OHIO NATIONAL VARIABLE ACCOUNT B
485BPOS, 1995-08-01
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<PAGE>   1





                                        File No. 2-91214* 
                                             811-1979

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    FORM N-4
   
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933                   /X/
   Pre-Effective Amendment No.                                            / /
   Post-Effective Amendment No. 16                                        /X/
                                --
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940           /X/
Amendment No. 21                                                          /X/
    
                    
                       --------------------------------
                           (Exact Name of Registrant)
                        OHIO NATIONAL VARIABLE ACCOUNT B

                              (Name of Depositor)
                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
              (Address of Depositor's Principal Executive Offices)
                          237 William Howard Taft Road
                             Cincinnati, Ohio 45219
                         (Depositor's Telephone Number)
                               (513) 861-3600                        
                       --------------------------------
                    (Name and Address of Agent for Service)
             Ronald L. Benedict, Second Vice President and Counsel
                    The Ohio National Life Insurance Company
                                  P.O. Box 237
                            Cincinnati, Ohio  45201

                                   Notice to:
                           W. Randolph Thompson, Esq.
                                 Jones & Blouch
                         2100 Pennsylvania Avenue, N.W.
                            Washington, D.C. 20037                  
                       --------------------------------

Approximate Date of Proposed Public Offering:  As soon after the effective date
of this amendment as is practicable.

Registrant has heretofore registered an indefinite amount of securities under
the Securities Act of 1933 pursuant to Rule 24f-2 and on February 16, 1995
filed its Rule 24f-2 Notice for its most recent fiscal year.**

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

      -----  immediately upon filing pursuant to paragraph (b)
      -----  on (date) pursuant to paragraph (b)
      -----  60 days after filing pursuant to paragraph (a)(i)
        X
      -----  on October 2, 1995, pursuant to paragraph (a)(i)
      -----  75 days after filing pursuant to paragraph (a)(ii)
      -----  on (date) pursuant to paragraph (a)(ii) of Rule 485.
    
If appropriate, check the following box:
      -----  this post-effective amendment designates a new effective date for
             a previously filed post-effective amendment.
<PAGE>   2
*     The prospectus contained in this registration statement also
relates to variable annuity contracts no longer being sold but for which
additional purchase payments are accepted and which are covered by earlier
registration statements under Files No. 2-36591, 2-73471, 2-68456 and 2-78653.

**    Certain contracts filed pursuant to Files No. 2-73471 and 2-68456
contain a Guarantee of the Depositor.  The value of the contracts to which the
Guarantee relates is indeterminable.  Pursuant to Rule 456(m) under the 1933
Act, no separate fee is being paid for the Guarantee.





<TABLE>

                                  OHIO NATIONAL VARIABLE ACCOUNT B


<CAPTION>
N-4 Item                          Caption in Prospectus
--------                          ---------------------
  <S>                            <C>                                               
   1                              Cover Page

   2                              Glossary of Special Terms

   3                              Not applicable

   4                              Accumulation Unit Values

   5                              The Ohio National Companies

   6                              Deductions and Expenses

   7                              Description of Variable Annuity Contracts

   8                              Annuity Period

   9                              Death Benefit

   10                             Accumulation Period

   11                             Surrender and Partial Withdrawal
                                  
   12                             Federal Tax Status

   13                             Not applicable

   14                             Table of Contents

                                  Caption in Statement of Additional Information
                                  ----------------------------------------------

   15                             Cover Page

   16                             Table of Contents
                                  
   17                             Not applicable

   18                             Custodian
                                  Independent Certified Public Accountants
</TABLE>
<PAGE>   3

<TABLE>
  <S>                             <C>                                               
   19                              See Prospectus (Distribution of Variable Annuity Contracts)

   20                              Underwriter

   21                              Calculation of Money Market Subaccount Yield
                                   Total Return

