)

<TABLE>
<CAPTION>
Short Small Cap International Socially
Equity Balanced Income Term Growth Equity Responsible
Fund Fund Fund Fund Fund 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 $104 $104 $106 $114 $112 $112 $107
3 years $133 $133 $139 $163 $157 $159 $142
5 years $172 $172 $184 $225 $214 $217 $189
10 years $313 $313 $337 $416 $395 $400 $346

</TABLE>

If you do not surrender your Contract:
You would pay the following expenses on a
$1,000 investment, assuming 5% annual
return on assets:
<PAGE>

1 year $ 22 $ 22 $ 24 $ 33 $ 30 $ 31 $ 25
3 years $ 67 $ 67 $ 74 $101 $ 94 $ 95 $ 77
5 years $115 $115 $128 $171 $159 $162 $132
10 years $247 $247 $273 $357 $335 $339 $282

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 $ 73 $ 73 $ 76 $ 84 $ 82 $ 82 $ 76
3 years $100 $100 $107 $132 $125 $127 $110
5 years $126 $126 $139 $182 $170 $173 $143
10 years $247 $247 $273 $357 $335 $351 $282

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 $ 22 $ 22 $ 24 $ 33 $ 31 $ 31 $ 25
3 years $ 67 $ 67 $ 75 $101 $ 94 $ 95 $ 77
5 years $115 $115 $128 $171 $159 $162 $132
10 years $247 $247 $273 $357 $335 $351 $282

(1)The Example should not be considered a representation of past or future
expenses. Amounts shown are based on the "Total Expenses" shown on the fee table
and average cash value of the average number of annuity contracts in the
accumulation phase during the 1999 calendar year. Actual expenses may by greater
or less than those shown. There is no assumption for premium taxes, applicable
in certain states, in these examples.

CONDENSED FINANCIAL INFORMATION

<TABLE>
<CAPTION>
Accumulation Accumulation # Units
Unit Value Unit Value Outstanding
Beginning of End of End of
Account Division Year Ended Period Period Period
---------- ----------- ---------- ----------
<S> <C> <C> <C> <C>
Equity Fund 12/31/99 $24.34 $21.92 23,495,939
12/31/98 25.66 24.34 22,401,337
12/31/97 23.76 25.66 18,317,985
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

Small Cap Growth 12/31/99 $12.38 $19.76 2,731,955
Fund 12/31/98 11.70 12.38 2,063,019
12/31/97 10.00 11.70 1,219,124

International Equity 12/31/99 $12.13 $17.52 1,298,573
Fund 12/31/98 10.27 12.13 758,622
12/31/97 10.00 10.27 451,401

Socially Responsible 12/31/99 $12.99 $13.81 4,001,791
Fund 12/31/98 12.10 12.99 2,513,258
12/31/97 10.00 12.10 692,571

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.

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.

To the extent required, all 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.
<PAGE>

HORACE MANN LIFE INSURANCE COMPANY, THE ACCOUNT AND THE HORACE MANN MUTUAL FUNDS

HORACE MANN LIFE INSURANCE COMPANY

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

The account is divided into subaccounts. HMLIC uses the assets of each
subaccount to buy shares of the underlying mutual funds based on contract owner
instructions.

The Horace Mann Mutual Funds

The Horace Mann Mutual Funds ("Trust") is an open-end, diversified,
management investment company registered under the Investment Company Act of
1940. The Trust is made up of a series of portfolios ("Funds"). The Trust issues
shares of beneficial interest that are continually offered for sale. The Funds,
advised by Wilshire Associates Incorporated ("Wilshire"), invest in securities
of different issuers and industry classifications in an attempt to spread and
reduce the risks inherent in all investing. Wilshire has entered into an
agreement with investment subadviser(s) for each of the Funds whereby the
subadviser(s) manage the investment and reinvestment of the assets of a 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 indirectly invested in a mix of common stocks, debt
securities and money market instrumentsthrough investments in the Equity Fund
and Income 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 U.S. investment grade fixed income
securities. Wellington Management, Western Asset Management Company, and Western
Asset (affiliate) serve as the investment subadvisers to the Income Fund.

