NWNL SELECT VARIABLE ACCOUNT
485BPOS, 1997-04-08
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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          

Pre-Effective Amendment No.                                      [ ]

   
Post-Effective Amendment No.           20                        [X]
    

                                     and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940  

   
Amendment No.    21                                              [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 April 30, 1997 pursuant to paragraph (b) of Rule 485 
    
[ ]  60 days after filing pursuantto 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; Investment 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

Select*Annunity II

   
April 30, 1997
    

Individual Deferred

Variable/Fixed

Annunity Contracts


   
                                [GRAPHIC OMITTED]
                        RELIASTAR LIFE INSURANCE COMPANY
                           20 WASHINGTON AVENUE SOUTH
                          MINNEAPOLIS, MINNESOTA 55401

              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 21.) 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 the Variable Insurance
Products Fund ("VIP"),  which has five  portfolios,  and the Variable  Insurance
Products Fund II ("VIP II"), which has made available three  portfolios  managed
by Fidelity Management & Research Company of Boston,  Massachusetts,  and Putnam
Variable  Trust,  which has made  available  four  portfolios  managed by Putnam
Investment Management, Inc. ("Putnam Management") of Boston, Massachusetts. 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 11.)
    

     The Variable Account Contract Value is subject to daily charges  consisting
of a mortality  risk premium  equal to 0.9%  annually and an expense risk charge
equal to 0.4% annually.  There is also an annual  administrative  charge of $30,
and there may be a surrender  charge  (contingent  deferred  sales charge) of 5%
which will, with certain  exceptions,  apply to whole or partial surrenders made
within five years of the last  purchase  payment.  (For more  information  about
charges see "Charges Made By the Company" on page 13.)

   
     Additional  information  about the Contracts,  the Company and the Variable
Account,  contained in a Statement  of  Additional  Information  dated April 30,
1997,  has been  filed  with  the  Securities  and  Exchange  Commission  and is
available  upon  request   without  charge  by  writing  to  Washington   Square
Securities,  Inc., 20 Washington Avenue South, Minneapolis,  Minnesota 55401, by
calling   1-800-621-3750,   or  by  accessing   the  SEC's   internet  web  site
(http://www.sec.gov).  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 27 of this Prospectus.
    

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

     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.

   
                 THE DATE OF THIS PROSPECTUS IS APRIL 30, 1997.
    


                                TABLE OF CONTENTS



      Definitions ..........................................3
      Summary of Contract Expenses..........................4
      Summary...............................................7
      Condensed Financial Information.......................8
      Performance Information...............................9
      The Company..........................................10
      The Variable Account.................................10
      Investments of the Variable Account..................11
      Charges Made by the Company..........................13
        Surrender Charge (Contingent
          Deferred Sales Charge)...........................13
        Administrative Charge..............................14
        Mortality Risk Premium.............................14
        Expense Risk Charge................................14
        Premium Taxes......................................14
        Expenses of the Investment Funds...................14
      Administration of the Contracts......................15
      The Contracts........................................15
        Allocation of Purchase Payments....................15
        Sub-Account Accumulation Unit Value................15
        Net Investment Factor..............................16
        Death Benefit Before the
         Annuity Commencement Date.........................16
        Death Benefit After the
         Annuity Commencement Date.........................17
        Surrender (Redemption).............................17
        Transfers..........................................17
        Assignments........................................18
        Contract Owner and Beneficiaries...................18
        Contract Inquiries.................................19
      Annuity Provisions...................................19
        Annuity Commencement Date..........................19
        Annuity Form Selection Change......................19
        Annuity Forms......................................19
        Automatic Annuity Form.............................20
        Frequency and Amount of Annuity Payments...........20
        Annuity Payments...................................20
        Sub-Account Annuity Unit Value.....................20
           Assumed Investment Rate.........................21
      Federal Tax Status...................................21
        Introduction.......................................21
        Tax Status of the Contract.........................21
        Taxation of Annuities..............................22
        Transfers, Assignments or Exchanges of a Contract..24
        Withholding........................................24
        Multiple Contracts.................................24
        Taxation of Qualified Plans........................24
        Possible Charge for the Company's Taxes............25
        Other Tax Consequences.............................25
      Voting of Fund Shares................................25
      Distribution of the Contracts........................26
      Revocation ..........................................26
      Reports to Owners....................................26
      Legal Proceedings....................................26
      Financial Statements and Experts.....................26
      Further Information..................................26
      Statement of Additional Information/Table of 
        Contents...........................................27
      Appendix  .............................................A-1
      Fund Prospectuses
        Fidelity's Variable Insurance Products Fund (VIP):
              Money Market Portfolio.........................VIP-1
              High Income Portfolio..........................VIP-1
              Equity-Income Portfolio........................VIP-1
              Growth Portfolio...............................VIP-1
              Overseas Portfolio.............................VIP-1
        Fidelity's Variable Insurance Products Fund II (VIP II):
              Asset Manager Portfolio........................VIPII-1
              Investment Grade Bond Portfolio................VIPII-1
              Index 500 Portfolio............................VIPII-1
        
   
        Putnam Variable Trust
              Putnam VT Diversified Income Fund..............PVT-1
              Putnam VT Growth and Income Fund...............PVT-1
              Putnam VT Utilities Growth and Income Fund.....PVT-1
              Putnam VT Voyager Fund.........................PVT-1
    


                                   DEFINITIONS

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.

   
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;  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  - Variable  Insurance  Products  Fund Money  Market  Portfolio  High Income
     Portfolio Equity-Income Portfolio Growth Portfolio Overseas Portfolio

VIP  II - Variable Insurance Products Fund II
          Asset Manager Portfolio
          Investment Grade Bond Portfolio
          Index 500 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
(as a percentage of portfolio company average net assets)

<TABLE>
<CAPTION>

                                                                                                               TOTAL INVESTMENT
                                                                              MANAGEMENT        OTHER             FUND ANNUAL
                                                                                 FEES          EXPENSES            EXPENSES
                                                                                 ----          --------            --------
<S>                                                                             <C>             <C>                  <C>  
VIP Money Market Portfolio..............................................        0.21%           0.09%                0.30%
VIP High Income Portfolio...............................................        0.59%           0.12%                0.71%
VIP Equity-Income Portfolio(b)..........................................        0.51%           0.07%                0.58%
VIP Growth Portfolio(b).................................................        0.61%           0.08%                0.69%
VIP Overseas Portfolio(b)...............................................        0.76%           0.07%                0.93%

                                                                                                               TOTAL INVESTMENT
                                                                              MANAGEMENT        OTHER             FUND ANNUAL
                                                                                 FEES          EXPENSES            EXPENSES
                                                                                 ----          --------            --------
VIP II Asset Manager Portfolio(b).......................................        0.64%           0.10%                0.74%
VIP II Investment Grade Bond Portfolio..................................        0.45%           0.13%                0.58%
VIP II Index 500 Portfolio(c)...........................................        0.13%           0.15%                0.28%

                                                                                                               TOTAL INVESTMENT
                                                                              MANAGEMENT        OTHER             FUND ANNUAL
                                                                                 FEES          EXPENSES            EXPENSES
                                                                                 ----          --------            --------
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(d)...........................        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.  The Variable  Insurance  Products Fund, the Variable
Insurance  Products Fund II, and Putnam  Variable Trust are not 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> 
VIP Money Market Portfolio.......................................................       $62       $ 99        $ 93         $203
VIP High Income Portfolio........................................................        67        112         114          246
VIP Equity-Income Portfolio......................................................        65        108         108          233
VIP Growth Portfolio.............................................................        66        111         113          244
VIP Overseas Portfolio...........................................................        69        118         125          269

                                                                                      1 YEAR     3 YEARS     5 YEARS      10 YEARS
                                                                                      ------     -------     -------      --------
VIP II Asset Manager Portfolio...................................................       $67       $113         $116         $249
VIP II Investment Grade Bond Portfolio...........................................        65        108          108          233
VIP II Index 500 Portfolio.......................................................        62         99           92          201

                                                                                      1 YEAR     3 YEARS     5 YEARS      10 YEARS
                                                                                      ------     -------     -------      --------
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> 
VIP Money Market Portfolio.......................................................      $17         $54         $ 93         $203
VIP High Income Portfolio........................................................        22         67          114          246
VIP Equity-Income Portfolio......................................................        20         63          108          233
VIP Growth Portfolio.............................................................        21         66          113          244
VIP Overseas Portfolio...........................................................        24         73          125          269

                                                                                      1 YEAR     3 YEARS     5 YEARS      10 YEARS
                                                                                      ------     -------     -------      --------
VIP II Asset Manager Portfolio...................................................      $22         $68         $116         $249
VIP II Investment Grade Bond Portfolio...........................................        20         63          108          233
VIP II Index 500 Portfolio.......................................................        17         54          92           201

                                                                                      1 YEAR     3 YEARS     5 YEARS      10 YEARS
                                                                                      ------     -------     -------      --------
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 13,
     "Surrender Charge (Contingent Deferred Sales Charge)."

(b)  A portion of the brokerage  commissions  that certain Funds pay was used to
     reduce these 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, and .85%
     for Asset Manager.

(c)  The  expenses  listed in the table for the Index 500  Portfolio  are net of
     voluntary  expense  reimbursements,  which are not required to be continued
     indefinitely.  The  total  expenses  of  the  Index  500  Portfolio  before
     reimbursement would be .43%.

(d)  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 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 14, "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 10.) 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 21.) 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 11.)

     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 13.)

     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 14.)

     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
14.)

     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 20.)

     Premium taxes payable to any  governmental  entity will be charged  against
the Contracts. (See "Premium Taxes" on page 14.)

   
     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 17.) 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 22.)
    

     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 26.)