   22                              See Prospectus (Annuity Period)
                                   
   23                              Financial Statements

                                   Caption in Part C
                                   -----------------

   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 Contractowners

   28                              Indemnification

   29                              Principal Underwriter

   30                              Location of Accounts and Records

   31                              Not applicable

   32                              Not applicable
</TABLE>
<PAGE>   4





                                     PART A

                                   PROSPECTUS
<PAGE>   5





                                   PROSPECTUS
                           FLEXIBLE PURCHASE PAYMENT
            INDIVIDUAL NON-TAX QUALIFIED VARIABLE ANNUITY CONTRACTS
                       OHIO NATIONAL VARIABLE ACCOUNT B
                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                          237 WILLIAM HOWARD TAFT ROAD
                             CINCINNATI, OHIO 45219
                            TELEPHONE (513) 559-6452

This prospectus offers a multiple funded, flexible purchase payment, individual
variable annuity contract, designed for non-tax qualified retirement plans,
that provides for the accumulation of values and the payment of annuity
benefits on a variable and/or fixed basis.  Unless specifically stated
otherwise, only provisions relating to the variable portion of the contracts
are described in this prospectus.  The fixed portion ("Guaranteed Accumulation
Account") is briefly described in an appendix to the Statement of Additional
Information.

Variable annuities are designed to provide lifetime annuity payments which will
vary with the investment results of the investment vehicle chosen.  The
accumulation value of a contract will vary with the investment performance of
Ohio National Fund, Inc.  (the "Fund"), prior to the annuity payout date, and
the amount of each annuity payment will vary with the Fund's investment
performance subsequent to the commencement of annuity payments.  There can be
no assurance that the value of a contract during the years prior to the annuity
payout date or the aggregate amount of annuity payments received after such
date will equal or exceed the purchase payments made therefor.

The variable annuity contracts offered by this prospectus are flexible purchase
payment contracts designed to be sold on an individual basis for use in
retirement plans which do not qualify for special tax treatment under the
Internal Revenue Code.

The minimum purchase payment is $25.  Payments after the first payment may be
made at any time.  Generally the maximum purchase payment is $10,000 per year.

   
Purchase payments are allocated to one or more subaccounts of Ohio National
Variable Account B ("VAB") in such portion as the contract owner may choose.
VAB is a separate account established by The Ohio National Life Insurance
Company ("Ohio National Life").  The assets of VAB are invested in shares of
the Fund, a mutual fund having nine portfolios in which the contracts' assets
may be invested: Equity Portfolio, Money Market Portfolio, Bond Portfolio, Omni
Portfolio, International Portfolio, Capital Appreciation Portfolio, Small Cap
Portfolio, Global Contrarian Portfolio and Aggressive Growth Portfolio.  (See
the accompanying prospectus of the Fund.)

All or part of the contract's accumulation value may be withdrawn before the
annuity payout date.  Amounts withdrawn may be subject to federal income tax
penalties, and a contingent deferred sales charge may be assessed equal to 
7 3/4% of total purchase payments made during the 96 months immediately
preceding the withdrawal, or 7 3/4 % of the amount withdrawn, if less.  After 
the first year, up to 10% of the accumulation value may be withdrawn each year
without this charge.
    

The contracts offered hereby may be revoked by the purchaser without penalty
within 20 days of their delivery.

   
This prospectus should be retained for future reference.  It sets forth the
information about VAB and the variable annuity contracts offered by this
prospectus that you should know before investing.  Additional information about
VAB has been filed with the Securities and Exchange Commission in a Statement
of Additional Information dated October 2, 1995.  The Statement of Additional
Information is incorporated herein by reference and is available upon request
and without charge by writing or calling Ohio National Life at the above
address.  The table of contents for the Statement of Additional Information is
on page 2.
    