The primary investment objective of the International Equity Fund is long
term capital growth primarily through diversified holding of marketable foreign
equity investments. The International Equity Fund invests primarily in equity
securities of established companies, listed on foreign exchanges, which the
subadviser believes have favorable characteristics. It may also invest in fixed
income securities of foreign governments and companies. Investing in foreign
securities may involve a greater degree of risk than investing in domestic
securities due to the possibility of currency fluctuations, more volatile
markets, less securities regulation and political instability. Scudder
<PAGE>

Kemper Investments, Inc. ("Scudder Kemper") serves as the investment subadviser
to the International Equity Fund.

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 pornographic materials;

5. Do not produce nuclear weapons or guidance and/or delivery systems,
specifically for nuclear weapons;

6. By popular standards, maintain non-discriminatory employment
practices throughout a company's facilities; and

7. By popular standards, maintain environmental policies, practices
and procedures which are currently acceptable, or which are exhibiting
improvement.

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

ADMINISTRATOR: HORACE MANN INVESTORS, INC.

Investors, a wholly-owned subsidiary of Horace Mann Educators Corporation
which is the indirect owner of Horace Mann Life Insurance Company ("HMLIC"),
serves as administrator to the Funds pursuant to an Administration Agreement
dated March 1, 1999 with the Trust (the "Administration Agreement"). Investors
provides for the management of the business affairs of each fund, including, but
not limited to, office space, secretarial and clerical services, bookkeeping
services, wire and telephone communications services, and other similar services
necessary for the proper management of each fund's business affairs. Under the
current administration agreement, the Funds agree to assume and pay the charges
and expenses of its operations, including, by way of example, the compensation
of Trustees other than those affiliated with Investors, charges and expenses of
independent auditors, of legal counsel, of any transfer or dividend disbursing
agent, of the custodian, all costs of acquiring and disposing of portfolio
securities, interest, if any, on obligations incurred by the Funds, reports and
notices to shareholders, other like miscellaneous expenses, and all taxes and
fees to federal, state, or other governmental agencies.

For the services and facilities furnished to the Funds, Investors
receives a fee based upon the combined assets of the Funds as follows: 0.25% of
the first $1 billion of assets and 0.20% of assets in excess of $1 billion. An
administration fee is charged directly against all assets in the Balanced Fund.
However, in order to avoid duplication of charges under the fund of funds
structure, Investors has indicated that it intends upon implementation to waive
the majority of the administrative fees charged to the Balanced Fund directly.
In addition, Balanced Fund shareholders will indirectly pay the administration
fee of the assets invested in the Equity Fund and Income Fund under the fund of
funds structure. Therefore, the aggregate administration fees directly and
indirectly borne by shareholders of the Balanced Fund will be higher than the
fees shareholders would bear if they invested directly in the Equity and Income
Fund.

THE CONTRACT

CONTRACT OWNERS' RIGHTS

A Contract may be issued on a non-qualified basis. Non-qualified
contracts are subject to certain tax restrictions. See "Tax Consequences."

PURCHASING THE CONTRACT

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.

Sales commissions are paid by HMLIC. Sales commissions typically range
from 2% to 6% of purchase payments received.

PURCHASE PAYMENTS

Amount and Frequency of Purchase Payments--The minimum annual purchase
payment under flexible premium contracts is $1,200. Payments may be made in a
lump sum or installments. The minimum monthly purchase payment is $100. No
purchase payments are required after the first contract year. The minimum
purchase payment under a single premium contract is $2,000. In certain
Individual and group contracts these minimums may be lowered.

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 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 Equity Fund subaccount was established at
$16.87 on October 9, 1965. The accumulation unit value of the Balanced Fund,
Income Fund and Short-Term Funds subaccounts was established at $10.00 on
February 1, 1983. The accumulation unit value of the Small Cap Growth Fund,
International Equity Fund and Socially Responsible Fund subaccounts was
established at $10.00 on March 10, 1997.

TRANSACTIONS

Transfers--Amounts may be transferred from one subaccount to another, and
to and from the fixed account of the contract, prior to the maturity date.