                         CONDENSED FINANCIAL INFORMATION


     The following table shows,  for each  Sub-Account of the Variable  Account,
the value of a Sub-Account  Accumulation Unit as they are 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    
                                     ----       ----       ----       ----       ----    
FIDELITY'S VIP:
(all portfolios from May 1,
  1988):
Money Market Portfolio
<S>                                 <C>        <C>        <C>        <C>        <C>      
 Beginning of period.............   $14.0932   $13.4845   $13.1036   $12.8597   $12.5397 
 End of period...................   $14.6622   $14.0932   $13.4845   $13.1036   $12.8597 
 Units outstanding at end of         
     period......................    551,623    605,511    755,428    827,229    987,748 
High Income Portfolio
 Beginning of period.............   $21.1332   $17.7525   $18.2678   $15.3580   $12.6454 
 End of period...................   $23.7835   $21.1332   $17.7525   $18.2678   $15.3580 
 Units outstanding at end of         
     period......................    733,939    760,359    778,501    798,986    441,253 
Equity-Income Portfolio
 Beginning of period.............   $25.8348   $19.3743   $18.3330   $15.7132   $13.6101 
 End of period...................   $29.1386   $25.8348   $19.3743   $18.3330   $15.7132 
 Units outstanding at end of       
     period......................  2,419,226  2,562,446  2,548,087  2,319,004  1,655,722 
Growth Portfolio
 Beginning of period.............   $28.1402   $21.0608   $21.3412   $18.1132   $16.7875 
 End of period...................   $13.8559   $28.1402   $21.0608   $21.3412   $18.1132 
 Units outstanding at end of       
     period......................  2,402,422  2,477,276  2,337,733  2,019,876  1,448,782 
Overseas Portfolio
 Beginning of period.............   $17.0360   $15.7366   $15.6727   $11.5705   $13.1298 
 End of period...................   $19.0354   $17.0360   $15.7366   $15.6727   $11.5705 
 Units outstanding at end of       
     period......................  1,039,149  1,055,251  1,176,636    819,348    456,484 
FIDELITY'S VIP II:
Asset Manager Portfolio 
 (from May 1, 1991):
 Beginning of period.............   $15.1807   $13.1500   $14.1866   $11.8736   $10.7527 
 End of period...................   $17.1701   $15.1807   $13.1500   $14.1866   $11.8736 
 Units outstanding at end of       
     period......................  2,062,691  2,327,409  2,293,509  1,727,141    522,702 
Investment Grade Bond Portfolio
(from May 1, 1991):
 Beginning of period.............   $13.9972   $12.0868   $12.7234   $11.6171   $11.0360 
 End of period...................   $14.2542   $13.9972   $12.0868   $12.7234   $11.6171 
 Units outstanding at end of         
     period......................    519,771    616,360    687,602    729,335    352,116 
Index 500 Portfolio
(from 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          _ 
PUTNAM'S:
(all portfolios from May 2,
  1994):
Putnam VT Diversified Income Fund
 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          _          _ 
Putnam VT Growth and Income Fund
 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
 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
 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>


                                                  YEAR ENDED DECEMBER 31

SUB-ACCOUNT INVESTING IN               1991       1990      1989       1988         1987
                                       ----       ----      ----       ----         ----
FIDELITY'S VIP:
(all portfolios from May 1,
  1988):
Money Market Portfolio
<S>                                 <C>        <C>        <C>        <C>               <C>
 Beginning of period.............   $11.9736   $11.2268   $10.4179   $10.0000          _
 End of period...................   $12.5397   $11.9736   $11.2268   $10.4179          _
 Units outstanding at end of            
     period......................  1,129,026  1,120,621    370,316     38,447          _
High Income Portfolio
 Beginning of period.............    $9.4711    $9.8322   $10.4064   $10.0000          _
 End of period...................   $12.6454    $9.4711    $9.8322   $10.4064          _
 Units outstanding at end of         
     period......................    273,750    224,342    157,944     67,794          _
Equity-Income Portfolio
 Beginning of period.............   $10.4896   $12.5467   $10.8324   $10.0000          _
 End of period...................   $13.6101   $10.4896   $12.5467   $10.8324          _
 Units outstanding at end of        
     period......................  1,303,735  1,242,548    934,804    288,561          _
Growth Portfolio
 Beginning of period.............   $11.6882   $13.4173   $10.3448   $10.0000          _
 End of period...................   $16.7875   $11.6882   $13.4173   $10.3448          _
 Units outstanding at end of          
     period......................    980,079    719,979    296,757    148,480          _
Overseas Portfolio
 Beginning of period.............    $12.2980   $12.6820   $10.1743   $10.0000         _
 End of period...................    $13.1298   $12.2980   $12.6820   $10.1743         _
 Units outstanding at end of          
     period......................     364,272    333,194     64,228     15,105         _
FIDELITY'S VIP II:
Asset Manager Portfolio 
(from May 1, 1991)
 Beginning of period.............    $10.0000          _          _          _         _
 End of period...................    $10.7527          _          _          _         _
 Units outstanding at end of          
     period......................     118,419          _          _          _         _
Investment Grade Bond Portfolio 
(from May 1, 1991):
 Beginning of period.............    $10.0000          _          _          _         _
 End of period...................    $11.0360          _          _          _         _
 Units outstanding at end of           
     period......................      79,859          _          _          _         _
Index 500 Portfolio
(from May 3, 1993):
 Beginning of period.............           _          _          _          _         _
 End of period...................           _          _          _          _         _
 Units outstanding at end of                
     period......................           _          _          _          _         _
PUTNAM'S:
(all portfolios from May 2,
  1994):
Putnam VT Diversified Income Fund
 Beginning of period.............           _          _          _          _         _
 End of Period...................           _          _          _          _         _
 Units outstanding at end of                
     period......................           _          _          _          _         _
Putnam VT Growth and Income Fund
 Beginning of period.............           _          _          _          _         _
 End of Period...................           _          _          _          _         _
 Units outstanding at end of                
     period......................           _          _          _          _         _
Putnam VT Utilities Growth and Income
  Fund
 Beginning of period.............            _          _          _         _         _
 End of Period...................            _          _          _         _         _
 Units outstanding at end of                 
     period......................            _          _          _         _         _
Putnam VT Voyager Fund
 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 the 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  section  entitled  "FMR  and Its
Affiliates"  contained  in the  VIP  and VIP II  Prospectuses,  and the  section
entitled  "Sales  and  Redemptions"  contained  in  the  Putnam  Variable  Trust
Prospectus.

     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,  and other  services  provided by such parties to the Funds and/or
the Funds' affiliates.  Payment of such amounts by an affiliate or affiliates of
the Funds do not increase the fees paid by the Funds or their shareholders.

    

                       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.

   
     Fidelity  Management & Research  Company is the investment  adviser for the
five portfolios of VIP and the three portfolios of VIP II, and Putnam Management
is the investment  adviser for the four portfolios of Putnam Variable Trust. The
investment  advisers are paid fees for their  services by the  Investment  Funds
they manage. The Investment Funds currently offered are described below. A brief
summary  of  investment  objectives  is  contained  in the  description  of each
Investment  Fund.  More  detailed  information  may  be  found  in  the  current
prospectus for each Investment Fund offered,  which Investment Fund prospectuses
are combined with this Prospectus and should be read in conjunction herewith.

VARIABLE INSURANCE PRODUCTS FUND (VIP)

     VIP is a mutual fund trust currently including five investment  portfolios,
each with a different investment objective.
    

     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.

   
     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.
    

     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.

     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.


   
VARIABLE INSURANCE PRODUCTS FUND II (VIP II)

     VIP  II  is  a  mutual  fund  trust  currently  including  five  investment
portfolios,  each with a different  investment  objective.  The following  three
portfolios are available within this Contract.
    

     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.

     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.

     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.

   
PUTNAM VARIABLE TRUST

     Putnam  Variable  Trust  is  a  mutual  fund  currently   offering  sixteen
investment  funds,  each with a different  investment  objective.  Four of these
portfolios are currently available under this Contract.

     PUTNAM VT DIVERSIFIED INCOME FUND seeks high current income consistent with
capital preservation by investing in the following three sectors of 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.

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

   
     There are  currently  twelve  Sub-Accounts  whose Funds are  available  for
investment  under the  Variable  Accounts.  We  reserve  the right to  establish
additional  Sub-Accounts of the Variable Accounts, each of which could invest in
a new fund  with a  specified  investment  objective.  You are  only  permitted,
however,  to  participate  in a total of seventeen  investment  options over the
lifetime of your Contract.  You would not have to choose your investment options
in advance,  but upon  participation  in the seventeenth Fund since the issue of
the  Contract  you would only be able to  transfer  within the  seventeen  Funds
already utilized and which are still available.

     For example,  assume that you select seven investment  options.  Later, you
transfer out of all of your seven  initial  selections  and choose ten different
Sub-Accounts,  none of which are the same as your original seven selections. You
have now used your maximum  selection of seventeen  Sub-Accounts.  You may still
allocate  purchase  payments  or  transfer  Contract  Values  among  any  of the
seventeen  Sub-Accounts  you  have  previously  selected.  However,  you may not
allocate funds to the remaining  Sub-Accounts at any time. An Owner may transfer
partial or  complete  Contract  Values to the Fixed  Account  from the  Variable
Account at any time.
    

     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
the VIP Money Market Portfolio.
    

                           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 15), 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  has  entered  into a contract  with  Continuum  Administrative
Services Corporation (formerly known as Vantage Computer Systems,  Inc.), Kansas
City,  Missouri  ("CASC")  under  which  CASC  has  agreed  to  perform  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.

                                  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 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
(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 taxes 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 19.)

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 13.) 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 25).  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).

