NWNL SELECT VARIABLE ACCOUNT
485BPOS, 1997-07-23
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                                                                File No. 2-75185
================================================================================
                                                               File No. 811-3341
================================================================================
                                                   UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM N-4

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933                      [x]

Pre-Effective Amendment No.                                                  [ ]

   
Post-Effective Amendment No.           21                                    [x]
    

                                     and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940              [x]

   
Amendment No.    22                                                          [x]
    

                        RELIASTAR SELECT VARIABLE ACCOUNT
                     (formerly NWNL Select Variable Account)
             (Exact Name of Registrant as Specified in its Charter)

                        RELIASTAR LIFE INSURANCE COMPANY
             (formerly Northwestern National Life Insurance Company)
                               (Name of Depositor)

            20 Washington Avenue South, Minneapolis, Minnesota 55401
         (Address of Depositor's Principal Executive Offices) (Zip Code)

        Depositor's Telephone Number, including Area Code: (612) 342-7346

                             Jeffrey A. Proulx, Esq.
                        ReliaStar Life Insurance Company
                           20 Washington Avenue South
                          Minneapolis, Minnesota 55401
                     (Name and Address of Agent of Service)

                  Approximate date of proposed Public Offering:
             As soon as practicable after the Registration Statement
                               becomes effective.

              It is proposed that this filing will become effective
                            (check appropriate space)

[ ]  immediately  upon  filing  pursuant to  paragraph  (b) of Rule 485 
   
[X] on August 8, 1997  pursuant to  paragraph  (b) of Rule 485 
    
[ ] 60 days after filing pursuant to paragraph (a) of Rule 485 
[ ] on (date) 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.

Registrant  has  chosen  to  register  an  indefinite  amount of  securities  in
accordance with Rule 24f-2. The Rule 24f-2 Notice for  Registrant's  most recent
fiscal year was filed on or about February 20, 1997.

================================================================================


                        RELIASTAR SELECT VARIABLE ACCOUNT

                  Cross Reference Sheet Pursuant to Rule 495(a)

  FORM N-4
ITEM NUMBER           PART A HEADING IN PROSPECTUS

      1.              Cover Page
      2.              Definitions
      3.              Summary
      4.              Condensed Financial Information
      5.              The Company; The Variable Account; Investments of the 
                         Variable Account
      6.              Charges Made by the Company
      7.              The Contracts
      8.              Annuity Provisions
      9.              The Contracts
     10.              The Contracts
     11.              The Contracts
     12.              Federal Tax Status
     13.              Legal Proceedings
     14.              Statement of Additional Information Table of Contents

                      PART B HEADING IN STATEMENT OF ADDITIONAL INFORMATION

     15.              Cover Page
     16.              Table of Contents
     17.              Introduction
     18.              Administration of the Contracts
     19.              Distribution of the Contracts
     20.              Distribution of the Contracts
     21.              Calculation of Yield and Return
     22.              Annuity Provisions (In Prospectus)
     23.              Financial Statements

                      PART C HEADINGS

     24.              Financial Statements and Exhibits
     25.              Directors and Officers of the Depositor
     26.              Persons Controlled by or Under Common Control with the 
                         Depositor or Registrant
     27.              Number of Contract Owners
     28.              Indemnification
     29.              Principal Underwriters
     30.              Location of Accounts and Records
     31.              Not Applicable
     32.              Undertakings



                                [GRAPHIC OMITTED]
                        RELIASTAR LIFE INSURANCE COMPANY
                           20 WASHINGTON AVENUE SOUTH
                          MINNEAPOLIS, MINNESOTA 55401
                                 1-800-621-3750
                                 --------------
              INDIVIDUAL DEFERRED VARIABLE/FIXED ANNUITY CONTRACTS
                                    ISSUED BY
                        RELIASTAR SELECT VARIABLE ACCOUNT
                                       AND
                        RELIASTAR LIFE INSURANCE COMPANY

     The Individual Deferred  Variable/Fixed Annuity Contracts described in this
Prospectus are flexible purchase payment contracts. The Contracts are sold to or
in  connection  with  retirement  plans which may or may not qualify for special
federal tax treatment under the Internal Revenue Code. (See "Federal Tax Status"
on page 33.) Annuity  payments under the Contracts are deferred until a selected
later date.

     Purchase  payments  may  be  allocated  to  one or  more  of the  available
Sub-Accounts of ReliaStar  Select Variable Account (the "Variable  Account"),  a
separate account of ReliaStar Life Insurance Company (the "Company"),  and/or to
the Fixed Account (which is the general account of the Company).

   
     Purchase payments allocated to one or more of the available Sub-Accounts of
the Variable  Account,  as selected by the Contract  Owner,  will be invested in
shares at net asset  value of one or more of a group of  investment  funds  (the
"Investment  Funds"). The Investment Funds are currently three portfolios of The
Alger American Fund, five portfolios of Fidelity's  Variable  Insurance Products
Fund, four portfolios of Fidelity's  Variable  Insurance  Products Fund II, four
portfolios  of  Janus  Aspen  Series,  two  portfolios  of the  Neuberger&Berman
Advisors  Management  Trust,  five Funds of the Northstar  Variable Trust,  four
portfolios of the OCC Accumulation  Trust, and four Funds of the Putnam Variable
Trust.  Each  Investment  Fund pays its investment  adviser certain fees charged
against the assets of the Investment  Fund. The Variable  Account Contract Value
and the amount of variable  annuity  payments will vary,  primarily based on the
investment  performance  of the  Investment  Funds whose  shares are held in the
Sub-Accounts  selected.  (For more information  about the Investment  Funds, see
"Investments of the Variable Account" on page 19.)

                            (CONTINUED ON NEXT PAGE)
    

     NO  PERSON  IS  AUTHORIZED  TO  GIVE  ANY   INFORMATION   OR  TO  MAKE  ANY
REPRESENTATIONS  OTHER THAN THOSE  CONTAINED IN THIS  PROSPECTUS OR ACCOMPANYING
FUND  PROSPECTUSES  AND, IF GIVEN OR MADE, SUCH  INFORMATION OR  REPRESENTATIONS
MUST NOT BE RELIED  UPON AS HAVING BEEN  AUTHORIZED.  THIS  PROSPECTUS  DOES NOT
CONSTITUTE AN OFFER TO SELL OR A SOLICITATION  OF AN OFFER TO BUY ANY SECURITIES
OTHER THAN THE REGISTERED  SECURITIES TO WHICH IT RELATES.  THIS PROSPECTUS DOES
NOT CONSTITUTE AN OFFER OR SOLICITATION IN ANY CIRCUMSTANCES IN WHICH SUCH OFFER
OR SOLICITATION WOULD BE UNLAWFUL.

THIS PROSPECTUS SETS FORTH CONCISELY THE INFORMATION  ABOUT THE CONTRACTS THAT A
PROSPECTIVE  INVESTOR OUGHT TO KNOW BEFORE  INVESTING AND SHOULD BE RETAINED FOR
FUTURE REFERENCE.  IT IS VALID ONLY WHEN ACCOMPANIED BY THE CURRENT PROSPECTUSES
OF THE INVESTMENT FUNDS.

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

   
SHARES OF THE  INVESTMENT  FUNDS AND INTERESTS IN THE CONTRACTS ARE NOT DEPOSITS
OR  OBLIGATIONS  OF, OR  GUARANTEED  OR ENDORSED BY, A BANK,  AND THE SHARES AND
INTERESTS  ARE  NOT  FEDERALLY   INSURED  BY  THE  FEDERAL   DEPOSIT   INSURANCE
CORPORATION,  THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY.  ANY INVESTMENT IN
THE CONTRACT  INVOLVES  CERTAIN  INVESTMENT  RISK WHICH MAY INCLUDE THE POSSIBLE
LOSS OF PRINCIPAL.

                 THE DATE OF THIS PROSPECTUS IS AUGUST 8, 1997.


     Additional  information  about the Contracts,  the Company and the Variable
Account,  contained in a Statement  of  Additional  Information  dated August 8,
1997,  has been  filed  with  the  Securities  and  Exchange  Commission  and is
available by accessing the SEC's internet web site (http://www.sec.gov), or upon
request  without  charge by writing to Washington  Square  Securities,  Inc., 20
Washington   Avenue  South,   Minneapolis,   Minnesota   55401,  or  by  calling
1-800-621-3750.   The  Statement  of  Additional  Information  relating  to  the
Contracts  having the same date as this  Prospectus is incorporated by reference
in this  Prospectus.  The Table of  Contents  for the  Statement  of  Additional
Information may be found on page 40 of this Prospectus.
    

     Information  about the Fixed  Account  may be found in  Appendix A, on page
A-1.



                                TABLE OF CONTENTS


      Definitions ...............................................4
      Summary of Contract Expenses...............................6
      Summary    10
      Condensed Financial Information............................12
      Performance Information....................................17
      The Company................................................18
      The Variable Account.......................................18
      Investments of the Variable Account........................19
      Charges Made by the Company................................25
        Surrender Charge (Contingent Deferred
         Sales Charge)...........................................25
        Administrative Charge....................................26
        Mortality Risk Premium...................................26
        Expense Risk Charge......................................26
        Premium Taxes............................................26
        Expenses of the Investment Funds.........................26
      Administration of the Contracts............................26
      The Contracts..............................................27
        Allocation of Purchase Payments..........................27
        Sub-Account Accumulation Unit Value......................27
        Net Investment Factor....................................27
        Death Benefit Before the Annuity
         Commencement Date.......................................28
        Death Benefit After the Annuity
         Commencement Date.......................................29
        Surrender (Redemption)...................................29
        Transfers................................................29
   
        Telephone/Fax Instructions...............................30
    
        Assignments..............................................30
        Contract Owner and Beneficiaries.........................30
        Contract Inquiries.......................................31
      Annuity Provisions.........................................31
        Annuity Commencement Date................................31
        Annuity Form Selection Change............................31
        Annuity Forms............................................31
        Automatic Annuity Form...................................32
        Frequency and Amount of Annuity Payments.................32
        Annuity Payments.........................................32
        Sub-Account Annuity Unit Value...........................33
        Assumed Investment Rate..................................33
      Federal Tax Status.........................................33
        Introduction.............................................33
        Tax Status of the Contract...............................34
        Taxation of Annuities....................................34
        Transfers, Assignments or Exchanges of a Contract........36
        Withholding..............................................36
        Multiple Contracts.......................................36
        Taxation of Qualified Plans..............................37
        Possible Charge for the Company's Taxes..................37
        Other Tax Consequences...................................37
      Voting of Fund Shares......................................38
      Distribution of the Contracts..............................38
      Revocation ................................................38
      Reports to Owners..........................................39
      Legal Proceedings..........................................39
      Financial Statements and Experts...........................39
      Further Information........................................39
      Statement of Additional Information Table of Contents......40
      Appendix  ................................................A-1
   
      Investment Fund Prospectuses
        ("Select*Product Mutual Funds")
        The Alger American Fund:
           Alger American Growth Portfolio.........................Alger-1
           Alger American MidCap Growth Portfolio..................Alger-1
           Alger American Small Capitalization Portfolio...........Alger-1
    
        Fidelity's Variable Insurance Products Fund (VIP)
           Equity-Income Portfolio.....................................VIP
           Growth Portfolio............................................VIP
           High Income Portfolio.......................................VIP
           Money Market Portfolio .....................................VIP
           Overseas Portfolio..........................................VIP
        Fidelity's Variable Insurance Products Fund II (VIP II)
           Asset Manager Portfolio.....................................VIP
   
           Contrafund Portfolio........................................VIP
    
           Index 500 Portfolio.........................................VIP
           Investment Grade Bond Portfolio.............................VIP
   
        Janus Aspen Series:
           Aggressive Growth Portfolio.............................Janus-1
           Growth Portfolio........................................Janus-1
           International Growth Portfolio..........................Janus-1
           Worldwide Growth Portfolio..............................Janus-1
        Neuberger&Berman Advisers Management Trust:
           Neuberger&Berman Limited Maturity
               Bond Portfolio........................................N&B-1
           Neuberger&Berman Partners Portfolio.......................N&B-1
        Northstar Variable Trust
           Northstar Growth Fund...............................Northstar-1
           Northstar High Yield Bond Fund......................Northstar-1
           Northstar Income and Growth Fund....................Northstar-1
           Northstar International Value Fund..................Northstar-1
           Northstar Multi-Sector Bond Fund....................Northstar-1
        OCC Accumulation Trust:
           OCC Equity Portfolio......................................OCC-1
           OCC Global Equity Portfolio...............................OCC-1
           OCC Managed Portfolio.....................................OCC-1
           OCC Small Cap Portfolio...................................OCC-1
    
        Putnam Variable Trust:
           Putnam VT Diversified Income Fund...................Putnam VT-1
           Putnam VT Growth and Income Fund....................Putnam VT-1
           Putnam VT Utilities Growth and Income
                Fund...........................................Putnam VT-1
           Putnam VT Voyager Fund..............................Putnam VT-1


                                   DEFINITIONS

   
THE ALGER AMERICAN FUND-
          *     Alger American Growth Portfolio
          *     Alger American MidCap Growth Portfolio
          *     Alger American Small Capitalization Portfolio
    

ANNUITANT - The person who is named by the Owner to receive annuity payments.

ANNUITY COMMENCEMENT  DATE  (COMMENCEMENT  DATE) - The date on which the annuity
     payments  are to start,  which  must be the first day of a month.  The date
     will be the first day of the month following the Annuitant's  75th birthday
     unless an earlier or later date has been  selected by the Owner and, if the
     date is  later,  it has  been  agreed  to by the  Company.  If the  Annuity
     Commencement Date selected by the Owner does not occur on a Valuation Date,
     at least 60 days  after  the date on which the  Contract  was  issued,  the
     Company  reserves  the right to adjust the  Commencement  Date to the first
     Valuation Date after the Commencement  Date selected by the Owner and which
     is at least 60 days after the Contract issue date.

BENEFICIARY - The person who is named by the Owner to receive the Contract Value
     upon the death of the Owner or Annuitant prior to the Annuity  Commencement
     Date or to receive  the balance of the  annuity  payments if the  Annuitant
     does not live to receive all payments due.

CODE - The Internal Revenue Code of 1986, as amended.

CONTRACT  ANNIVERSARY - Occurs yearly on the same day and month the Contract was
     issued.

CONTRACT OWNER  (OWNER) - The  person  who  controls  all the  rights  under the
     Contract until the earlier of the Annuity  Commencement Date or the date of
     death of the annuitant.

CONTRACT VALUE - The sum of (a) the Variable  Account  Contract Value,  which is
     the value of the Sub-Account  Accumulation Units under the Contract and (b)
     the Fixed Account  Contract  Value,  which is the sum of purchase  payments
     allocated to the Fixed Account under the Contract,  plus credited interest,
     minus surrenders,  surrender charges, and any annual administrative charges
     applicable  to the Fixed  Account,  and minus any transfers to the Variable
     Account.

CONTRACT YEAR - The twelve-month period starting on a Contract Anniversary.

FIXED ACCOUNT - The Fixed  Account is the general  account of the Company, which
     consists  of all assets of the  Company  other than  those  allocated  to a
     separate account of the Company.

FIXED ANNUITY - An annuity with payments which do not vary as to dollar amount.

INVESTMENT FUNDS - Any  open-end  management  investment  company (or  portfolio
     thereof)  or  unit  investment   trust  (or  series  thereof)  in  which  a
     Sub-Account invests as described herein.

   
JANUS ASPEN SERIES-
          *     Aggressive Growth Portfolio
          *     Growth Portfolio
          *     International Growth Portfolio
          *     Worldwide Growth Portfolio

NEUBERGER&BERMAN ADVISERS MANAGEMENT TRUST-
          *     Limited Maturity Bond Portfolio
          *     Partners Portfolio
NORTHSTAR VARIABLE TRUST (NORTHSTAR)-
          *     Northstar Growth Fund
          *     Northstar High Yield Bond Fund
          *     Northstar Income and Growth Fund
          *     Northstar International Value Fund
          *     Northstar Multi-Sector Bond Fund

OCC ACCUMULATION TRUST-
          *     Equity Portfolio
          *     Global Equity Portfolio
          *     Managed Portfolio
          *     Small Cap Portfolio
    

PUTNAM VARIABLE TRUST-
          *     Putnam VT Diversified Income Fund
          *     Putnam VT Growth and Income Fund
          *     Putnam VT Utilities Growth and Income Fund
          *     Putnam VT Voyager Fund

QUALIFIED PLAN - A  retirement  plan  under  Sections  401,  403,  404 or 408 or
     similar provisions of the federal Internal Revenue Code.

SUB-ACCOUNT - That portion of the Variable  Account which invests in shares of a
     specific Mutual Fund.

SUB-ACCOUNT ACCUMULATION UNIT - A unit of measure,  similar to a share of stock,
     used to  determine  the Variable  Account  Contract  Value  before  annuity
     payments start.

SUCCESSOR  BENEFICIARY  - The  person  named to become  the  Beneficiary  if the
     Beneficiary is not alive.

   
VALUATION DATE - Each day that the New York Stock Exchange is open for business,
     except for a day that a Sub-Account's corresponding Fund does not value its
     shares.  The New York Stock Exchange is currently closed on weekends and on
     the  following  holidays:  New Year's Day;  Martin  Luther  King,  Jr. Day;
     President's  Day;  Good  Friday;  Memorial  Day;  July  Fourth;  Labor Day;
     Thanksgiving Day; and Christmas Day.
    

VALUATION  PERIOD - The time  interval  between  a  Valuation  Date and the next
     Valuation Date.

VARIABLE ACCOUNT - A separate  account of the Company  consisting  of assets set
     aside by the Company, the investment  performance of which is kept separate
     from that of the general assets of the Company.

VARIABLE ANNUITY - A series of periodic  payments  to the  Annuitant  which will
     vary in amount,  primarily based on the investment  results of the Variable
     Account Sub-Accounts under the Contract.

VARIABLE ANNUITY UNIT - A unit of measure used in the  calculation of the second
     and each subsequent variable annuity payment from the Variable Account.

VIP - FIDELITY'S VARIABLE INSURANCE PRODUCTS FUND-
          *     Equity-Income Portfolio
          *     Growth Portfolio
          *     High Income Portfolio
          *     Money Market Portfolio
          *     Overseas Portfolio

VIP II - FIDELITY'S VARIABLE INSURANCE PRODUCTS FUND II-
          *     Asset Manager Portfolio
             
          *     Contrafund Portfolio
              
          *     Index 500 Portfolio
          *     Investment Grade Bond Portfolio

                          SUMMARY OF CONTRACT EXPENSES

CONTRACT OWNER TRANSACTION EXPENSES

Sales Charge Imposed on Purchases...........................................None

Deferred Sales Charge(a)...................................................5.00%
  (as a percentage of purchase payments paid in last 5 years)
Surrender Fees..............................................................None
Exchange Fee................................................................None

         ANNUAL CONTRACT FEE.................................................$30

         SEPARATE ACCOUNT ANNUAL EXPENSES
         (as a percentage of average account value)

         Mortality and Expense Risk Fees...................................1.30%
         Account Fees and Expenses..........................................None
         Total Separate Account Annual Expenses............................1.30%

ANNUAL INVESTMENT FUND EXPENSES(c)(d)(e)(f)(g)(h)
(as a percentage of portfolio company average net assets)
<TABLE>
<CAPTION>

                                                                                                               TOTAL INVESTMENT
                                                                              MANAGEMENT        OTHER             FUND ANNUAL
                                                                                 FEES          EXPENSES            EXPENSES
                                                                                 ----          --------            --------
<S>                                                                             <C>             <C>                  <C>  
The Alger American Fund:
  Alger American Growth Portfolio(b)                                            0.75%           0.04%                0.79%
  Alger American MidCap Growth Portfolio(b)                                     0.80%           0.04%                0.84%
  Alger American Small Capitalization Portfolio(b)                              0.85%           0.03%                0.88%
Fidelity's Variable Insurance Products Fund (VIP):
  Equity-Income Portfolio(b)(c)                                                 0.51%           0.07%                0.58%
  Growth Portfolio(b)(c)                                                        0.61%           0.08%                0.69%
  High Income Portfolio(b)                                                      0.59%           0.12%                0.71%
  Money Market Portfolio                                                        0.21%           0.09%                0.30%
  Overseas Portfolio(b)(c)                                                      0.76%           0.17%                0.93%
Fidelity's Variable Insurance Products Fund II (VIP II):
  Asset Manager Portfolio(b)(c)                                                 0.64%           0.10%                0.74%
  Contrafund Portfolio(b)(c)                                                    0.61%           0.13%                0.74%
  Index 500 Portfolio(b)(d)                                                     0.13%           0.15%                0.28%
  Investment Grade Bond Portfolio(b)                                            0.45%           0.13%                0.58%
Janus Aspen Series:
  Aggressive Growth Portfolio(b)(e)                                             0.72%           0.04%                0.76%
  Growth Portfolio(b)(e)                                                        0.65%           0.04%                0.69%
  International Growth Portfolio(b)(e)                                          0.05%           1.21%                1.26%
  Worldwide Growth Portfolio(b)(e)                                              0.66%           0.14%                0.80%
Neuberger&Berman Advisers Management Trust:
  Limited Maturity Bond Portfolio(b)                                            0.65%           0.13%                0.78%
  Partners Portfolio(b)                                                         0.84%           0.11%                0.95%
Northstar Variable Trust:
  Northstar Growth Fund(f)                                                      0.75%           0.05%                0.80%
  Northstar High Yield Bond Fund(f)                                             0.75%           0.05%                0.80%
  Northstar Income and Growth Fund(f)                                           0.75%           0.05%                0.80%
  Northstar International Value Fund(f)                                         0.75%           0.05%                0.80%
  Northstar Multi-Sector Bond Fund(f)                                           0.75%           0.05%                0.80%
OCC Accumulation Trust:
  Equity Portfolio(b)(g)                                                        0.80%           0.22%                1.02%
  Global Equity Portfolio(b)(g)                                                 0.80%           0.63%                1.43%
  Managed Portfolio(b)(g)                                                       0.80%           0.10%                0.90%
  Small Cap Portfolio(b)(g)                                                     0.80%           0.22%                1.02%
Putnam Variable Trust:
  Putnam VT Diversified Income Fund                                             0.70%           0.13%                0.83%
  Putnam VT Growth and Income Fund                                              0.49%           0.05%                0.54%
  Putnam VT Utilities Growth and Income Fund(h)                                 0.69%           0.09%                0.78%
  Putnam VT Voyager Fund                                                        0.57%           0.06%                0.63%
</TABLE>

   
     The fee and expense information regarding the Investment Funds was provided
by the Investment Funds.  Except for the Northstar  Variable Trust,  neither the
Investment Funds nor their advisers are affiliated with the Company.
    

EXAMPLES

     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  a 5%
annual return on assets.
<TABLE>
<CAPTION>

                                                                                      1 YEAR     3 YEARS     5 YEARS      10 YEARS
                                                                                      ------     -------     -------      --------
<S>                                                                                  <C>       <C>          <C>          <C>    
The Alger American Fund:
  Alger American Growth Portfolio                                                    $67       $114         $118         $254
  Alger American MidCap Growth Portfolio                                              68        116          121          259
  Alger American Small Capitalization Portfolio                                       68        117          123          263
Fidelity's Variable Insurance Products Funds (VIP):
  Equity-Income Portfolio                                                             65        108          108          233
  Growth Portfolio                                                                    66        111          113          244
  High Income Portfolio                                                               67        112          114          246
  Money Market Portfolio                                                              62         99           93          203
  Overseas Portfolio                                                                  69        118          125          269
Fidelity's Variable Insurance Products Fund II (VIP II):
  Asset Manager Portfolio                                                             67        113          116          249
  Contrafund Portfolio                                                                67        113          116          249
  Index 500 Portfolio                                                                 62         99           92          201
  Investment Grade Bond Portfolio                                                     65        108          108          233
Janus Aspen Series:
  Aggressive Growth Portfolio                                                         67        113          117          251
  Growth Portfolio                                                                    66        111          113          244
  International Growth Portfolio                                                      72        128          142          301
  Worldwide Growth Portfolio                                                          67        114          119          255
Neuberger&Berman Advisers Management Trust:
  Limited Maturity Bond Portfolio                                                     67        114          118          253
  Partners Portfolio                                                                  69        119          126          271
Northstar Variable Trust:
  Northstar Growth Fund                                                               67        114          119          255
  Northstar High Yield Bond Fund                                                      67        114          119          255
  Northstar Income and Growth Fund                                                    67        114          119          255
  Northstar International Value Fund                                                  67        114          119          255
  Northstar Multi-Sector Bond Fund                                                    67        114          119          255
OCC Accumulation Trust:
  Equity Portfolio                                                                    70        121          130          278
  Global Equity Portfolio                                                             74        133          150          317
  Managed Portfolio                                                                   69        117          124          265
  Small Cap Portfolio                                                                 70        121          130          278
Putnam Variable Trust:
  Putnam VT Diversified Income Fund                                                   68        115          120          258
  Putnam VT Growth and Income Fund                                                    65        106          106          228
  Putnam VT Utilities Growth and Income Fund                                          67        114          118          253
  Putnam VT Voyager Fund                                                              66        109          110          238
</TABLE>

     If you annuitize at the end of the applicable  time period or if you do not
surrender  your  contract,  you would  pay the  following  expenses  on a $1,000
investment, assuming a 5% annual return on assets.
<TABLE>
<CAPTION>

                                                                                      1 YEAR     3 YEARS     5 YEARS     10 YEARS
                                                                                      ------     -------     -------     --------
<S>                                                                                   <C>        <C>        <C>           <C> 
The Alger American Fund:
  Alger American Growth Portfolio                                                     $22        $69        $118          $254
  Alger American MidCap Growth Portfolio                                               23         71         121           259
  Alger American Small Capitalization Portfolio                                        23         72         123           263
Fidelity's Variable Insurance Product Fund (VIP):
  Equity-Income Portfolio                                                              20         63         108           233
  Growth Portfolio                                                                     21         66         113           244
  High Income Portfolio                                                                22         67         114           246
  Money Market Portfolio                                                               17         54          93           203
  Overseas Portfolio                                                                   24         73         125           269
Fidelity's Variable Insurance Products Fund II (VIP II):
  Asset Manager Portfolio                                                              22         68         116           249
  Contrafund Portfolio                                                                 22         68         116           249
  Index 500 Portfolio                                                                  17         54          92           201
  Investment Grade Bond Portfolio                                                      20         63         108           233
Janus Aspen Series:
  Aggressive Growth Portfolio                                                          22         68         117           251
  Growth Portfolio                                                                     21         66         113           244
  International Growth Portfolio                                                       27         83         142           301
  Worldwide Growth Portfolio                                                           22         69         119           255
Neuberger&Berman Advisers Management Trust:
  Limited Maturity Bond Portfolio                                                      22         69         118           253
  Partners Portfolio                                                                   24         74         126           271
Northstar Variable Trust:
  Northstar Growth Fund                                                                22         69         119           255
  Northstar High Yield Bond Fund                                                       22         69         119           255
  Northstar Income and Growth Fund                                                     22         69         119           255
  Northstar International Value Fund                                                   22         69         119           255
  Northstar Multi-Sector Bond Fund                                                     22         69         119           255
OCC Accumulation Trust:
  Equity Portfolio                                                                     25         76         130           278
  Global Equity Portfolio                                                              29         88         150           317
  Managed Portfolio                                                                    24         72         124           265
  Small Cap Portfolio                                                                  25         76         130           278
Putnam Variable Trust:
  Putnam VT Diversified Income Fund                                                    23         70         120           258
  Putnam VT Growth and Income Fund                                                     20         61         106           228
  Putnam VT Utilities Growth and Income Fund                                           22         69         118           253
  Putnam VT Voyager Fund                                                               21         64         110           238
</TABLE>

(a)  The  Deferred  Sales  Charge  may be less  than  5%,  since  under  certain
     situations  amounts may be  surrendered  or withdrawn free of any surrender
     charge.  For more  information on the Deferred  Sales Charge,  see page 25,
     "Surrender Charge (Contingent Deferred Sales Charge)."