For Annuity Alternatives contracts transfers from the fixed portion of the
contract into a subaccount are treated like any other partial withdrawal from
the fixed account, except that no surrender charge is imposed and the early
withdrawal penalty is being waived. If an amount transferred from the fixed
account is surrendered or withdrawn within 365 days, the amount transferred will
be subject to the applicable surrender charge and early withdrawal penalty as if
the money had been withdrawn from the fixed account. The penalty will not be
charged if (1) the transfer occurred on a Scheduled Update (renewal date) or (2)
if the Scheduled update occurred between the transfer and withdrawal or
surrender date(s).

For Non-qualified plus contracts if you transfer money from the fixed portion of
the contract into a subaccount and withdraw or surrender within 365 days of the
transfer you will be charged the early withdrawal penalty. The early withdrawal
penalty will not be charged if (1) the transfer occurred on a Scheduled update
or (2) if the Scheduled Update occurred between the transfer and withdrawal or
surrender date(s).

The minimum amount that can be transferred is $100 or the entire dollar value of
the subaccount(s), whichever is less.

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.

Surrender Before Commencement of Annuity Period-If not restricted by the
IRC, a contract owner may surrender the contract in whole or withdraw in part
for cash before income payments begin.

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.

Surrenders and partial withdrawals from any variable subaccount are
subject to the surrender charges shown in "Deductions and Expenses--Surrender
Charges".

HMLIC surrender charges are applied to the withdrawals based on the date
the account is opened and not on the date the purchase payment is paid.

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 on cash value
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.

If premium taxes are deducted prior to surrender or partial withdrawal,
any reduction of HMLIC's premium tax liability due to the
<PAGE>

surrender or partial withdrawal will be to HMLIC's benefit.

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 $50,000. On certain group and individual plans the fee
will be stopped when the contract value equals or exceeds $10,000. The annual
maintenance charge is deducted from the subaccount containing the greatest
dollar amount or from the fixed portion of the contract when none of the
variable subaccount(s) have any value.

Mortality and Expense Risk Fee--For assuming mortality and expense risk,
HMLIC applies an asset charge to the account value of each contract. The fee for
mortality and expense risk may not exceed the annual rate of 1.25% of the
average net variable account value based on the date of calculation (0.45% for
mortality risk, and 0.80% for expense risk); however, HMLIC reserves the right
to change the fee (subject to the 1.25% ceiling) in the future. The fee
accumulates on a weekly basis at a rate of .0238268%of the net variable account
value as of the date of the calculation. The accumulated value of the fee is
deducted annually (usually at the time the Trust declares dividends) from each
subaccount or upon any surrender, partial withdrawal or transfer of value
accruing before such annual deduction with the necessary number of units, at the
then current accumulation unit value, being redeemed to equal the dollar amount
of the charges owed.
<PAGE>

Surrender charges--If not restricted by the IRC, a contract owner may surrender
the contract in whole or withdraw in part for cash before income payments
begin.

The products reflected below may not be available in all states.

<TABLE>
<CAPTION>
Non-qualified plus

During
Contract Flexible Premium
Years Under age 55 at issue Age 55+ at issue
<S> <C> <C>
1 8% 8%
2 7% 7%
3 6% 6%
4 5% 5%
5 5% 4%
6 5% 3%
7 5% 2%
8 5% 1%
9 5% 0%
10 5% 0%
Thereafter 0% 0%

Annuity Alternatives
Annuity alternatives contracts have been issued since 1982.

Flexible Premium Single Premium
1 8% 5%
2 8% 4%
3 6% 3%
4 4% 2%
5 2% 1%
Thereafter 0% Thereafter 0%
</TABLE>

For further information regarding surrender or partial withdrawals see
"Surrender Before Commencement of Annuity Period."

Operating expenses of the Horace Mann Mutual 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.

DEATH BENEFIT PROCEEDS

If a contract owner dies before the maturity date, the contract value, or
the amount of net purchase payments less any withdrawals, whichever is greater,
will be paid 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.

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.

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.
<PAGE>

INCOME PAYMENTS

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."

INCOME PAYMENT OPTIONS

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

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. The annuitant may elect another
income option at the end of any payment period, or may withdraw the contract
value in whole or in part upon written request subject to surrender penalties if
applicable. The request must be made prior to the end of the period that the
annuitant agreed to receive income payments. This option is available on a fixed
payment basis only.
<PAGE>

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
b) leave the Contract with HMLIC, or
c) elect any other option that HMLIC makes available.