   
     If the Owner elects to complete the telephone/fax  transfer form, the Owner
in so doing agrees that the Company and its Contract  Administrator  will not be
liable for any loss,  liability,  cost or expense when the  Company,  and/or the
Contract   Administrator   act  in  accordance   with  the  telephone   transfer
instructions  which are  received  and, if by  telephone,  are recorded on voice
recording  equipment.  If a telephone  transfer,  processed  after the Owner has
completed the telephone/fax  transfer form, is later determined not to have been
made by the Owner or was made  without  the  Owner's  authorization,  and a loss
results from such unauthorized  transfer, the Owner bears the risk of this loss.
Any requests made via facsimile  transmission are considered  telephone requests
and are governed by the conditions in the telephone/fax  transfer form you sign.
Any fax request should include your name,  daytime  telephone  number,  Contract
number, and the names of the Sub-Accounts and applicable  allocation  percentage
from which and to which  money will be  transferred.  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  Annuity
Service Center, P.O. Box 13208, Kansas City, Missouri 64199-3208.

                               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 16.)

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. It is  possible  that if  additional  guidance in this regard is
issued,  the  Contract  may need to be modified  to comply with such  additional
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
23.)

     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 591/2;

     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 591/2  (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 591/2, 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  on the back  cover  page of this
Prospectus.

     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-3
Financial Statements.................................................    S-11

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

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

   
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:
    

WASHINGTON SQUARE SECURITIES, INC.
20 WASHINGTON AVENUE SOUTH
MINNEAPOLIS, MN 55401

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 13.)

RELIASTAR

[GRAPHIC OMITTED]

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

SELECT*ANNUNITY II PROSPECTUS


                       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 April 30, 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-3

Financial Statements....................................................... S-11

                                    ---------

   
     The date of this Statement of Additional Information is April 30, 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 21 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  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 Variable Insurance Products Fund
which has five portfolios and the Variable  Insurance Products Fund II which has
made  available  three  portfolios  managed by  Fidelity  Management  & Research
Company  of Boston,  Massachusetts,  and Putnam  Variable  Trust  which has made
available  four  portfolios  managed by Putnam  Investment  Management,  Inc. of
Boston, Massachusetts.  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 11 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  has  entered  into a contract  with  Continuum  Administrative
Services Corporation (formerly known as Vantage Computer Systems,  Inc.), Kansas
City,  Missouri  ("CASC")  under  which  CASC  has  agreed  to  perform  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.  For the years  ended
December  31,  1994,  1995,  and 1996,  the Company  paid fees to CASC under the
contract in the amounts of $706,115, $543,048 and $822,639, respectively.
    

                                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  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.,  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 17 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 13. There
is no  difference  in the  amount of this  charge  or any of the  other  charges
described in the  Prospectus  as between  Contracts  purchased by members of the
public  as  individuals  or  groups,  and  Contracts  purchased  by any class of
individuals,  such as  officers,  directors  or  employees  of the Company or of
Washington Square Securities, Inc.

                         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 1-year        For the 5-year       For the 10-year      date of inception of
                                           period ended          period ended          period ended          Sub-Account to
             Sub-Account                      12/31/96              12/31/96              12/31/96               12/31/96
                                              --------              --------              --------               --------
<S>                                            <C>                   <C>                    <C>                   <C>  
VIP High Income Portfolio                      7.92%                 13.38%                 N/A                   10.41%
(Sub-Account Inception: 05/01/88)

VIP Equity-Income Portfolio                    8.17%                 16.35%                 N/A                   13.04%
(Sub-Account Inception:  05/01/88)

VIP Growth Portfolio                           8.59%                 13.57%                 N/A                   14.21%
(Sub-Account Inception:  05/01/88)

VIP Overseas Portfolio                         7.12%                 7.60%                  N/A                   7.61%
(Sub-Account Inception:  05/01/88)

VIP II Asset Manager Portfolio                 8.49%                 9.71%                  N/A                   9.89%
(Sub-Account Inception:  05/01/91)

VIP II Investment Grade Bond Portfolio         -2.78%                5.14%                  N/A                   6.34%
(Sub-Account Inception:  05/01/91)

VIP II Index 500 Portfolio                     16.60%                 N/A                   N/A                   15.37%
(Sub-Account Inception:  05/03/93)

Putnam VT Diversified Income Fund              2.77%                  N/A                   N/A                   6.87%
(Sub-Account Inception:  05/02/94)

Putnam VT Growth and Income Fund               15.70%                 N/A                   N/A                   19.13%
(Sub-Account Inception:  05/02/94)

Putnam VT Utilities  Growth and Income         9.66%                  N/A                   N/A                   13.13%
Fund
(Sub-Account Inception:  05/02/94)

Putnam VT Voyager Fund                         6.87%                  N/A                   N/A                   18.44%
(Sub-Account Inception:  05/02/94)

</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.

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

<TABLE>
<CAPTION>

                                                                                                          For the period from 
                                           For the 1-year        For the 5-year      For the 10-year     date of inception of 
                                           period ended          period ended         period ended         Fund Portfolio to   
              Sub-Account                     12/31/96              12/31/96            12/31/96              12/31/96        
                                              --------              --------            --------              --------        
                                                                                                        
<S>                                             <C>                   <C>                 <C>                   <C>   
 VIP High Income Portfolio                      7.92%                 13.38%              9.58%                 10.47%
(Portfolio Inception: 09/19/85)

VIP Equity-Income Portfolio                     8.17%                 16.35%              12.18%                11.87%
(Portfolio Inception:  10/09/86)

VIP Growth Portfolio                            8.59%                 13.57%              13.58%                13.25%
(Portfolio Inception:  10/09/86)

VIP Overseas Portfolio                          7.12%                 7.60%                N/A                   6.39%
(Portfolio Inception:  01/28/87)

VIP II Asset Manager Portfolio                  8.49%                 9.71%                N/A                  10.15%
(Portfolio Inception:  09/06/89)

VIP II Investment Grade Bond Portfolio          -2.78%                5.14%                N/A                  6.70%
(Portfolio Inception:  12/05/88)

VIP II Index 500 Portfolio                      16.60%                 N/A                 N/A                  14.83%
(Portfolio Inception:  08/27/92)

Putnam VT Diversified Income Fund               2.77%                  N/A                 N/A                  4.80%
(Portfolio Inception:  09/15/93)

Putnam VT Growth and Income Fund                15.70%                14.36%               N/A                  14.24%
(Portfolio Inception:  02/01/88)

Putnam VT  Utilities  Growth and Income         9.66%                  N/A                 N/A                  10.00%
Fund
(Portfolio Inception:  05/01/92)

Putnam VT Voyager Fund                          6.87%                 14.43%               N/A                  15.57%
(Portfolio Inception:  02/01/88)

</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 period from 
                                            For the 1-year        For the 5-year     For the 10-year    date of inception of 
                                            period ended          period ended        period ended        Fund Portfolio to   
              Sub-Account                      12/31/96              12/31/96           12/31/96              12/31/96        
                                               --------              --------           --------              --------        
<S>                                             <C>                   <C>                 <C>                   <C>   
VIP High Income Portfolio                       14.03%                14.96%              11.12%                12.01%
(Portfolio Inception: 09/19/85)

VIP Equity-Income Portfolio                     14.28%                17.98%              13.74%                13.44%
(Portfolio Inception:  10/09/86)

VIP Growth Portfolio                            14.71%                15.16%              15.15%                14.83%
(Portfolio Inception:  10/09/86)

VIP Overseas Portfolio                          13.22%                9.13%                N/A                   7.91%
(Portfolio Inception:  01/28/87)

VIP II Asset Manager Portfolio                  14.60%                11.26%               N/A                  11.70%
(Portfolio Inception:  09/06/89)

VIP II Investment Grade Bond Portfolio          3.19%                 6.64%                N/A                  8.20%
(Portfolio Inception:  12/05/88)

VIP II Index 500 Portfolio                      22.82%                 N/A                 N/A                  17.11%
(Portfolio Inception:  08/27/92)

Putnam VT Diversified Income Fund               8.81%                  N/A                 N/A                  7.53%
(Portfolio Inception:  09/15/93)

Putnam VT Growth and Income Fund                21.92%                15.97%               N/A                  15.88%
(Portfolio Inception:  02/01/88)

Putnam VT  Utilities  Growth and Income         15.80%                 N/A                 N/A                  12.24%
Fund
(Portfolio Inception:  05/01/92)

Putnam VT Voyager Fund                          12.97%                16.03%               N/A                  17.23%
(Portfolio Inception:  02/01/88)

</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:


                 RETURNS SINCE SUB-ACCOUNTS COMMENCED OPERATIONS

<TABLE>
<CAPTION>

                                                                                                           For the period from
                                           For the 1-year        For the 5-year       For the 10-year      date of inception of
                                           period ended          period ended          period ended          Sub-Account to
             Sub-Account                      12/31/96              12/31/96              12/31/96               12/31/96
                                              --------              --------              --------               --------
<S>                                            <C>                   <C>                   <C>                   <C>   
VIP High Income Portfolio                      12.42%                13.38%                 N/A                  10.41%
(Sub-Account Inception: 05/01/88)

VIP Equity-Income Portfolio                    12.67%                16.35%                 N/A                  13.04%
(Sub-Account Inception:  05/01/88)

VIP Growth Portfolio                           13.09%                13.57%                 N/A                  14.21%
(Sub-Account Inception:  05/01/88)

VIP Overseas Portfolio                         11.62%                7.60%                  N/A                   7.61%
(Sub-Account Inception:  05/01/88)

VIP II Asset Manager Portfolio                 12.99%                9.71%                  N/A                   9.89%
(Sub-Account Inception:  05/01/91)

VIP II Investment Grade Bond Portfolio         1.72%                 5.14%                  N/A                   6.34%
(Sub-Account Inception:  05/01/91)

VIP II Index 500 Portfolio                     21.10%                 N/A                   N/A                  16.20%
(Sub-Account Inception:  05/03/93)

Putnam VT Diversified Income Fund              7.27%                  N/A                   N/A                   8.36%
(Sub-Account Inception:  05/02/94)

Putnam VT Growth and Income Fund               20.20%                 N/A                   N/A                  20.38%
(Sub-Account Inception:  05/02/94)