(b)  The Company or its affiliates may receive compensation from an affiliate or
     affiliates  of certain of the Funds based upon an annual  percentage of the
     average  net assets  held in that Fund by the  Company  and  certain of the
     Company's  insurance  company  affiliates.  These  amounts are  intended to
     compensate  the Company or the  Company's  affiliates  for  administrative,
     record keeping,  distribution in some cases, and other services provided by
     such  parties to the Funds and/or the Funds'  affiliates.  Payments of such
     amounts by an affiliate or affiliates of the Funds do not increase the fees
     paid by the Funds or their shareholders.

(c)  A portion of the brokerage  commissions  that certain funds pay was used to
     reduce  funds  expenses.  In  addition,  certain  funds have  entered  into
     arrangements  with their  custodian  and transfer  agent  whereby  interest
     earned  on  uninvested  cash  balances  was used to  reduce  custodian  and
     transfer agent expenses.  Including these  reductions,  the total operating
     expenses  presented  in the table  would  have been .56% for  Equity-Income
     Portfolio, .67% for Growth Portfolio, .92% for Overseas Portfolio, .73% for
     Asset Manager Portfolio, and .71% for Contrafund Portfolio.

(d)  FMR agreed to reimburse a portion of Index 500 Portfolio's  expenses during
     the period.  Without this  reimbursement,  the funds' management fee, other
     expenses  and  total  expenses  would  have  been  .28%,  .15%,  and  .43%,
     respectively.  Expense reimbursements are voluntary.  There is no assurance
     of ongoing reimbursement.

(e)  The fees and expenses of the Janus Aspen Series are based on gross expenses
     of the Shares before expense offset  arrangements for the fiscal year ended
     December 31, 1996. The information for each Portfolio is net of fee waivers
     or reductions from Janus Capital. Fee reductions for the Aggressive Growth,
     Growth,  International  Growth,  and Worldwide Growth Portfolios reduce the
     management fee to the level of the  corresponding  Janus retail fund. Other
     waivers,  if applicable  are first applied  against the  management fee and
     then  against  other  expenses.  Without such  waivers or  reductions,  the
     Management  Fee,  Other  Expenses and Total  Operating  Expenses would have
     been: 0.79%,  0.04% and 0.83% for the Aggressive  Growth Portfolio;  0.79%,
     0.04%;  0.83%  for the  Growth  Portfolio;  1.00%,  1.21% and 2.21% for the
     International  Growth  Portfolio;  and  0.77%,  0.14%  and  0.91%  for  the
     Worldwide  Growth  Portfolio.  Janus  Capital may modify or  terminate  the
     waivers  or  reductions  at any time  upon at least 90 days'  notice to the
     Trustees of Janus Aspen Series.

(f)  The  investment  adviser  to the  Northstar  Variable  Trust has  agreed to
     reimburse the five  Northstar  Funds for any expenses in excess of 0.80% of
     each  Fund's  average  daily net assets.  In the absence of the  investment
     adviser's expense reimbursements,  the actual expenses that would have been
     paid by each Fund during its fiscal year ended December 31, 1996 would have
     been: Northstar Growth Fund: 1.70%;  Northstar High Yield Bond Fund: 1.73%;
     Northstar Income and Growth Fund:  1.40%; and Northstar  Multi-Sector  Bond
     Fund: 1.68%. The Northstar International Value Fund commenced operations on
     August 8, 1997. Absent expense reimbursement,  the actual expenses for this
     fund are estimated to be 1.90%. Expense reimbursements are voluntary. There
     is no assurance of ongoing reimbursement.

(g)  The annual expenses of OCC Accumulation Trust Portfolios (the "Portfolios")
     as of December 31, 1996 have been  restated to reflect new  management  fee
     and  expense  limitation   arrangements  in  effect  as  of  May  1,  1996.
     Additionally,  other  Expenses are shown gross of certain  expense  offsets
     afforded the Portfolios which effectively lowered overall custody expenses.
     Effective May 1, 1996,  the expenses of the Portfolios  were  contractually
     limited by OpCap  Advisors so that their  respective  annualized  operating
     expenses  (net  of any  expense  offsets)  do not  exceed  1.25%  of  their
     respective  average  daily net assets.  Furthermore,  through  December 31,
     1997, the annualized  operating expenses of the Equity,  Managed, and Small
     Cap  Portfolios  will be  voluntarily  limited  by OpCap  Advisors  so that
     annualized  operating  expenses  (net  of any  expense  offsets)  of  these
     Portfolios  do not  exceed  1.00% of their  respective  average  daily  net
     assets.  Without such  contractual  and voluntary  expense  limitations and
     without giving effect to any expense  offsets,  the Management  Fees, Other
     Expenses and Total  Investment  Fund Expenses  incurred for the fiscal year
     ended December 31, 1996 would have been .80%, 1.04% and 1.84% respectively,
     for the Global Equity  Portfolio;  .80%, .10% and .90% respectively for the
     Managed Portfolio;  .80%, .26% and 1.06%,  respectively,  for the Small Cap
     Portfolio and .80%, .31% and 1.11%  respectively for the Equity  Portfolio.
     Expense  reimbursements  are  voluntary.  There is no  assurance of ongoing
     reimbursement.

(h)  On July 11, 1996,  shareholders approved an increase in the fees payable to
     Putnam  Investment   Management,   Inc.  ("Putnam  Management")  under  the
     Management  Contract  for Putnam VT Utilities  Growth and Income Fund.  The
     management fees and total expenses shown in the table have been restated to
     reflect the increase.  Actual  management  fees and total  expenses for the
     year ended December 31, 1996 were 0.64% and 0.73%, respectively.

     THE  EXAMPLES  SHOWN  IN  THE  TABLE  ABOVE  SHOULD  NOT  BE  CONSIDERED  A
REPRESENTATION  OF PAST OR FUTURE EXPENSES.  ACTUAL EXPENSES MAY BE MORE OR LESS
THAN THOSE SHOWN. THE 5% ANNUAL RETURN ASSUMED IS HYPOTHETICAL AND SHOULD NOT BE
CONSIDERED  A  REPRESENTATION  OF PAST OR FUTURE  ANNUAL  RETURNS,  WHICH MAY BE
GREATER OR LESS THAN THE ASSUMED RATE.

     The purpose of this table is to assist the Contract Owner in  understanding
the various costs and expenses that a Contract  Owner will bear either  directly
or indirectly.  The table reflects the expenses of the Variable  Account as well
as those of the Investment Funds. The $30 Annual Contract Charge is reflected as
an annual percentage charge in this table based on the average net assets in the
Variable  Account and Fixed Account during the preceding year,  which translates
to a charge equal to an annual rate of 0.119% of the Variable and Fixed  Account
values.

     In addition to the costs and expenses  shown in this table,  state  premium
taxes may also be applicable.  For more  information on state premium taxes, see
page 26, "Premium Taxes".

                                     SUMMARY

     The Contracts are  individual  deferred  variable/fixed  annuity  contracts
issued by the  Variable  Account and the  Company.  (See "The  Company" and "The
Variable Account" on page 18.) They are sold to or in connection with retirement
plans which may or may not qualify for special  federal tax treatment  under the
Internal  Revenue Code. (See "Federal Tax Status" on page 33.) Annuity  payments
under the Contracts are deferred until a later date.

     Purchase  payments  may be  allocated  to one or more  Sub-Accounts  of the
Variable Account and/or to the Fixed Account. Purchase payments allocated to one
or more  Sub-Accounts of the Variable  Account will be invested in shares at net
asset  value  of one or more  of the  Investment  Funds.  The  Variable  Account
Contract Value and the amount of variable annuity payments will vary,  primarily
based on the investment  performance  of the  Investment  Funds whose shares are
held in the Sub-Accounts selected. (See "Investments of the Variable Account" on
page 19.)

     No deduction for a sales charge is made from the purchase  payments for the
Contracts.  However,  if all or any part of the  Contract  Value is  surrendered
within five years from the date of the last purchase payment,  the Company will,
with  certain  exceptions,  deduct a  surrender  charge  (which  may be deemed a
contingent deferred sales charge).  (See "Surrender Charge (Contingent  Deferred
Sales Charge)" on page 25.)

     In  addition,  on each  Contract  Anniversary  and on the  surrender of the
Contract for full value if it is not surrendered on a Contract Anniversary,  the
Company will deduct from the  Contract  Value an  administrative  charge of $30.
During the  annuity  period the annual  administrative  charge  will be deducted
proportionately from each monthly annuity payment. The administrative  charge is
to reimburse the Company for  administrative  expenses relating to the issue and
maintenance of the Contracts. (See "Administrative Charge" on page 26)

     The Company  also  deducts a  Mortality  Risk  Premium and an Expense  Risk
Charge,  equal to an annual  rate of 1.3% of the  daily  net asset  value of the
Sub-Accounts of the Variable Account, for mortality and expense risks assumed by
the Company.  (See  "Mortality  Risk  Premium" and "Expense Risk Charge" on page
26.)

     The  initial  purchase  payment  must be  $2,500 or more.  However,  if the
Contract is being  purchased  by or in  connection  with a Qualified  Plan,  the
minimum  amount of purchase  payments the Company  will accept  during the first
Contract Year will be $600, with no individual  payment to be less than $50. The
Company may choose not to accept any subsequent  purchase  payment if it is less
than $50 or if the purchase payment together with the Contract Value at the next
Valuation Date exceeds $250,000.

     If the Contract Value at the Annuity Commencement Date is less than $2,500,
the Contract Value may be distributed in a single sum payment in lieu of annuity
payments.  If any annuity payment would be less than $50, the Company shall have
the right to change the  frequency of payments to such  intervals as will result
in  payments  of at least $50  each.  (See  "Frequency  and  Amount  of  Annuity
Payments" on page 32.)

     Premium taxes payable to any  governmental  entity will be charged  against
the Contracts. (See "Premium Taxes" on page 26.)

     The  Contract  Owner may  request  early  withdrawal  of all or part of the
Contract  Value  before  the  Annuity   Commencement   Date.   (See   "Surrender
(Redemption)"  on page 29.) A penalty  tax may be  assessed  pursuant to Section
72(q) of the Internal Revenue Code upon withdrawal of amounts  accumulated under
a Contract. (See "Taxation of Annuities" on page 34.)

     The  Contract  Owner may return the  Contract  within ten days after it was
delivered to the Owner,  and the full amount of the purchase  payments  received
will be refunded. (See "Revocation" on page 38.)

                         CONDENSED FINANCIAL INFORMATION

     The following table shows,  for each  Sub-Account of the Variable  Account,
the value of a Sub-Account  Accumulation Unit as it is invested in portfolios at
the  dates  shown,  and the  total  number  of  Sub-Account  Accumulation  Units
outstanding at the end of each period:
<TABLE>
<CAPTION>

                                                                        YEAR ENDED DECEMBER 31
                                                                        ----------------------

SUB-ACCOUNT INVESTING IN                       1996        1995        1994         1993          1992         1991         
                                               ----        ----        ----         ----          ----         ----         
<S>                                            <C>         <C>        <C>           <C>           <C>          <C>      
THE ALGER AMERICAN FUND:
ALGER AMERICAN GROWTH PORTFOLIO
 (sub-account inception - 
 August 8, 1997)
 Beginning of period..............               _           _           _            _             _            _          
 End of period....................               _           _           _            _             _            _          
 Units outstanding at end of period              _           _           _            _             _            _          
ALGER AMERICAN MIDCAP GROWTH PORTFOLIO
(sub-account inception - 
August 8, 1997)
 Beginning of period..............
 End of period....................               _           _           _            _             _            _          
 Units outstanding at end of period              _           _           _            _            _            _           
ALGER AMERICAN SMALL CAPITALIZATION
  PORTFOLIO
  (sub-account inception -
  August 8, 1997)
 Beginning of period..............               _           _           _            _            _            _           
 End of period....................               _           _           _            _            _            _           
 Units outstanding at end of period              _           _           _            _            _            _           
FIDELITY'S VARIABLE INSURANCE PRODUCTS
  FUND (VIP):
EQUITY-INCOME PORTFOLIO
(sub-account inception - May 1, 1988)
 Beginning of period..............           $25.8348    $19.3743    $18.3330     $15.7132      $13.6101     $10.4896      $
 End of period....................           $29.1386    $25.8348    $19.3743     $18.3330      $15.7132     $13.6101      $
 Units outstanding at end of period          2,419,226   2,562,446   2,548,087    2,319,004    1,655,722    1,303,735      1
GROWTH PORTFOLIO
(sub-account inception - May 1, 1988)
 Beginning of period..............           $28.1402    $21.0608    $21.3412     $18.1132      $16.7875     $11.6882      $
 End of period....................           $13.8559    $28.1402    $21.0608     $21.3412      $18.1132     $16.7875      $
 Units outstanding at end of period          2,402,422   2,477,276   2,337,733    2,019,876    1,448,782     980,079        
HIGH INCOME PORTFOLIO
(sub-account inception - May 1, 1988)
 Beginning of period..............           $21.1332    $17.7525    $18.2678     $15.3580      $12.6454     $9.4711        
 End of period....................           $23.7835    $21.1332    $17.7525     $18.2678      $15.3580     $12.6454       
 Units outstanding at end of period           733,939     760,359     778,501      798,986      441,253      273,750        


SUB-ACCOUNT INVESTING IN                       1996        1995        1994         1993          1992         1991         
                                               ----        ----        ----         ----          ----         ----         

MONEY MARKET PORTFOLIO
(sub-account inception - May 1, 1988)
 Beginning of period..............           $14.0932    $13.4845    $13.1036     $12.8597      $12.5397     $11.9736      $
 End of period....................           $14.6622    $14.0932    $13.4845     $13.1036      $12.8597     $12.5397      $
 Units outstanding at end of period           551,623     605,511     755,428      827,229      987,748     1,129,026      1
OVERSEAS PORTFOLIO
(sub-account inception - May 1, 1988)
 Beginning of Period..............           $17.0360    $15.7366    $15.6727     $11.5705     $13.12980     $12.2980      $
 End of Period....................           $19.0354    $17.0360    $15.7366     $15.6727      $11.5705     $13.1298      $
Units Outstanding at End of Period           1,039,149   1,055,251   1,176,636     819,348      456,484      364,272        
FIDELITY'S VARIABLE INSURANCE PRODUCTS
  FUND II (VIP II):
ASSET MANAGER PORTFOLIO 
(sub-account inception - May 1, 1991):
 Beginning of period..............           $15.1807    $13.1500    $14.1866     $11.8736      $10.7527     $10.0000       
 End of period....................           $17.1701    $15.1807    $13.1500     $14.1866      $11.8736     $10.7527       
 Units outstanding at end of period          2,062,691   2,327,409   2,293,509    1,727,141     522,702      118,419        
CONTRAFUND PORTFOLIO
(sub-account inception - May 8, 1997)
 Beginning of period..............               _           _           _            _            _            _           
 End of Period....................               _           _           _            _            _            _           
 Units Outstanding at end of period              _           _           _            _            _            _           
INDEX 500 PORTFOLIO 
(sub-account inception - May 3, 1993):
 Beginning of period..............           $14.3550    $10.6006    $10.6290     $10.0000         _            _           
 End of period....................           $17.4006    $14.3550    $10.6006     $10.6290         _            _           
 Units outstanding at end of period           351,023     261,975     174,454      102,493         _            _           
INVESTMENT GRADE BOND PORTFOLIO 
(sub-account inception - May 1, 1991):
 Beginning of period..............           $13.9972    $12.0868    $12.7234     $11.6171      $11.0360     $10.0000       
 End of period....................           $14.2542    $13.9972    $12.0868     $12.7234      $11.6171     $11.0360       
 Units outstanding at end of period           519,771     616,360     687,602      729,335      352,116       79,859        
JANUS ASPEN SERIES:
AGGRESSIVE GROWTH PORTFOLIO
 (sub-account inception - August 8, 1997)
 Beginning of period..............               _           _           _            _            _            _           
 End of period....................               _           _           _            _            _            _           
 Units outstanding at end of period              _           _           _            _            _            _           


SUB-ACCOUNT INVESTING IN                       1996        1995        1994         1993          1992         1991         
                                               ----        ----        ----         ----          ----         ----         

GROWTH PORTFOLIO
(sub-account inception - August 8, 1997)
 Beginning of period..............               _           _           _            _            _            _           
 End of period....................               _           _           _            _            _            _           
 Units outstanding at end of period              _           _           _            _            _            _           
INTERNATIONAL GROWTH PORTFOLIO
(sub-account inception - August 8, 1997)
 Beginning of period..............               _           _           _            _            _            _           
 End of period....................               _           _           _            _            _            _           
 Units outstanding at end of period              _           _           _            _            _            _           
WORLDWIDE GROWTH PORTFOLIO
(sub-account inception - August 8, 1997)
 Beginning of period..............               _           _           _            _            _            _           
 End of period....................               _           _           _            _            _            _           
 Units outstanding at end of period              _           _           _            _            _            _           
NEUBERGER&BERMAN ADVISERS MANAGEMENT TRUST:
LIMITED MATURITY BOND PORTFOLIO
(sub-account inception - August 8, 1997)
 Beginning of period..............               _           _           _            _            _            _           
 End of period....................               _           _           _            _            _            _           
 Units outstanding at end of period              _           _           _            _            _            _           
PARTNERS PORTFOLIO
(sub-account inception - August 8, 1997)
 Beginning of period..............               _           _           _            _            _            _           
 End of period....................               _           _           _            _            _            _           
 Units outstanding at end of period              _           _           _            _            _            _           
NORTHSTAR VARIABLE TRUST:
NORTHSTAR GROWTH FUND
(sub-account inception - August 8, 1997)
 Beginning of period..............                _           _           _            _            _             _         
 End of period....................                _           _           _            _            _             _         
 Units outstanding at end of period               _           _           _            _            _             _         
NORTHSTAR HIGH YIELD BOND FUND
(sub-account inception - August 8, 1997)
 Beginning of period..............                _           _           _            _            _             _         
 End of period....................                _           _           _            _            _             _         
 Units outstanding at end of period               _           _           _            _            _             _         


SUB-ACCOUNT INVESTING IN                       1996        1995        1994         1993          1992         1991         
                                               ----        ----        ----         ----          ----         ----         

NORTHSTAR INCOME AND GROWTH FUND:
(sub-account inception - August 8, 1997):
 Beginning of period..............                _           _           _            _            _             _         
 End of period....................                _           _           _            _            _             _         
 Units outstanding at end of period               _           _           _            _            _             _         
NORTHSTAR INTERNATIONAL VALUE FUND:
(sub-account inception - August 8, 1997)
 Beginning of period..............                _           _           _            _            _             _         
 End of period....................                _           _           _            _            _             _         
 Units outstanding at end of period               _           _           _            _            _             _         
NORTHSTAR MULTI-SECTOR BOND FUND:
(sub-account inception - August 8, 1997)
 Beginning of period..............                _           _           _            _            _             _         
 End of period....................                _           _           _            _            _             _         
 Units outstanding at end of period               _           _           _            _            _             _         
OCC ACCUMULATION TRUST:
EQUITY PORTFOLIO
(sub-account inception - August 8, 1997)
 Beginning of period..............                _           _           _            _            _             _         
 End of period....................                _           _           _            _            _             _         
 Units outstanding at end of period               _           _           _            _            _             _         
GLOBAL EQUITY PORTFOLIO
(sub-account inception - August 8, 1997)
 Beginning of period..............                _           _           _            _            _             _         
 End of period....................                _           _           _            _            _             _         
 Units outstanding at end of period               _           _           _            _            _             _         
MANAGED PORTFOLIO
(sub-account inception - August 8, 1997)
 Beginning of period..............                _           _           _            _            _             _         
 End of period....................                _           _           _            _            _             _         
 Units outstanding at end of period               _           _           _            _            _             _         
SMALL CAP PORTFOLIO
(sub-account inception - August 8, 1997)
 Beginning of period..............                _           _           _            _            _             _         
 End of period....................                _           _           _            _            _             _         
 Units outstanding at end of period               _           _           _            _            _             _         
PUTNAM VARIABLE TRUST:
PUTNAM VT DIVERSIFIED INCOME FUND
(sub-account inception - May 2, 1994)
 Beginning of period..............           $11.5741    $9.8430     $10.0000        _             _            _           
 End of Period....................           $12.4289   $11.5741     $9.8430         _             _            _           
 Units outstanding at end of period           52,723     57,511       16,459         _             _            _           


SUB-ACCOUNT INVESTING IN                       1996        1995        1994         1993          1992         1991         
                                               ----        ----        ----         ----          ----         ----         

PUTNAM VT GROWTH AND INCOME FUND
(sub-account inception - May 2, 1994)
 Beginning of period..............           $13.6691   $10.1294     $10.0000        _             _            _           
 End of Period....................           $16.4471   $13.6691     $10.1294        _             _            _           
 Units outstanding at end of period          278,066     140,310      34,789         _             _            _           
PUTNAM VT UTILITIES GROWTH
AND INCOME FUND
(sub-account inception - May 2, 1994)
 Beginning of period..............           $12.5909    $9.7315     $10.0000        _             _            _           
 End of Period....................           $14.3893   $12.5909     $9.7315         _             _            _           
 Units outstanding at end of period           59,940     56,662       11,486         _             _            _           
PUTNAM VT VOYAGER FUND
(sub-account inception - May 2, 1994)
 Beginning of period..............           $14.5313   $10.4653     $10.0000        _             _            _           
 End of Period....................           $16.2011   $14.5313     $10.4653        _             _            _           
 Units outstanding at end of period          551,786     280,197      84,232         _             _            _           

</TABLE>

<TABLE>
<CAPTION>

SUB-ACCOUNT INVESTING IN                      1990           1989           1988           1987                     
                                              ----           ----           ----           ----                     
<S>                                           <C>            <C>            <C>            <C>
THE ALGER AMERICAN FUND:                                                                                            
ALGER AMERICAN GROWTH PORTFOLIO                                                                                     
 (sub-account inception -                                                                                           
 August 8, 1997)                                                                                                    
 Beginning of period..............              _              _              _             _                       
 End of period....................              _              _              _             _                       
 Units outstanding at end of period             _              _              _             _                       
ALGER AMERICAN MIDCAP GROWTH PORTFOLIO                                                                              
(sub-account inception -                                                                                            
August 8, 1997)                                                                                                     
 Beginning of period..............                                                                                  
 End of period....................              _              _              _             _                       
 Units outstanding at end of period             _              _              _             _                       
ALGER AMERICAN SMALL CAPITALIZATION                                                                                 
  PORTFOLIO                                                                                                         
  (sub-account inception -                                                                                          
  August 8, 1997)                                                                                                   
 Beginning of period..............              _              _              _             _                       
 End of period....................              _              _              _             _                       
 Units outstanding at end of period             _              _              _             _                       
FIDELITY'S VARIABLE INSURANCE PRODUCTS                                                                              
  FUND (VIP):                                                                                                       
EQUITY-INCOME PORTFOLIO                                                                                             
(sub-account inception - May 1, 1988)                                                                               
 Beginning of period..............          $12.5467       $10.8324       $10.0000          _                       
 End of period....................          $10.4896       $12.5467       $10.8324          _                       
 Units outstanding at end of period         1,242,548       934,804        288,561          _                       
GROWTH PORTFOLIO                                                                                                    
(sub-account inception - May 1, 1988)                                                                               
 Beginning of period..............          $13.4173       $10.3448       $10.0000          _                       
 End of period....................          $11.6882       $13.4173       $10.3448          _                       
 Units outstanding at end of period         719,979        296,757        148,480          _                       
HIGH INCOME PORTFOLIO                                                                                               
(sub-account inception - May 1, 1988)                                                                               
 Beginning of period..............          $9.8322       $10.4064       $10.0000          _                       
 End of period....................          $9.4711        $9.8322       $10.4064          _                       
 Units outstanding at end of period         224,342        157,944        67,794           _                       
                                                                                                                    
                                                                                                                    
SUB-ACCOUNT INVESTING IN                      1990           1989           1988           1987                     
                                              ----           ----           ----           ----                     
                                                                                                                    