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY
OF THIS PROSPECTUS.  ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
THIS PROSPECTUS SHOULD BE ACCOMPANIED BY THE CURRENT PROSPECTUS OF OHIO
NATIONAL FUND, INC.
                                OCTOBER 2, 1995


<PAGE>   6
                               TABLE OF CONTENTS
<TABLE>
<S>                                                 <C>
Fee Table . . . . . . . . . . . . . . . . . . . .   3
Accumulation Unit Values  . . . . . . . . . . . .   4
  Financial Statements  . . . . . . . . . . . . .   5

The Ohio National Companies . . . . . . . . . . .   5
  Ohio National Life  . . . . . . . . . . . . . .   5
  Ohio National Variable Account B  . . . . . . .   5
  Ohio National Fund, Inc.  . . . . . . . . . . .   5

Distribution of Variable Annuity Contracts  . . .   6

Deductions and Expenses
  Contingent Deferred Sales Charge  . . . . . . .   6
  Contract Administration Charge  . . . . . . . .   6
  Deduction for Administrative Expenses . . . . .   6
  Deduction for Risk Undertakings . . . . . . . .   7
  Transfer Fee  . . . . . . . . . . . . . . . . .   7
  Deduction for State Premium Tax . . . . . . . .   7
  Fund Expenses . . . . . . . . . . . . . . . . .   7

Description of Variable Annuity Contracts . . . .   7
  20-Day Free Look  . . . . . . . . . . . . . . .   7
  Accumulation Period . . . . . . . . . . . . . .   7
  Annuity Period  . . . . . . . . . . . . . . . .  10
  Other Contract Provisions . . . . . . . . . . .  12
  Performance Data  . . . . . . . . . . . . . . .  12

Federal Tax Status  . . . . . . . . . . . . . . .  13

Prior Contracts . . . . . . . . . . . . . . . . .  14
Accumulation Unit Values for
  Prior Contracts . . . . . . . . . . . . . . . .  15

                     Statement of Additional Information

Custodian
Independent Certified Public Accountants
Underwriter
Calculation of Money Market Subaccount Yield
Total Return
Financial Statements for VAB and Ohio National Life
Appendix: Guaranteed Accumulation Account
</TABLE>

                           GLOSSARY OF SPECIAL TERMS

Accumulation Period - The period prior to the annuity payout date and during
the lifetime of the annuitant.

Accumulation Unit - A unit of measure used to determine the value of contracts
during the accumulation period.

Accumulation Value - The cash value of an annuity contract before the annuity
payout date.

Annuitant - Any natural person who is to receive or is receiving annuity
payments and upon whose continuation of life annuity payments with life
contingencies depend.

Annuity Payout Date - The date on which annuity payments are to begin.

Annuity Payments - Periodic payments made to an annuitant pursuant to an
annuity contract.

Annuity Unit - A unit of measure used to determine the second and subsequent
variable annuity payments and reflecting the investment performance of the
Fund.

Fund Shares - Shares of Ohio National Fund, Inc., or shares of another
registered open-end investment company substituted therefor.

Owner - During the lifetime of the designated annuitant and prior to the
specified annuity payout date, the owner is the person in whose name the
contract is registered.  On and after the annuity payout date the annuitant
becomes the owner.  After the death of the annuitant, the beneficiary becomes
the owner.

Purchase Payments - The amount of payments made by the owner or on his behalf
under the annuity contract.

Settlement - The application of the accumulation value of an annuity contract
under the settlement provisions contained therein.
   
Subaccount - The Equity subaccount, Money Market subaccount, Bond subaccount,
Omni subaccount, International subaccount, Capital Appreciation subaccount,
Small Cap subaccount, Global Contrarian subaccount, Aggressive Growth
subaccount, or such other subaccounts as may be established under VAB.
    

Valuation Period - The period of time from one determination of accumulation
unit and annuity unit values to their next determination.  Such determination
is made at the same time that the net asset value of Fund Shares is determined.
See page 17 of the accompanying Fund prospectus.