Putnam VT Utilities  Growth and Income         14.16%                 N/A                   N/A                  14.49%
Fund
(Sub-Account Inception:  05/02/94)

Putnam VT Voyager Fund                         11.37%                 N/A                   N/A                  19.70%
(Sub-Account Inception:  05/02/94)

</TABLE>

<TABLE>
<CAPTION>

                          RETURNS INCLUDING PERIOD PRIOR TO DATE SUB-ACCOUNTS COMMENCED OPERATIONS

                                                                                                          For the period from 
                                            For the 1-year        For the 5-year     For the 10-year     date of inception of 
                                             period ended          period ended       period ended         Fund Portfolio to   
              Sub-Account                      12/31/96             12/31/96            12/31/96               12/31/96        
                                               --------             --------            --------               --------        
<S>                                             <C>                   <C>                 <C>                   <C>   
VIP High Income Portfolio                       12.42%                13.38%              9.58%                 10.47%
(Portfolio Inception: 09/19/85)

VIP Equity-Income Portfolio                     12.67%                16.35%              12.18%                11.87%
(Portfolio Inception:  10/09/86)

VIP Growth Portfolio                            13.09%                13.57%              13.58%                13.25%
(Portfolio Inception:  10/09/86)

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

VIP II Asset Manager Portfolio                  12.99%                9.71%                N/A                  10.15%
(Portfolio Inception:  09/06/89)

VIP II Investment Grade Bond Portfolio          1.72%                 5.14%                N/A                  6.70%
(Portfolio Inception:  12/05/88)

VIP II Index 500 Portfolio                      21.10%                 N/A                 N/A                  15.47%
(Portfolio Inception:  08/27/92)

Putnam VT Diversified Income Fund               7.27%                  N/A                 N/A                  6.01%
(Portfolio Inception:  09/15/93)

Putnam VT Growth and Income Fund                20.20%                14.36%               N/A                  14.24%
(Portfolio Inception:  02/01/88)

Putnam VT  Utilities  Growth and Income         14.16%                 N/A                 N/A                  10.67%
Fund
(Portfolio Inception:  05/01/92)

Putnam VT Voyager Fund                          11.37%                14.43%               N/A                  15.57%
(Portfolio Inception:  02/01/88)

</TABLE>

     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 Holders 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+
          ------------------------------------------
                  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++
                  ----------------------------------
                  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").*

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

     2.   Not Applicable.

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

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

     4.   Form of Contract.*

     5.   Contract Application Form.*

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

          (b)  Amended Bylaws of Depositor.**

     7.   Not Applicable.

     8.   (a) Agreement with State Street Bank and Trust Company.*

   
          (b)  Participation   Agreement  with  Fidelity's   Variable  Insurance
               Products Fund and Fidelity Distributors Corporation and Amendment
               Nos. 1-8.**

          (c)  Participation   Agreement  with  Fidelity's   Variable  Insurance
               Products  Fund  II  and  Fidelity  Distributors  Corporation  and
               Amendment Nos. 1-7.**

          (d)  Form of Service  Agreement  and Service  Contract  with  Fidelity
               Investments  Institutional Operations Company, Inc. dated January
               1, 1997.

          (e)  Participation  Agreement  with Putnam  Variable  Trust and Putnam
               Mutual Funds Corp. and Amendment Nos. 1-2.**
    

          (f)  Agreement  with  Continuum  Administrative  Services  Corporation
               (formerly known as Vantage Computer Systems,  Inc.) and Amendment
               Nos. 1-6.*

   
     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.

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

     15.  Powers of Attorney.**

   
+    Incorporated  by reference to  Registrant's  1996 Annual Report to Contract
     Holders on Form N-30D filed on February 20, 1997.

++   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.
    

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

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

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 and Senior Vice President and Chief Investment Officer
         Kenneth U. Kuk                 Director and Senior Vice President - ReliaStar Asset Division and
                                             Strategic Marketing
    

</TABLE>

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

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.  11 to the Form  N-4  Registration  Statement  of
ReliaStar Bankers Security Variable Annuity Funds M, P and Q, File No. 33-11489,
filed February 28, 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 February  28, 1997 there were 11,127  owners of  contracts  issued by
Registrant,  8,493 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:


       NAME                      POSITIONS AND OFFICES WITH WSSI
       ----                      -------------------------------

   
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

     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 and at the
offices of Continuum  Administrative  Services  Corporation  (formerly  known as
Vantage Computer  Systems,  Inc.), 301 West 11th Street,  Kansas City,  Missouri
64105.

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 Company and the Variable  Account 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 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.
    


                                   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 Seventh day of April, 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
Seventh day of April, 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 Seventh day of April,  1997 by the  following
directors and officers of Depositor in the capacities indicated:

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

/s/Wayne R. Huneke, Senior Vice President, Chief Financial Officer and Treasurer
   --------------           (Principal Accounting Officer)                      
    Wayne R. Hunke  

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


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

*  A majority of the Board of Directors

*  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


                                  EXHIBIT INDEX

     (b)  Exhibits:

     1.   Resolution of the Board of Directors of Depositor changing the name of
          Registrant to ReliaStar Select Variable Account.

     8.(d)Form  of  Service   Agreement  and  Service   Contract  with  Fidelity
          Investments  Institutional  Operations Company,  Inc. dated January 1,
          1997.

     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.

     13.  Schedules for Computation of Performance Quotations.

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




                  NORTHWESTERN NATIONAL LIFE INSURANCE COMPANY

                                BOARD RESOLUTIONS


     WHEREAS,  Effective  August 1, 1996 the name of Northwestern  National Life
Insurance  Company  (the  "Corporation")  will  be  changed  to  ReliaStar  Life
Insurance Company;

     WHEREAS,  The Corporation has determined that it is in its best interest to
change the names of its separate  accounts in accordance with the  Corporation's
new name;

     NOW,  THEREFORE,  BE IT  RESOLVED,  That  the  names  of the  Corporation's
separate accounts be changed as follows, effective August 1, 1996:

NAME PRIOR TO AUGUST 1, 1996        NAME EFFECTIVE AUGUST 1, 1996
- ----------------------------        -----------------------------

MFS/NWNL Variable Account           MFS/ReliaStar Variable Account

NWNL Select Variable Account        ReliaStar Select Variable Account

Northstar/NWNL Variable Account     Northstar Variable Account

NWNL Variable Annuity Account B     ReliaStar Variable Annuity Account B

     FURTHER  RESOLVED,   That  the  officers  of  the  Corporation  are  hereby
authorized  to execute or cause to be executed all such  documents,  and to take
all such other  actions as such officers may deem  necessary,  to give effect to
the foregoing


                                SERVICE CONTRACT


WITH RESPECT TO SHARES OF:

(  )     Variable Insurance Products Fund - High Income Portfolio
(  )     Variable Insurance Products Fund - Equity-Income Portfolio
(  )     Variable Insurance Products Fund - Growth Portfolio
(  )     Variable Insurance Products Fund - Overseas Portfolio
(  )     Variable Insurance Products Fund II - Investment Grade Bond Portfolio
(  )     Variable Insurance Products Fund II - Asset Manager Portfolio
(  )     Variable Insurance Products Fund II - Contrafund Portfolio
(  )     Variable Insurance Products Fund II - Asset Manager:  Growth Portfolio
(  )     Variable Insurance Products Fund III - Growth Opportunities Portfolio
(  )     Variable Insurance Products Fund III - Balanced Portfolio
(  )     Variable Insurance Products Fund III - Growth & Income Portfolio

To Fidelity Distributors Corporation:

We desire to enter into a Contract with you for  activities  in connection  with
the  distribution  of shares and the servicing of shareholders of the Fund noted
above (the "Fund") of which you are the principal  underwriter as defined in the
Investment  Company  Act of 1940 (the "Act") and for which you are the agent for
the continuous distribution of shares.

THE TERMS AND CONDITIONS OF THIS CONTRACT ARE AS FOLLOWS:

1. We shall  provide  distribution  and  certain  shareholder  services  for our
clients who own Fund shares  ("clients"),  which  services may include,  without
limitations:  sale of shares of the Fund;  answering client inquiries  regarding
the  Fund;   assistance  to  clients  in  changing  dividend  options,   account
designations and addresses;  performance of subaccounting;  processing  purchase
and redemption  transactions,  including automatic  investment and redemption of
client account cash balances;  providing periodic  statements showing a client's
account balance and the integration of such statements with other  transactions;
arranging for bank wires;  and providing such other  information and services as
you reasonably may request.

2. We shall provide such office space and  equipment,  telephone  facilities and
personnel  (which may be all or any part of the space,  equipment and facilities
currently  used in our business,  or all or any personnel  employed by us) as is
necessary or beneficial for providing  information  and services to shareholders
of the Fund, and to assist you in servicing accounts of clients.

3. We agree to  indemnify  and hold you,  the Fund,  and the Fund's  adviser and
transfer  agent  harmless  from any and all direct or  indirect  liabilities  or
losses resulting from requests, directions, actions or inactions, of or by us or
our officers, employees or agents regarding the purchase,  redemption,  transfer
or registration of shares for our clients.  Such  indemnification  shall survive
the termination of this Contract.

Neither we nor any of our officers,  employees or agents are  authorized to make
any  representation  concerning  Fund shares except those  contained in the then
current Fund  Prospectus,  copies of which will be supplied by you to us; and we
shall have no authority to act as agent for the Fund or for you.