MONEY MARKET PORTFOLIO                                                                                              
(sub-account inception - May 1, 1988)                                                                               
 Beginning of period..............          $11.2268       $10.4179       $10.0000          _                       
 End of period....................          $11.9736       $11.2268       $10.4179          _                       
 Units outstanding at end of period         1,120,621       370,316        38,447           _                       
OVERSEAS PORTFOLIO                                                                                                  
(sub-account inception - May 1, 1988)                                                                               
 Beginning of Period..............          $12.6820       $10.1743       $10.0000          _                       
 End of Period....................          $12.2980       $12.6820       $10.1743          _                       
Units Outstanding at End of Period           333,194        64,228         15,105           _                       
FIDELITY'S VARIABLE INSURANCE PRODUCTS                                                                              
  FUND II (VIP II):                                                                                                 
ASSET MANAGER PORTFOLIO                                                                                             
(sub-account inception - May 1, 1991):                                                                              
 Beginning of period..............              _              _              _             _                       
 End of period....................              _              _              _             _                       
 Units outstanding at end of period             _              _              _             _                       
CONTRAFUND PORTFOLIO                                                                                                
(sub-account inception - May 8, 1997)                                                                               
 Beginning of period..............              _              _              _             _                       
 End of Period....................              _              _              _             _                       
 Units Outstanding at end of period             _              _              _             _                       
INDEX 500 PORTFOLIO                                                                                                 
(sub-account inception - May 3, 1993):                                                                              
 Beginning of period..............              _              _              _             _                       
 End of period....................              _              _              _             _                       
 Units outstanding at end of period             _              _              _             _                       
INVESTMENT GRADE BOND PORTFOLIO                                                                                     
(sub-account inception - May 1, 1991):                                                                              
 Beginning of period..............              _              _              _             _                       
 End of period....................              _              _              _             _                       
 Units outstanding at end of period             _              _              _             _                       
JANUS ASPEN SERIES:                                                                                                 
AGGRESSIVE GROWTH PORTFOLIO                                                                                         
 (sub-account inception - August 8, 1997)                                                                           
 Beginning of period..............              _              _              _             _                       
 End of period....................              _              _              _             _                       
 Units outstanding at end of period             _              _              _             _                       
                                                                                                                    
                                                                                                                    
SUB-ACCOUNT INVESTING IN                      1990           1989           1988           1987                     
                                              ----           ----           ----           ----                     
                                                                                                                    
GROWTH PORTFOLIO                                                                                                    
(sub-account inception - August 8, 1997)                                                                            
 Beginning of period..............              _              _              _             _                       
 End of period....................              _              _              _             _                       
 Units outstanding at end of period             _              _              _             _                       
INTERNATIONAL GROWTH PORTFOLIO                                                                                      
(sub-account inception - August 8, 1997)                                                                            
 Beginning of period..............              _              _              _             _                       
 End of period....................              _              _              _             _                       
 Units outstanding at end of period             _              _              _             _                       
WORLDWIDE GROWTH PORTFOLIO                                                                                          
(sub-account inception - August 8, 1997)                                                                            
 Beginning of period..............              _              _              _             _                       
 End of period....................              _              _              _             _                       
 Units outstanding at end of period             _              _              _             _                       
NEUBERGER&BERMAN ADVISERS MANAGEMENT TRUST:                                                                         
LIMITED MATURITY BOND PORTFOLIO                                                                                     
(sub-account inception - August 8, 1997)                                                                            
 Beginning of period..............              _              _              _             _                       
 End of period....................              _              _              _             _                       
 Units outstanding at end of period             _              _              _             _                       
PARTNERS PORTFOLIO                                                                                                  
(sub-account inception - August 8, 1997)                                                                            
 Beginning of period..............              _              _              _             _                       
 End of period....................              _              _              _             _                       
 Units outstanding at end of period             _              _              _             _                       
NORTHSTAR VARIABLE TRUST:                                                                                           
NORTHSTAR GROWTH FUND                                                                                               
(sub-account inception - August 8, 1997)                                                                            
 Beginning of period..............              _              _              _             _                     
 End of period....................              _              _              _             _                     
 Units outstanding at end of period             _              _              _             _                     
NORTHSTAR HIGH YIELD BOND FUND                                                                                     
(sub-account inception - August 8, 1997)                                                                           
 Beginning of period..............              _              _              _             _                     
 End of period....................              _              _              _             _                     
 Units outstanding at end of period             _              _              _             _                     
                                                                                                                   
                                                                                                                    
SUB-ACCOUNT INVESTING IN                      1990           1989           1988           1987                     
                                              ----           ----           ----           ----                     
                                                                                                                    
NORTHSTAR INCOME AND GROWTH FUND:                                                                                   
(sub-account inception - August 8, 1997):                                                                           
 Beginning of period..............              _              _              _             _                     
 End of period....................              _              _              _             _                     
 Units outstanding at end of period             _              _              _             _                     
NORTHSTAR INTERNATIONAL VALUE FUND:                                                                                 
(sub-account inception - August 8, 1997)                                                                            
 Beginning of period..............              _              _              _             _                     
 End of period....................              _              _              _             _                     
 Units outstanding at end of period             _              _              _             _                     
NORTHSTAR MULTI-SECTOR BOND FUND:                                                                                   
(sub-account inception - August 8, 1997)                                                                            
 Beginning of period..............              _              _              _             _                     
 End of period....................              _              _              _             _                     
 Units outstanding at end of period             _              _              _             _                     
OCC ACCUMULATION TRUST:                                                                                             
EQUITY PORTFOLIO                                                                                                    
(sub-account inception - August 8, 1997)                                                                            
 Beginning of period..............              _              _              _             _                     
 End of period....................              _              _              _             _                     
 Units outstanding at end of period             _              _              _             _                     
GLOBAL EQUITY PORTFOLIO                                                                                             
(sub-account inception - August 8, 1997)                                                                            
 Beginning of period..............              _              _              _             _                     
 End of period....................              _              _              _             _                     
 Units outstanding at end of period             _              _              _             _                     
MANAGED PORTFOLIO                                                                                                   
(sub-account inception - August 8, 1997)                                                                            
 Beginning of period..............              _              _              _             _                     
 End of period....................              _              _              _             _                     
 Units outstanding at end of period             _              _              _             _                     
SMALL CAP PORTFOLIO                                                                                                 
(sub-account inception - August 8, 1997)                                                                            
 Beginning of period..............              _              _              _             _                     
 End of period....................              _              _              _             _                     
 Units outstanding at end of period             _              _              _             _                     
PUTNAM VARIABLE TRUST:                                                                                              
PUTNAM VT DIVERSIFIED INCOME FUND                                                                                   
(sub-account inception - May 2, 1994)                                                                               
 Beginning of period..............              _              _              _             _                       
 End of Period....................              _              _              _             _                       
 Units outstanding at end of period             _              _              _             _                       
                                                                                                                    
                                                                                                                    
SUB-ACCOUNT INVESTING IN                      1990           1989           1988           1987                     
                                              ----           ----           ----           ----                     
                                                                                                                    
PUTNAM VT GROWTH AND INCOME FUND                                                                                    
(sub-account inception - May 2, 1994)                                                                               
 Beginning of period..............              _              _              _             _                       
 End of Period....................              _              _              _             _                       
 Units outstanding at end of period             _              _              _             _                       
PUTNAM VT UTILITIES GROWTH                                                                                          
AND INCOME FUND                                                                                                     
(sub-account inception - May 2, 1994)                                                                               
 Beginning of period..............              _              _              _             _                       
 End of Period....................              _              _              _             _                       
 Units outstanding at end of period             _              _              _             _                       
PUTNAM VT VOYAGER FUND                                                                                              
(sub-account inception - May 2, 1994)                                                                               
 Beginning of period..............              _              _              _             _                       
 End of Period....................              _              _              _             _                       
 Units outstanding at end of period             _              _              _             _                       
                                                                                                                    
</TABLE>

                             PERFORMANCE INFORMATION

     From time to time, the Company may advertise or include in sales literature
yields,  effective  yields,  and total returns for the  available  Sub-Accounts.
THESE  FIGURES ARE BASED ON  HISTORICAL  EARNINGS AND DO NOT INDICATE OR PROJECT
FUTURE  PERFORMANCE.  Each  Sub-Account  may,  from time to time,  advertise  or
include in sales literature performance relative to certain performance rankings
and indices compiled by independent organizations.  More detailed information as
to the  calculation of  performance  information,  as well as  comparisons  with
unmanaged market indices, appears in the Statement of Additional Information.

     Effective  yields and total returns for the  Sub-Accounts  are based on the
investment performance of the corresponding  portfolios of the Investment Funds.
The  performance  in part  reflects  the  Investment  Funds'  expenses.  See the
Prospectuses for the Investment Funds.

   
     The yield of the  Sub-Account  investing  in  Fidelity's  VIP Money  Market
Portfolio  refers to the  annualized  income  generated by an  investment in the
Sub-Account  over a  specified  seven-day  period.  The yield is  calculated  by
assuming that the income  generated for that seven-day  period is generated each
seven-day  period  over a 52-week  period  and is shown as a  percentage  of the
investment.  The effective yield is calculated  similarly but, when  annualized,
the  income  earned  by an  investment  in  the  Sub-Account  is  assumed  to be
reinvested.  The effective  yield will be slightly higher than the yield because
of the compounding effect of this assumed reinvestment.
    

     The yield of a Sub-Account  (except the Money Market Sub-Account  investing
in the VIP Money Market  Portfolio) refers to the annualized income generated by
an investment in the Sub-Account  over a specified  30-day or one-month  period.
The yield is calculated by assuming that the income  generated by the investment
during that 30-day or one-month  period is generated each period over a 12-month
period and is shown as a percentage of the investment.

     The total return of a Sub-Account  refers to return quotations  assuming an
investment under a Contract has been held in the Sub-Account for various periods
of time  including,  but not  limited  to, a period  measured  from the date the
Sub-Account commenced  operations.  When a Sub-Account has been in operation for
one, five, and ten years, respectively,  the total return for these periods will
be provided. For periods prior to the date the Sub-Account commenced operations,
performance  information  for  Contracts  funded  by the  Sub-Accounts  will  be
calculated based on the performance of the Investment Funds' portfolio's and the
assumption that the Sub-Accounts were in existence for the same periods as those
indicated  for the  Investment  Funds'  portfolios,  with the level of  Contract
charges  that  were in  effect  at the  inception  of the  Sub-Accounts  for the
Contracts.

     The average  annual total return  quotations  represent the average  annual
compounded  rates of return that would  equate an initial  investment  of $1,000
under a Contract to the redemption  value of that  investment as of the last day
of each of the periods for which total return  quotations are provided.  Average
annual total return information shows the average percentage change in the value
of an investment  in the  Sub-Account  from the beginning  date of the measuring
period to the end of that period.  This  version of average  annual total return
reflects all  historical  investment  results,  less all charges and  deductions
applied against the Sub-Account (including any surrender charge that would apply
if an Owner  terminated  the Contract at the end of each period  indicated,  but
excluding any deductions for premium taxes.)

     Average total return  information may be presented and computed on the same
basis as  described  above,  except  deductions  will not include the  surrender
charge.  In addition,  the Company may from time to time disclose average annual
total return in non-standard  formats and cumulative  total return for Contracts
funded by the Sub-Accounts.

     The Company may, from time to time,  also disclose  yield and total returns
for the  portfolios of the  Investment  Funds,  including  such  disclosure  for
periods prior to the dates the Sub-Accounts commenced operations.

     For additional  information  regarding the calculation of other performance
data, please refer to the Statement of Additional Information.

     In advertising and sales  literature,  the performance of each  Sub-Account
may be compared to the performance of other variable  annuity issuers in general
or to the  performance of particular  types of variable  annuities  investing in
mutual funds, or investment  series of mutual funds with  investment  objectives
similar to each of the Sub-Accounts. Lipper Analytical Services, Inc. ("Lipper")
and the  Variable  Annuity  Research  Data  Service  ("VARDS")  are  independent
services which monitor and rank the  performance of variable  annuity issuers in
each of the major categories of investment objectives on an industry-wide basis.

     Lipper's  rankings  include  variable  life  insurance  issuers  as well as
variable annuity issuers.  VARDS rankings compare only variable annuity issuers.
The performance  analyses prepared by Lipper and VARDS each rank such issuers on
the basis of total return,  assuming  reinvestment of distributions,  but do not
take sales  charges,  redemption  fees,  or certain  expense  deductions  at the
separate  account level into  consideration.  In addition,  VARDS  prepares risk
adjusted  rankings,  which  consider  the effects of market risk on total return
performance.  This type of ranking  provides  data as to which funds provide the
highest total return within various categories of funds defined by the degree of
risk inherent in their investment objectives.

     Advertising  and sales  literature may also compare the performance of each
Sub-Account  to the Standard & Poor's  Composite  Index of 500 Stocks,  a widely
used measure of stock performance. This unmanaged index assumes the reinvestment
of dividends but does not reflect any  "deduction"  for the expense of operating
or managing an investment  portfolio.  Other  independent  ranking  services and
indices may also be used as a source of performance comparison.

     The Company  may also  report  other  information  including  the effect of
tax-deferred  compounding on a Sub-Account's  investment  returns, or returns in
general,  which may be illustrated by tables,  graphs, or charts. All income and
capital gains derived from  Sub-Account  investments are reinvested and can lead
to substantial  long-term  accumulation of assets,  provided that the underlying
portfolio's investment experience is positive.

                                   THE COMPANY

     The  Company,  organized  in  1885,  is  a  stock  life  insurance  company
incorporated  under the laws of the State of  Minnesota.  Effective  January  3,
1989, the Company  converted from a stock and mutual life insurance company to a
stock life insurance company and, through a merger became a direct, wholly-owned
subsidiary of ReliaStar  Financial Corp., a holding company  incorporated  under
the laws of the State of Delaware.  The Company offers individual life insurance
and  annuities,  employee  benefits,  and retirement  contracts.  The Company is
admitted to do business in the  District of Columbia  and all states  except New
York. Its home office is at 20 Washington Avenue South,  Minneapolis,  Minnesota
55401 (telephone 612/372-5507).

     The  Contracts  described  in this  Prospectus  are  nonparticipating.  The
capital and surplus of the Company should be considered as bearing only upon the
ability of the Company to meet its obligations under the Contracts.

                              THE VARIABLE ACCOUNT

     The Variable  Account is a Separate  Account of the Company  established by
the Board of Directors of the Company on November 12, 1981, pursuant to the laws
of the State of  Minnesota.  The Company has caused the  Variable  Account to be
registered  with the  Securities  and Exchange  Commission as a unit  investment
trust under the  Investment  Company  Act of 1940.  Such  registration  does not
involve  supervision by such Commission of the management or investment policies
or practices of the Variable Account, the Company or the Funds.

     The  assets  of the  Variable  Account  are owned by the  Company,  and the
Company is not a trustee  with respect to such assets.  However,  the  Minnesota
laws under which the Variable Account was established  provide that the Variable
Account  shall  not be  chargeable  with  liabilities  arising  out of any other
business the Company may conduct.  The Company does not guarantee the investment
performance  of the  Variable  Account.  The  Contract  Value and the  amount of
annuity payments will vary, primarily based on the investment performance of the
Funds whose shares are held in the Variable Account Sub-Accounts selected by the
Owner.

     Purchase  payments  allocated to the Variable  Account under a Contract are
invested in one or more Sub-Accounts of the Variable Account. These Sub-Accounts
are divided into  Sub-Accounts  for Contracts  issued to or in  connection  with
Qualified Plans and Sub-Accounts  for all other  Contracts.  Each Sub-Account is
invested  in shares  of one of the  Investment  Funds on the list of  Investment
Funds  provided by the  Company.  The  purchase  payments  under a Contract  are
allocated to the  Sub-Account  or  Sub-Accounts  selected by the Owner,  and the
future  Variable  Account  Contract  Value depends  primarily on the  investment
performance  of the Investment  Funds whose shares are held in the  Sub-Accounts
selected.

   
     Shares of the Funds are also available to separate accounts for other types
of  variable  contracts.  Although  we do not  foresee  that this will cause any
disadvantages  to Owners,  for a brief  explanation of the conflicts that may be
involved in such situations, refer to the prospectus for each Fund.
    

                       INVESTMENTS OF THE VARIABLE ACCOUNT

   
     When a  Contract  is  applied  for,  the Owner  may elect to have  purchase
payments  allocated to one or more  Sub-Accounts each of which invests in shares
of one  of the  Investment  Funds  on the  list  provided  by the  Company.  The
Sub-Accounts  invest in shares of the Investment Funds at their net asset value,
subject  to  any  minimum  purchase  requirements  that  may be  imposed  by the
Investment Funds. The Owner may change a purchase payment  allocation for future
purchase  payments  and may at any  time  transfer  all or part of any  existing
values in a Sub-Account to another Sub-Account that invests in shares of another
Investment Fund on the list,  subject to any terms and conditions the Investment
Funds may impose on transfers from one Investment Fund to another in addition to
transfer requirements under the Contract.

     There are  currently  thirty-one  Sub-Accounts,  each of which  invests  in
shares  of one of  the  Funds.  The  Company  reserves  the  right,  subject  to
compliance with applicable law, to offer additional Sub-Accounts,  each of which
could invest in a new Fund with a specified investment objective.  However, each
Contract  Owner  is  limited  to   participating   in  a  maximum  of  seventeen
Sub-Accounts  over the  lifetime  of the  Contract.  The  Contract  Owner is not
required to select the Sub-Accounts in advance, but upon reaching  participation
in seventeen  Sub-Accounts  since the issue of the Contract,  the Contract Owner
would  only  be able to  transfer  within  the  seventeen  Sub-Accounts  already
selected and which are still available under the Variable Account.

     For example, assume a Contract Owner selects seven Sub-Accounts. Later, the
Contract Owner transfers out of all of the initial seven  selections and chooses
ten  different  Sub-Accounts  none of which are the same as the  original  seven
selections  The Contract  Owner has now used the maximum  selection of seventeen
Sub-Accounts. The Contract Owner may still allocate Purchase Payment or transfer
Contract  Values among any of the seventeen  Sub-Accounts  that were  previously
selected.  However,  the Contract  Owner may not allocate funds to the remaining
Sub-Accounts  at any time.  A Contract  Owner may  transfer  partial or complete
Contract Values from the Variable Account to the Fixed Account at any time.

     The following are the investment  advisers for the Investment Funds offered
through the Contract. The advisers are paid fees for their services by the Funds
they manage. Fred Alger Management, Inc. is the investment adviser for the three
portfolios of The Alger American Fund.  Fidelity  Management & Research  Company
("FMR") is the investment adviser for the nine portfolios of Fidelity's Variable
Insurance  Products Funds I and II (VIP and VIP II);  Janus Capital  Corporation
("Janus  Capital") is the  investment  adviser for the four  portfolios of Janus
Aspen Series;  Neuberger&Berman Management is the investment adviser for the two
portfolios of the Advisers  Management Trust;  Northstar  Investment  Management
Corporation  is the  investment  adviser  for the five  funds  of the  Northstar
Variable Trust; OpCap Advisors is the investment adviser for the four portfolios
of the OCC Accumulation  Trust; and Putnam Management is the investment  adviser
for the four portfolios of Putnam Variable Trust.

     The  Company has  entered  into  service  agreements  with the  managers or
distributors  of  certain  of the Funds  pursuant  to which the  company  or its
affiliates may receive from affiliates of the Funds  compensation  for providing
administrative,  record keeping, or distribution  services to the Funds or their
affiliates.  Such  compensation  is paid based upon  aggregated net asset goals.
Currently,  the  Company has service  arrangements  with Fred Alger  Management,
Inc.,  Fidelity Management & Research Company,  Janus Capital,  Neuberger&Berman
Management, and OpCap Advisors.

     The Investment  Funds  currently  offered,  together with their  investment
objectives,  are briefly described below. More detailed  information  concerning
the  investment  objectives,   policies  and  restrictions   pertaining  to  the
Investment Funds and the expenses,  investment advisory services and charges and
the risks  attendant to investing in the portfolios of the Investment  Funds and
other aspects of their  operations  can be found in the current  prospectus  for
each  Investment  Fund  which  accompany  this  Prospectus  in a  book  entitled
"Select*Product  Mutual  Funds,"  and in the  current  Statement  of  Additional
Information for each Investment Fund. The Investment Fund prospectuses should be
read carefully  before any decision is made concerning the allocation of premium
payments or transfers among the Sub-Accounts.

THE ALGER AMERICAN FUND:

     ALGER AMERICAN GROWTH  PORTFOLIO has the investment  objective of long term
capital  appreciation.  Except during temporary defensive periods, the Portfolio
invests at least 65% of its total assets in equity securities of companies that,
at the time of purchase of the securities,  have total market  capitalization of
$1 billion or greater. The Portfolio may invest up to 35% of its total assets in
equity  securities  companies  that, at the time of purchase,  have total market
capitalization of less than $1 billion.

     ALGER AMERICAN MIDCAP GROWTH PORTFOLIO has the investment objective of long
term capital  appreciation.  Except  during  temporary  defensive  periods,  the
Portfolio  invests  at least 65% of its total  assets  in equity  securities  of
companies  that,  at the time of purchase of the  securities,  have total market
capitalization  within  the range of  companies  included  in the S&P MidCap 400
Index,  updated  quarterly.  The S&P MidCap 400 Index is  designed  to track the
performance of medium capitalization  companies.  The Portfolio may invest up to
35% of its total assets in equity  securities of companies  that, at the time of
purchase,  have  total  market  capitalization  outside  the range of  companies
included  in the S&P  Mid-Cap 400 Index and in excess of that amount (up to 100%
of its assets) during temporary defensive periods.

     ALGER AMERICAN SMALL CAPITALIZATION  PORTFOLIO has the investment objective
of long term capital  appreciation.  Except during temporary  defensive periods,
the Portfolio  invests at least 65% of its total assets in equity  securities of
companies that, at the time of purchase,  have "total market  capitalization"  -
present  market  value  per  share  multiplied  by the  total  number  of shares
outstanding - within the range of companies  included in the Russell 2000 Growth
Index  ("Russell  Index")  or the S&P Small Cap 600 Index  ("S&P  Index").  Both
indexes are broad  indexes of small  capitalization  stocks.  The  Portfolio may
invest up to 35% of its total assets in equity  securities of companies that, at
the time of purchase,  have total market capitalization  outside of the combined
range of these indices,  and in excess of that amount (up to 100% of its assets)
during temporary defensive periods.

FIDELITY'S VARIABLE INSURANCE PRODUCTS FUND (VIP):
    

     EQUITY-INCOME  PORTFOLIO seeks reasonable income by investing  primarily in
income-producing  equity securities.  In choosing these securities the portfolio
will also consider the potential for capital appreciation.  The portfolio's goal
is to  achieve a yield  which  exceeds  the  composite  yield on the  securities
comprising the Standard & Poor's Composite Index of 500 Stocks.

     GROWTH  PORTFOLIO  seeks to achieve  capital  appreciation.  The  portfolio
normally purchases common stocks, although its investments are not restricted to
any one type of security.  Capital appreciation may also be found in other types
of securities, including bonds and preferred stocks.

     HIGH  INCOME  PORTFOLIO  seeks to obtain a high level of current  income by
investing primarily in lower-rated,  fixed-income securities (sometimes referred
to as "junk  bonds"),  while also  considering  growth of capital.  Lower-rated,
fixed-income  securities are considered  speculative and involve greater risk of
default than higher-rated, fixed-income securities and are more sensitive to the
issuer's capacity to pay. Consult the VIP prospectus for further  information on
the risks  associated  with the  portfolio's  investment in  lower-rated,  fixed
income securities.

     MONEY MARKET PORTFOLIO seeks to obtain as high a level of current income as
is consistent with  preserving  capital and providing  liquidity.  The portfolio
will  invest  only  in  high-quality   U.S.  dollar   denominated  money  market
instruments of domestic and foreign  issuers.  An investment in the portfolio is
not insured or guaranteed by the U.S. Government,  and there can be no assurance
that the portfolio will maintain a stable asset value per share of $1.00.

     OVERSEAS  PORTFOLIO  seeks long term  growth of capital  primarily  through
investments  in  foreign  securities.  Overseas  Portfolio  provides a means for
investors to diversify  their own portfolios by  participating  in companies and
economies outside of the United States.

   
FIDELITY'S VARIABLE INSURANCE PRODUCTS FUND II (VIP II):
    

     ASSET MANAGER  PORTFOLIO seeks high total return with reduced risk over the
long-term by allocating its assets among domestic and foreign stocks,  bonds and
short-term, fixed-income instruments.

   
     CONTRAFUND  PORTFOLIO seeks capital  appreciation by investing in companies
believed to be undervalued due to an overly pessimistic appraisal by the public.
The portfolio invests primarily in common stock and securities  convertible into
common stock,  but it has the flexibility to invest in any type of security that
may produce capital appreciation.
    

     INDEX 500 PORTFOLIO seeks to provide  investment results that correspond to
the total return (i.e., the combination of capital changes and income) of common
stocks  publicly  traded in the United States.  In seeking this  objective,  the
portfolio attempts to duplicate the composition and total return of the Standard
& Poor's Composite Index of 500 Stocks while keeping transaction costs and other
expenses low. The portfolio is designed as a long-term investment option.

     INVESTMENT  GRADE BOND PORTFOLIO seeks as high a level of current income as
is consistent with the  preservation of capital by investing in a broad range of
investment-grade, fixed-income securities.

   
JANUS ASPEN SERIES:

     AGGRESSIVE  GROWTH PORTFOLIO is a nondiversified  fund that seeks long-term
growth of capital by investing primarily in common stocks. The Portfolio intends
to normally  invest at least 50% of its equity  assets in  securities  issued by
medium-sized companies.

     GROWTH  PORTFOLIO  is a  diversified  fund that seeks  long-term  growth of
capital in a manner  consistent with the preservation of capital by investing in
common  stocks of  issuers of any size.  Generally,  this  Portfolio  emphasizes
issuers with larger market capitalizations.

     INTERNATIONAL  GROWTH  PORTFOLIO is a diversified fund that seeks long-term
growth of capital by investing  primarily in common stocks of foreign issuers of
any size.  The  Portfolio  normally  invests at least 65% of its total assets in
issuers from at least five different countries excluding the United States.

     WORLDWIDE  GROWTH  PORTFOLIO  is a  diversified  fund that seeks  long-term
growth of capital in a manner  consistent  with the  preservation  of capital by
investing  primarily  in common  stocks of foreign and  domestic  issuers of any
size.  Worldwide Growth Portfolio normally invests in issuers from at least five
different countries including the United States.