1940 Act - The Investment Company Act of 1940, as amended, or any similar
successor federal legislation.

                                      2


<PAGE>   7
                                   FEE TABLE
<TABLE>
<S>                                                             <C>
   
CONTRACTOWNER TRANSACTION EXPENSES
Deferred Sales Load (as a percentage
  of lesser of payments made
  in the prior 8 yrs, or amount surrendered)                    7.75%

  (Thereafter)                                                     0%

Exchange (transfer) Fee                                         $  3 (currently no charge for the first 4 transfers per year)
Annual Contract Fee                                             $ 30
</TABLE>

<TABLE>
<CAPTION>
                                                                                            Capital               Global    Aggre-
                                                     Money                         Inter-    Appre-      Small     Con-      sive
                                          Equity     Market     Bond      Omni    national   ciation      Cap    tranian    Growth
<S>                                         <C>        <C>       <C>       <C>       <C>        <C>       <C>       <C>       <C>
VAB Annual Expenses (as a
percentage
  of average account value)

Mortality and Expense Risk Fees             0.85%     0.85%     0.85%     0.85%     0.85%      0.85%     0.85%     0.85%     0.85%

Account Fees and Expenses                   0.25%     0.25%     0.25%     0.25%     0.25%      0.25%     0.25%     0.25%     0.25%
                                            ----      ----      ----      ----      ----       ----      ----      ----      ----
Total VAB Annual Expenses                   1.10%     1.10%     1.10%     1.10%     1.10%      1.10%     1.10%     1.10%     1.10%

Fund Annual Expenses (as a
percentage
  of the Fund's average net assets)

Management Fees                             0.58%     0.25%*    0.60%     0.60%     0.90%      0.80%     0.80%     0.90%     0.80%
Other Expenses                              0.17%     0.13%     0.18%     0.18%     0.15%      0.13%     0.12%     0.40%**   0.25%**
                                            ----      ----      ----      ----      ----       ----      ----      ----      ----
Total Fund Annual Expenses                  0.75%     0.38%     0.78%     0.78%     1.05%      0.93%     0.92%     1.30%     1.05%

EXAMPLE
If you surrendered your        1 Year        $87       $84*      $88       $88       $90        $89       $89       $93       $90
contract at the end of the
applicable time period, you    3 Years       125       114*      125       125       133        131       129       140       133
would pay the following
aggregate expenses on a
$1,000                         5 Years       164       147*      165       165       178        174       172       190       178
investment, assuming 5%                                              
annual return:                10 Years       226       187*      230       230       257        249       244       285       257
                                                                     
EXAMPLE                                                              
If you do not surrender your   1 Year         20        16*       20        20        23         22        21        25        23
contract or you annuitize at                                         
the end of the applicable      3 Years        61        50*       62        62        70         68        66        78        70
time period, you would                                               
pay the following              5 Years       105        86*      106       106       120        116       113       134       120
aggregate expenses                                                   
on the same investment        10 Years       226       187*      230       230       257        249       244       285       257
</TABLE>                                                          
    

   
The purpose of the above table is to help you to understand the costs and
expenses that a variable annuity contractowner will bear directly or
indirectly.  The example included in the above table should not be considered a
representation of past or future expense, and actual expenses may be greater or
less than those shown. Note that the expense amounts shown in the example are
aggregate amounts for the total number of years indicated.  In the example, the
annual fee is treated as if it were deducted as a percentage of assets, based
upon the average account value for all contracts, including ones from which a
portion of the contract fee may be paid from amounts invested in the general
account.  For the surrender of a contract at the end of years 3 or 5, the
example reflects the right of a contract owner to withdraw up to 10% of the
accumulation value without assessment of the contingent deferred sales charge.
Neither the table nor the example reflect any premium taxes that may be
applicable to a contract, which currently range from 0% to 2%.  The above table
and example reflect only the charges for contracts currently offered by this
prospectus and not other contracts that may be mentioned in the discussion      
of Prior Contracts.  For further details, see Deductions and Expenses, page 6.
    