4. In consideration of the services and facilities described herein, we shall be
entitled  to  receive,  and you shall  cause to be paid to us by  yourself or by
Fidelity  Management & Research  Company,  investment  adviser of the Fund, such
fees  as  are  set  forth  in  the  accompanying  "Fee  Schedule  for  Qualified
Recipients."  We  understand  that the payment of such fees has been  authorized
pursuant to a Service  Plan  approved by the Board of Trustees of the Fund,  and
those Trustees who are not  "interested  persons" of the Fund (as defined in the
Act) and who have no direct or indirect  financial  interest in the operation of
the Service Plan or in any agreements  related to the Service Plan  (hereinafter
referred to as "Qualified  Trustees"),  and  shareholders of the Fund, that such
fees will be paid out of the fees paid to the Fund's  investment  adviser,  said
adviser's past profits or any other source  available to said adviser;  that the
cost of the Fund for such fees shall not exceed the amount of the  advisory  and
service  fee;  and that such fees are subject to change  during the term of this
Contract and shall be paid only so long as this Contract is in effect.

5. We agree to conduct our activities in accordance with any applicable  federal
or state  laws,  including  securities  laws and any  obligation  thereunder  to
disclose to our clients the receipt of fees in connection with their  investment
in the Fund.

6. You reserve the right, at your discretion and without notice,  to suspend the
sale of shares or withdraw the sale of shares of the Fund.

7. This Contract  shall  continue in force for one year from the effective  date
(see below),  and thereafter shall continue  automatically for successive annual
periods,  provided  such  continuance  is  specifically  subject to  termination
without penalty at any time if a majority of the Fund's Qualified  Trustees vote
to  terminate  or not to  continue  the  Service  Plan.  This  Contract  is also
terminable without penalty at any time the Service Plan is terminated by vote of
a majority of the Fund's  outstanding  voting  securities  upon 60 days' written
notice  thereof  to us.  This  Contract  may also be  terminated  by us, for any
reason, upon 15 days' written notice to you.  Notwithstanding anything contained
herein,  in the event that the Service Plan shall  terminate or we shall fail to
perform the distribution  and shareholder  servicing  functions  contemplated by
this Contract,  such  determination to be made in good faith by the Fund or you,
this Contract is terminable effective upon receipt of notice thereof by us. This
Contract will also  terminate  automatically  in the event of its assignment (as
defined in the Act).

8. All communications to you shall be sent to you at your offices, 82 Devonshire
Street,  Boston,  MA 02109.  Any  notice to us shall be duly  given if mailed or
telegraphed to us at the address shown in this Contract.

9.  This  Contract  shall  be  construed  in  accordance  with  the  laws of the
Commonwealth of Massachusetts.

Very truly yours,


________________________________________________________________________________
Name of Qualified Recipient (Please Print or Type)

________________________________________________________________________________
Street                           City                  State        Zip Code

By:_____________________________________________________________________________
         Authorized Signature

Date:________________________


NOTE:  Please  return two signed  copies of this  Service  Contract  to Fidelity
Distributors  Corporation.  Upon  acceptance,  one  countersigned  copy  will be
returned to you/

FOR INTERNAL USE ONLY:
EFFECTIVE DATE:  JANUARY 1, 1997




                                SERVICE AGREEMENT


     This  Agreement is entered into and effective as of the 1st day of January,
1997, by and between FIDELITY INVESTMENTS INSTITUTIONAL OPERATIONS COMPANY, INC.
("FIIOC") and RELIASTAR LIFE INSURANCE COMPANY, ("Company").

     WHEREAS,  FIIOC provides  transfer  agency and other services to Fidelity's
Variable  Insurance  Products  Fund,  Variable  Insurance  Products  Fund II and
Variable Insurance Products Fund III (collectively "Funds"); and

     WHEREAS,  the  services  provided  by FIIOC on behalf of the Funds  include
responding to inquires  about the Funds,  including the provision of information
about the Funds' investment objectives, investment policies, portfolio holdings,
etc.; and

     WHEREAS,  Company,  ReliaStar  Bankers Security Life Insurance  Company and
Northern Life Insurance Company (together "Affiliates") hold shares of the Funds
in order to fund certain variable annuity  contracts,  group annuity  contracts,
and/or variable life insurance policies,  the beneficial  interests in which are
held by individuals,  plan trustees, or others who look to Affiliates to provide
information about the Funds similar to the information provided by FIIOC; and

     WHEREAS,  Affiliates  and one or more of the Funds have entered into one or
more  Participation  Agreements,  under  which  Affiliates  agree not to provide
information  about the Funds  except for  information  provided  by the Funds or
their designees; and

     WHEREAS,  FIIOC desires that Company  shall cause  Affiliates to be able to
respond to inquiries  about the Funds from individual  variable  annuity owners,
participants  in group annuity  contracts  issued by  Affiliates  and owners and
participant  under  variable life insurance  polices  issued by Affiliates,  and
prospective customers for any of the above; and

     WHEREAS, FIIOC and Company recognize that Affiliates' efforts in responding
to customer  inquiries  will reduce the burden that such inquires would place on
FIIOC should such inquiries be directed to FIIOC; and

     WHEREAS, FIIOC and Company have previously entered into a similar agreement
and are desirous of replacing said agreement with a new agreement.

     NOW, THEREFORE, the parties do agree as follows:

     1.  INFORMATION  TO BE PROVIDED TO  AFFILIATES.  FIIOC agrees to provide to
Affiliates,  on a periodic  basis,  directly or through a designee,  information
about the Funds' investment objectives, investment policies, portfolio holdings,
performance,  etc. The content and format of such information shall be as FIIOC,
in its sole discretion, shall choose. FIIOC may change the format and/or content
of such informational  reports, and the frequency with which such information is
provided.  For  purposes  of Section  4.2 of each of  Affiliates'  Participation
Agreement(s)  with the Funds,  FIIOC  represents  that it is the designee of the
Funds,  and  Affiliates  may  therefore  use the  information  provided by FIIOC
without seeking additional permission from the Funds.

     2. USE OF  INFORMATION BY  AFFILIATES.  Affiliates may use the  information
provided by FIIOC in communications to individuals, plan trustees, or others who
have  legal  title or  beneficial  interest  in the  annuity  or life  insurance
products issued by Affiliates, and to prospective purchasers of such products or
beneficial  interests  thereunder.  If such  information is contained as part of
larger  pieces of sales  literature,  advertising,  etc.,  such pieces  shall be
furnished  for review to the Funds in accordance  with the terms of  Affiliates'
Participation  Agreements  with the Funds.  Nothing herein shall give Affiliates
the right to expand upon,  reformat or otherwise alter the information  provided
by FIIOC.  Affiliates  acknowledge that the information,  provided them by FIIOC
may need to be supplemented with additional qualifying  information,  regulatory
disclaimers,  or other information  before it may be conveyed to persons outside
Affiliates.

     3.  COMPENSATION  TO COMPANY.  In recognition of the fact that Company will
cause  Affiliates  to respond to inquiries  that  otherwise  would be handled by
FIIOC, FIIOC agrees to pay the Affiliates, in proportion to their Fund holdings,
a quarterly fee computed as follows:

     At the close of each  calendar  quarter,  FIIOC will  determine the Average
Daily Assets held in the Funds by Affiliates.  Average Daily Assets shall be the
sum of the daily  assets for each  calendar  day in the  quarter  divided by the
number of calendar  days in the  quarter.  The  Average  Daily  Assets  shall be
multiplied by 0.0004 (4 basis points) and that sum shall be divided by four. The
resulting  number shall be the quarterly  fee for that  quarter,  which shall be
paid to Company during the following month.

     Should any Participation  Agreement(s) between an Affiliate and any Fund(s)
be  terminated  effective  before  the last day of a quarter,  Company  shall be
entitled to a fee for that portion of the quarter during which the Participation
Agreement was still in effect,  unless such  termination is due to misconduct on
the part of the Affiliate.  For such a stub quarter,  Average Daily Assets shall
be the sum of the daily assets for each calendar day in the quarter  through and
including the date of termination of the Participation Agreement(s),  divided by
the  number  of  calendar  days in that  quarter  for  which  the  Participation
Agreement was in effect. Such Average Daily Assets shall be multiplied by 0.0004
(4 basis  points) and that number shall be  multiplied  by the number of days in
such quarter that the  Participation  Agreement  was in effect,  then divided by
three hundred  sixty-five.  The resulting  number shall be the quarterly fee for
the stub quarter, which shall be paid to Company during the following month.

     Notwithstanding the foregoing,  compensation for each calendar quarter will
not exceed one million dollars ($1,000,000).

     4.  TERMINATION.  This  Agreement  may be terminated by Company at any time
upon written  notice to FIIOC.  FIIOC may terminate  this  Agreement at any time
upon  ninety (90) days'  written  notice to Company.  FIIOC may  terminate  this
Agreement  immediately  upon  written  notice to Company  (1) if required by any
applicable law or regulation,  (2) if so required by action of the Fund(s) Board
of Trustees,  (3) if Company engages in any material breach of this Agreement or
(4) if an  Affiliate  engages in any conduct  which would  constitute a material
breach of this  Agreement  were the  Affiliate  a party to the  Agreement.  This
Agreement  shall  terminate  immediately  and  automatically  with respect to an
Affiliate upon the termination of that  Affiliate's  Participation  Agreement(s)
with the Funds, and in such event no notice need be given hereunder.

     5. INDEMNIFICATION. Company agrees to indemnify and hold harmless FIIOC for
any misuse by any  Affiliate,  their  agents  and/or  brokers,  and any  persons
controlling  Company,  under  common  control with  Company,  or  controlled  by
Company, of the information provided by FIIOC under this Agreement.

     6.  APPLICABLE  LAW. This  Agreement  shall be construed and the provisions
hereof  interpreted under and in accordance with the laws of the Commonwealth of
Massachusetts.

     7. ASSIGNMENT.  This Agreement may not be assigned, except that it shall be
assigned  automatically  to any successor to FIIOC as the Funds' transfer agent,
and any such successor shall be bound by the terms of this Agreement.

     8.  TERMINATION  OF EARLIER  AGREEMENT.  Company  and FIIOC  agree that the
previous Service Agreement between the parties,  dated November 1, 1995, be, and
it hereby is, terminated as of the date of this Agreement.