NEUBERGER&BERMAN ADVISERS MANAGEMENT TRUST ("AMT"):

     LIMITED MATURITY BOND PORTFOLIO seeks to provide the highest current income
consistent  with low risk to principal and  liquidity;  and  secondarily,  total
return.  It invests in a  diversified  portfolio,  primarily  consisting of U.S.
Government and Agency  securities and investment grade debt securities issued by
financial  institutions,  corporations,  and  others.  "Investment  grade"  debt
securities  are those  receiving  one of the four  highest  ratings from Moody's
Investors Service, Inc. ("Moody's"),  Standard & Poor's Rating Group ("S&P"), or
another nationally  recognized  statistical rating  organization.  Securities in
which  the  portfolio  may  invest  include  mortgage-backed  and  asset  backed
securities,  repurchase  agreements  with respect to U.S.  Government and Agency
securities,  and foreign  investments.  The  portfolio may also invest in fixed,
variable or inflation-indexed debt securities.

     PARTNERS PORTFOLIO seeks capital growth through an investment approach that
is designed to increase capital with reasonable risk. It invests in a portfolio,
which  in  turn  invests  principally  in  common  stocks  of  medium  to  large
capitalization   established   companies,   using  a  value-oriented   approach.
Neuberger&Berman  Management  looks for  securities  believed to be  undervalued
based  on  strong  fundamentals,   including  a  low  price-to-earnings   ratio,
consistent  cash flow,  and the company's  track record through all parts of the
market cycle. Up to 15% of the  portfolio's net assets,  measured at the time of
investment  may  be  invested  in  corporate  debt  securities  that  are  below
investment  grade or in comparable  unrated  securities.  Securities rated below
investment grade, as well as comparable unrated securities, are often considered
to be speculative and usually entail greater risk.

NORTHSTAR VARIABLE TRUST (NORTHSTAR):

     NORTHSTAR  GROWTH  FUND  is a  diversified  portfolio  with  an  investment
objective  of  long-term  growth  of  capital  through   investments  in  equity
securities of companies that are believed to provide above average potential for
capital appreciation.  Navellier Fund Management,  Inc. serves as sub-adviser to
the Fund and is  responsible  for the  day-to-day  investment  management of the
Fund,  subject to the supervision of the investment  adviser and the Trustees of
the Fund. All fees and expenses of the subadvisory  arrangement are borne by the
investment adviser.

     NORTHSTAR  HIGH  YIELD  BOND  FUND  is  a  diversified  portfolio  with  an
investment  objective of seeking high income consistent with the preservation of
capital.   Under  normal  market   conditions,   this  Investment  Fund  invests
predominantly in high-yield, high-risk, lower-rated U.S. dollar denominated debt
securities.  These  securities  are commonly  known as "junk bonds." Most of the
securities  in which the  Investment  Fund  invests  are  rated,  at the time of
investment,  at least Caa by Moody's Investors Service,  Inc. ("Moody's") or CCC
by Standard & Poor's  Corporation  ("S&P") or, if not rated,  are of  comparable
quality in the  opinion of the  investment  adviser.  The  Investment  Fund may,
however,  invest in securities in the lowest  ratings  categories of Moody's and
S&P, which arc "C" in the case of Moody's and "D" in the case of S&P.

     NORTHSTAR  INCOME  AND  GROWTH  FUND  is a  diversified  portfolio  with an
investment  objective of seeking  current income  balanced with the objective of
achieving  capital  appreciation.  This Fund will seek to achieve its  objective
through  investments  in common and preferred  stocks,  convertible  securities,
investment grade corporate debt securities and government  securities,  selected
for their prospects of producing income and capital appreciation. Wilson/Bennett
Capital Management,  Inc. ("Wilson/Bennett") is the sub-adviser to this Fund and
is responsible for the day-to-day  investment management of the Fund, subject to
the supervision of the investment adviser and the Trustees of the Fund. All fees
and expenses of the subadvisory arrangement are borne by the investment adviser.

     NORTHSTAR  INTERNATIONAL  VALUE FUND is a  diversified  portfolio  with the
objective  of long-term  capital  appreciation.  The Fund  invests  primarily in
equity securities of foreign  companies with a market  capitalization of greater
than $1 billion,  but may hold up to 25% of its assets in companies with smaller
market capitalization.  It generally invests at least 65% of its total assets in
equities of issuers  located in at least three  countries  other than the U. S.,
including  Western Europe,  North and South America,  Australia,  Asia and other
nations.  Brandes Investment  Partners,  L.P.  ("Brandes") is the sub-adviser to
this Fund and is  responsible  for the day-to-day  investment  management of the
Fund,  subject to the supervision of the investment  adviser and the Trustees of
the Fund. All fees and expenses of the  sub-advisory  agreement are borne by the
investment adviser.

     NORTHSTAR  MULTI-SECTOR  BOND  FUND  is a  diversified  portfolio  with  an
investment  objective  of  maximizing  current  income.  This  Fund will seek to
achieve its objective by investment in the following sectors of the fixed income
securities  markets:  (a)  securities  issued or  guaranteed as to principal and
interest by the U.S. Government, its agencies, authorities or instrumentalities;
(b)  investment  grade  corporate  debt  securities;  (c)  investment  grade  or
comparable  quality debt securities  issued by foreign  corporate  issuers,  and
securities  issued by  foreign  governments  and their  political  subdivisions,
limited  to 35% of  assets  determined  at  the  time  of  investment;  and  (d)
high-yield,  high-risk  fixed income  securities  of U.S.  and foreign  issuers,
limited to 50% of assets determined at the time of investment.

OCC ACCUMULATION TRUST:

     EQUITY PORTFOLIO seeks long term capital appreciation through investment in
securities  (primarily equity  securities) of companies that are believed by the
Manager to be undervalued in the  marketplace in relation to factors such as the
companies'  assets  or  earnings.  It is the  manager's  intention  to invest in
securities of companies  which in the Manager's  opinion  possess one or more of
the  following   characteristics:   undervalued  assets,  valuable  consumer  or
commercial  franchises,  securities valuation below peer companies,  substantial
and growing cash flow and/or a favorable price to book value  relationship.  The
Portfolio will invest primarily in stocks listed on the New York Stock exchange.
In addition, it may also purchase securities listed on other domestic securities
exchanges, securities traded in the domestic over-the-counter market and foreign
securities  provided  that they are listed on a domestic  or foreign  securities
exchange or represented  by American  depository  receipts  listed on a domestic
securities exchange or traded in domestic or foreign over-the-counter markets.

     GLOBAL  EQUITY  PORTFOLIO  seeks  long term  capital  appreciation  through
pursuit of a global investment  strategy primarily  involving equity securities.
The  Portfolio  may invest  anywhere in the world with no  requirement  that any
specific  percentage  of its assets be  committed  to any given  country.  Under
normal  circumstances,  at least 65 percent of the Portfolio's total assets will
be invested in equity securities in at least three different  countries,  one of
which may be the United States.  Opportunities for capital appreciation may also
be presented by debt  securities.  The  Portfolio may invest up to 35 percent of
its total assets in debt  obligations  with remaining  maturities of one year or
more of U.S.  or foreign  corporate,  governmental  or bank  issuers.  It is the
present intention of the Portfolio,  although not a fundamental  policy,  not to
invest more than 5 percent of its total  assets in debt  securities  rated below
investment-grade.  Although there is no minimum rating for this category of debt
instruments,  the  Portfolio  does not  intend to  invest in bonds  which are in
default.

     MANAGED  PORTFOLIO  seeks to achieve  growth of capital  over time  through
investment  in  a  portfolio   consisting  of  common  stocks,  bonds  and  cash
equivalents,  the  percentages  of  which  will  vary  based  on  the  Manager's
assessments of the relative outlook for such investments.  In seeking to achieve
its investment objective,  the types of equity securities in which the Portfolio
may  invest  are  likely to be the same as those in which the  Equity  Portfolio
invests,  although  securities  of the type in which  the  Small  Cap  Portfolio
invests may, to a lesser extent, be included. Debt securities are expected to be
predominately  investment  grade  intermediate to long term U.S.  Government and
corporate  debt,  although the Portfolio  will also invest in high quality short
term money market and cash  equivalent  securities  and may invest almost all of
its assets in such  securities  when the Manager  deems it advisable in order to
preserve  capital.  In  addition,   the  Portfolio  may  also  purchase  foreign
securities  provided  that they are listed on a domestic  or foreign  securities
exchange or are represented by American  depository receipt listed on a domestic
securities exchange or traded in domestic or foreign over-the counter markets.

     SMALL CAP PORTFOLIO  seeks capital  appreciation  through  investments in a
diversified  portfolio  consisting  primarily of equity  securities of companies
with market  capitalizations  of under $1 billion.  The  Portfolio  may purchase
securities in initial  public  offerings,  or shortly after such  offerings have
been   completed,   when  the  Manager   believes  that  such   securities  have
greater-than-average  market appreciation potential.  Under normal circumstances
at least 65% of the  Portfolio's  assets will be invested in equity  securities.
The majority of securities  purchased by the Portfolio will be traded on the New
York Stock  Exchange,  the American  Stock  Exchange or in the  over-the-counter
market,  and will also include options,  warrants,  bonds,  notes and debentures
which  are  convertible  into or  exchangeable  for,  or which  grant a right to
purchase or sell  securities.  In  addition,  the  Portfolio  may also  purchase
foreign  securities  provided  that they are  listed on a  domestic  or  foreign
securities exchange or are represented by American depository receipts listed on
a domestic securities exchange or traded in domestic or foreign over-the counter
markets.
    

PUTNAM VARIABLE TRUST:

     PUTNAM VT DIVERSIFIED INCOME FUND seeks high current income consistent with
capital  preservation  by investing in the following  three sectors of the fixed
income securities  markets: a U.S. Government Sector, a High Yield Sector (which
invests primarily in securities that are commonly known as "junk bonds"), and an
International  Sector.  Consult the Putnam Variable Trust Prospectus for further
information on the risks associated with this Fund's  investments in high-yield,
higher-risk  fixed  income  securities.  PUTNAM VT GROWTH AND INCOME  FUND seeks
capital growth and current  income by investing  primarily in common stocks that
offer potential for capital growth, current income, or both.

     PUTNAM VT UTILITIES GROWTH AND INCOME FUND seeks capital growth and current
income by concentrating  its investments in debt and equity securities issued by
companies in the public utilities industries.

     PUTNAM  VT  VOYAGER  FUND  seeks  capital  appreciation  primarily  from  a
portfolio of common  stocks of companies  that Putnam  Management  believes have
potential for capital  appreciation  that is significantly  greater than that of
market averages.

     In the  future,  additional  Investment  Funds  may be added to the list of
Investment Funds in which the assets of the Variable Account may be invested.

   
THERE IS NO  ASSURANCE  THAT THE STATED  OBJECTIVES  AND  POLICIES OF ANY OF THE
INVESTMENT FUNDS WILL BE ACHIEVED.

     An investment in the Variable Account, or in any portfolio of an Investment
Fund,  including  Fidelity's  VIP Money  Market  Portfolio,  is not  insured  or
guaranteed by the U.S. Government, and there can be no assurance that Fidelity's
VIP Money Market  Portfolio will be able to maintain a stable net asset value of
$1.00 per share.

     The Investment Funds are available to registered  separate  accounts of the
Company and of insurance  companies,  other than the Company,  offering variable
annuity contracts and variable life insurance policies.

     The  Company  currently  does  not  foresee  any  disadvantages  to  Owners
resulting from the  Investment  Funds selling shares to fund products other than
the  Contracts.  However,  there is a possibility  that a material  conflict may
arise between Owners whose Contract Values are allocated to the Variable Account
and the  owners  of  variable  life  insurance  policies  and  variable  annuity
contracts  issued by the  Company or by such other  companies  whose  assets are
allocated  to one or more other  separate  accounts  investing in any one of the
Investment Funds. In the event of a material conflict, the Company will take any
necessary  steps,  including  removing the Variable Account from that Investment
Fund,  to  resolve  the  matter.  The Board of  Directors  or  Trustees  of each
Investment Fund will monitor events in order to identify any material  conflicts
that possibly may arise and determine  what action,  if any,  should be taken in
response to those  events or  conflicts.  See each  individual  Investment  Fund
prospectus for more information.
    

REINVESTMENT

     The Investment  Funds described above have as a policy the  distribution of
income  dividend and capital gains.  However,  under the Contracts  described in
this Prospectus there is an automatic reinvestment of such distributions.

SUBSTITUTION OF INVESTMENT FUND SHARES

   
     The Company reserves the right to establish additional  Sub-Accounts of the
Variable  Account,  each of which  could  invest in a new fund with a  specified
investment  objective.  If the shares of any of the  Investment  Funds should no
longer be available for investment by a Sub-Account or if in the judgment of the
Company's  management  investment  in such  Investment  Fund  shares  has become
inappropriate  in  view  of  the  purposes  of the  Contract,  the  Company  may
substitute shares of another  Investment Fund for Investment Fund shares already
purchased. No substitution of shares in any Sub-Account may take place without a
prior  favorable  vote of a majority of the votes entitled to be cast by persons
having a  voting  interest  in the  Investment  Fund  shares  allocated  to such
Sub-Account and prior approval of the Securities and Exchange Commission.

     If a purchase  payment for a selected  Sub-Account is unable to be invested
because shares of the  applicable  Investment  Fund are no longer  available for
investment or if in the judgment of the Company's  management further investment
in such Investment Fund shares would be inappropriate in view of the purposes of
the  Contract,  the Owner will be so notified and may direct  investment  of the
purchase  payment in a different  Sub-Account,  which investment will be made on
the next Valuation  Date after such direction is received by the Company.  Until
receipt of such  direction,  the purchase  payment will be invested in shares of
Fidelity's VIP Money Market Portfolio.

     The Company currently plans to discontinue offering certain of the Funds as
investment  options. It is anticipated that this will occur in the first half of
1998,  subject  to and  contingent  upon  receipt of  various  approvals.  It is
expected  that any  Contract  Owner  monies that are  invested  in  sub-accounts
investing in the discontinued  Funds will be transferred to alternate Funds with
similar investment  objectives.  The proposed  discontinued and transferee Funds
are as  follows:  Fidelity's  VIP II  Asset  Manager  Portfolio  to OCC  Managed
Portfolio;  Fidelity's VIP Overseas Portfolio to Northstar  International  Value
Fund; Putnam VT Asia Pacific Fund to Janus Worldwide Growth Portfolio; Putnam VT
Utilities  Growth  and  Income  Fund to  Putnam VT  Growth  Fund;  Putnam VT New
Opportunity Fund to Putnam VT Voyager Fund. Contract Owners who have investments
in any of  discontinued  Funds  will be  permitted  for a  period  of 30 days to
transfer their  investment into a  non-discontinued  Fund without payment of any
transfer charge.
    

                           CHARGES MADE BY THE COMPANY

SURRENDER CHARGE (CONTINGENT DEFERRED SALES CHARGE)

     No deduction for a sales charge is made from the purchase  payments for the
Contracts.  However, the surrender charge described below (which may be deemed a
contingent  deferred  sales  charge),  when it is  applicable,  is  intended  to
reimburse  the  Company  for  expenses  relating  to the sale of the  Contracts,
including  commissions  to sales  personnel,  costs of sales  material and other
promotional  activities and sales  administration  costs.  Commissions and other
distribution  compensation  to be paid on the sale of the Contracts  will not be
more than 7.00% of the purchase payments.

     If part or all of a Contract's value is surrendered,  surrender charges may
be  made  by the  Company.  For  purposes  of  the  following  surrender  charge
description,  "New  Purchase  Payments"  are those  Contract  purchase  payments
received by the Company  during the Contract Year in which the surrender  occurs
or in the four immediately preceding Contract Years; "Old Purchase Payments" are
those  Contract  purchase  payments  not defined as New Purchase  Payments;  and
"Contract  Earnings" at any Valuation Date is the Contract Value less the sum of
New Purchase Payments and Old Purchase Payments.

     For purposes of determining  surrender  charges,  surrenders shall first be
taken  from Old  Purchase  Payments  until  they are  exhausted,  then  from New
Purchase  Payments  until  they are  exhausted,  and  thereafter  from  Contract
Earnings.

     The following  amounts ("Free  Surrenders")  are not subject to a surrender
charge  during any  Contract  Year:  (a) any Old  Purchase  Payments not already
surrendered; (b) 10% of all New Purchase Payments that have been received by the
Company  (however,  this  does not apply to  surrenders  made  during  the first
Contract Year); and (c) any Contract Earnings being surrendered.

     Partial surrenders may be made in an amount not greater than the sum of the
following:  (a)  amounts  eligible  for a  Free  Surrender  (including  Contract
Earnings);  and  (b)  95% of  New  Purchase  Payments  not  eligible  for a Free
Surrender.  In the  event of a partial  surrender,  the  amount  of the  partial
surrender  subject to a surrender  charge  will be  determined  by dividing  the
amount being surrendered which is not eligible for a Free Surrender by 0.95. The
surrender  charge  to be  assessed  by the  Company  in the  event of a  partial
surrender will be equal to 5% of the amount of the partial  surrender subject to
a surrender charge determined as described in the preceding sentence.

     In the event of a total  surrender  of a Contract  for its full value,  the
surrender charge to be assessed by the Company will be equal to 5% of the amount
being surrendered which is not eligible for a Free Surrender.

     If the  surrender  charge  is less than the  Contract  Value  that  remains
immediately  after  surrender,  it will be  deducted  proportionately  from  the
Sub-Accounts  that make up such Contract Value. If the surrender  charge is more
than such remaining Contract Value, the portion of the surrender charge that can
be deducted  from such  remaining  Contract  Value will be so  deducted  and the
balance will be deducted from the surrender  payment.  In computing  surrenders,
any portion of a surrender  charge that is deducted from the remaining  Contract
Value will be deemed a part of the surrender.

ADMINISTRATIVE CHARGE

     Each  year on the  Contract  Anniversary,  the  Company  deducts  from  the
Contract Value an annual administrative charge of $30. In any Contract Year when
a  Contract  is  surrendered  for its  full  value on  other  than the  Contract
Anniversary,  the  administrative  charge  will be  deducted at the time of such
surrender.  During the annuity period the annual  administrative  charge will be
divided by the number of  payments to be made in a  twelve-month  period and the
resulting amount will be deducted from each payment.

MORTALITY RISK PREMIUM

     The variable  annuity  payments made to Annuitants  will vary in accordance
with the  investment  performance  of the  Sub-Accounts  selected  by the Owner.
However,  they will not be affected by the mortality  experience (death rate) of
persons  receiving  annuity  payments  from the  Variable  Account.  The Company
assumes this "mortality risk" and has guaranteed the annuity rates  incorporated
in the Contract, which cannot be changed.

     To  compensate  the  Company  for  assuming  this  mortality  risk  and the
mortality  risk that  Beneficiaries  of  Annuitants  dying  before  the  Annuity
Commencement  Date may receive  amounts in excess of the then  current  Contract
Value (see "Death Benefit Before the Annuity Commencement Date" on page 28), the
Company  deducts a Mortality  Risk Premium from the  Variable  Account  Contract
Value.  The deduction is made daily in an amount that is equal to an annual rate
of 0.9% of the daily Contract Values under the Variable Account. The Company may
not change the rate charged for the Mortality Risk Premium under any Contract.

EXPENSE RISK CHARGE

     The  Company  will  not  increase  charges  for   administrative   expenses
regardless of its actual  expenses.  To compensate the Company for assuming this
expense risk, the Company  deducts an Expense Risk Charge from Variable  Account
Contract  Value.  The  deduction  is made daily in an amount that is equal to an
annual rate of 0.4% of the daily Variable Account  Contract Values.  The Company
may not change the rate of the Expense Risk Charge under any Contract.

PREMIUM TAXES

     Various  states  and  other  governmental  entities  levy  a  premium  tax,
currently  ranging  up to  3.50%,  on  annuity  contracts  issued  by  insurance
companies.  If the Owner of the Contract  lives in a  governmental  jurisdiction
that  levies such a tax,  the  Company  will deduct the amount of the tax either
from purchase  payments as they are received or from the Contract  Value applied
to an Annuity Form at the Annuity  Commencement  Date as required by  applicable
law.

     The  current  range of premium  tax rates is a guide only and should not be
relied on to determine  actual premium taxes on any purchase payment or Contract
because  the taxes are subject to change  from time to time by  legislative  and
other governmental  action. The timing of tax levies also varies from one taxing
authority to another.  Consequently,  in many cases the  purchaser of a Contract
will not be able to  accurately  determine  the  premium tax  applicable  to the
Contract by reference to the range of tax rates described above.

EXPENSES OF THE INVESTMENT FUNDS

     There  are  deductions  from and  expenses  paid out of the  assets  of the
Investment  Funds that are described in the  accompanying  prospectuses  for the
Funds.

                         ADMINISTRATION OF THE CONTRACTS

   
     The   Company   assumes  the   responsibilities   of   performing   certain
administrative  functions  relating to the Contracts  and the Variable  Account.
These functions include,  among other things,  maintaining the books and records
of the Variable  Account and the  Sub-Accounts,  and maintaining  records of the
name, address, taxpayer identification number, Contract number, type of Contract
issued to each Owner,  Contract Value and other pertinent  information necessary
to the  administration  and  operation of the  Contracts.  These  administrative
functions are located at: the Variable Annuity  Administration  Center, P.O. Box
59218, Minneapolis, Minnesota 55459-0218; Telephone 1-800-621-3750.
    

                                  THE CONTRACTS

     The  Contracts  described in this  Prospectus  are designed for  retirement
plans which may or may not be Qualified Plans. Usually a single purchase payment
will be made for a deferred annuity,  although  subsequent purchase payments are
allowed  under the  Contract.  The minimum  amount the Company will accept as an
initial purchase payment is $2,500.  However, if the Contract is purchased by or
in connection with a Qualified Plan, the minimum amount of purchase payments the
Company  will  accept  during  the first  Contract  Year  will be $600,  with no
individual  payment of less than $50.  The  Company may choose not to accept any
subsequent  purchase  payment if it is less than $50 or if the purchase  payment
together with the Contract  Value at the next  Valuation  Date exceeds  $250,000
(any such purchase payment not accepted by the Company will be refunded).

ALLOCATION OF PURCHASE PAYMENTS

     Purchase  payments may be allocated to the Fixed  Account (see  Appendix A)
and/or to Sub-Accounts of the Variable Account selected by the Owner.

     Purchase  payments will be allocated to the  appropriate  Sub-Accounts  not
later  than  two  business  days  after  receipt,  if the  application  and  all
information necessary for processing the Contract are complete.  The Company may
retain  purchase  payments  for up to five  business  days while  attempting  to
complete an incomplete  application.  If the application cannot be made complete
within this period,  the applicant will be informed of the reasons for the delay
and the  purchase  payment  will be returned  immediately  unless the  applicant
consents to retention  of the payment by the Company  until the  application  is
made  complete.  Thereafter  the payment must be  allocated  within two business
days. For any subsequent purchase payments, the payments will be credited at the
Sub-Account  Accumulation  Unit  Value  next  determined  after  receipt  of the
purchase payment.

     Upon allocation to Sub-Accounts of the Variable Account, a purchase payment
is  converted  into  Accumulation  Units of the  Sub-Account.  The amount of the
purchase payment  allocated to a particular  Sub-Account is divided by the value
of an  Accumulation  Unit  for  the  Sub-Account  to  determine  the  number  of
Accumulation  Units of the  Sub-Account to be held in the Variable  Account with
respect to the Contract.  The net investment  results of each  Sub-Account  vary
primarily  with the investment  performance of the Investment  Fund whose shares
are held in the Sub-Account.

     In the event any Investment  Fund in the future imposes a minimum  purchase
requirement that is in excess of the aggregate of all purchase payments received
on any  given  day that are to be  applied  to the  purchase  of  shares of such
Investment Fund, such purchase payments will be refunded.

SUB-ACCOUNT ACCUMULATION UNIT VALUE

     Each  Sub-Account  Accumulation  Unit was initially  valued at $10 when the
first  Investment  Fund  shares  were  purchased.  Thereafter  the value of each
Sub-Account Accumulation Unit will vary up or down according to a Net Investment
Factor, which is primarily based on the investment performance of the applicable
Investment Fund.  Investment Fund shares in the  Sub-Accounts  will be valued at
their net asset value.

     Dividend and capital gain  distributions  from an  Investment  Fund will be
automatically  reinvested  in  additional  shares  of such  Investment  Fund and
allocated to the appropriate Sub-Account. The number of Sub-Account Accumulation
Units does not increase because of the additional  shares,  but the Accumulation
Unit value may increase.

NET INVESTMENT FACTOR

     The Net  Investment  Factor is an index number which is primarily  based on
the investment  performance  during a Valuation  Period of the Fund whose shares
are held in the particular Sub-Account.  If the Net Investment Factor is greater
than one, the value of a Sub-Account Accumulation Unit has increased. If the Net
Investment Factor is less than one, the value of a Sub-Account Accumulation Unit
has decreased.  The Net  Investment  Factor is determined by dividing (1) by (2)
then subtracting (3) from the result, where:

     (1)  is the net result of:

          (a)  the net  asset  value per  share of the Fund  shares  held in the
               Sub-Account,  determined  at the  end of  the  current  Valuation
               Period,  plus 

          b)   the  per  share   amount  of  any   dividend   or  capital   gain
               distributions  made on the Fund  shares  held in the  Sub-Account
               during the current Valuation Period, plus or minus
               

          (c)  a per share  charge or credit for any tax\es  provided  for which
               the  Company  determines  to have  resulted  from the  investment
               operations  of  the  Sub-Account  and  to be  applicable  to  the
               Contract;

     (2)  is the net result of:

          (a)  the net  asset  value per  share of the Fund  shares  held in the
               Sub-Account,  determined  at the end of the last prior  Valuation
               Period, plus or minus

          (b)  a per share  charge or credit for any taxes  reserved  for during
               the last prior Valuation  Period which the Company  determines to
               have resulted from the investment  operations of the  Sub-Account
               and to be applicable to the Contract; and

     (3)  is a factor  representing  the Mortality Risk Premium and Expense Risk
          Charge  deducted from the  Sub-Account,  which factor is equal,  on an
          annual basis, to 1.3% of the daily net asset value of the Sub-Account.