AMOUNT OF FIXED AND VARIABLE INCOME PAYMENTS

Annuity Unit Value--The variable annuity unit value for the Equity,
Balanced, and Income Fund subaccount 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, International Fund, Small Cap Fund and Socially
Responsible Fundsubaccounts also have been set at $10.00, however, no income
payments have been paid from these subaccounts. 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
multiplying this result by the investment multiplier.

MISSTATEMENT OF AGE

MODIFICATION 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 net purchase payments be allocated to a
subaccount within the Trust other than one or more of the seven currently
offered Horace Mann Mutual Funds. If any shares of the Trust's seven portfolios
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 portfolio 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 portfolio.
<PAGE>

No substitution will be made without prior approval of the Securities and
Exchange Commission. Any substitution would be for shares of a portfolio with
investment objectives similar to those of the fund it replaces.

TAX CONSEQUENCES

SEPARATE ACCOUNT

CONTRACT OWNERS

Contributions-. No limitations are imposed on the amount of contributions
made to a non-qualified contract.

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. Contract owners of non-
qualified contracts are not subject to the minimum distribution
requirements.

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 net 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 also be made by means of a full 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- 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.)

VOTING RIGHTS

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

condition. None of this litigation relates to the Separate Account.

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

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

Please provide free of charge the following information:
1999 Annual Report of the Horace Mann Mutual Funds and the Horace Ma nn
Life Insurance Company Separate Account.
Statement of Additional Information dated May 1, 2000 for the Horace Mann
Mutual Funds.

Statement of Additional Information dated May 1, 2000 for the Horace Mann
Life Insurance Company Separate Account.

Please mail the above documents to:

--------------------------------------------
(Name)

--------------------------------------------
(Address)

--------------------------------------------
(City/State/Zip)
<PAGE>

Statement of Additional Information

Variable tax deferred annuity contracts
Qualified and non-qualified plans

Horace Mann Life Insurance Company
Separate Account

May 1, 2000
<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, 2000, 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) 535-
7123, or by telephoning toll-free (800) 999-1030.

May 1, 2000

TABLE OF CONTENTS

<TABLE>
<CAPTION>
Topic Page
<S> <C>
General Information and History.................. 2
Investment Experience............................ 2
Underwriter...................................... 3
Financial Statements............................. 4
</TABLE>

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)(5)
December 31, 1999

<TABLE>
<CAPTION>
TOTAL RETURN DATA
AVERAGE ANNUAL TOTAL RETURN(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) (11.50)% 15.23% 11.55%
Without Redemption (3.81)% 15.23% 11.55%
Balanced Fund Account Division
With Redemption(3) (10.19)% 12.29% 9.64%
Without Redemption (2.38)% 12.29% 9.64%
Income Fund Account Division
With Redemption(3) (10.58)% 5.39% 5.48%
Without Redemption (2.81)% 5.39% 5.48%
Short-Term Fund Account Division
With Redemption(3) (4.79)% 3.65% 3.49%
Without Redemption 3.49 % 3.65% 3.49%
Small Cap Growth Fund Account Division(4)
With Redemption(3) 63.09 %
Without Redemption 71.59 %
International Equity Fund Account Division(4)
With Redemption(3) 42.47 %
Without Redemption 50.77 %
Socially Responsible Fund Account Division(4)
With Redemption(3) (1.45)%
Without Redemption 7.05 %
</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.
<PAGE>

2 To the extent required, all charges shown in the Table of Annual Operating
Expenses are reflected in the calculations of the performance figures. Because
the median Qualified contract value exceeds $10,000, the annual maintenance
charge of $25 has not been deducted. However, contracts with a value of less
than $10,000 and Non-qualified contracts would be subject to the annual
maintenance charge, which would reduce performance. 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.

3 With redemption reflects performance of a surrendered contract. Redemption has
no effect on return after the initial five-year contract period for qualified
contracts and 10 years for Non-qualified contracts.