     IN WITNESS  WHEREOF,  the parties have set their hands as of the date first
written above.

     FIDELITY INVESTMENTS INSTITUTIONAL OPERATIONS COMPANY, INC.

By:      ___________________________
         Thomas J. Fryer
         Vice President

         RELIASTAR LIFE INSURANCE COMPANY

By:      ___________________________

Name:    ___________________________

Title:   ___________________________




                    FEE SCHEDULE FOR QUALIFIED RECIPIENTS OF

Variable Insurance Products Fund - High Income Portfolio
Variable Insurance Products Fund - Equity-Income Portfolio
Variable Insurance Products Fund - Growth Portfolio
Variable Insurance Products Fund - Overseas Portfolio
Variable Insurance Products Fund II - Investment Grade Bond Portfolio
Variable Insurance Products Fund II - Asset Manager Portfolio
Variable Insurance Products Fund II - Contrafund Portfolio
Variable Insurance Products Fund II - Asset Manager: Growth Portfolio
Variable Insurance Products Fund III - Growth Opportunities Portfolio
Variable Insurance Products Fund III - Balanced Portfolio
Variable Insurance Products Fund III - Growth & Income Portfolio

     (1) Those who have signed the Service Agreement,  who meet the requirements
of paragraph (4) below, and who render distribution,  administrative support and
recordkeeping  services as described  therein,  will hereafter be referred to as
"Qualified Recipients."

     (2)  Qualified  Recipients  who  perform  distribution  services  for their
clients  including,  without  limitations,  sale of Portfolio shares,  answering
routine  client   inquiries  about  the   Portfolio(s),   completing   Portfolio
applications  for the client,  and producing  Portfolio sales brochures or other
marketing  materials,  will earn a quarterly fee at an annualized  rate of 0.06%
(six basis points) of the average aggregate net assets of their clients invested
in the Portfolios.

     (3) The fees paid to each  Qualified  Recipient will be calculated and paid
quarterly.  Checks will be mailed to each Qualified Recipient by the 30th of the
following month.

     (4) In order to be assured of receiving  payment under this Agreement for a
given  calendar  quarter,  a Qualified  Recipient  must have  insurance  company
clients with a minimum of $100 million of average net assets in the aggregate in
the mutual fund portfolios  shown below.  For any calendar  quarter during which
assets in these  portfolios  are in the aggregate  less than $100  million,  the
amount of  qualifying  assets may be  considered  to be zero for the  purpose of
computing the payments due.

Variable Insurance Products Fund - Equity-Income Portfolio
Variable Insurance Products Fund - Growth Portfolio
Variable Insurance Products Fund - Overseas Portfolio
Variable Insurance Products Fund II - Asset Manager Portfolio
Variable Insurance Products Fund II - Contrafund Portfolio
Variable Insurance Products Fund II - Asset Manager: Growth Portfolio
Variable Insurance Products Fund III - Growth Opportunities Portfolio
Variable Insurance Products Fund III - Balanced Portfolio
Variable Insurance Products Fund III - Growth & Income Portfolio





April 7, 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.
20 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. 20 to  Registration  Statement  on Form N-4 (File No.  2-75185) of ReliaStar
Select  Variable  Account  filed  under  the  Securities  Act of  1933  and  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, and to the reference 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
April 2, 1997




<TABLE>
<CAPTION>


                                                      SELECT ANNUITY II


                                    FIDELITY HIGH INCOME

                                                       Year end        Less "Avg"       Year end
Date           Deposit     NQ UV            # Units     Value          Cont Fee         Units

<S>   <C>      <C>         <C>             <C>          <C>            <C>              <C>  
05/01/88       $1,000.00   $10.000000      100.000
05/01/89                   $10.404402      100.000      $1,040.44      $1,039.25        99.886
05/01/90                    $9.353284       99.886        $934.26        $933.07        99.758
05/01/91                   $10.912902       99.758      $1,088.65      $1,087.46        99.649
05/01/92                   $14.317550       99.649      $1,426.73      $1,425.54        99.566
05/01/93                   $16.474868       99.566      $1,640.34      $1,639.15        99.494
05/01/94                   $17.956297       99.494      $1,786.54      $1,785.35        99.428
05/01/95                   $19.264868       99.428      $1,915.46      $1,914.27        99.366
05/01/96                   $22.152387       99.366      $2,201.19      $2,200.00        99.312
12/31/96                   $23.783452       99.312      $2,361.99      $2,360.80        99.262


                  Cash Surrender Value               $2,360.80
                  Total Return Incep to Date           136.08%
                  Average Annual Return                 10.41%


                                                        Year end       Less "Avg"       Year end
Date           Deposit     NQ UV            # Units     Value          Cont Fee         Units

12/31/91       $1,000.00   $12.645390       79.080
12/31/92                   $15.358081       79.080      $1,214.52      $1,213.33        79.003
12/31/93                   $18.267803       79.003      $1,443.21      $1,442.02        78.938
12/31/94                   $17.752537       78.938      $1,401.34      $1,400.15        78.871
12/31/95                   $21.133192       78.871      $1,666.79      $1,665.60        78.814
12/31/96                   $23.783452       78.814      $1,874.47      $1,873.28        78.764


                  Cash Surrender Value                $1,873.28
                  Total Return Five Years                87.33%
                  Average Annual Return                  13.38%


                                                        Year end       Less "Avg"       Year end
Date         Deposit       NQ UV    # Units             Value          Cont Fee         Units

12/31/95     $1,000.00     $21.133192       47.319
12/31/96                   $23.783452       47.319      $1,125.41      $1,124.22        47.269


                                                     Contract Value    Surrender Value
                  Ending Value                           $ 1,124.22         $1,079.22
                  Total Return One Year                      12.42%             7.92%
                  Average Annual Return                      12.42%             7.92%


                                    FIDELITY ASSET MANAGER


                                                        Year end       Less "Avg"       Year end
Date         Deposit       NQ UV            # Units     Value          Cont Fee         Units

05/01/91    $1,000.00      $10.000000      100.000
05/01/92                   $11.187626      100.000      $1,118.76      $1,117.57        99.894
05/01/93                   $12.574592       99.894      $1,256.12      $1,254.93        99.799
05/01/94                   $13.456643       99.799      $1,342.96      $1,341.77        99.711
05/01/95                   $13.615616       99.711      $1,357.62      $1,356.43        99.623
05/01/96                   $15.714509       99.623      $1,565.53      $1,564.34        99.547
12/31/96                   $17.170144       99.547      $1,709.24       1,708.05        99.478


                                                     Contract Value
                  Ending Value                        $1,708.05
                  Total Return Incep to Date             70.81%
                  Average Annual Return                   9.89%


                                                        Year end      Less "Avg"        Year end
Date          Deposit      NQ UV            # Units      Value        Cont Fee          Units

12/31/91    $1,000.00      $10.752734       93.000
12/31/92                   $11.878632       93.000      $1,104.71      $1,103.52        92.899
12/31/93                   $12.775106       92.899      $1,186.80      $1,185.61        92.806
12/31/94                   $13.150044       92.806      $1,220.41      $1,219.22        92.716
12/31/95                   $15.180714       92.716      $1,407.49      $1,406.30        92.637
12/31/96                   $17.170144       92.637      $1,590.60      $1,589.41        92.568


                  Cash Surrender Value               $1,589.41
                  Total Return Five Years               58.94%
                  Average Annual Return                  9.71%


                                                        Year end       Less "Avg"       Year end
Date         Deposit       NQ UV            # Units     Value          Cont Fee         Units

12/31/95     $1,000.00     $15.180714       65.873
12/31/96                   $17.170144       65.873      $1,131.05      $1,129.86        65.804


                                            Contract Value    Surrender Value
                  Ending Value                   $1,129.86         $1,084.86
                  Total Return One Year             12.99%             8.49%
                  Average Annual Return             12.99%             8.49%


                                    FIDELITY INDEX


                                                         Year end     Less "Avg"        Year end
Date          Deposit      NQ UV            # Units      Value        Cont Fee          Units

05/03/93     $1,000.00     $10.000000      100.000
05/03/94                   $10.353938      100.000       $1,035.39     $1,034.20        99.885
05/03/95                   $12.055704       99.885       $1,204.18     $1,202.99        99.786
05/03/96                   $14.999780       99.786       $1,496.77     $1,495.58        99.707
12/31/96                   $17.400610       99.707       $1,734.96     $1,733.77        99.639


                                                     Contract Value    Surrender Value
                  Ending Value                            $1,733.77        $1,688.77
                  Total Return Incep to Date                 73.38%           68.88%
                  Average Annual Return                      16.20%           15.37%


                                                          Year end     Less "Avg"       Year end
Date          Deposit      NQ UV            # Units       Value        Cont Fee         Units

12/31/95     $1,000.00     $14.354982       69.662
12/31/96                   $17.400610       69.662        $1,212.17    $1,210.98        69.594


                                                     Contract Value     Surrender Value
                  Ending Value                            $1,210.98       $1,165.98
                  Total Return One Year                     21.10%           16.60%
                  Average Annual Return                     21.10%           16.60%


                                    FIDELITY EQUITY INCOME


                                                          Year end     Less "Avg"       Year end
Date          Deposit      NQ UV            # Units       Value        Cont Fee         Units

05/01/88      $1,000.00    $10.000000      100.000
05/01/89                   $12.078601      100.000        $1,207.86    $1,206.67        99.901
05/01/90                   $11.361462       99.901        $1,135.03    $1,133.84        99.797
05/01/91                   $12.208203       99.797        $1,218.34    $1,217.15        99.699
05/01/92                   $14.421709       99.699        $1,437.83    $1,436.64        99.617
05/01/93                   $16.916194       99.617        $1,685.14    $1,683.95        99.546
05/01/94                   $18.514489       99.546        $1,843.05    $1,841.86        99.482
05/01/95                   $21.679328       99.482        $2,156.71    $2,155.52        99.427
05/01/96                   $27.241681       99.427        $2,708.57    $2,707.38        99.384
12/31/96                   $29.138557       99.384        $2,895.89    $2,894.70        99.343