DEATH BENEFIT BEFORE THE ANNUITY COMMENCEMENT DATE

     If the Owner or primary  Annuitant  dies  before the  Annuity  Commencement
Date, the  Beneficiary  will be entitled to receive the Contract Value as of the
Valuation  Date next  after the  Company  receives  (a) proof of the  Owner's or
primary  Annuitant's  death and (b) a written  request from the  Beneficiary for
either a single sum payment or an Annuity  form.  For this  purpose the Contract
Value will be:

     (1)  if any Owner or primary  Annuitant  dies on or before the first day of
          the month following the Annuitant's 75th birthday,  the greater of (i)
          the  Contract  Value at such  Valuation  Date,  or (ii) the sum of the
          purchase  payments  received by the Company under the Contract to such
          Valuation  Date,  less any surrender  payments  previously made by the
          Company; or

     (2)  if any  Owner or  primary  Annuitant  dies  after the first day of the
          month following the Annuitant's  75th birthday,  the Contract Value at
          such Valuation Date.

     If a single sum is requested,  it will be paid within seven days after such
Valuation Date. If an Annuity Form is requested,  it may be any Annuity Form the
Owner could have selected before the Annuity Commencement Date, provided (a) the
payment  schedule of the Annuity Form does not exceed the life expectancy of the
Beneficiary, (b) payment begins within 12 months from the date of the Owner's or
Annuitant's  death, and (c) the Annuity Form is selected within eleven months of
the date of such death.  An alternative  selection is to commence  payment as in
(b) above and have payments  completed within 5 years. An Annuity Form selection
must be in  writing  and  received  by the  Company  within 90 days  after  such
Valuation  Date,  otherwise the Contract Value as of such Valuation Date will be
paid in a single sum to the Beneficiary and the Contract will be canceled.

     If the only Beneficiary is the Owner's  surviving  spouse,  such spouse may
continue the Contract as the Owner, and then (1) select a single sum payment, or
(2) select any Annuity Form which does not exceed such spouse's life expectancy.

     If the  Beneficiary  elects to receive  annuity  payments  under an Annuity
Form, the amount and duration of payments may vary depending on the Annuity Form
selected and whether fixed and/or variable annuity payments are requested.  (See
"Annuity Provisions" beginning on page 31.)

DEATH BENEFIT AFTER THE ANNUITY COMMENCEMENT DATE

     If the  Annuitant  dies  after the  Annuity  Commencement  Date,  the death
benefit shall be as stated in the Annuity Form in effect.

SURRENDER (REDEMPTION)

     If a written  request  therefor  from the Owner is  received by the Company
before the Annuity  Commencement Date, all or part of the Contract Value will be
paid to the Owner after  deducting any  applicable  surrender  charge and taxes.
(See  "Surrender  Charge  (Contingent  Deferred  Sales  Charge)" on page 25.) In
addition,  if a total surrender occurs other than on a Contract  Anniversary the
annual administrative charge will be deducted from the Contract Value before the
surrender  payment is made.  Surrenders  must be consented to by each collateral
assignee and if in excess of $50,000 must be  signature  guaranteed  by a member
firm of the New York, American, Boston, Midwest,  Philadelphia, or Pacific Stock
Exchange,  or by a commercial bank (not a savings bank) which is a member of the
Federal Deposit Insurance Corporation, or, in certain cases, by a member firm of
the National  Association of Securities  Dealers,  Inc. that has entered into an
appropriate agreement with the Company.

     The Company may require  that the  Contract be returned  before a surrender
takes place.  A surrender  will take place on the next  Valuation Date after the
requirements  for  surrender are completed and payment will be made within seven
days after such  Valuation  Date. If a surrender is partial and unless the Owner
requests  the  surrender  to be  made  from  the  Fixed  Account  or  particular
Sub-Accounts,  the  surrender  payments will be taken  proportionately  from the
Fixed Account and all Sub-Accounts on a basis that reflects their  proportionate
percentage of the Contract Value.

     The Company may cancel the Contract on any Contract Anniversary, or if such
Contract  Anniversary  is not a  Valuation  Date  on  the  next  Valuation  Date
thereafter,  by paying to the Owner the Contract Value as of such Valuation Date
if such Contract Value after all charges is less than $1,000.

     If this Contract is purchased as a  "tax-sheltered  annuity"  under Section
403(b) of the  Internal  Revenue  Code (the  "Code"),  it is  subject to certain
restrictions on redemption  imposed by Section  403(b)(11) of the Code (See "Tax
Sheltered  Annuities" on page 37). These  restrictions on redemption are imposed
by the Variable  Account and the Company in full compliance with and in reliance
upon the terms and  conditions  of a  no-action  letter  issued by the Office of
Insurance   Products  and  Legal  Compliance  of  the  Securities  and  Exchange
Commission  to the  American  Council  of  Life  Insurance  (publicly  available
November 28, 1988).

     For tax purposes,  surrender  payments  shall be deemed to be from earnings
and then  gains  until  cumulative  surrender  payments  equal  all  accumulated
earnings  and gains,  and  thereafter  from  purchase  payments  received by the
Company.  Consideration  should be given to the tax  implications of a surrender
prior to making a surrender request,  including a surrender in connection with a
Qualified Plan.

TRANSFERS

     Prior to the Annuity  Commencement Date the Owner may request a transfer in
writing (or by telephone or facsimile if a telephone/fax  authorization form has
been completed and is in effect), subject to any conditions the Investment Funds
whose shares are involved may impose, of all or part of a Sub-Account's value to
other  Sub-Accounts  or to the Fixed  Account.  The transfer will be made by the
Company on the first  Valuation  Date after the  request  for such a transfer is
received  by the  Company  (provided  that  under  certain  circumstances  large
transfers  may be delayed  until  proceeds  from related  Investment  Fund share
redemptions are received, which may be for up to seven days). There is no charge
for such a transfer,  other than those that may be made by the Investment Funds.
To accomplish the transfer,  the Variable  Account will  surrender  Accumulation
Units in the  particular  Sub-Accounts  and reinvest that value in  Accumulation
Units of other particular Sub-Accounts  appropriate for the Contract as directed
in the request.  After the Annuity  Commencement Date, the Annuitant may request
transfer  of Annuity  Unit  values in the same  manner  and  subject to the same
requirements as for an Owner-transfer of Sub-Account Accumulation Unit values.

     Transfers  may also be  requested  from the Fixed  Account to the  Variable
Account,  provided,  however,  that (a)  transfers  may only be made  during the
period   starting  30  days  before  and  ending  30  days  after  the  Contract
Anniversary,  and only one transfer may be made during each such period,  (b) no
more than 50% of the Fixed Account Contract Value may be the subject of any such
transfer (unless the balance, after such transfer, would be less than $1,000, in
which case the full Fixed Account  Contract Value may be  transferred),  and (c)
such transfer  must involve at least $500 (or the total Fixed  Account  Contract
Value, if less).

   
TELEPHONE/FAX INSTRUCTIONS

     An Owner is  allowed  to enter  certain  types of  instructions  either  by
telephone  or  by  fax  if  the  Owner  completes  a  telephone/fax  instruction
authorization  form. If the Owner  completes  the form,  the Owner can enter the
following types of instructions  by telephone or fax:  transfers  between funds,
withdrawals,  changes of allocations among fund options,  change of source funds
for   systematic   withdrawals,   and  change  of  source   funds  for  variable
annuitization  payouts. If the Owner completes the telephone/fax form, the Owner
thereby agrees that the Company will not be liable for any loss, liability, cost
or  expense  when  the  Company  acts  in  accordance  with  the   telephone/fax
instructions  which are received and, if received by telephone,  are recorded on
voice recording equipment. If a telephone/fax  transaction,  processed after the
Owner has completed the telephone/fax form, is later determined not to have been
made by the Owner or was made  without  the  Owner's  authorization,  and a loss
results,  the  Owner  bears  the risk of this  loss.  Any  requests  via fax are
considered   telephone   requests  and  are  bound  by  the  conditions  in  the
telephone/fax  authorization  form you sign. Any fax request should include your
name,   daytime  telephone  number,   Contract  number  and  the  names  of  the
Sub-Accounts  from which and to which money will be transferred or withdrawn and
the  allocation  percentage.  The Company will employ  reasonable  procedures to
confirm that  instructions  communicated by telephone are genuine.  In the event
the Company does not employ such  procedures,  the Company may be liable for any
losses due to  unauthorized  or fraudulent  instructions.  Such  procedures  may
include,  among  others,  requiring  forms of personal  identification  prior to
acting upon  telephone  instructions,  providing  written  confirmation  of such
instructions and/or tape recording telephone instructions.
    

ASSIGNMENTS

     If the  Contract is issued  pursuant to or in  connection  with a Qualified
Plan,  it may not be sold,  transferred,  pledged or  assigned  to any person or
entity other than the Company. In other circumstances,  a transfer or assignment
of the Contract is permitted but may not be made after the Annuity  Commencement
Date. Before the Annuity  Commencement Date the Owner may assign or transfer all
rights under the Contract by giving the Company the original or a certified copy
of the assignment or transfer.  The Company shall not be bound by any assignment
or  transfer  until it is  actually  received  by the  company  and shall not be
responsible for the validity of any assignment or transfer. Any payments made or
actions taken by the Company before the Company actually receives any assignment
or transfer shall not be affected by the assignment or transfer.

CONTRACT OWNER AND BENEFICIARIES

     Unless  someone  else is named  as the  Owner  in the  application  for the
Contract,  the  applicant  is the Owner of the  Contract  and before the Annuity
Commencement Date may exercise all of the Owner's rights under the Contract.

     The Owner may name a Beneficiary and a Successor Beneficiary.  In the event
the  Owner  or  Annuitant  dies  before  the  Annuity   Commencement  Date,  the
Beneficiary  shall  receive the Contract  Value  according to the death  benefit
provisions of the Contract. In the event the Owner or Annuitant dies on or after
the Annuity  Commencement Date, the Beneficiary shall receive payments according
to the  Annuity  Form in effect.  If the  Beneficiary  is not living on the date
payment is due or if no Beneficiary  has been named,  the last to survive of the
Owner and Annuitant will receive the Contract Value.  If none of the Owner,  the
Annuitant  or the  Beneficiary  is living at the time the  payment  is due,  the
Contract  Value  will be paid to the estate of the last to survive of the Owner,
the Annuitant and the Beneficiary. A person named as an Annuitant, a Beneficiary
or a Successor Beneficiary shall not be entitled to exercise any rights relating
to the Contract or to receive any payments or settlements  under the Contract or
any Annuity Form, unless such person is living on the earlier of (a) the day due
proof of death of the Owner,  the  Annuitant  or the  Beneficiary,  whichever is
applicable,  is  received by the Company or (b) the tenth day after the death of
the Owner, the Annuitant or the Beneficiary, whichever is applicable.

     Unless different arrangements have been made with the Company by the Owner,
if more than one  Beneficiary  is  entitled  to  payments  from the  Company the
payments shall be in equal shares.

     Before  the  Annuity  Commencement  Date and while the named  Annuitant  is
living,  the Owner may change the  Annuitant,  the  Beneficiary or the Successor
Beneficiary by giving the Company  written notice of the change,  but the change
shall not be effective until actually  received by the Company.  Upon receipt by
the Company of a notice of change,  it will be  effective  as of the date it was
signed but shall not affect any  payments  made or actions  taken by the Company
before the Company received the notice, and the Company shall not be responsible
for the validity of any change.

CONTRACT INQUIRIES

   
     Inquiries regarding a Contract may be made by writing to the ReliaStar Life
Insurance Company,  Variable Annuity Administration Center, Route 4300, P.O. Box
59218, Minneapolis, MN 55459-0218, or by calling 1-800-621-3750.
    

                               ANNUITY PROVISIONS

ANNUITY COMMENCEMENT DATE

     The Owner selects the Annuity  Commencement  Date,  which must be the first
day of a month, when making  application for the Contract.  The date will be the
first day of the month following the Annuitant's 75th birthday unless an earlier
or later date has been  selected by the Owner and, if the date is later,  it has
been agreed to by the Company. The Owner may change an Annuity Commencement Date
selection by written notice received by the Company at least 30 days before both
the  Annuity   Commencement  Date  currently  in  effect  and  the  New  Annuity
Commencement  Date. The new date selected must satisfy the  requirements  for an
Annuity  Commencement  Date.  If the Annuity  Commencement  Date selected by the
Owner  does not occur on a  Valuation  Date,  at least 60 days after the date on
which the  Contract  was issued,  the Company  reserves  the right to adjust the
Annuity  Commencement  Date  to the  first  Valuation  Date  after  the  Annuity
Commencement  Date selected by the Owner and which is at least 60 days after the
Contract issue date.

ANNUITY FORM SELECTION - CHANGE

     The Owner may select an Annuity Form with payments  starting at the Annuity
Commencement Date when making  application for the Contract.  The Owner may also
change a choice of Annuity Form by written notice received by the Company before
the Annuity Commencement Date.

ANNUITY FORMS

     Any one of the  following  Annuity  Forms may be selected  (all provide for
variable payments):

     LIFE ANNUITY - An annuity payable on the first day of each month during the
Annuitant's life, starting with the first payment due according to the Contract.
Payments  cease with the payment made on the first day of the month in which the
Annuitant's  death occurs.  IT WOULD BE POSSIBLE UNDER THIS ANNUITY FORM FOR THE
ANNUITANT  TO  RECEIVE  ONLY ONE  PAYMENT  IF HE OR SHE DIED  BEFORE  THE SECOND
ANNUITY  PAYMENT,  ONLY TWO  PAYMENTS IF HE OR SHE DIED AFTER THE THIRD  ANNUITY
PAYMENT, ETC.

     LIFE ANNUITY WITH PAYMENTS GUARANTEED FOR 10 YEARS (120 MONTHS) OR 20 YEARS
(240  MONTHS) - An annuity  payable  on the first day of each  month  during the
Annuitant's life, starting with the first payment due according to the Contract.
If the Annuitant receives all of the guaranteed payments, payments will continue
thereafter  but  cease  with the  payment  made on the first day of the month in
which the Annuitant's death occurs.  If all of the guaranteed  payments have not
been  made  before  the  Annuitant's  death,  the  unpaid  installments  of  the
guaranteed payments will be continued to the Beneficiary.

     JOINT AND FULL  SURVIVOR  ANNUITY - An annuity  payable on the first day of
each  month  during the  Annuitant's  life and the life of a named  person  (the
"Joint  Annuitant"),  starting  with the  first  payment  due  according  to the
Contract.  Payments  will  continue  while  either  the  Annuitant  or the Joint
Annuitant  is living  and cease  with the  payment  made on the first day of the
month in which the death of the  Annuitant  or the  Joint  Annuitant,  whichever
lives longer,  occurs.  THERE IS NO MINIMUM NUMBER OF PAYMENTS  GUARANTEED UNDER
THIS ANNUITY  FORM.  PAYMENTS  CEASE UPON THE DEATH OF THE LAST  SURVIVOR OF THE
ANNUITANT AND THE JOINT ANNUITANT REGARDLESS OF THE NUMBER OF PAYMENTS RECEIVED.

     The Company also has other annuity forms  available and  information  about
them can be obtained by writing to the Company.

AUTOMATIC ANNUITY FORM

     If no valid  selection  of an  Annuity  Form has been  made by the  Annuity
Commencement  Date, the Life Annuity with Payments  Guaranteed for 10 years (120
Months) shall be automatically effective.

FREQUENCY AND AMOUNT OF ANNUITY PAYMENTS

     Annuity payments will be paid as monthly installments, unless the Annuitant
and the Company agree to a different payment schedule.  However, if the Contract
Value at the Annuity  Commencement Date is less than $2,500, the Company may pay
the Contract Value in a single sum and the Contract will be canceled.  Also if a
monthly  payment  would be or become  less than $50,  the Company may change the
frequency of payments to intervals  that will result in payments of at least $50
each.

ANNUITY PAYMENTS

     The amount of the first fixed annuity payment is determined by applying the
Contract Value to be used for a fixed annuity at the Annuity  Commencement  Date
to the annuity  table in the Contract for the fixed Annuity Form  selected.  The
table shows the amount of the initial  annuity  payment for each $1,000  applied
and all  subsequent  payments  shall be equal to this amount.  The amount of the
first variable  annuity  payment is determined by applying the Contract Value to
be used for a variable annuity at the Annuity  Commencement  Date to the annuity
table in the Contract for the Annuity Form selected.  The table shows the amount
of the initial annuity payment for each $1,000 applied.

     Subsequent  variable annuity payments vary in amount in accordance with the
investment performance of the applicable Sub-Account.  Assuming annuity payments
are based on the unit values of a single  Sub-Account,  the dollar amount of the
first  annuity  payment,  determined  as set  forth  above,  is  divided  by the
Sub-Account Annuity Unit Value as of the Annuity  Commencement Date to establish
the number of Variable Annuity Units  representing  each annuity  payment.  This
number of Variable  Annuity  Units  remains  fixed  during the  annuity  payment
period.  The  dollar  amount  of  the  second  and  subsequent  payments  is not
predetermined  and may  change  from month to month.  The  dollar  amount of the
second and each subsequent payment is determined by multiplying the fixed number
of  Variable  Annuity  Units  by the  Sub-Account  Annuity  Unit  Value  for the
Valuation  Period  with  respect  to which the  payment is due.  If the  monthly
payment is based upon the Annuity Unit Values of more than one Sub-Account,  the
foregoing  procedure is repeated for each applicable Sub- Account and the sum of
the  payments  based on each  Sub-Account  is the amount of the monthly  annuity
payment.  The appropriate  portion of the annual  administrative  charge is then
deducted from each monthly annuity payment.

     A proportionate  amount of the administrative  charge will be deducted from
each annuity payment.

     The  annuity  tables  in the  Contracts  are  based on the 1971  Individual
Annuity Mortality Table (set back two years).

     The Company  guarantees  that the dollar  amount of each  variable  annuity
payment  after the first  payment will not be affected by variations in expenses
or in mortality experience from the mortality  assumptions used to determine the
first payment.

SUB-ACCOUNT ANNUITY UNIT VALUE

     A Sub-Account's Variable Annuity Units will initially be valued at $10 each
at the time  Accumulation  Units  with  respect  to the  Sub-Account  are  first
converted into Variable  Annuity Units.  The Sub-Account  Annuity Unit Value for
any subsequent  Valuation  Period is determined by multiplying  the  Sub-Account
Annuity Unit Value for the  immediately  preceding  Valuation  Period by the Net
Investment  Factor for the  Sub-Account  for the Valuation  Period for which the
Sub-Account  Annuity Unit Value is being calculated,  and multiplying the result
by an interest factor to neutralize the assumed  investment rate of 4% per annum
built into the annuity tables  contained in the Contracts.  (See "Net Investment
Factor" on page 27.)

ASSUMED INVESTMENT RATE

     A 4% assumed  investment rate is built into the annuity tables contained in
the Contracts.  A higher assumption would mean a higher initial payment but more
slowly rising and more rapidly falling subsequent  payments.  A lower assumption
would have the opposite  effect.  If the actual net investment  rate were at the
annual rate of 4%, the annuity payments would be level.

                               FEDERAL TAX STATUS

INTRODUCTION

     THIS  DISCUSSION IS GENERAL AND NOT INTENDED AS TAX ADVICE.  The discussion
is not  intended  to  address  the tax  consequences  resulting  from all of the
situations  in which a person may be entitled  to or may receive a  distribution
under the  Contract.  The  Contracts  are  designed  for use by  individuals  in
connection with  retirement  plans which may or may not be Qualified Plans under
the provisions of the Internal Revenue Code (the "Code"). The ultimate effect of
federal  income  taxes on the  Contract  Value,  on annuity  payments and on the
economic benefit to the Owner, the Annuitant or the Beneficiary depends upon the
type of retirement  plan for which the Contract is  purchased,  and upon the tax
and  employment  status  of the  individual  concerned.  No  attempt  is made to
consider any applicable  state or other tax laws. The discussion is based on the
Company's understanding of Federal Income Tax Laws as currently interpreted.  No
representation  is made  regarding  the  likelihood of the  continuation  of the
present  Federal Income Tax Laws or the current  interpretation  by the Internal
Revenue Service ("IRS").

     The  Contract may be purchased  on a  non-qualified  basis  ("Non-Qualified
Contract")  or  purchased  and used in  connection  with  plans  qualifying  for
favorable  tax  treatment  ("Qualified  Contract").  The  Qualified  Contract is
designed for use by individuals  whose premium  payments are comprised solely of
proceeds from and/or  contributions under retirement plans which are intended to
qualify as plans entitled to special income tax treatment under Sections 401(a),
403(b),  or 408 of the Code. The ultimate  effect of Federal income taxes on the
amounts held under a Contract, or annuity payments,  and on the economic benefit
to the  Owner,  the  Annuitant,  or the  Beneficiary  depends  on  the  type  of
retirement plan, on the tax and employment  status of the individual  concerned,
and on the  Company's  tax status.  In addition,  certain  requirements  must be
satisfied in purchasing a Qualified  Contract with proceeds from a tax-qualified
plan and receiving  distributions from a Qualified Contract in order to continue
receiving favorable tax treatment.  Therefore, purchasers of Qualified Contracts
should  seek  competent  legal and tax advice  regarding  the  suitability  of a
Contract for their situation, the applicable requirements, and the tax treatment
of the rights and benefits of a Contract.  The following discussion assumes that
Qualified Contracts are purchased with proceeds from and/or  contributions under
retirement  plans that  qualify  for the  intended  special  Federal  income tax
treatment.

TAX STATUS OF THE CONTRACT

     DIVERSIFICATION REQUIREMENTS

     Section  817(h) of the Code  provides  that  separate  account  investments
underlying  a contract  must be  "adequately  diversified"  in  accordance  with
Treasury regulations in order for the contract to qualify as an annuity contract
under  Section  72 of the  Code.  The  Variable  Account,  through  each  of the
Investment  Funds,  intends  to  comply  with the  diversification  requirements
prescribed in regulations under Section 817(h) of the Code, which affect how the
assets in the various  Sub-Accounts  may be invested.  Although the Company does
not have  control  over the  Investment  Funds in  which  the  Variable  Account
invests,  the Company  expects that each  Investment  Fund in which the Variable
Account  owns shares  will meet the  diversification  requirements  and that the
Contract will be treated as an annuity contract under the Code.

   
     The Treasury has also announced that the diversification regulations do not
provide  guidance  concerning  the  extent  to which  Owners  may  direct  their
investments to particular Sub-Accounts of a variable account or how concentrated
the investments of the Investment  Funds  underlying a variable  account may be.
The number of underlying  investment  options available under a variable product
may also be  relevant in  determining  whether  the  product  qualifies  for the
desired tax treatment.  It is possible that if additional rules,  regulations or
guidance  in this  regard are issued,  the  Contract  may need to be modified to
comply with such additional  rules or guidance.  For these reasons,  the Company
reserves the right to modify the Contract as necessary to attempt to prevent the
Owner from being  considered the owner of the assets of the Investment  Funds or
otherwise to qualify the contract for favorable tax treatment.
    

     REQUIRED DISTRIBUTIONS

     In order to be  treated  as an  annuity  contract  for  Federal  income tax
purposes,  Section 72(s) of the Code also requires any Non-Qualified Contract to
provide that:  (a) if any Owner dies on or after the Annuity  Commencement  Date
but prior to the time the entire interest in the Contract has been  distributed,
the remaining  portion of such interest will be  distributed at least as rapidly
as under the method of  distribution  being used as of the date of that  Owner's
death;  and (b) if any Owner dies prior to the Annuity  Commencement  Date,  the
entire interest in the Contract will be distributed  within five years after the
date of the Owner's death. These requirements will be considered satisfied as to
any portion of the Owner's  interest which is payable to or for the benefit of a
"designated  Beneficiary"  and  which  is  distributed  over  the  life  of such
Beneficiary  or over a period not extending  beyond the life  expectancy of that
Beneficiary,  provided  that such  distributions  begin  within one year of that
Owner's death. The Owner's "designated  Beneficiary" is the person designated by
such owner as a  Beneficiary  and to whom  ownership of the  Contract  passes by
reason  of  death  and  must  be a  natural  person.  However,  if  the  owner's
"designated  Beneficiary" is the surviving spouse of the Owner, the Contract may
be continued with the surviving  spouse as the new Owner. If the Owner is not an
individual,  any change in the primary Annuitant is treated as a change of Owner
for tax purposes.

     The Non-Qualified Contracts contain provisions which are intended to comply
with the  requirements  of Section  72(s) of the Code,  although no  regulations
interpreting  these  requirements  have yet been issued.  The Company intends to
review such  provisions  and modify them if necessary to assure that they comply
with the  requirements  of Code Section  72(s) when  clarified by  regulation or
otherwise. Other rules may apply to Qualified Contracts.

TAXATION OF ANNUITIES

     IN GENERAL

     Section 72 of the Code  governs  taxation  of  annuities  in  general.  The
Company believes that an Owner who is a natural person generally is not taxed on
increases in the value of a Contract  until  distribution  occurs by withdrawing
all or part of the  Contract  Value  (e.g.,  partial  withdrawals  and  complete
surrenders) or as annuity  payments  under the Annuity Form  selected.  For this
purpose, the assignment, pledge, or agreement to assign or pledge any portion of
the Contract Value (and in the case of a Qualified  Contract,  any portion of an
interest in the qualified plan) generally will be treated as a distribution. The
taxable  portion  of a  distribution  (in the form of a single  sum  payment  or
annuity) is taxable as ordinary income. The Owner of any annuity contract who is
not a natural person generally must include in income any increase in the excess
of the net surrender  value over the  "investment  in the  contract"  during the
taxable year. The Company restricts  ownership of Non-Qualified  Contracts to no
more than two natural persons.

     The following  discussion  generally  applies to Contracts owned by natural
persons.

     SURRENDERS

     In the case of a surrender from a Qualified  Contract,  under Section 72(e)
of the Code a ratable portion of the amount received is taxable, generally based
on the ratio of the  "investment  in the  contract" to the  participant's  total
accrued  benefit or balance under the retirement  plan.  The  "investment in the
contract"  generally equals the portion, if any, of any premium payments paid by
or on behalf of any individual  under a Contract which was not excluded from the
individual's  gross income.  For Contracts  issued in connection  with qualified
plans,  the  "investment in the contract" can be zero.  Special tax rules may be
available for certain distributions from Qualified Contracts.