*For the Money Market Portfolio, management fees in excess of 0.25% are
presently being waived by the Fund's investment adviser.  Without the waiver,
the Money Market Portfolio's Management Fee would be 0.30%, its Total Fund
Annual Expenses would be 0.43%, and its expenses would total $85 for a $1,000
contract surrendered at the end of 1 year, $115 if surrendered at the end of 3
years, $148 if surrendered at the end of 5 years or $190 if surrendered at the
end of 10 years.  For a $1,000 contract annuitized or not surrendered, the
expenses without the waiver would be $16 for 1 year, $51 for 3 years, $87 for 5
years or $190 for 10 years.

   
**Estimated
    
                                       3


<PAGE>   8
                           ACCUMULATION UNIT VALUES*
EQUITY SUBACCOUNT
<TABLE>
<CAPTION>
YEAR ENDED      UNIT VALUE AT                    UNIT VALUE AT                NUMBER OF UNITS                      
DECEMBER 31   BEGINNING OF YEAR                  END OF YEAR                  AT END OF YEAR
-----------  -----------------                   -----------                  --------------
<S>            <C>                             <C>                             <C>
  1985          $10.000000                       $12.272883                       6,144
  1986           12.272883                        14.969156                      31,919
  1987           14.969156                        16.408525                     205,775
  1988           16.408525                        18.669469                     191,700
  1989           18.669469                        22.753001                     212,938
  1990           22.753001                        21.636728                     262,249
  1991           21.636728                        25.720884                     312,047
  1992           25.720884                        27.360011                     388,812
  1993           27.360011                        30.876667                     499,176
  1994           30.876667                        30.616106                     561,394
</TABLE>

MONEY MARKET SUBACCOUNT**
<TABLE>
<CAPTION>
YEAR ENDED      UNIT VALUE AT                    UNIT VALUE AT                NUMBER OF UNITS                      
DECEMBER 31   BEGINNING OF YEAR                  END OF YEAR                  AT END OF YEAR
-----------   -----------------                  -----------                  --------------
  <S>          <C>                             <C>                             <C>
   1985         $10.214605                       $10.886462                      11,467
   1986          10.886462                        11.466470                       9,953
   1987          11.466470                        12.032975                      35,985
   1988          12.032975                        12.750508                      10,731
   1989          12.750508                        13.732719                      28,714
   1990          13.732719                        14.654912                      37,310
   1991          14.654912                        15.298267                      38,997
   1992          15.298267                        15.611622                      15,107
   1993          15.611622                        15.865417                      10,933
   1994          15.865417                        16.319825                      43,614
</TABLE>

BOND SUBACCOUNT

<TABLE>
<CAPTION>
YEAR ENDED      UNIT VALUE AT                    UNIT VALUE AT                NUMBER OF UNITS                      
DECEMBER 31   BEGINNING OF YEAR                  END OF YEAR                  AT END OF YEAR
-----------   -----------------                  -----------                  --------------
<S>            <C>                               <C>                             <C>
   1985         $10.000000                        11.377297                       10,802
   1986         $11.377297                        12.659264                       44,190
   1987         $12.659264                        12.622887                       37,221
   1988         $12.622887                        13.327541                       22,679
   1989         $13.327541                        14.594592                       23,798
   1990         $14.594592                        15.564009                       20,973
   1991         $15.564009                        17.389500                       27,244
   1992         $17.389500                        18.497622                       39,037
   1993         $18.497622                        20.262393                       79,658
   1994         $20.252393                        19.263675                       84,726
</TABLE>

OMNI SUBACCOUNT
<TABLE>
<CAPTION>
YEAR ENDED      UNIT VALUE AT                    UNIT VALUE AT                NUMBER OF UNITS                      
DECEMBER 31   BEGINNING OF YEAR                  END OF YEAR                  AT END OF YEAR
-----------   -----------------                  -----------                  --------------
<S>            <C>                              <C>                            <C>
  1985          $10.259405                       $11.730053                       59,535
  1986          $11.730053                        13.684043                      380,919
  1987          $13.684043                        13.307185                      516,327
  1988          $13.307185                        15.141013                      319,173
  1989          $15.141013                        17.291232                      302,288
  1990          $17.291232                        17.429676                      317,239
  1991          $17.429676                        20.368389                      314,428
  1992          $20.368389                        21.879988                      396,691
  1993          $21.879988                        24.423644                      607,420
  1994          $24.423644                        24.030898                      658,067
</TABLE>