                  Cash Surrender Value              $2,894.70
                  Total Return Incep to Date          189.47%
                  Average Annual Return                13.04%


                                                         Year end      Less "Avg"       Year end
Date            Deposit    NQ UV            # Units       Value        Cont Fee         Units

12/31/91      $1,000.00    $13.610141       73.475
12/31/92                   $15.713240       73.475        $1,154.52    $1,153.33        73.399
12/31/93                   $18.333006       73.399        $1,345.62    $1,344.43        73.334
12/31/94                   $19.374325       73.334        $1,420.80    $1,419.61        73.273
12/31/95                   $25.834771       73.273        $1,892.98    $1,891.79        73.226
12/31/96                   $29.138557       73.226        $2,133.71    $2,132.52        73.186


                  Cash Surrender Value               $2,132.52
                  Total Return Five Years              113.25%
                  Average Annual Return                 16.35%


                                                          Year end     Less "Avg"       Year end
Date          Deposit      NQ UV            # Units       Value        Cont Fee         Units

12/31/95      $1,000.00    $25.834771       38.708
12/31/96                   $29.138557       38.708        $1,127.88    $1,126.69        38.667


                                                     Contract Value    Surrender Value
                  Ending Value                           $1,126.69         $1,081.69
                  Total Return One Year                     12.67%             8.17%
                  Average Annual Return                     12.67%             8.17%


                                    FIDELITY INVESTMENT GRADE


                                                          Year end     Less "Avg"       Year end
Date          Deposit      NQ UV            # Units       Value        Cont Fee         Units

05/01/91      $1,000.00    $10.000000      100.000
05/01/92                   $11.017934      100.000        $1,101.79    $1,100.60        99.892
05/01/93                   $12.167380       99.892        $1,215.42    $1,214.23        99.794
05/01/94                   $12.169458       99.794        $1,214.44    $1,213.25        99.696
05/01/95                   $12.682113       99.696        $1,264.36    $1,263.17        99.603
05/01/96                   $13.580406       99.603        $1,352.64    $1,351.45        99.515
12/31/96                   $14.254215       99.515        $1,418.51    $1,417.32        99.431


                                                     Contract Value
                  Ending Value                       $1,417.32
                  Total Return Incep to Date            41.73%
                  Average Annual Return                  6.34%


                                                          Yea end      Less "Avg"       Yearend
Date            Deposit    NQ UV            # Units       Value        Cont Fee         Units

12/31/91      $1,000.00    $11.035955       90.613
12/31/92                   $11.617133       90.613        $1,052.66    $1,051.47        90.510
12/31/93                   $12.723420       90.510        $1,151.60    $1,150.41        90.417
12/31/94                   $12.086843       90.417        $1,092.86    $1,091.67        90.318
12/31/95                   $13.997190       90.318        $1,264.21    $1,263.02        90.233
12/31/96                   $14.254215       90.233        $1,286.21    $1,285.02        90.150


                  Cash Surrender Value               $1,285.02
                  Total Return Five Years               28.50%
                  Average Annual Return                  5.14%


                                                          Year end     Less "Avg"       Year end
Date           Deposit     NQ UV            # Units       Value        Cont Fee         Units

12/31/95      $1,000.00    $13.997190       71.443
12/31/96                   $14.254215       71.443        $1,018.36    $1,017.17        71.359


                                                     Contract Value    Surrender Value
                  Ending Value                           $1,017.17          $972.17
                  Total Return One Year                      1.72%           -2.78%
                  Average Annual Return                      1.72%           -2.78%


                                    FIDELITY GROWTH

                                                          Year end     Less "Avg"       Year end
Date          Deposit      NQ UV            # Units       Value        Cont Fee         Units

05/01/88      $1,000.00    $10.000000      100.000
05/01/89                   $11.688496      100.000        $1,168.85    $1,167.66        99.898
05/01/90                   $12.530589       99.898        $1,251.78    $1,250.59        99.803
05/01/91                   $13.796565       99.803        $1,376.94    $1,375.75        99.717
05/01/92                   $16.302472       99.717        $1,625.63    $1,624.44        99.644
05/01/93                   $18.719326       99.644        $1,865.27    $1,864.08        99.580
05/01/94                   $20.861349       99.580        $2,077.38    $2,076.19        99.523
05/01/95                   $22.775885       99.523        $2,266.73    $2,265.54        99.471
05/01/96                   $30.762972       99.471        $3,060.03    $3,058.84        99.432
12/31/96                   $31.855909       99.432        $3,167.51    $3,166.32        99.395


                  Cash Surrender Value               $3,166.32
                  Total Return Incep to Date           216.63%
                  Average Annual Return                 14.21%


                                                          Yea end      Less "Avg"       Year end
Date             Deposit   NQ UV            # Units       Value        Cont Fee         Units

12/31/91      $1,000.00    $16.787539       59.568
12/31/92                   $18.113264       59.568        $1,078.97    $1,077.78        59.502
12/31/93                   $21.341200       59.502        $1,269.85    $1,268.66        59.447
12/31/94                   $21.060831       59.447        $1,251.99    $1,250.80        59.390
12/31/95                   $28.140162       59.390        $1,671.25    $1,670.06        59.348
12/31/96                   $31.855909       59.348        $1,890.58    $1,889.39        59.310


                  Cash Surrender Value               $1,889.39
                  Total Return Five Years               88.94%
                  Average Annual Return                 13.57%


                                                            Yea end    Less "Avg"       Year end
Date            Deposit    NQ UV            # Units         Value      Cont Fee         Units

12/31/95      $1,000.00    $28.140162       35.536
12/31/96                   $31.855909       35.536         $1,132.04   $1,130.85        35.499

                                                       Contract Value  Surrender Value
                  Ending Value                             $1,130.85       $1,085.85
                  Total Return One Year                        13.09%          8.59%
                  Average Annual Return                        13.09%          8.59%


                                    FIDELITY OVERSEAS


                                                          Yearend      Less "Avg"       Year   end
Date          Deposit      NQ UV            # Units       Value        Cont Fee         Units

05/01/88      $1,000.00    $10.000000      100.000
05/01/89                   $10.843678      100.000        $1,084.37    $1,083.18        99.890
05/01/90                   $12.685866       99.890        $1,267.19    $1,266.00        99.796
05/01/91                   $12.739445       99.796        $1,271.35    $1,270.16        99.703
05/01/92                   $13.513125       99.703        $1,347.30    $1,346.11        99.615
05/01/93                   $13.786940       99.615        $1,373.39    $1,372.20        99.529
05/01/94                   $16.490896       99.529        $1,641.32    $1,640.13        99.457
05/01/95                   $15.984847       99.457        $1,589.80    $1,588.61        99.382
05/01/96                   $17.999654       99.382        $1,788.84    $1,787.65        99.316
12/31/96                   $19.035391       99.316        $1,890.52    $1,889.33        99.253


                  Cash Surrender Value               $1,889.33
                  Total Return Incep to Date            88.93%
                  Average Annual Return                   7.61%


                                                          Year end      Less "Avg"       Year end
Date            Deposit    NQ UV            # Units       Value         Cont Fee         Units

12/31/91      $1,000.00    $13.129750       76.163
12/31/92                   $11.570592       76.163         $881.25       $880.06        76.060
12/31/93                   $15.672706       76.060       $1,192.07     $1,190.88        75.984
12/31/94                   $15.736612       75.984       $1,195.73     $1,194.54        75.909
12/31/95                   $17.036049       75.909       $1,293.18     $1,291.99        75.839
12/31/96                   $19.035391       75.839       $1,443.62     $1,442.43        75.776


                  Cash Surrender Value               $1,442.43
                  Total Return Five Years               44.24%
                  Average Annual Return                  7.60%


                                                          Yea end      Less "Avg"       Yearend
Date             Deposit   NQ UV            # Units       Value        Cont Fee         Units

12/31/95      $1,000.00    $17.036049       58.699
12/31/96                   $19.035391       58.699       $1,117.36     $1,116.17        58.637

                                                     Contract Value    Surrender Value
                  Ending Value                           $1,116.17         $1,071.17
                  Total Return One Year                     11.62%             7.12%
                  Average Annual Return                     11.62%             7.12%


                                    PCM  DIVERSIFIED INCOME FUND

                                                          Yearend      Less "Avg"       Yearend
Date            Deposit    NQ UV            # Units       Value        Cont Fee         Units

05/02/94      $1,000.00    $10.000000      100.000
05/02/95                   $10.531194      100.000        $1,053.12    $1,051.93        99.887
05/02/96                   $11.525142       99.887        $1,151.21    $1,150.02        99.784
12/31/96                   $12.428937       99.784        $1,240.21    $1,239.02        99.688


                                                     Contract Value    Surrender Value
                  Ending Value                          $1,239.02          $1,194.02
                  Total Return Incep to Date               23.90%             19.40%
                  Average Annual Return                     8.36%              6.87%


                                                          Year end     Less "Avg"       Year end
Date            Deposit    NQ UV            # Units       Value        Cont Fee         Units

12/31/95      $1,000.00    $11.574062       86.400
12/31/96                   $12.428937       86.400        $1,073.86    $1,072.67        86.304


                                                     Contract Value    Surrender Value
                  Ending Value                          $1,072.67          $1,027.67
                  Total Return One Year                     7.27%              2.77%
                  Average Annual Return                     7.27%              2.77%


                                    PCM GROWTH AND INCOME

                                                          Year end      Less "Avg"      Year end
Date            Deposit    NQ UV            # Units       Value         Cont Fee        Units

05/02/94      $1,000.00    $10.000000      100.000
05/02/95                   $11.398498      100.000        $1,139.85    $1,138.66        99.896
05/02/96                   $14.462853       99.896        $1,444.78    $1,443.59        99.813
12/31/96                   $16.447109       99.813        $1,641.64    $1,640.45        99.741