     In the  case  of a  surrender  (including  Systematic  Withdrawals)  from a
Non-Qualified  Contract before the Annuity Commencement Date, under Code Section
72(e)  amounts  received are generally  first  treated as taxable  income to the
extent  that  the  Contract  Value  immediately  before  surrender  exceeds  the
"investment in the contract" at that time. Any additional amount  surrendered is
not taxable.

     In  the  case  of a full  surrender  under  a  Qualified  or  Non-Qualified
Contract,  the amount  received  generally will be taxable only to the extent it
exceeds the "investment in the contract."

     A Federal  penalty tax may apply to certain  surrenders  from Qualified and
Non-Qualified  Contracts.  (See "Penalty Tax on Certain  Distributions"  on page
35.)

     ANNUITY PAYMENTS

     Although tax  consequences  may vary depending on the Annuity Form selected
under the  Contract,  in general,  only the portion of the Annuity  Payment that
represents  the amount by which the Contract Value exceeds the investment in the
Contract will be taxed;  after the investment in the Contract is recovered,  the
full amount of any additional annuity payments is taxable.  For variable annuity
payments,  the taxable  portion is  generally  determined  by an  equation  that
establishes  a specific  dollar  amount of each payment  that is not taxed.  The
dollar amount is  determined  by dividing the  investment in the contract by the
total number of expected periodic  payments.  However,  the entire  distribution
will be taxable once the recipient has recovered the dollar amount of his or her
investment in the contract.  For fixed annuity payments, in general, there is no
tax on the  portion of each  payment  which  represents  the same ratio that the
investment  in the  contract  bears to the total  expected  value of the annuity
payments for the term of the  payments;  however,  the remainder of each annuity
payment is taxable until the recovery of the  investment  in the  Contract,  and
thereafter the full amount or each annuity payment is taxable.

     TAXATION OF DEATH BENEFIT PROCEEDS

     Amounts may be distributed from a Contract because of the death of an Owner
or an  Annuitant.  Generally,  such amounts are  includible in the income of the
recipient as follows:  (i) if  distributed  in a lump sum, they are taxed in the
same manner as a full surrender of the contract;  or (ii) if distributed under a
payment option, they are taxed in the same way as annuity payments.

     PENALTY TAX ON CERTAIN DISTRIBUTIONS

     In the case of a  distribution  pursuant  to a  Non-Qualified  Contract,  a
Federal  penalty  equal to 10% of the amount  treated  as taxable  income may be
imposed. In general, however, there is no penalty on distributions:

     1.   made on or after the taxpayer reaches age 59 1/2;

     2.   made on or after the death of the  holder (a holder is  considered  an
          Owner)  (or if the  holder  is not an  individual,  the  death  of the
          primary annuitant);

     3.   attributable to the taxpayer's becoming disabled;

     4.   a part of a series of substantially  equal periodic payments (not less
          frequently  than  annually) for the life (or life  expectancy)  of the
          taxpayer  or the  joint  lives  (or joint  life  expectancies)  of the
          taxpayer and his or her designated beneficiary;

     5.   made under an annuity contract that is purchased with a single premium
          when the annuity  starting  date is no later than a year from purchase
          of the annuity and substantially equal periodic payments are made, not
          less frequently than annually, during the annuity period; and

     6.   made under  certain  annuities  issued in connection  with  structured
          settlement agreements.

     Other tax  penalties may apply to certain  distributions  under a Qualified
Contract,  as well  as to  certain  contributions  to,  loans  from,  and  other
circumstances,  applicable to the Qualified Plan of which the Qualified Contract
is part.

     POSSIBLE CHANGES IN TAXATION

     In past years,  legislation  has been  proposed  that would have  adversely
modified  the  Federal  taxation of certain  annuities.  For  example,  one such
proposal  would have changed the tax treatment of  non-qualified  annuities that
did not have "substantial life contingencies" by taxing income as it is credited
to the  annuity.  Although  as of the date of this  prospectus  Congress  is not
considering any legislation regarding the taxation of annuities, there is always
the  possibility  that tax treatment of annuities could change by legislation or
other means  (such as IRS  regulations,  revenue  rulings,  judicial  decisions,
etc.).  Moreover, it is also possible that any change could be retroactive (that
is, effective prior to the date of the change).

TRANSFERS, ASSIGNMENTS OR EXCHANGES OF A CONTRACT

     A transfer of ownership or assignment of a Contract,  the designation of an
Annuitant, Payee or other Beneficiary who is not also the Owner, or the exchange
of a Contract may result in certain tax  consequences  to the Owner that are not
discussed  herein.  An Owner  contemplating  any such transfer,  assignment,  or
exchange of a Contract  should  contact a competent  tax adviser with respect to
the potential tax effects of such a transaction.

WITHHOLDING

     Pension and annuity  distribution  generally are subject to withholding for
the recipient's Federal income tax liability at rates that vary according to the
type of  distribution  and the  recipient's  tax  status.  Recipients,  however,
generally  are provided the  opportunity  to elect not to have tax withheld from
distributions.  Effective January 1, 1993,  distributions from certain qualified
plans are generally subject to mandatory withholding.  Withholding for Contracts
issued to  retirement  plans  established  under  Section 401 of the Code is the
responsibility of the plan trustee.

MULTIPLE CONTRACTS

     Section  72(e)(11) of the Code treats all  non-qualified  deferred  annuity
contracts entered into after October 21, 1988 that are issued by the Company (or
its  affiliates)  to the same Owner  during  any  calendar  year as one  annuity
contract for purposes of determining the amount includible in gross income under
Code  Section  72(e).  The effects of this rule are not yet clear;  however,  it
could  affect  the time when  income is  taxable  and the  amount  that might be
subject to the 10%  penalty tax  described  above.  In  addition,  the  Treasury
Department  has  specific  authority  to  issue  regulations  that  prevent  the
avoidance of Section 72(e) through the serial  purchase of annuity  contracts or
otherwise. There may also be other situations in which the Treasury may conclude
that  it  would  be  appropriate  to  aggregate  two or more  annuity  contracts
purchased by the same Owner.  Accordingly,  an Owner should  consult a competent
tax  adviser  before  purchasing  more than one  annuity  contract.  TAXATION OF
QUALIFIED PLANS

     The Contracts  are designed for use with several types of qualified  plans.
The tax rules applicable to participants in these qualified plans vary according
to the type of plan and the terms and  conditions  of the plan  itself.  Special
favorable tax treatment may be available for certain types of contributions  and
distributions.  Adverse tax consequences may result from contributions in excess
of  specified  limits;  distributions  prior to age 59 1/2  (subject  to certain
exceptions);  distributions  that do not conform to specified  commencement  and
minimum  distribution  rules;  aggregate  distributions in excess of a specified
annual amount; and in other specified  circumstances.  Therefore,  no attempt is
made to provide more than  general  information  about the use of the  Contracts
with the various  types of qualified  retirement  plans.  Contract  Owners,  the
Annuitants, and Beneficiaries are cautioned that the rights of any person to any
benefits under these qualified  retirement plans may be subject to the terms and
conditions of the plans  themselves,  regardless of the terms and  conditions of
the Contract,  but the Company shall not be bound by the terms and conditions of
such plans to the extent such terms contradict the Contract,  unless the Company
consents. Brief descriptions follow of the various types of qualified retirement
plans in  connection  with a Contract.  The Company  will amend the  Contract as
necessary to conform it to the requirements of such plan.

     PENSION AND PROFIT SHARING PLANS

     Section 401(a) of the Code permits employers and  self-employed  persons to
establish various types of retirement plans for employees. Such retirement plans
may permit the  purchaser of the Contract to provide  benefits  under the plans.
Persons  intending  to use the Contract  with such plans  should seek  competent
advice.

     INDIVIDUAL RETIREMENT ANNUITIES

     Section 408 of the Code permits  eligible  individuals  to contribute to an
individual  retirement  program known as an "Individual  Retirement  Annuity" or
"IRA".  These IRAs are subject to limits on the amount that may be  contributed,
the  persons  who  may be  eligible,  and on the  time  when  distributions  may
commence.  Also,  distributions from certain other types of qualified retirement
plans may be "rolled  over" on a  tax-deferred  basis into an IRA.  Sales of the
Contract for use with IRAs may be subject to special requirements of the IRS.

     TAX SHELTERED ANNUITIES

     Section 403(b) of the Code allows  employees of certain  Section  501(c)(3)
organizations and public schools to exclude from their gross income the premiums
paid,  within certain limits, on a Contract that will provide an annuity for the
employee's retirement.  Code section 403(b)(11) restricts the distribution under
Code section 403(b)  annuity  contracts of: (1) elective  contributions  made in
years  beginning  after December 31, 1988; (2) earnings on those  contributions;
and (3)  earnings  in such years on amounts  held as of the last year  beginning
before January 1, 1989.  Distribution of those amounts may only occur upon death
of the employee,  attainment of age 59 1/2 separation from service,  disability,
or  financial   hardship.   In  addition,   income   attributable   to  elective
contributions may not be distributed in the case of hardship.

POSSIBLE CHARGE FOR THE COMPANY'S TAXES

     At the present time,  the Company makes no charge to the  Sub-Accounts  for
any  Federal,  state,  or local  taxes  that the  Company  incurs  which  may be
attributable  to such  Sub-Accounts or to the Contracts.  The Company,  however,
reserves  the right in the future to make a charge for any such tax laws that it
determines to be properly attributable to the Sub-Accounts of the Contracts.

OTHER TAX CONSEQUENCES

     As noted above,  the foregoing  comments about the Federal tax consequences
under these  Contracts are not  exhaustive,  and special rules are provided with
respect to other tax situations not discussed in this Prospectus.  Further,  the
Federal  income  tax   consequences   discussed  herein  reflect  the  Company's
understanding  of current law and the law may change.  Federal  estate and state
and local  estate,  inheritance,  and other tax  consequences  of  ownership  or
receipt of distributions under a Contract depend on the individual circumstances
of each Owner or recipient of the  distribution.  A competent tax adviser should
be consulted for further information.

                              VOTING OF FUND SHARES

     As long as the Variable  Account is registered as a unit  investment  trust
under the Investment  Company Act of 1940 and the assets of the Variable Account
are allocated to Sub-Accounts  that are invested in Investment Fund shares,  the
Investment Fund shares held in the Sub-Accounts  will be voted by the Company in
accordance with  instructions  received from the person having voting  interests
under the Contracts as described  below. If the Company  determines  pursuant to
applicable  law  or  regulation   that   Investment  Fund  shares  held  in  the
Sub-Accounts  and  attributable  to the Contracts  need not be voted pursuant to
instructions  received from persons otherwise having the voting interests,  then
the Company may vote such Investment Fund shares held in the Sub-Accounts in its
own right.

     Before  the  Annuity  Commencement  Date,  the Owner  shall have the voting
interest  with  respect  to  the  Investment  Fund  shares  attributable  to the
Contract.

     On and after the Annuity  Commencement  Date,  the person then  entitled to
receive  annuity  payments  shall have the voting  interest  with respect to the
Investment Fund shares.  Such voting interest will generally decrease during the
annuity payout period.

     Any Investment Fund shares held in the Variable Account for which we do not
receive timely voting  instructions,  or which are not  attributable to Contract
Owners, will be voted by us in proportion to the instructions  received from all
Contract Owners having a voting interest in the Investment  Fund. Any Investment
Fund shares held by us or any of our  affiliates in general  accounts  will, for
voting purposes,  be allocated to all separate  accounts having voting interests
in the Investment  Fund in proportion to each account's  voting  interest in the
respective  Investment  Fund and will be  voted  in the same  manner  as are the
respective account's vote.

     All  Investment  Fund proxy  material will be sent to persons having voting
interests  together  with  appropriate  forms  which may be used to give  voting
instructions. Persons entitled to voting interests and the number of votes which
they may cast shall be  determined  as of a record  date,  to be selected by the
Company,  not more than 90 days before the meeting of the applicable  Investment
Fund.

     Persons having voting interests under the Contracts as described above will
not, as a result thereof,  have voting interests with respect to meetings of the
stockholders of the Company.

                          DISTRIBUTION OF THE CONTRACTS

     The  Contracts  will be sold by licensed  insurance  agents in those states
where the  Contracts  may be  lawfully  sold.  Such  agents  will be  registered
representatives of broker-dealers  registered under the Securities  Exchange Act
of 1934 who are members of the National Association of Securities Dealers,  Inc.
The Contracts will be distributed by the General Distributor,  Washington Square
Securities,  Inc., 20 Washington  Avenue South,  Minneapolis,  Minnesota  55401,
which  is  controlled  by  the  Company.   Commissions  and  other  distribution
compensation  will be paid by the Company and will not be more than 7.00% of the
purchase payments.

                                   REVOCATION

   
     The Contract  Owner may revoke the contract at any time between the date of
Application  and the date 10 days after  receipt of the  Contract  and receive a
refund of the Contract Value unless  otherwise  required by state and/or federal
law.  All  Individual  Retirement  Annuity  refunds  will be return of  purchase
payments. In order to revoke the Contract, it must be mailed or delivered to the
Company's Contract  Administrator at the mailing address shown on the back cover
page of this  Prospectus or the agent through whom it was purchased.  Mailing or
delivery  must occur on or before 10 days  after  receipt  of the  Contract  for
revocation to be effective.  In order to revoke the Contract, if it has not been
received,  written notice must be mailed or delivered to the Company's  Contract
Administrator at the mailing address shown below:

                        ReliaStar Life Insurance Company
                   c/o Variable Annuity Administration Center
                                   Route 4300
                                 P.O. Box 59218
                        Minneapolis, Minnesota 55429-0218
    

     The liability of the Variable  Account  under this  provision is limited to
the Contract Value in each Sub-Account on the date of revocation. Any additional
amounts refunded to the Contract Owner will be paid by the Company.

                                REPORTS TO OWNERS

     The Company will mail to the Contract  Owner,  at the last known address of
record at the home  office of the  Company,  at least  annually  after the first
Contract Year, a report  containing  such  information as may be required by any
applicable law or regulation and a statement showing the Contract Value.

                                LEGAL PROCEEDINGS

     There are no legal  proceedings  to which the Variable  Account is a party.
The Company is a defendant  in various  lawsuits in  connection  with the normal
conduct of its operations. In the opinion of management, the ultimate resolution
of such litigation will not result in any significant liability to the Company.

                        FINANCIAL STATEMENTS AND EXPERTS

     The  financial  statements  of  ReliaStar  Select  Variable  Account  as of
December  31,  1996 and for each of the three years in the period then ended and
the annual financial  statements of ReliaStar Life Insurance Company,  which are
incorporated by reference in the Statement of Additional Information,  have been
audited  by  Deloitte & Touche  LLP,  independent  auditors,  as stated in their
reports which are incorporated herein by reference and have been so incorporated
in reliance upon the reports of such firm given upon their  authority as experts
in accounting and auditing.

                               FURTHER INFORMATION

     A  Registration  Statement  under the Securities Act of 1933 has been filed
with the  Securities  and Exchange  Commission,  with  respect to the  contracts
described  herein.  The Prospectus  does not contain all of the  information set
forth in the Registration  Statement and exhibits thereto, to which reference is
hereby made for further information concerning the Variable Account, the Company
and  the  Contracts.  The  information  so  omitted  may be  obtained  from  the
Commission's  principal  office in  Washington,  D.C.,  upon  payment of the fee
prescribed  by the  Commission,  or examined  there without  charge.  Statements
contained in this  Prospectus  as to the  provisions  of the Contracts and other
legal  documents are summaries,  and reference is made to the documents as filed
with the Commission for a complete statement of the provisions thereof.





                       STATEMENT OF ADDITIONAL INFORMATION
                                TABLE OF CONTENTS


Introduction.............................................................   S-2
Administration of the Contracts..........................................   S-2
Custody of Assets........................................................   S-3
Independent Auditors.....................................................   S-3
Distribution of the Contracts............................................   S-3
Calculation of Yield and Return..........................................   S-4
Financial Statements.....................................................   S-16

================================================================================



If you would like to receive a copy of the  ReliaStar  Select  Variable  Account
Statement of Additional  Information,  please call 1-800-621-3750 or return this
request to:

   
RELIASTAR LIFE INSURANCE COMPANY
VARIABLE ANNUITY ADMINISTRATION CENTER
ROUTE 4300
P.O. BOX 59218
MINNEAPOLIS, MN 55429-0218
    

Your name_______________________________________________________________________

Address_________________________________________________________________________

City___________________________ State____________________________ Zip___________

Please send me a copy of the  ReliaStar  Select  Variable  Account  Statement of
Additional Information.



                                   APPENDIX A
                                THE FIXED ACCOUNT

     CONTRIBUTIONS UNDER THE FIXED PORTION OF THE CONTRACT AND TRANSFERS TO
THE FIXED PORTION BECOME PART OF THE GENERAL  ACCOUNT OF THE COMPANY (THE "FIXED
ACCOUNT"),  WHICH  SUPPORTS  INSURANCE  AND  ANNUITY  OBLIGATIONS.   BECAUSE  OF
EXEMPTIVE AND EXCLUSIONARY  PROVISIONS,  INTERESTS IN THE FIXED ACCOUNT HAVE NOT
BEEN  REGISTERED  UNDER THE SECURITIES ACT OF 1933 ("1933 ACT") NOR IS THE FIXED
ACCOUNT  REGISTERED AS AN INVESTMENT COMPANY UNDER THE INVESTMENT COMPANY ACT OF
1940  ("1940  ACT").  ACCORDINGLY,  NEITHER THE FIXED  ACCOUNT NOR ANY  INTEREST
THEREIN ARE GENERALLY SUBJECT TO THE PROVISIONS OF THE 1933 OR 1940 ACTS AND THE
COMPANY  HAS  BEEN  ADVISED  THAT  THE  STAFF  OF THE  SECURITIES  AND  EXCHANGE
COMMISSION HAS NOT REVIEWED THE DISCLOSURES IN THIS  PROSPECTUS  WHICH RELATE TO
THE FIXED  PORTION OF THE CONTRACT.  DISCLOSURES  REGARDING THE FIXED PORTION OF
THE ANNUITY CONTRACT AND THE FIXED ACCOUNT,  HOWEVER,  MAY BE SUBJECT TO CERTAIN
GENERALLY  APPLICABLE  PROVISIONS OF THE FEDERAL SECURITIES LAWS RELATING TO THE
ACCURACY AND COMPLETENESS OF STATEMENTS MADE IN PROSPECTUSES.

      The Fixed Account is made up of all the general assets of the Company
other than those allocated to any separate  account.  Purchase  payments will be
allocated  to the Fixed  Account as elected by the Owner at the time of purchase
or as  subsequently  changed.  The  Company  will invest the assets of the Fixed
Account in those  assets  chosen by the company and allowed by  applicable  law.
Investment  income from such Fixed Account assets will be allocated  between the
Company and the contracts participating in the Fixed Account, in accordance with
the terms of such contracts.

      Fixed annuity payments made to Annuitants under the Contract will not
be affected by the mortality  experience  (death rate) of persons receiving such
payments or of the general population. The Company assumes this "mortality risk"
by virtue of annuity rates incorporated in the Contract which cannot be changed.
In  addition,  the  Company  guarantees  that it will not  increase  charges for
maintenance of the Contracts regardless of its actual expenses.

        Investment income from the Fixed Account allocated to the Company
includes  compensation  for  mortality and expense risks borne by the Company in
connection with Fixed Account Contracts.  The Company expects to derive a profit
from this  compensation.  The amount of such investment  income allocated to the
Contracts  will vary from year to year at the sole  discretion  of the  Company.
However,  the Company  guarantees  that it will credit interest at a rate of not
less than 4% per year,  compounded  annually,  to amounts allocated to the Fixed
Account under the Contract.  The Company may credit interest at a rate in excess
of 4% per year; however,  the Company is not obligated to credit any interest in
excess of 4% per year.  There is no specific  formula for the  determination  of
excess interest credits. Such credits, if any, will be determined by the Company
based on information as to expected  investment yields. Some of the factors that
the Company may consider in  determining  whether to credit  interest to amounts
allocated  to the Fixed  Account and the amount  thereof,  are general  economic
trends,  rates of return  currently  available and  anticipated on the Company's
investments,  regulatory  and tax  requirements  and  competitive  factors.  ANY
INTEREST  CREDITED TO AMOUNTS ALLOCATED TO THE FIXED ACCOUNT IN EXCESS OF 4% PER
YEAR WILL BE DETERMINED IN THE SOLE DISCRETION OF THE COMPANY. THE OWNER ASSUMES
THE RISK THAT INTEREST CREDITED TO FIXED ACCOUNT  ALLOCATIONS MAY NOT EXCEED THE
MINIMUM GUARANTEE OF 4% FOR ANY GIVEN YEAR.

     The Company is aware of no statutory limitations on the maximum amount
of interest it may credit,  and the Board of Directors  has set no  limitations.
However,  inherent in the Company's exercise of discretion in this regard is the
equitable  allocation  of  distributable  earnings and surplus among its various
policyholders and Contract Owners and to its stockholders.

     Excess interest, if any, will be credited on the Fixed Account Contract
Value.  The Company  guarantees  that, at any time,  the Fixed Account  Contract
Value  will not be less  than the  amount of  purchase  payments  and  transfers
allocated  to the  Fixed  Account,  plus  interest  at the rate of 4% per  year,
compounded annually,  plus any additional interest which the Company may, in its
discretion,   credit  to  the  Fixed  Account,   less  the  sum  of  all  annual
administrative  or surrender charges levied,  any applicable  premium taxes, and
less any amounts surrendered or transferred from the Fixed Account. If the Owner
surrenders  the Contract,  the amount  available  from the Fixed Account will be
reduced by any applicable  surrender  charge and annual  administration  charge.
(See "Charges Made by the Company" on page 25.)


                       STATEMENT OF ADDITIONAL INFORMATION

                                   ----------

              INDIVIDUAL DEFERRED VARIABLE/FIXED ANNUITY CONTRACTS
                                    ISSUED BY
                        RELIASTAR SELECT VARIABLE ACCOUNT
                     (FORMERLY NWNL SELECT VARIABLE ACCOUNT)
                                       AND
                        RELIASTAR LIFE INSURANCE COMPANY
             (FORMERLY NORTHWESTERN NATIONAL LIFE INSURANCE COMPANY)

   
     This Statement of Additional Information is not a Prospectus, but should be
read in conjunction with the Prospectus, dated August 8, 1997 (the "Prospectus")
relating to the Individual Deferred  Variable/Fixed  Annuity Contracts issued by
ReliaStar  Select Variable  Account (the "Variable  Account") and ReliaStar Life
Insurance  Company (the  "Company").  Much of the information  contained in this
Statement  of  Additional  Information  expands upon  subjects  discussed in the
Prospectus.  A copy of the  Prospectus  may be obtained from  Washington  Square
Securities, Inc., 20 Washington Avenue South, Minneapolis, Minnesota 55401.
    

     Capitalized terms used in this Statement of Additional Information that are
not  otherwise  defined  herein  shall  have the  meanings  given to them in the
Prospectus.

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

                                TABLE OF CONTENTS

                                                                           PAGE

Introduction.............................................................   S-2

Administration of the Contracts..........................................   S-2

Custody of Assets........................................................   S-3

Independent Auditors.....................................................   S-3

Distribution of the Contracts............................................   S-3

Calculation of Yield and Return..........................................   S-4

Financial Statements....................... .............................   S-16

                                    ---------

   
     The date of this Statement of Additional Information is August 8, 1997.
    


                                  INTRODUCTION

     The Individual Deferred  Variable/Fixed  Annuity Contracts described in the
Prospectus are flexible purchase payment contracts. The Contracts are sold to or
in  connection  with  retirement  plans which may or may not qualify for special
federal tax treatment under the Internal Revenue Code. (See "Federal Tax Status"
on page 32 of the Prospectus.) Annuity payments under the Contracts are deferred
until a selected later date.

     Purchase  payments  may be  allocated  to one or more  Sub-Accounts  of the
Variable Account, a separate account of the Company, and/or to the Fixed Account
(which is the general account of the Company).

   
     Purchase payments allocated to one or more of the available Sub-Accounts of
the Variable  Account,  as selected by the Contract  Owner,  will be invested in
shares at net asset  value of one or more of a group of  investment  funds  (the
"Investment  Funds").  The Investment Funds are currently the five portfolios of
the  Variable  Insurance  Products  Fund,  and four  portfolios  of the Variable
Insurance Products Fund II, which are managed by Fidelity  Management & Research
Company of Boston,  Massachusetts;  five funds of the Northstar  Variable Trust,
which are managed by Northstar Investment  Management  Corporation of Greenwich,
Connecticut;  four  portfolios of Putnam  Variable  Trust,  which are managed by
Putnam Investment Management, Inc. of Boston, Massachusetts;  four portfolios of
Janus Aspen Series, which are managed by Janus Capital of Denver, Colorado; four
portfolios of the OCC Accumulation Trust, which are managed by OpCap Advisors of
New York,  New York;  three  portfolios of The Alger  American  Fund,  which are
managed by Fred Alger Management, Inc. of New York, New York; and two Portfolios
of  the  Advisers  Management  Trust,  which  are  managed  by  Neuberger&Berman
Management  of New York,  New York.  Each  Investment  Fund pays its  investment
adviser  certain fees charged  against the assets of the  Investment  Fund.  The
Variable Account Contract Value and the amount of variable annuity payments will
vary,  primarily  based on the investment  performance  of the Investment  Funds
whose shares are held in the Sub-Accounts selected.  (For more information about
the Investment  Funds, see  "Investments of the Variable  Account" on page 18 of
the Prospectus.)
    

     Purchase  payments  allocated  to the Fixed  Account,  which is the general
account of the Company,  will be credited  with interest at a rate not less than
4% per year.  Interest  credited in excess of 4%, if any,  will be determined at
the sole  discretion of the Company.  That part of the Contract  relating to the
Fixed Account is not  registered  under the Securities Act of 1933 and the Fixed
Account is not  subject to the  restrictions  of the  Investment  Company Act of
1940. (See Appendix A to the Prospectus.)