4 Small Cap Growth Fund, International Equity Fund and Socially Responsible Fund
each commenced operations on March 10, 1997.

5 Annuity Alternatives refers to the Qualified Combination Annuity Contract
offered by Horace Mann Life Insurance Co.

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 the annual maintenance charge and 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, 1999. Small Cap
Growth, International Equity and Socially Responsible Funds commenced operations
on March 10, 1997. 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 Qualified Contracts
currently offered by the Company. Prior Contracts, single premium contracts, and
certain Individual and group plans have different fees and charges; therefore
these performance calculations are not valid for those contracts.

UNDERWRITER

HMLIC offers and sells the Contract on a continuous basis through its licensed
life insurance sales personnel who are also registered representatives of Horace
Mann Investors, Inc. ("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 Investors, principal
underwriter of the Account, to distribute the variable contracts of HMLIC.
<PAGE>

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 $5,781,260, $7,465,597,and $5,811,107 for the
years ended 1997, 1998 and 1999, 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 LLP, independent auditors for the Account and HMLIC, has offices at 303
East Wacker Drive, Chicago, Illinois 60601. KPMG 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, 1999. A copy of this Annual Report
accompanies the Statement of Additional Information. 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, which
are included herein, 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, 1998 and 1999

(With Independent Auditors' Report Thereon)

4
<PAGE>

HORACE MANN LIFE INSURANCE COMPANY

Statutory Financial Statements

December 31, 1998 and 1999

(With Independent Auditors' Report Thereon)

6
<PAGE>

HORACE MANN LIFE INSURANCE COMPANY

Statutory Statements of Admitted Assets,
Liabilities and Capital and Surplus

32
<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

The following Financial statements of the Account will be subsequently
filed:
-the Annual Report for the Registrant:
-Report of Independent Auditors
-Statements of Net Assets - December 31, 1999
-Statements of Operations - For the Year Ended December 31, 1999
-Statements of Changes in Net Assets For the Year Ended December 31, 1999
-Statements of Changes in Net Assets For the Year Ended December 31, 1998
-Notes to Financial Statements - December 31, 1999
Financial statements for Horace Mann Life Insurance Company
-Report of Independent Auditors
-Statutory Statements of Admitted Assets, Liabilities and Capital and
Surplus - As of December 31, 1999 and 1998
-Statutory Statements of Operations - For the Years Ended December 31,
1999, 1998 and 1997
-Statutory Statements of Capital and Surplus - For the ears Ended
December 31, 1999, 1998 and 1997
-Statutory Statements of Cash Flow - For the Years Ended December 31,
1999, 1998 and 1997
-Notes to Statutory Financial Statements - December 31, 1999, 1998 and
1997

(b) Exhibits
-------------
(1) Resolution of Board of Directors........... Post Effective Amendment 63
(2) Agreements for custody.................................. Not Applicable
(3) Underwriting Agreement..................... Post Effective Amendment 63
(4) Form of Variable Annuity Contract.......... Post Effective Amendment 65
(5) Form of application........................ Post Effective Amendment 63
(6) Certificate of incorporation and bylaws..Initial Registration Statement
(7) Contract of Reinsurance................................. Not Applicable
(8) Other Contracts......................................... Not Applicable
(9) Opinion and Consent of Counsel.......................... With Amendment
(10) Consent of Independent Auditors......................... With Amendment
(11) Financial Statement Schedules for Horace Mann Life Insurance Company an
the Independent Auditors' Report thereon................ With 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................................. Filed Herewith

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.

Name Position & Office with Depositor
- ---- --------------------------------

Larry K. Becker Director and Executive Vice President,
Chief Financial Officer

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

Valerie A. Chrisman Director and Senior Vice President

Paul J. Kardos Director and President & Chief Executive Officer

Michael R. Vignola Senior Vice President

George J. Zock Director and Executive Vice President

A. Thomas Arisman Senior Vice President

Roger W. Fisher Senior Vice President

J. Michael Henderson Vice President & Treasurer

John H. Leitermann Vice President & Life Actuary

William J. Kelly Vice President

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 March, 2000, the number of Contract Owners of Horace Mann Life
Insurance Company Separate Account was of which were qualified Contract Owners
and 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
62715.