                                                     Contract Value    Surrender Value
                  Ending Value                           $1,640.45         $1,595.45
                  Total Return Incep to Date                64.05%            59.55%
                  Average Annual Return                     20.38%            19.13%


                                                          Year end     Less "Avg"       Year end
Date             Deposit   NQ UV            # Units       Value        Cont Fee         Units

12/31/95      $1,000.00    $13.669050       73.158
12/31/96                   $16.447109       73.158        $1,203.24    $1,202.05        73.086


                                                     Contract Value    Surrender Value
                  Ending Value                           $1,202.05        $1,157.05
                  Total Return One Year                     20.20%           15.70%
                  Average Annual Return                     20.20%           15.70%


                                    PCM UTILITIES GROWTH AND INCOME

                                                          Year end   Less "Avg"         Year end
Date              Deposit  NQ UV            # Units       Value      Cont Fee           Units

05/02/94       $1,000.00   $10.000000      100.000
05/02/95                   $10.490760      100.000        $1,049.08    $1,047.89        99.887
05/02/96                   $12.612349       99.887        $1,259.80    $1,258.61        99.792
12/31/96                   $14.389342       99.792        $1,435.94    $1,434.75        99.710


                                                     Contract Value    Surrender Value
                  Ending Value                          $1,434.75         $1,389.75
                  Total Return Incep to Date               43.48%            38.98%
                  Average Annual Return                    14.49%            13.13%


                                                          Year end   Less "Avg"        Year end
Date            Deposit    NQ UV            # Units       Value      Cont Fee           Units

12/31/95      $1,000.00    $12.590873       79.423
12/31/96                   $14.389342       79.423        $1,142.84    $1,141.65        79.340


                                                     Contract Value    Surrender Value
                  Ending Value                           $1,141.65         $1,096.65
                  Total Return One Year                     14.16%             9.66%
                  Average Annual Return                     14.16%             9.66%


                                    PCM VOYAGER

                                                         Year end    Less "Avg"         Year end
Date            Deposit    NQ UV            # Units      Value       Cont Fee           Units

05/02/94     $1,000.00     $10.000000      100.000
05/02/95                   $11.307525      100.000       $1,130.75     $1,129.56        99.895
05/02/96                   $15.905648       99.895       $1,588.89     $1,587.70        99.820
12/31/96                   $16.201091       99.820       $1,617.19     $1,616.00        99.746


                                                     Contract Value    Surrender Value
                  Ending Value                           $1,616.00          $1,571.00
                  Total Return Incep to Date                 61.60%            57.10%
                  Average Annual Return                      19.70%            18.44%


                                                          Year end     Less "Avg"       Yearend
Date             Deposit   NQ UV            # Units       Value        Cont Fee         Units

12/31/95      $1,000.00    $14.531254       68.817
12/31/96                   $16.201091       68.817       $1,114.91     $1,113.72        68.744


                                                     Contract Value    Surrender Value
                  Ending Value                           $1,113.72          $1,068.72
                  Total Return One Year                      11.37%             6.87%
                  Average Annual Return                      11.37%             6.87%

</TABLE>


<TABLE>
<CAPTION>

Current & Effective Yield (net of all contract fees) December, 1996

         Unit Value        Unit Value          Net            7 Day        Current        Effective
Fund      12/24/96           12/31/96        Change          Return         Yield           Yield
<S>       <C>              <C>               <C>             <C>            <C>             <C> 
FMM      $14.651118        $14.662248       $0.010796         0.0737%       3.84%           3.92%

</TABLE>

Note:     Net Change = 12/31 Unit Value - 12/24 Unit Value - Hypothetical Weekly
            Fee 
          Current Yield = 7 Day Return x 365/7
          Effective Yield = [ (7 Day Return + 1) ^ (365/7) ] - 1

Calculation of Average Weekly Contract Fee per Money Market Unit December, 1996

         Annual Fee        Stated as        Unit Value
         as Percent of     a Weekly         12/24/96          Hypothetical
         Avg Invested $    Fee              (Invested $)      Weekly Fee

         0.119%            0.0023%          $14.651118        $0.000334


           DESCRIPTION OF RETURNS BASED ON UNDERLYING FUND PERFORMANCE

The company may at times quote average  annual  returns for periods prior to the
Sub-Accounts  commenced  operations.   Such  performance   information  for  the
Sub-Accouns  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. The following provides the details in providing such returns.

                          AVERAGE ANNUAL TOTAL RETURNS

The company may at times quote average annual returns that reflect net recurring
charges and any applicable  surrender charges. The following is the formula used
to provide such returns.

TR   = ((1 + TRsa - SC) ^ (1/N)) - 1

Where:

TR   = The average  annual  total  return of the  Sub-Account  net of  recurring
       charges and any applicable surrender charge for the period.

TRf  = Total  return  of the fund for the  period,  provided  by the  investment
       company.

TRsa = Total  return  of the fund for the  period,  provided  by the  investment
       company, adjusted for the annual contract charge (AP) and separate 
       acccount annual expenses (AE) or the following formula:

         ((1 + TRf) * (((1 - AE) * (1 - AP)) ^ N)) - 1.

SC   = Applicable surrender charge at the end of period.

AP   = Annual Contract Charge as an equivalent  annual percent charge (AP) based
       on the average net assets in the Variable  Account and Fixed Account 
       during the preceeding year. (ie Select Annuity II would be .119%)

AE   = Total Seperate  Account Annual  Expenses  consisting of the mortality and
       expense risk premium and the  administration  charge. (ie Select Annuity 
       II would be 1.30%)

N    = The number of years (N) in the period.

                          OTHER AVERAGE ANNUAL RETURNS

In addition,  the company may at times quote average  annual returns that do not
reflect the Surrender  Charge.  These are  calculated in exactly the same way as
the average  anual total  returns  described  above,  except that the  surrender
charge is ignored as the following formula demonstrates.

TR   = ((1 + TRsa) ^ (1/N)) - 1

Where:

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


<TABLE> <S> <C>


<ARTICLE>                     6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL  INFORMATION  EXTRACTED FROM THE ANNUAL
REPORT TO  SHAREHOLDERS  FOR THE YEAR ENDED  DECEMBER 31, 1996,  ANNUAL REPORT -
FORM N-SAR FOR THE YEAR ENDED DECEMBER 31, 1996, AND ANNUAL NOTICE OF SECURITIES
SOLD  PURSUANT TO RULE 24f-2 AND IS  QUALIFIED  IN ITS  ENTIRETY BY REFERENCE TO
SUCH DOCUMENTS
</LEGEND>
<CIK>     0000356778
<NAME>    ReliaStar Select Variable Account 
<SERIES>
   <NUMBER> 1
   <NAME>   Select*Annunity II
<MULTIPLIER>                                   1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                              DEC-31-1996
<PERIOD-START>                                 JAN-01-1996
<PERIOD-END>                                   DEC-31-1996
<INVESTMENTS-AT-COST>                          477,706
<INVESTMENTS-AT-VALUE>                         558,869
<RECEIVABLES>                                  0
<ASSETS-OTHER>                                 0
<OTHER-ITEMS-ASSETS>                           0
<TOTAL-ASSETS>                                 558,869
<PAYABLE-FOR-SECURITIES>                       0
<SENIOR-LONG-TERM-DEBT>                        0
<OTHER-ITEMS-LIABILITIES>                      621
<TOTAL-LIABILITIES>                            621
<SENIOR-EQUITY>                                0
<PAID-IN-CAPITAL-COMMON>                       477,706
<SHARES-COMMON-STOCK>                          32,298,081
<SHARES-COMMON-PRIOR>                          22,791,039
<ACCUMULATED-NII-CURRENT>                      15,974
<OVERDISTRIBUTION-NII>                         0
<ACCUMULATED-NET-GAINS>                        27,098
<OVERDISTRIBUTION-GAINS>                       0
<ACCUM-APPREC-OR-DEPREC>                       81,163
<NET-ASSETS>                                   558,869
<DIVIDEND-INCOME>                              7,818
<INTEREST-INCOME>                              0
<OTHER-INCOME>                                 15,324
<EXPENSES-NET>                                 7,168
<NET-INVESTMENT-INCOME>                        15,974
<REALIZED-GAINS-CURRENT>                       15,202
<APPREC-INCREASE-CURRENT>                      20,697
<NET-CHANGE-FROM-OPS>                          51,873
<EQUALIZATION>                                 0
<DISTRIBUTIONS-OF-INCOME>                      0
<DISTRIBUTIONS-OF-GAINS>                       0
<DISTRIBUTIONS-OTHER>                          0
<NUMBER-OF-SHARES-SOLD>                        11,404,875
<NUMBER-OF-SHARES-REDEEMED>                    1,897,833
<SHARES-REINVESTED>                            0
<NET-CHANGE-IN-ASSETS>                         180,804
<ACCUMULATED-NII-PRIOR>                        0
<ACCUMULATED-GAINS-PRIOR>                      0
<OVERDISTRIB-NII-PRIOR>                        0
<OVERDIST-NET-GAINS-PRIOR>                     0
<GROSS-ADVISORY-FEES>                          0
<INTEREST-EXPENSE>                             0
<GROSS-EXPENSE>                                0
<AVERAGE-NET-ASSETS>                           0
<PER-SHARE-NAV-BEGIN>                          0
<PER-SHARE-NII>                                0
<PER-SHARE-GAIN-APPREC>                        0
<PER-SHARE-DIVIDEND>                           0
<PER-SHARE-DISTRIBUTIONS>                      0
<RETURNS-OF-CAPITAL>                           0
<PER-SHARE-NAV-END>                            0
<EXPENSE-RATIO>                                0
<AVG-DEBT-OUTSTANDING>                         0
<AVG-DEBT-PER-SHARE>                           0
        

</TABLE>


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