                         ADMINISTRATION OF THE CONTRACTS

   
     The Company  performs  certain  administrative  functions  ("Administrative
Functions") relating to the Contracts and the Variable Account.  These functions
include,  among other things,  maintaining the books and records of the Variable
Account and the  Sub-Accounts,  and  maintaining  records of the name,  address,
taxpayer identification number, Contract number, type of Contract issued to each
Owner,   Contract  Value  and  other  pertinent  information  necessary  to  the
administration  and operation of the Contracts.  The Company received no payment
for performing any of the Administrative  Functions in 1996.  Effective July 14,
1997,  the  Company  performs  the  Administrative   Functions  in  Minneapolis,
Minnesota.  Prior to that date, Continuum  Administrative  Services Corporation,
Kansas  City,  Missouri  ("CASC"),   performed,   by  agreement,   many  of  the
Administrative  Functions.  For the years ended December 31, 1994, 1995 and 1996
the Company  paid fees to CASC under the  agreement  in the amounts of $706,115,
$543,048 and $822,639,  respectively,  in connection with  administration of the
Contracts.
    

                                CUSTODY OF ASSETS

     The  Company,  whose  address  appears  on the  cover  of  the  Prospectus,
maintains custody of the assets of the Variable Account. 

                              INDEPENDENT AUDITORS

     The financial statements of ReliaStar Select Variable Account and ReliaStar
Life Insurance Company,  which are incorporated by reference in the Statement of
Additional  Information,  have been  audited by Deloitte & Touche LLP, 120 South
6th Street,  Minneapolis,  Minnesota 55402,  independent  auditors, as stated in
their  reports  which are  incorporated  herein by  reference,  and have been so
incorporated  in  reliance  upon the  reports  of such  firm  given  upon  their
authority as experts in accounting and auditing.

                          DISTRIBUTION OF THE CONTRACTS

   
     The Contracts are sold by licensed  insurance  agents in those states where
the   Contracts   may  be  lawfully   sold.   Such  agents  will  be  registered
representatives of broker-dealers  registered under the Securities  Exchange Act
of 1934 who are members of the National Association of Securities Dealers,  Inc.
The Contracts will be distributed by the General Distributor,  Washington Square
Securities,  Inc.,  which is a  direct,  wholly-owned  subsidiary  of  ReliaStar
Financial Corp. and is an affiliate of the Company. For the years ended December
31, 1994,  1995, and 1996 the General  Distributor  was paid fees by the Company
with respect to distribution of the Contracts aggregating $544,927, $988,000 and
$60,836, respectively.
    

     The offering of the Contracts is continuous.

     There are no special purchase plans or exchange privileges not described in
the Prospectus (see "The Contracts - Transfers" at page 28 of the Prospectus).

     No deduction for a sales charge is made from the purchase  payments for the
Contracts.  However,  if  part  or all of a  Contract's  value  is  surrendered,
surrender charges (which may be deemed to be contingent  deferred sales charges)
may be made by the  Company.  The method  used to  determine  the amount of such
charge is described in the  Prospectus  under the heading  "Charges  Made By The
Company - Surrender Charge (Contingent Deferred Sales Charge)" on page 24.

   
     Any of the charges  under the  Contract,  as well as the  minimum  purchase
payment requirements set forth in the Prospectus,  may be reduced due to special
circumstances that result in lower sales,  administrative or mortality expenses.
For  example,  special  circumstances  may  exist in  connection  with  group or
sponsored  arrangements,  sales to the Company's  policy and Contract  Owners or
those of affiliated insurance companies, or sales to employees or clients of the
Company's  affiliates.  The amount of any  reductions  will  reflect the reduced
sales effort and administrative costs resulting from, or the different mortality
experience expected as a result of, the special  circumstances.  Reductions will
not be unfairly discriminatory against any person, including the affected policy
or  Contract  owners and owners of all other  contracts  funded by the  Variable
Account.
    

                         CALCULATION OF YIELD AND RETURN

Current Yield and Effective Yield:

     Current yield and effective yield will be calculated only for the VIP Money
Market Portfolio Sub-Account.

     The current yield is based on a seven-day period (the "base period") and is
calculated by determining  the "net change in value" on a  hypothetical  account
having a  balance  of one  Accumulation  Unit at the  beginning  of the  period,
dividing  the net  change in  account  value by the value of the  account at the
beginning of the base period to obtain the base period return,  and  multiplying
the base period return by 365/7 with the resulting  yield figure  carried to the
nearest  hundredth of one percent.  The effective yield is computed in a similar
manner,  except that the base period  return is  compounded by adding 1, raising
the sum to a power equal to 365 divided by 7, and subtracting 1 from the result,
according to the following formula:

                                                365/7
EFFECTIVE YIELD  =  [(Base Period Return  +  1)  ]  -  1

     Net changes in value of a hypothetical  account will include net investment
income of the  account  (accrued  daily  dividends  as declared by the VIP Money
Market  Portfolio,  less daily expense and contract  charges to the account) for
the period,  but will not include  realized or unrealized gains or losses on its
underlying fund shares.

     The VIP Money Market Portfolio Sub-Account's yield and effective yield will
vary in  response to any  fluctuations  in  interest  rates and  expenses of the
Sub-Account.

     The yield and effective  yield of the  Sub-Account for the seven day period
ending December 31, 1996 were as follows:

         Yield:                                          3.84%
         Effective Yield:                                3.92%

Standardized Yield:

     A standardized  yield  computation may be used for bond  Sub-Accounts.  The
yield  quotation will be based on a recent 30 day (or one month) period,  and is
computed by dividing  the net  investment  income per  Accumulation  Unit earned
during the period by the  maximum  offering  price on the last day of the period
according to the following formula:

                               6
         YIELD = 2[( a - b  + 1) - 1]
                    ------
                      cd

Where:

     a    = net  investment  earned  during the period by the Fund or  Portfolio
            attributable to shares owned by the Sub-Account.

     b    = expenses accrued for the period (net of reimbursements).

     c    = the average daily number of Accumulation  Units  outstanding  during
            the period.

     d    = the maximum offering price per Accumulation  Unit on the last day of
            the period.

     Yield on each Sub-Account is earned from dividends declared and paid by the
underlying  Fund or  Portfolio,  which are  automatically  reinvested in Fund or
Portfolio shares.

     AVERAGE  ANNUAL  TOTAL  RETURNS.  From time to time,  sales  literature  or
advertisements  may also quote  average  annual total returns for one or more of
the Sub-Accounts for various periods of time.

     Average annual total returns  represent the average annual compounded rates
of return that would equate an initial  investment of $1,000 under a Contract to
the  redemption  value  of that  investment  as of the  last  day of each of the
periods.  The ending date for each period for which total return  quotations are
provided will be for the most recent month-end practicable, considering the type
and media of the communication and will be stated in the communication.

     Average  annual total returns will be  calculated  using  Sub-Account  unit
values  which  the  Company  calculates  on each  Valuation  Date  based  on the
performance of the Sub-Account's  underlying  Portfolio,  the deductions for the
Mortality and Expense Risk Premiums,  the Administration  Charge, and the Annual
Contract Charge. The calculation  assumes that the Annual Contract Charge is $30
per year per Contract deducted at the end of each Contract Year. For purposes of
calculating  average annual total return,  an average per dollar Annual Contract
Charge  attributable  to the  hypothetical  account for the period is used.  The
calculation also assumes  surrender of the Contract at the end of the period for
the return  quotation.  Total returns will therefore  reflect a deduction of the
Surrender  Charge for any period less than six years. The total return will then
be calculated according to the following formula:

                                1/N
     TR =              ((ERV/P)    - 1

     Where:

     TR   = The  average  annual  total  return  net  of  Sub-Account  recurring
            charges.

     ERV  = the ending redeemable value (net of any applicable surrender charge)
            of the hypothetical account at the end of the period.

     P    = a hypothetical initial payment of $1,000.

     N    = the number of years in the period.

     Such average annual total return  information  for the  Sub-Accounts  is as
follows:

<TABLE>
<CAPTION>

                                                                                                           FOR THE PERIOD FROM
                                                                                        FOR THE 10-YEAR    DATE OF INCEPTION OF
                                             FOR THE 1-YEAR        FOR THE 5-YEAR        PERIOD ENDED         SUB-ACCOUNT TO
              SUB-ACCOUNT                  PERIOD ENDED 12/31/96  PERIOD ENDED 12/31/96    12/31/96            12/31/96
              -----------                  ---------------------  ---------------------    --------            --------

<S>                                              <C>                   <C>                   <C>                   <C>
Alger American Growth Portfolio                   N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Alger American MidCap Growth Portfolio            N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Alger American Small Capitalization               N/A                   N/A                   N/A                   N/A
Portfolio
(Sub-Account Inception:  8/8/97)

Fidelity's VIP Equity-Income Portfolio           8.17%                 16.35%                 N/A                  13.04%
(Sub-Account Inception:  5/1/88)

Fidelity's VIP Growth Portfolio                  8.59%                 13.57%                 N/A                  14.21%
(Sub-Account Inception:  5/1/88)

Fidelity's VIP High Income Portfolio             7.92%                 13.38%                 N/A                  10.41%
(Sub-Account Inception: 5/1/88)

Fidelity's VIP Overseas Portfolio                7.12%                 7.60%                  N/A                  7.61%
(Sub-Account Inception:  5/1/88)

Fidelity's VIP II Asset Manager                  8.49%                 9.71%                  N/A                  9.89%
Portfolio
(Sub-Account Inception:  5/1/91)

Fidelity's VIP II Contrafund Portfolio            N/A                   N/A                   N/A                   N/A
(Sub-Account Inception  8/8/97)

Fidelity's VIP II Index 500 Portfolio            16.60%                 N/A                   N/A                  15.37%
(Sub-Account Inception:  5/3/93)

Fidelity's VIP II Investment Grade Bond          -2.78%                5.14%                  N/A                  6.34%
   Portfolio
(Sub-Account Inception:  5/1/91)

Janus Aggressive Growth Portfolio                 N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Janus Growth Portfolio                            N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Janus International Growth Portfolio              N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Janus Worldwide Growth Portfolio                  N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Neuberger&Berman AMT Limited Maturity             N/A                   N/A                   N/A                   N/A
   Bond Portfolio
(Sub-Account Inception:  8/8/97)

Neuberger&Berman  AMT Partners Portfolio          N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Northstar Growth Fund                             N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Northstar High Yield Bond Fund                    N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Northstar Income and Growth Fund                  N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Northstar International Value Fund                N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Northstar Multi-Sector Bond Fund                  N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

OCC Equity Portfolio                              N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

OCC Global Equity Portfolio                       N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

OCC Managed Portfolio                             N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

OCC Small Cap Portfolio                           N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Putnam VT Diversified Income Fund                2.77%                  N/A                   N/A                  6.87%
(Sub-Account Inception:  5/2/94)

Putnam VT Growth and Income Fund                 15.70%                 N/A                   N/A                  19.13%
(Sub-Account Inception:  5/2/94)

Putnam VT Utilities Growth and Income            9.66%                  N/A                   N/A                  13.13%
Fund
(Sub-Account Inception:  5/2/94)

Putnam VT Voyager Fund                           6.87%                  N/A                   N/A                  18.44%
(Sub-Account Inception:  5/2/94)

</TABLE>

     From time to time,  sales  literature or  advertisements  may quote average
annual total  returns for periods prior to the date the  Sub-Accounts  commenced
operations. Such performance information for the Sub-Accounts will be calculated
based  on  the  performance  of the  Portfolios  and  the  assumption  that  the
Sub-Accounts  were in existence for the same periods as those  indicated for the
Portfolios, with the level of Contract charges currently in effect.
<TABLE>
<CAPTION>

     Such average annual total return  information  for the  Sub-Accounts  is as
follows:

                                                                                    FOR THE 10-YEAR     FOR THE PERIOD FROM
                                            FOR THE 1-YEAR        FOR THE 5-YEAR      PERIOD ENDED       DATE OF INCEPTION OF
              SUB-ACCOUNT                PERIOD ENDED12/31/96  PERIOD ENDED 12/31/96    12/31/96         FUND PORTFOLIO TO 12/31/96
              -----------                --------------------  ---------------------    --------         --------------------------
<S>                                             <C>                   <C>                                       <C>   
Alger American Growth Portfolio                 7.25%                 15.02%               N/A                  17.02%
(Portfolio Inception:  1/6/89)

Alger American MidCap Growth Portfolio          5.81%                  N/A                 N/A                  21.62%
(Portfolio Inception:  4/30/93)

Alger American Small Capitalization             -1.80%                9.47%                N/A                  18.58%
   Portfolio
(Portfolio Inception:  9/20/88)

Fidelity's VIP Equity-Income Portfolio          8.17%                 16.35%              12.18%                11.87%
(Portfolio Inception:  10/9/86)

Fidelity's VIP Growth Portfolio                 8.59%                 13.57%              13.58%                13.25%
(Portfolio Inception:  10/9/86)

Fidelity's VIP High Income Portfolio            7.92%                 13.38%              9.58%                 10.47%
(Portfolio Inception: 9/19/85)

Fidelity's VIP Overseas Portfolio               7.12%                 7.60%                N/A                  6.39%
(Portfolio Inception:  1/28/87)

Fidelity's VIP II Asset Manager                 8.49%                 9.71%                N/A                  10.15%
Portfolio
(Portfolio Inception:  9/6/89)

Fidelity's VIP II Contrafund Portfolio          15.10%                 N/A                 N/A                  26.67%
(Portfolio Inception  1/3/95)

Fidelity's VIP II Index 500 Portfolio           16.60%                 N/A                 N/A                  14.83%
(Portfolio Inception:  8/27/92)

Fidelity's VIP II Investment Grade              -2.78%                5.14%                N/A                  6.70%
Bond
   Portfolio
(Portfolio Inception:  12/5/88)

Janus Aggressive Growth Portfolio               1.92%                  N/A                 N/A                  18.67%
(Portfolio Inception:  9/13/93)

Janus Growth Portfolio                          12.29%                 N/A                 N/A                  13.52%
(Portfolio Inception:  9/13/93)

Janus International Growth Portfolio            28.33%                 N/A                 N/A                  16.64%
(Portfolio Inception:  5/2/94)

Janus Worldwide Growth Portfolio                22.73%                 N/A                 N/A                  20.54%
(Portfolio Inception:  9/13/93)

Neuberger&Berman AMT Limited Maturity           -1.68%                3.84%               5.20%                 6.80%
   Bond Portfolio
(Portfolio Inception:  9/10/84)

Neuberger&Berman AMT Partners Portfolio         23.26%                 N/A                 N/A                  18.85%
(Portfolio Inception:  3/22/94)

Northstar Growth Fund                           16.87%                 N/A                 N/A                  16.03%
(Portfolio Inception:  5/6/94)

Northstar High Yield Bond Fund                  10.28%                 N/A                 N/A                  9.80%
(Portfolio Inception:  5/6/94)

Northstar Income and Growth Fund                7.69%                  N/A                 N/A                  10.72%
(Portfolio Inception:  5/6/94)

Northstar International Value Fund               N/A                   N/A                 N/A                   N/A
(Portfolio Inception:  8/8/97)

Northstar Multi-Sector Bond Fund                7.18%                  N/A                 N/A                  8.24%
(Portfolio Inception:  5/6/94)

OCC Equity Portfolio                            17.13%                16.12%               N/A                  14.95%
(Portfolio Inception:  8/1/88)

OCC Global Equity Portfolio                     8.89%                  N/A                 N/A                  14.72%
(Portfolio Inception:  3/1/95)

OCC Managed Portfolio                           16.55%                17.53%               N/A                  18.48%
(Portfolio Inception:  8/1/88)

OCC Small Cap Portfolio                         12.55%                12.92%               N/A                  13.13%
(Portfolio Inception:  8/1/88)

Putnam VT Diversified Income Fund               2.77%                  N/A                 N/A                  4.80%
(Portfolio Inception:  8/8/97)

Putnam VT Growth and Income Fund                15.70%                14.36%               N/A                  14.24%
(Portfolio Inception:  2/1/88)

Putnam VT Utilities Growth and Income           9.66%                  N/A                 N/A                  10.00%
   Fund
(Portfolio Inception:  5/1/92)

Putnam VT Voyager Fund                          6.87%                 14.43%               N/A                  15.57%
(Portfolio Inception:  2/1/88)
</TABLE>

     The  Company  may  also  disclose  average  annual  total  returns  for the
Investment Fund's Portfolios, including such disclosure for periods prior to the
date the Variable Account commenced operations.

     Such average  annual total return  information  for the  Portfolios  of the
Investment Funds is as follows:
<TABLE>
<CAPTION>

                                                                                     For the 10-year      For the period from
                                            For the 1-year        For the 5-year      period ended        date of inception of
              Sub-Account                period ENDED 12/31/96  period ENDED 12/31/96   12/31/96         Fund PORTFOLIO TO 12/31/96
              -----------                ---------------------  ---------------------   --------         --------------------------
<S>                                             <C>                   <C>                                       <C>   
Alger American Growth Portfolio                 13.35%                16.63%               N/A                  18.64%
(Portfolio Inception:  1/6/89)

Alger American MidCap Growth Portfolio          11.90%                 N/A                 N/A                  24.06%
(Portfolio Inception:  4/30/93)

Alger American Small Capitalization             4.18%                 11.02%               N/A                  20.21%
   Portfolio
(Portfolio Inception:  9/20/88)

Fidelity's VIP Equity-Income Portfolio          14.28%                17.98%              13.74%                13.44%
(Portfolio Inception:  10/9/86)

Fidelity's VIP Growth Portfolio                 14.71%                15.16%              15.15%                14.83%
(Portfolio Inception:  10/9/86)

Fidelity's VIP High Income Portfolio            14.03%                14.96%              11.12%                12.01%
(Portfolio Inception: 9/19/85)

Fidelity's VIP Overseas Portfolio               13.22%                9.13%                N/A                  7.91%
(Portfolio Inception:  1/28/87)

Fidelity's VIP II Asset Manager                 14.60%                11.26%               N/A                  11.70%
Portfolio
(Portfolio Inception:  9/6/89)

Fidelity's VIP II Contrafund Portfolio          21.31%                 N/A                 N/A                  30.33%
(Portfolio Inception  1/3/95)

Fidelity's VIP II Index 500 Portfolio           22.82%                 N/A                 N/A                  17.11%
(Portfolio Inception:  8/27/92)

Fidelity's VIP II Investment Grade              3.19%                 6.64%                N/A                  8.20%
Bond
   Portfolio
(Portfolio Inception:  12/5/88)

Janus Aggressive Growth Portfolio               7.95%                  N/A                 N/A                  21.28%
(Portfolio Inception:  9/13/93)

Janus Growth Portfolio                          18.45%                 N/A                 N/A                  16.18%
(Portfolio Inception:  9/13/93)

Janus International Growth Portfolio            34.71%                 N/A                 N/A                  19.63%
(Portfolio Inception:  5/2/94)

Janus Worldwide Growth Portfolio                29.04%                 N/A                 N/A                  23.15%
(Portfolio Inception:  9/13/93)

Neuberger&Berman AMT Limited Maturity           4.31%                 5.32%               6.68%                 8.29%
Bond Portfolio
(Portfolio Inception:  9/10/84)

Neuberger&Berman AMT Partners Portfolio         29.57%                 N/A                 N/A                  21.75%
(Portfolio Inception:  3/22/94)

Northstar Growth Fund                           23.10%                 N/A                 N/A                  19.03%
(Portfolio Inception:  5/6/94)

Northstar High Yield Bond Fund                  16.42%                 N/A                 N/A                  12.83%
(Portfolio Inception:  5/6/94)

Northstar Income and Growth Fund                13.80%                 N/A                 N/A                  13.75%
(Portfolio Inception:  5/6/94)

Northstar International Value Fund               N/A                   N/A                 N/A                   N/A
(Portfolio Inception:  8/8/97)

Northstar Multi-Sector Bond Fund                13.28%                 N/A                 N/A                  11.29%
(Portfolio Inception:  5/6/94)

OCC Equity Portfolio                            23.36%                17.72%               N/A                  16.54%
(Portfolio Inception:  8/1/88)

OCC Global Equity Portfolio                     15.01%                 N/A                 N/A                  18.57%
(Portfolio Inception:  3/1/95)

OCC Managed Portfolio                           22.77%                19.15%               N/A                  20.11%
(Portfolio Inception:  8/1/88)

OCC Small Cap Portfolio                         18.72%                14.48%               N/A                  14.69%
(Portfolio Inception:  8/1/88)

Putnam VT Diversified Income Fund               8.81%                  N/A                 N/A                  7.53%
(Portfolio Inception:  9/15/93)

Putnam VT Growth and Income Fund                21.92%                15.97%               N/A                  15.88%
(Portfolio Inception:  2/1/88)

Putnam VT Utilities Growth and Income           15.80%                 N/A                 N/A                  12.24%
   Fund
(Portfolio Inception:  5/1/92)

Putnam VT Voyager Fund                          12.97%                16.03%               N/A                  17.23%
(Portfolio Inception:  2/1/88)

</TABLE>

     OTHER TOTAL RETURNS.  From time to time, sales literature or advertisements
may quote average annual total returns for the Sub-Accounts  that do not reflect
the Surrender  Charge.  Such  performance  information  may quote average annual
total returns for periods during which the  Sub-Accounts  were operating and for
periods prior to the date the Sub-Accounts  commenced operations.  These returns
are calculated in exactly the same way as average annual total returns described
above,  except that the ending redeemable value of the hypothetical  account for
the period is  replaced  with an ending  value for the period that does not take
into account any charges on amounts  surrendered or withdrawn.  Such information
is as follows:
<TABLE>
<CAPTION>

                 RETURNS SINCE SUB-ACCOUNTS COMMENCED OPERATIONS
                 -----------------------------------------------

                                                                                                           FOR THE PERIOD FROM
                                                                                       FOR THE 10-YEAR      DATE OF INCEPTION
                                            FOR THE 1-YEAR        FOR THE 5-YEAR        PERIOD ENDED     OF SUB-ACCOUNT PERIOD 
                                               12/31/96              12/31/96            12/31/96              12/31/96
                                               --------              --------            --------              --------
<S>                                            <C>                     <C>               <C>                       <C>
Alger American Growth Portfolio                  N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Alger American MidCap Growth Portfolio           N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Alger American Small Capitalization              N/A                   N/A                   N/A                   N/A
   Portfolio
(Sub-Account Inception:  8/8/97)

Fidelity's VIP Equity-Income Portfolio          12.67%                16.35%                 N/A                  13.04%
(Sub-Account Inception:  5/1/88)

Fidelity's VIP Growth Portfolio                 13.09%                13.57%                 N/A                  14.21%
(Sub-Account Inception:  5/1/88)

Fidelity's VIP High Income Portfolio            12.42%                13.38%                 N/A                  10.41%
(Sub-Account Inception: 5/1/88)

Fidelity's VIP Overseas Portfolio               11.62%                7.60%                  N/A                  7.61%
(Sub-Account Inception:  5/1/88)

Fidelity's VIP II Asset Manager                 12.99%                9.71%                  N/A                  9.89%
Portfolio
(Sub-Account Inception:  5/1/91)

Fidelity's VIP II Contrafund Portfolio           N/A                   N/A                   N/A                   N/A
(Sub-Account Inception  8/8/97)

Fidelity's VIP II Index 500 Portfolio           21.10%                 N/A                   N/A                  16.20%
(Sub-Account Inception:  5/3/93)

Fidelity's VIP II Investment Grade              1.72%                 5.14%                  N/A                  6.34%
Bond
   Portfolio
(Sub-Account Inception:  5/1/91)

Janus Aggressive Growth Portfolio                N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Janus Growth Portfolio                           N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Janus International Growth Portfolio             N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Janus Worldwide Growth Portfolio                 N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Neuberger&Berman AMT Limited Maturity            N/A                   N/A                   N/A                   N/A
   Bond Portfolio
(Sub-Account Inception:  8/8/97)

Neuberger&Berman AMT Partners Portfolio          N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Northstar Growth Fund                            N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Northstar High Yield Bond Fund                   N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Northstar Income and Growth Fund                 N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Northstar International Value Fund               N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Northstar Multi-Sector Bond Fund                 N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

OCC Equity Portfolio                             N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

OCC Global Equity Portfolio                      N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

OCC Managed Portfolio                            N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

OCC Small Cap Portfolio                          N/A                   N/A                   N/A                   N/A
(Sub-Account Inception:  8/8/97)

Putnam VT Diversified Income Fund               7.27%                  N/A                   N/A                  8.36%
(Sub-Account Inception:  5/2/94)

Putnam VT Growth and Income Fund                20.20%                 N/A                   N/A                  20.38%
(Sub-Account Inception:  5/2/94)

Putnam VT Utilities Growth and Income           14.16%                 N/A                   N/A                  14.49%
   Fund
(Sub-Account Inception:  5/2/94)

Putnam VT Voyager Fund                          11.37%                 N/A                   N/A                  19.70%
(Sub-Account Inception:  5/2/94)

</TABLE>

<TABLE>
<CAPTION>

    RETURNS INCLUDING PERIOD PRIOR TO DATE SUB-ACCOUNTS COMMENCED OPERATIONS
    ------------------------------------------------------------------------

                                                                                     FOR THE 10-YEAR     FOR THE PERIOD FROM
                                            FOR THE 1-YEAR        FOR THE 5-YEAR      PERIOD ENDED       DATE OF INCEPTION OF
              SUB-ACCOUNT               PERIOD ENDED 12/31/96   PERIOD ENDED 12/31/96   12/31/96         Fund PORTFOLIO TO 12/31/96
              -----------               ---------------------   ---------------------   --------         --------------------------
<S>                                             <C>                   <C>                                       <C>   
Alger American Growth Portfolio                 11.75%                15.02%               N/A                  17.02%
(Portfolio Inception:  1/6/89)

Alger American MidCap Growth Portfolio          10.31%                 N/A                 N/A                  22.34%
(Portfolio Inception:  4/30/93)

Alger American Small Capitalization             2.70%                 9.47%                N/A                  18.58%
   Portfolio
(Portfolio Inception:  9/20/88)

Fidelity's VIP Equity-Income Portfolio          12.67%                16.35%              12.18%                11.87%
(Portfolio Inception:  10/9/86)