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

A. Thomas Arisman Director and President

Larry K. Becker Director

George J. Zock Director

Ann M. Caparros Secretary

Roger W. Fisher Controller

William J. Kelly Treasurer and Broker/dealer Compliance
Officer

Diane M. Barnett Tax Compliance Officer

Richard D. Wilson Marketing Officer

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, 1999:

<TABLE>
<CAPTION>
Net Underwriting Compensation on
Name of Principal Discounts and Redemption or Brokerage
Underwriter Commissions Annuitization Commissions Compensation
- ----------------- ---------------- --------------- ----------- ------------
<S> <C> <C> <C> <C>
Horace Mann $5,811,107 N/A N/A N/A
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 associated with its duties as underwriter 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 that are not maintained by
Horace Mann Investors, Inc.

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) Horace Mann Life Insurance Company 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
-----------------

Exhibit
Number Title
- ------ -----

(1) Resolution of Board of Directors.............Post Effective Amendment 63
(2) Agreements for custody................................... Not Applicable
(3) Underwriting Agreement.......................Post Effective Amendment 63
(4) Form of Variable Annuity Contract............Post Effective Amendment 65
(5) Form of application..........................Post Effective Amendment 63
(6) Certificate of incorporation and bylaws...Initial Registration Statement
(7) Contract of Reinsurance...................................Not Applicable
(8) Other Contracts...........................................Not Applicable
(9) Opinion and Consent of Counsel............................With Amendment
(10) Consent of Independent Auditors...........................With Amendment
(11) Financial Statement Schedules for Horace Mann Life Insurance Company and
the Independent Auditors' Report thereon..................With 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...................................Filed Herewith

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 1/st/ day of March, 2000.

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
Corporate Secretary Chief 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 1, 2000
- -------------------------
Paul J. Kardos Chief Executive Officer

/s/ LARRY K. BECKER Director, Executive Vice March 1, 2000
- -------------------------
Larry K. Becker President and Chief
Financial Officer

/s/ ANN M. CAPARROS Director, Vice President, March 1, 2000
- -------------------------
Ann M. Caparros General Counsel and
Corporate Secretary

/s/ VALERIE A. CHRISMAN Director, March 1, 2000
- -------------------------
Valerie A. Chrisman Senior Vice President

/s/ ROGER W. FISHER Senior Vice President March 1, 2000
- -------------------------
Roger W. Fisher Officer

/s/ GEORGE J. ZOCK Director and Executive March 1, 2000
- -------------------------
George J. Zock Vice President

/s/ THOMAS A. ARISMAN Senior Vice President March 1, 2000
- -------------------------
Thomas A. Arisman

C-6
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<PAGE>

<ARTICLE> 6
<CIK> 0001026708
<NAME> HORACE MANN MUTUAL FUNDS
<SERIES>
<NUMBER> 1
<NAME> GROWTH FUND
<MULTIPLIER> 1,000

<S> <C>
<PERIOD-TYPE> YEAR
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<PERIOD-END> DEC-31-1999
<INVESTMENTS-AT-COST> 618,429
<INVESTMENTS-AT-VALUE> 624,459
<RECEIVABLES> 1,148
<ASSETS-OTHER> 1
<OTHER-ITEMS-ASSETS> 0
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<OTHER-ITEMS-LIABILITIES> 475
<TOTAL-LIABILITIES> 475
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<PAID-IN-CAPITAL-COMMON> 619,772
<SHARES-COMMON-STOCK> 28,522
<SHARES-COMMON-PRIOR> 27,557
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<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (1,077)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 6,029
<NET-ASSETS> 625,133
<DIVIDEND-INCOME> 11,528
<INTEREST-INCOME> 464
<OTHER-INCOME> 0
<EXPENSES-NET> 4,798
<NET-INVESTMENT-INCOME> 7,194
<REALIZED-GAINS-CURRENT> 39,294
<APPREC-INCREASE-CURRENT> (63,032)
<NET-CHANGE-FROM-OPS> (16,544)
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<DISTRIBUTIONS-OF-INCOME> 6,785
<DISTRIBUTIONS-OF-GAINS> 40,429
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 87,664
<NUMBER-OF-SHARES-REDEEMED> 110,340
<SHARES-REINVESTED> 40,836
<NET-CHANGE-IN-ASSETS> (45,598)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 57
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 2,524
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 5,123
<AVERAGE-NET-ASSETS> 623,366
<PER-SHARE-NAV-BEGIN> 24.34
<PER-SHARE-NII> .26
<PER-SHARE-GAIN-APPREC> (.91)
<PER-SHARE-DIVIDEND> (.65)
<PER-SHARE-DISTRIBUTIONS> 1.77
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 21.92
<EXPENSE-RATIO> .73