Fidelity's VIP Growth Portfolio                 13.09%                13.57%              13.58%                13.25%
(Portfolio Inception:  10/9/86)

Fidelity's VIP High Income Portfolio            12.42%                13.38%              9.58%                 10.47%
(Portfolio Inception: 9/19/85)

Fidelity's VIP Overseas Portfolio               11.62%                7.60%                N/A                  6.39%
(Portfolio Inception:  01/28/87)

Fidelity's VIP II Asset Manager                 12.99%                9.71%                N/A                  10.15%
Portfolio
(Portfolio Inception:  9/6/89)

Fidelity's VIP II Contrafund Portfolio          19.60%                 N/A                 N/A                  28.44%
(Portfolio Inception  1/3/95)

Fidelity's VIP II Index 500 Portfolio           21.10%                 N/A                 N/A                  15.47%
(Portfolio Inception:  8/27/92)

Fidelity's VIP II Investment Grade              1.72%                 5.14%                N/A                  6.70%
Bond
   Portfolio
(Portfolio Inception:  12/5/88)

Janus Aggressive Growth Portfolio               6.42%                  N/A                 N/A                  19.58%
(Portfolio Inception:  9/13/93)

Janus Growth Portfolio                          16.79%                 N/A                 N/A                  14.53%
(Portfolio Inception:  9/13/93)

Janus International Growth Portfolio            32.83%                 N/A                 N/A                  17.93%
(Portfolio Inception:  5/2/94

Janus Worldwide Growth Portfolio                27.23%                 N/A                 N/A                  21.42%
(Portfolio Inception:  9/13/93

Neuberger&Berman AMT Limited Maturity           2.82%                 3.84%               5.20%                 6.80%
   Bond Portfolio
(Portfolio Inception:  9/10/84)

Neuberger&Berman AMT Partners Portfolio         27.76%                 N/A                 N/A                  20.03%
(Portfolio Inception:  3/22/94)

Northstar Growth Fund                           21.37%                 N/A                 N/A                  17.35%
(Portfolio Inception:  5/6/94)

Northstar High Yield Bond Fund                  14.78%                 N/A                 N/A                  11.23%
(Portfolio Inception:  5/6/94)

Northstar Income and Growth Fund                12.19%                 N/A                 N/A                  12.14%
(Portfolio Inception:  5/6/94)

Northstar International Value Fund               N/A                   N/A                 N/A                   N/A
(Portfolio Inception:  8/8/97)

Northstar Multi-Sector Bond Fund                11.68%                 N/A                 N/A                  9.71%
(Portfolio Inception:  5/6/94)

OCC Equity Portfolio                            21.63%                16.12%               N/A                  14.95%
(Portfolio Inception:  8/1/88)

OCC Global Equity Portfolio                     13.39%                 N/A                 N/A                  16.88%
(Portfolio Inception:  3/1/95)

OCC Managed Portfolio                           21.05%                17.53%               N/A                  18.48%
(Portfolio Inception:  8/1/88)

OCC Small Cap Portfolio                         17.05%                12.92%               N/A                  13.13%
(Portfolio Inception:  8/1/88)

Putnam VT Diversified Income Fund               7.27%                  N/A                 N/A                  6.01%
(Portfolio Inception:  9/15/93)

Putnam VT Growth and Income Fund                20.20%                14.36%               N/A                  14.24%
(Portfolio Inception:  2/1/88)

Putnam VT Utilities Growth and Income           14.16%                 N/A                 N/A                  10.67%
   Fund
(Portfolio Inception:  5/1/92)

Putnam VT Voyager Fund                          11.37%                14.43%               N/A                  15.57%
(Portfolio Inception:  2/1/88)

</TABLE>

     The  Investment  Funds have provided the total return  information  for the
Portfolios,  including the Portfolio total return  information used to calculate
the total returns of the  Sub-Accounts for periods prior to the inception of the
Sub-Accounts.  The Alger American Fund,  Fidelity's  Variable Insurance Products
Fund,  Fidelity's  Variable  Insurance  Products  Fund II,  Janus Aspen  Series,
Neuberger&Berman  Advisers  Management Trust, OCC Accumulation Trust, and Putnam
Variable Trust are not affiliated with the Company.

     The Company may disclose  Cumulative  Total Returns in conjunction with the
standard  formats   described  above.  The  Cumulative  Total  Returns  will  be
calculated using the following formula.

     CTR  = ERV/P - 1

     Where:

     CTR  = The Cumulative Total Return net of Sub-Account recurring charges for
            the period.

     ERV  = the ending  redeemable value of the  hypothetical  investment at the
            end of the period.

     P    = a hypothetical single payment of $1,000.

     EFFECT  OF THE  ANNUAL  ADMINISTRATIVE  CHARGE  ON  PERFORMANCE  DATA.  The
Contract provides for a $30 Annual Administrative Charge to be deducted annually
at the end of each Contract Year,  from the  Sub-Accounts  and the Fixed Account
based on the  proportion  that the value of each such account bears to the total
Contract Value. For purposes of reflecting the Annual  Administrative  Charge in
yield and total return quotations, the annual charge is converted into an annual
charge per $1,000 invested based on the Annual Contract  Charges  collected from
the average total assets of the Variable  Account and Fixed  Account  during the
calendar year ending December 31, 1996.

                              FINANCIAL STATEMENTS

     This  Statement  of  Additional   Information   incorporates  by  reference
Financial  Statements  for the Variable  Account as of December 31, 1996 and for
each of the three years in the period  then ended.  Deloitte & Touche LLP serves
as  independent  auditors  for the  Variable  Account.  Although  the  financial
statements are audited,  the period they cover is not necessarily  indicative of
the longer term performance of the assets held in the Variable Account.

     The Company's statements of financial condition as of December 31, 1996 and
1995, and the related  statements of operations,  shareholder's  equity and cash
flows for the years ended December 31, 1996 and 1995 which are  incorporated  by
reference in this Statement of Additional Information, should be considered only
as bearing on the Company's ability to meet its obligations under the Contracts.
They should not be considered as bearing on the  investment  performance  of the
assets held in the Variable Account.



                        RELIASTAR SELECT VARIABLE ACCOUNT
                          Independent Auditors' Report*
                      Statement of Assets and Liabilities*
         Statement of Operations and Changes in Contract Owners' Equity*
                         Notes to Financial Statements*
                                December 31, 1996


*Incorporated  by reference to the  Registrant's  1996 Annual Report to Contract
Owners filed on February 20, 1997.


                        RELIASTAR LIFE INSURANCE COMPANY
            (A WHOLLY OWNED SUBSIDIARY OF RELIASTAR FINANCIAL CORP.)

                          Independent Auditors' Report**
                          Consolidated Balance Sheets**
                       Consolidated Statements of Income**
                Consolidated Statements of Shareholder's Equity**
                     Consolidated Statements of Cash Flows**
                  Notes to Consolidated Financial Statements**
                                December 31, 1996



**  Incorporated  by  reference  to the  financial  statements  contained in the
Prospectus  filed  as part of  Pre-effective  Amendment  No.  1 to the  Form S-6
Registration  Statement of Select*Life  Variable  Account,  File No.  333-18517,
filed March 31, 1997.

                            PART C. OTHER INFORMATION

ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS

     (a)  Financial Statements:

          Part A: None

          Part B: RELIASTAR SELECT VARIABLE ACCOUNT(1)
                  ------------------------------------
                    Independent Auditors' Report       
                    Statement of Assets and Liabilities, December 31, 1996 
                    Combined Statements of Operations and Changes     
                         in Contract Owners' Equity, Years Ended
                         December 31, 1996, 1995, and 1994
                    Notes to Financial Statements

                   RELIASTAR LIFE INSURANCE COMPANY(2)
                   ----------------------------------- 
                    Independent Auditors' Report
                    Consolidated Balance Sheets, December 31, 1996 and 1995
                    Consolidated Statements of Operations,
                         Years Ended December 31, 1996 and 1995
                    Consolidated Statements of Shareholders'
                         Equity, Years Ended December 31, 1996 and 1995
                    Consolidated Statements of Cash Flows,
                         Years Ended December 31, 1996 and 1995
                    Notes to Consolidated Financial Statements

     (b)  Exhibits:

     1.   Resolution  of the Board of  Directors  of  ReliaStar  Life  Insurance
          Company  ("Depositor")  authorizing  the  establishment  of  ReliaStar
          Select Variable Account ("Registrant").(3)

          Resolution of the Board of Directors of Depositor changing the name of
          Registrant to ReliaStar Select Variable  Account,  effective August 1,
          1996.(4)

     2.   Not Applicable.

     3.   (a)  Form of  General  Distributor  Agreement  between  Depositor  and
                Washington Square Securities, Inc. ("WSSI").(3)

          (b)  Forms of agreements  between  Depositor and  broker-dealers  with
               respect to the sale of Contracts.(3)

     4.   Form of Contract.(3)

     5.   Contract Application Form.(3)


     6.   (a) Amended Articles of Incorporation of Depositor.(5)

          (b) Amended Bylaws of Depositor.(4)

     7.   Not Applicable.

     8.   (a)  Participation   Agreement  with  Fidelity's   Variable  Insurance
               Products Fund and Fidelity  Distributors  Corporation  and 
               Amendments Nos. 1-8.(5)

          (b)  Participation   Agreement  with  Fidelity's   Variable  Insurance
               Products  Fund  II  and  Fidelity  Distributors  Corporation  and
               Amendments Nos. 1-7.(5)

          (c)  Form of Service  Agreement and Contract  between  ReliaStar  Life
               Insurance Company,  WSSI, and Fidelity Investments  Institutional
               Operations  Company and Fidelity  Distributors  Corporation dated
               January 1, 1997.(4)

          (d)  Participation  Agreement  with Putnam  Capital  Manager Trust and
               Putnam Mutual Funds Corp. and Amendments Nos. 1-2.(5)

   
          (e)  Form of  Participation  Agreement by and between  ReliaStar  Life
               Insurance Company and Fred Alger Management, Inc. (6)

          (f)  Form of Service Agreement by and between ReliaStar Life Insurance
               Company and Fred Alger Management, Inc. (6)

          (g)  Form of  Participation  Agreement by and between  ReliaStar  Life
               Insurance Company and Janus Aspen Series. (6)

          (h)  Form of Service Agreement by and between ReliaStar Life Insurance
               Company and Janus Capital Corporation.(6)

          (i)  Form of  Participation  Agreement by and between  ReliaStar  Life
               Insurance Company and Neuberger&Berman Advisers Management, Inc.,
               and Advisers Management Trust and NBMI. (6)

          (j)  Form of Service Agreement by and between ReliaStar Life Insurance
               Company and NBMI, Neuberger&Berman Advisers Management, Inc., and
               Advisers Managers Trust. (6)

          (k)  Form of  Participation  Agreement by and between  ReliaStar  Life
               Insurance Company and OpCap Advisors. (6)

          (l)  Form of Service Agreement by and between ReliaStar Life Insurance
               Company and OpCap Advisors. (6)
    

     9.   Consent  and  Opinion of Jeffrey A.  Proulx as to the  legality of the
          securities being registered.

     10.  Independent Auditors' Consent of Deloitte & Touche LLP.

     11.  Not Applicable.

     12.  Not Applicable.

     13.  Schedules for Computation of Performance Quotations.(4)

     14.  Financial Data  Schedule,  filed hereto  electronically  as Exhibit 27
          pursuant to Rule 401 of Regulation S-T.(4)

     15.  Powers of Attorney.(5)

   
1    Incorporated  by  reference  to the  Registrant's  1996  Annual  Report  to
     Contract Holders filed on February 20, 1997.

2    Incorporated  by reference  to the  financial  statements  contained in the
     Prospectus filed as part of  Pre-effective  Amendment No. 1 of the Form S-6
     Registration Statement of Select*Life Variable Account, File No. 333-18517,
     filed on March 31, 1997.

3    Incorporated  by  reference  to  Post-effective  Amendment  No.  19 to  the
     Registrant's  Form N-4  Registration  Statement,  ReliaStar Select Variable
     Account, File No. 2-75185, filed on April 16, 1996.

4    Incorporated  by  reference  to  Post-Effective  Amendment  No.  20 to  the
     Registrant's  Form N-4  Registration  Statement,  ReliaStar Select Variable
     Account, File No. 2-75185, filed on April 7, 1997.

5    Incorporated  by  reference  to the  Form  S-6  Registration  Statement  of
     Select*Life Variable Account, File No. 333-18517, filed December 23, 1996.

6    To be filed by Post-Effective Amendment.
    


ITEM 25. DIRECTORS AND OFFICERS OF THE DEPOSITOR

DIRECTORS AND EXECUTIVE OFFICERS
<TABLE>
<CAPTION>

              NAME                                   POSITIONS AND OFFICES WITH DEPOSITOR
              ----                                   ------------------------------------
         <S>                            <C>
         John G. Turner                 Director, Chairman and Chief Executive Officer
         John H. Flittie                Director, Vice Chairman, President and Chief Operating Officer
         Susan M. Bergen                Secretary
         R. Michael Conley              Director and Senior Vice President - ReliaStar Employee Benefits
         Richard R. Crowl               Director, Senior Vice President and General Counsel
         Wayne R. Huneke                Director, Senior Vice President, Chief Financial Officer and Treasurer
         William R. Merriam             Director, Senior Vice President -  ReliaStar Reinsurance Group
         Robert C. Salipante            Director and Senior Vice President - Personal Financial Operations
         Donald L. Swanson              Director and Senior Vice President - ReliaStar Retirement Plans
         Steven W. Wishart              Director, Senior Vice President and Chief Investment Officer
         Kenneth U. Kuk                 Director and Senior Vice President - ReliaStar Asset Division and Strategic Marketing

     The principal business address of each of the foregoing  executive officers
is 20 Washington Avenue South, Minneapolis, Minnesota 55401.

</TABLE>

ITEM 26.  PERSONS  CONTROLLED  BY OR UNDER COMMON  CONTROL WITH THE DEPOSITOR OR
          REGISTRANT

     Registrant is a separate account of Depositor,  established by the Board of
Directors of Depositor in 1981  pursuant to the laws of the State of  Minnesota.
Depositor is a direct,  wholly-owned  subsidiary of ReliaStar Financial Corp., a
Delaware Corporation.

   
     A chart identifying the subsidiaries of ReliaStar Financial Corp. and their
relationship  to  one  another  is  incorporated  by  reference  to  Item  26 of
Post-Effective  Amendment  No.  4 to the  Form  N-4  Registration  Statement  of
Northstar Variable Account File No. 33-73058, filed July 9, 1997.
    

     The financial statements of each subsidiary of Depositor,  other than those
of the mutual funds,  are  consolidated  with those of Depositor.  The financial
statements  of the mutual funds are  separately  filed with the  Securities  and
Exchange Commission.

ITEM 27. NUMBER OF CONTRACT OWNERS

   
     As of May 31,  1997  there  were  10,810  owners  of  contracts  issued  by
Registrant,  8,242 of which  were  owned by  Qualified  Plans as  defined in the
Prospectus.
    

ITEM 28. INDEMNIFICATION

     Reference is hereby made to Section 5.01 of Depositor's Bylaws, filed as an
Exhibit  to  this  Registration  Statement.  The  Bylaws  of  Depositor  mandate
indemnification  by Depositor  of its  directors,  officers and certain  others,
including directors, officers, employees and agents of Management, under certain
conditions. Section 4.01 of the Bylaws of Management mandates indemnification by
Management of its directors and officers  under certain  conditions.  Insofar as
indemnification  for liabilities arising under the Securities Act of 1933 may be
permitted  to  directors,  officers  and  controlling  persons of  Depositor  or
Management,  pursuant to the foregoing  provisions  or otherwise,  Depositor and
Management  have 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  Depositor  of expenses
incurred or paid by a director or officer or controlling  person of Depositor or
Management  in the  successful  defense of any action,  suit or  proceeding)  is
asserted  by such  director,  officer  or  controlling  person of  Depositor  or
Management in connection  with the  securities  being  registered,  Depositor or
Management,  as the case may be, 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 of whether or not such indemnification by
it is against  public policy as expressed in the Act and will be governed by the
final adjudication of such issue.

     An insurance  company  blanket  bond is  maintained  providing  $25,000,000
coverage for Depositor and Management, subject to a $500,000 deductible.

ITEM 29. PRINCIPAL UNDERWRITERS

     (a) WSSI is the principal  underwriter of the Contracts.  WSSI also acts as
the  principal  underwriter  of  other  variable  annuity  contracts  issued  by
Depositor  through the  ReliaStar  Select  Variable  Account;  flexible  premium
variable  life  insurance  contracts  issued by  Depositor  through  Select*Life
Variable  Account,  a  separate  account  of  Depositor  registered  as  a  unit
investment  trust under the  Investment  Company Act of 1940;  variable  annuity
contracts issued by Northern Life Insurance Company  ("Northern"),  a subsidiary
of  Depositor,  through  Separate  Account  One, a separate  account of Northern
registered as a unit investment trust under the Investment  Company Act of 1940;
and  variable  annuity  contracts  issued by  ReliaStar  Bankers  Security  Life
Insurance  Company,  an  indirect  subsidiary  of  Depositor,  through  Separate
Accounts  M,  P and  Q,  separate  accounts  of  depositor  registered  as  unit
investment  trusts  under  the  Investment   Company  Act  of  1940.  WSSI  also
distributes, but is not the principal underwriter of, variable annuity contracts
issued by Depositor  through the  ReliaStar  Variable  Account and the Northstar
Variable  Account,  each of which is a  separate  account  of  Depositor  and is
registered as a unit investment trust under the Investment Company Act of 1940.

     (b) The directors and officers of WSSI are as follows:
<TABLE>
<CAPTION>

                NAME                                    POSITIONS AND OFFICES WITH WSSI
                ----                                    -------------------------------
         <S>                               <C>
         John H. Flittie                   Director and Chairman
         Roger W. Arnold                   Director
         Michael J. Dubes                  Director
         Robert C. Salipante               Director
         Steven W. Wishart                 Director
         James R. Gelder                   President
         Michael R. Fanning                Executive Vice President and Chief Marketing Officer
         Jeffrey A. Montgomery             Executive Vice President and Chief Operating Officer
         Robert B. Saginaw                 Vice President
         Susan M. Bergen                   Secretary
         David Braun                       Assistant Vice President
         David P. Wilken                   Treasurer
         Julie A. Cooney                   Assistant Treasurer
         Daniel S. Kuntz                   Assistant Treasurer
         David Cox                         Assistant Secretary
         Allen L. Kidd                     Assistant Secretary
         Loralee A. Renelt                 Assistant Secretary

</TABLE>

     The principal business address of each of the foregoing  executive officers
is 20 Washington  Avenue South,  Minneapolis,  Minnesota  55401,  except for the
following individuals, whose principal business addresses are listed after their
respective  names:  Julie Cooney,  80 Tuscany Way,  Danville,  California 94506;
Michael J. Dubes, 1110 3rd Avenue, Seattle, Washington 98101; Allen L. Kidd, 222
North Arch Road, Richmond, Virginia 23236.

     (c)  For the years ended December 31, 1996,  WSSI received  $60,836 in fees
          in connection with distribution of the Contracts.

ITEMS 30. LOCATION OF ACCOUNTS AND RECORDS

   
     The  accounts  and  records of  Registrant  are  located at the  offices of
Depositor at 20 Washington Avenue South, Minneapolis, Minnesota 55401.
    

ITEM 31. MANAGEMENT SERVICES

         Not applicable.

ITEM 32. UNDERTAKINGS

     Registrant  will  file a  post-effective  amendment  to  this  Registration
Statement as  frequently  as is  necessary to ensure that the audited  financial
statements in this Registration  Statement are never more than 16 months old for
so long as payments under the Contracts may be accepted.

     Registrant will include either (1) as part of any application to purchase a
Contract  offered  by the  Prospectus,  a space that an  applicant  can check to
request a  Statement  of  Additional  Information,  or (2) a postcard or similar
written  communication  affixed  to or  included  in  the  Prospectus  that  the
applicant can remove to send for a Statement of Additional Information.

     Registrant  will deliver any  Statement of Additional  Information  and any
financial statements required to be made available under this form promptly upon
written or oral request.

   
     The  Depositor  and  Registrant  rely on a no-action  letter  issued by the
Division of Investment  Management to the American  Council of Life Insurance on
November 28, 1988 and represent that the conditions enumerated therein have been
or will be compiled with.

     The  Depositor  represents  that the fees and  charges  deducted  under the
Contract in the aggregate are  reasonable in relation to the services  rendered,
the expenses  expected to be incurred,  and the risks assumed by ReliaStar  Life
Insurance Company.
    

                                 EXHIBIT INDEX

     (b)  Exhibits:

     9.   Consent  and  Opinion of Jeffrey A.  Proulx as to the  legality of the
          securities being registered.

     10.  Independent Auditors' Consent of Deloitte & Touche LLP.

                                   SIGNATURES

   
As  required by the  Securities  Act of 1933 and the  Investment  Company Act of
1940,   Registrant   certifies  that  it  meets  all  of  the   requirements  of
effectiveness of this Amendment to the Registration  Statement  pursuant to Rule
485(b)  under the  Securities  Act of 1933 and has caused this  Amendment to the
Registration  Statement to be signed on its behalf,  in the City of  Minneapolis
and State of Minnesota, on this 21st day of July, 1997.
    

                                RELIASTAR SELECT VARIABLE ACCOUNT
                                                  (Registrant)

                                By RELIASTAR LIFE INSURANCE COMPANY
                                                  (Depositor)

                                By/s/John G. Turner
                                  ------------------------------
                                     John G. Turner, Chairman
                                      and Chief Executive Officer

   
As  required by the  Securities  Act of 1933 and the  Investment  Company Act of
1940,  Depositor has caused this Amendment to the  Registration  Statement to be
signed on its behalf, in the City of Minneapolis and State of Minnesota, on this
21st day of July, 1997.
    


                                By RELIASTAR LIFE INSURANCE COMPANY
                                                  (Depositor)

                                By/s/John G. Turner
                                  ------------------------------
                                     John G. Turner, Chairman
                                      and Chief Executive Officer



   
As required by the  Securities Act of 1933,  this Amendment to the  Registration
Statement  has been  signed  on this  21st day of  July,  1997 by the  following
directors and officers of Depositor in the capacities indicated:
    

<TABLE>
<CAPTION>
<S>                                        <C>
         /s/John G. Turner
         ------------------                  Chairman and Chief Executive Officer
            John G. Turner

         /s/Wayne R. Huneke
         ------------------                  Senior Vice President, Chief Financial Officer and Treasurer
            Wayne R. Huneke

         /s/Chris D. Schreier
         --------------------                Second Vice President and Controller
            Chris D. Schreier

R. Michael Conley        John H. Flittie       Kenneth U. Kuk          Robert C. Salipante       John G. Turner
Richard R. Crowl         Wayne R. Huneke       William R. Merriam      Donald L. Swanson         Steven W. Wishart

*  A majority of the Board of Directors
</TABLE>

*  Jeffrey A. Proulx, by signing his name hereto, does hereby sign this document
   on behalf of each of the  above-named  directors of ReliaStar  Life Insurance
   Company pursuant to powers of attorney duly executed by such persons.

                                /s/Jeffrey A. Proulx
                                -----------------------------------
                                Jeffrey A. Proulx, Attorney-In-Fact





July 21, 1997



ReliaStar Life Insurance Company
20 Washington Avenue South
Minneapolis, Minnesota  55401

Madam/Sir:

In connection with the proposed  registration  under the Securities Act of 1933,
as amended,  of individual  variable  annuity  contracts (the  "Contracts")  and
interests in ReliaStar Select Variable Account (the "Separate Account"),  I have
examined  documents relating to the establishment of the Separate Account by the
Board of Directors of ReliaStar  Life  Insurance  Company (the  "Company")  as a
separate account for assets applicable to variable annuity  contracts,  pursuant
to  Minnesota   Statutes  Sections  61A.13  to  61A.21,  as  amended,   and  the
Registration Statement, on Form N-4, as amended by Post-Effective  Amendment No.
21 thereto, File No. 2-75185 (the "Registration Statement"), and I have examined
such other documents and have reviewed such matters of law as I deemed necessary
for this opinion, and I advise you that in my opinion:

     1.   The Separate Account is a separate account of the Company duly created
          and validly existing pursuant to the laws of the State of Minnesota.

     2.   The  contracts,   when  issued  in  accordance   with  the  Prospectus
          constituting a part of the Registration  Statement and upon compliance
          with  applicable  local law, will be legal and binding  obligations of
          the Company in accordance with their respective terms.

     3.   The  portion  of the  assets  held in the  Separate  Account  equal to
          reserves and other contract  liabilities  with respect to the Separate
          Account are not chargeable with  liabilities  arising out of any other
          business the Company may conduct.

I consent  to the  filing of this  opinion  as an  exhibit  to the  Registration
Statement  and to the use of my name under the heading  "Legal  Opinions" in the
Prospectus  constituting  a  part  of  the  Registration  Statement  and  to the
references to me wherever appearing therein.

Very truly yours,



Jeffrey A. Proulx
Associate Counsel





INDEPENDENT AUDITORS' CONSENT


Board of Directors and Contract Holders
ReliaStar Select Variable Account

We consent to the  incorporation by reference in this  Post-Effective  Amendment
No. 21 to Registration Statement on Form N-4 (File No. 2-75185) of the ReliaStar
Select Variable Account filed under the Securities Act of 1933 and Amendment No.
22 to the Registration Statement filed under the Investment Company Act of 1940,
respectively, of our report dated February 7, 1997 on the audit of the financial
statements of ReliaStar  Select Variable Account as of December 31, 1996 and for
each of the three years in the period then ended,  and our report dated  January
31, 1997 except for Note 14, as to which the date is February 23,  1997,  on the
audit of the  consolidated  financial  statements  of ReliaStar  Life  Insurance
Company and  subsidiaries  as of and for the years ended  December  31, 1996 and
1995  incorporated  by reference in the Statement of Additional  Information  of
such  Registration  Statement,  and to the  references  to us under the  heading
"Financial  Statements  and Experts"  appearing in the  Prospectus and under the
headings  "Independent  Auditors" and  "Financial  Statements"  appearing in the
Statement of Additional Information,  all of which are part of such Registration
Statement.



Minneapolis, Minnesota
July 18, 1997



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