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WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<PAGE>

<ARTICLE> 6
<CIK> 0001026708
<NAME> HORACE MANN MUTUAL FUND
<SERIES>
<NUMBER> 2
<NAME> BALANCED FUND
<MULTIPLIER> 1,000

<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> DEC-31-1999
<INVESTMENTS-AT-COST> 405,815
<INVESTMENTS-AT-VALUE> 400,229
<RECEIVABLES> 2,970
<ASSETS-OTHER> 21
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 403,220
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 681
<TOTAL-LIABILITIES> 681
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 408,235
<SHARES-COMMON-STOCK> 23,310
<SHARES-COMMON-PRIOR> 22,636
<ACCUMULATED-NII-CURRENT> 326
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (439)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> (5,583)
<NET-ASSETS> 402,539
<DIVIDEND-INCOME> 4,448
<INTEREST-INCOME> 12,694
<OTHER-INCOME> 0
<EXPENSES-NET> 3,067
<NET-INVESTMENT-INCOME> 14,075
<REALIZED-GAINS-CURRENT> 16,470
<APPREC-INCREASE-CURRENT> (35,404)
<NET-CHANGE-FROM-OPS> (4,859)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 13,825
<DISTRIBUTIONS-OF-GAINS> 16,931
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 54,173
<NUMBER-OF-SHARES-REDEEMED> 70,096
<SHARES-REINVESTED> 26,157
<NET-CHANGE-IN-ASSETS> (25,381)
<ACCUMULATED-NII-PRIOR> 166
<ACCUMULATED-GAINS-PRIOR> (67)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,605
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 3,280
<AVERAGE-NET-ASSETS> 405,586
<PER-SHARE-NAV-BEGIN> 18.90
<PER-SHARE-NII> .62
<PER-SHARE-GAIN-APPREC> (.84)
<PER-SHARE-DIVIDEND> (.22)
<PER-SHARE-DISTRIBUTIONS> 1.41
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 17.27
<EXPENSE-RATIO> .75

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WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<PAGE>

<ARTICLE> 6
<CIK> 0001026708
<NAME> HORACE MANN MUTUAL FUNDS
<SERIES>
<NUMBER> 3
<NAME> INCOME FUND
<MULTIPLIER> 1,000

<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> DEC-31-1999
<INVESTMENTS-AT-COST> 13,625
<INVESTMENTS-AT-VALUE> 13,007
<RECEIVABLES> 202
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 13,209
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 35
<TOTAL-LIABILITIES> 35
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 13,822
<SHARES-COMMON-STOCK> 1,076
<SHARES-COMMON-PRIOR> 1,054
<ACCUMULATED-NII-CURRENT> 15
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (46)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> (617)
<NET-ASSETS> 13,174
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 956
<OTHER-INCOME> 0
<EXPENSES-NET> 138
<NET-INVESTMENT-INCOME> 818
<REALIZED-GAINS-CURRENT> (43)
<APPREC-INCREASE-CURRENT> (1,005)
<NET-CHANGE-FROM-OPS> (230)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 809
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 5,904
<NUMBER-OF-SHARES-REDEEMED> 6,326
<SHARES-REINVESTED> 677
<NET-CHANGE-IN-ASSETS> (784)
<ACCUMULATED-NII-PRIOR> 5
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
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<GROSS-EXPENSE> 144
<AVERAGE-NET-ASSETS> 13,379
<PER-SHARE-NAV-BEGIN> 13.24
<PER-SHARE-NII> .76
<PER-SHARE-GAIN-APPREC> (.97)
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<PER-SHARE-DISTRIBUTIONS> .79
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 12.24
<EXPENSE-RATIO> .99

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WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<PAGE>

<ARTICLE> 6
<CIK> 0001026708
<NAME> HORACE MANN MUTUAL FUNDS
<SERIES>
<NUMBER> 4
<NAME> SHORT-TERM INVESTMENT FUND
<MULTIPLIER> 1,000

<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> DEC-31-1999
<INVESTMENTS-AT-COST> 1,740
<INVESTMENTS-AT-VALUE> 1,740
<RECEIVABLES> 0
<ASSETS-OTHER> 4
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 1,744
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 1
<TOTAL-LIABILITIES> 1
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 1,742
<SHARES-COMMON-STOCK> 176
<SHARES-COMMON-PRIOR> 133
<ACCUMULATED-NII-CURRENT> 1
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 1,743
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 95
<OTHER-INCOME> 0
<EXPENSES-NET> 6
<NET-INVESTMENT-INCOME> 89
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 89
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 88
<DISTRIBUTIONS-OF-GAINS> 1
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 5,025
<NUMBER-OF-SHARES-REDEEMED> 4,683
<SHARES-REINVESTED> 70
<NET-CHANGE-IN-ASSETS> 412
<ACCUMULATED-NII-PRIOR> 1
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 5
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 36
<AVERAGE-NET-ASSETS> 1,669
<PER-SHARE-NAV-BEGIN> 9.98
<PER-SHARE-NII> .47
<PER-SHARE-GAIN-APPREC> .01
<PER-SHARE-DIVIDEND> .48
<PER-SHARE-DISTRIBUTIONS> .57
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 9.89
<EXPENSE-RATIO> .32

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WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<PAGE>

<ARTICLE> 6
<CIK> 0001026708
<NAME> HORACE MANN MUTUAL FUNDS
<SERIES>
<NUMBER> 5
<NAME> SMALL CAP GROWTH FUND
<MULTIPLIER> 1,000

<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> DEC-31-1999
<INVESTMENTS-AT-COST> 38,670
<INVESTMENTS-AT-VALUE> 60,526
<RECEIVABLES> 0
<ASSETS-OTHER> 44
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 60,570
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 73
<TOTAL-LIABILITIES> 73
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 38,697
<SHARES-COMMON-STOCK> 3,062
<SHARES-COMMON-PRIOR> 2,315
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (57)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 21,857
<NET-ASSETS> 60,497
<DIVIDEND-INCOME> 8
<INTEREST-INCOME> 162
<OTHER-INCOME> 0
<EXPENSES-NET> 548
<NET-INVESTMENT-INCOME> (378)
<REALIZED-GAINS-CURRENT> 8,266
<APPREC-INCREASE-CURRENT> 15,565
<NET-CHANGE-FROM-OPS> 23,453
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 4,103
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 16,140
<NUMBER-OF-SHARES-REDEEMED> 7,062
<SHARES-REINVESTED> 3,415
<NET-CHANGE-IN-ASSETS> 31,843
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (3,841)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 398
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 598
<AVERAGE-NET-ASSETS> 54,533
<PER-SHARE-NAV-BEGIN> 12.38
<PER-SHARE-NII> (.15)
<PER-SHARE-GAIN-APPREC> 8.96
<PER-SHARE-DIVIDEND> 8.81
<PER-SHARE-DISTRIBUTIONS> 1.43
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 19.76
<EXPENSE-RATIO> 1.50

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<PAGE>

<ARTICLE> 6
<CIK> 0001026708
<NAME> HORACE MANN MUTUAL FUNDS
<SERIES>
<NUMBER> 6
<NAME> INTERNATIONAL EQUITY FUND
<MULTIPLIER> 1,000

<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> DEC-31-1999
<INVESTMENTS-AT-COST> 18,700
<INVESTMENTS-AT-VALUE> 26,416
<RECEIVABLES> 23
<ASSETS-OTHER> 1
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 26,440
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 37
<TOTAL-LIABILITIES> 37
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 18,687
<SHARES-COMMON-STOCK> 1,507
<SHARES-COMMON-PRIOR> 850
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 7,716
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</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<PAGE>

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