INTERNATIONAL SUBACCOUNT***
<TABLE>
<CAPTION>
YEAR ENDED      UNIT VALUE AT                    UNIT VALUE AT                NUMBER OF UNITS                      
DECEMBER 31   BEGINNING OF YEAR                   END OF YEAR                 AT END OF YEAR
-----------   -----------------                  -----------                  --------------
<S>            <C>                              <C>                            <C>
  1993          $10.000000                       $12.404596                      269,335
  1994          $12.404596                        13.259582                      909,768

<FN>
   
  *Current series of variable annuity contracts commenced September 10, 1984.
   For earlier series, see pages 14-16. 
    
 **The current annualized yield of the Money Market subaccount for the seven
   days ended on December 31, 1994, was 4.50%. 
***International subaccount commenced on April 30, 1993.
</TABLE>
                                       4


<PAGE>   9
FINANCIAL STATEMENTS

The complete financial statements of VAB and Ohio National Life, and the
Independent Auditors' Reports thereon, may be found in the Statement of
Additional Information.

                          THE OHIO NATIONAL COMPANIES

OHIO NATIONAL LIFE
Ohio National Life was organized under the laws of Ohio in 1909 as a stock life
insurance company and became a mutual life insurance company in 1959.  It
writes life, accident and health insurance and annuities in 45 states and the
District of Columbia.  Currently it has admitted assets in excess of $3.8
billion and unassigned surplus and asset valuation reserves in excess of $275
million.  Its home office is located at 237 William Howard Taft Road,
Cincinnati, Ohio.

OHIO NATIONAL VARIABLE ACCOUNT B
VAB was established in 1969 by Ohio National Life as a separate account under
Ohio law for the purpose of funding variable annuity contracts.  Purchase
payments for the variable annuity contracts are allocated to one or more
subaccounts of VAB.  Income, gains and losses, whether or not realized, from
assets allocated to VAB are, as provided in the contracts, credited to or
charged against VAB without regard to other income, gains or losses of Ohio
National Life.  The assets maintained in VAB will not be charged with any
liabilities arising out of any other business conducted by Ohio National Life.
Nevertheless, all obligations arising under the contracts, including the
commitment to make annuity payments, are general corporate obligations of Ohio
National Life.  Accordingly, all of Ohio National Life's assets are available
to meet its obligations under the contracts.  VAB is registered as a unit
investment trust under the 1940 Act.

   
OHIO NATIONAL FUND, INC.
The assets of each subaccount of VAB are invested at net asset value (without
an initial sales charge) in shares of a corresponding portfolio of the Fund:
the Equity Portfolio, Money Market Portfolio, Bond Portfolio, Omni Portfolio (a
flexible portfolio fund), International Portfolio, Capital Appreciation
Portfolio, Small Cap Portfolio, Global Contrarian Portfolio or Aggressive
Growth Portfolio.  The Fund is a diversified, open-end, management investment
company registered under the 1940 Act.  The value of the Fund's investments
fluctuates daily and is subject to the risk of changing economic conditions as
well as the risk inherent in the ability of management to anticipate changes
necessary in such investments to meet changes in economic conditions.  The Fund
receives investment advice, for a fee, from its investment adviser, O.N.
Investment Management Company, and from Societe Generale Asset Management Corp.
(subadviser to the International and Global Contrarian Portfolios), T.  Rowe
Price Associates, Inc.  (subadviser to the Capital Appreciation Portfolio),
Founders Asset Management, Inc.  (subadviser to the Small Cap Portfolio, and
Strong Capital Management, Inc.  (subadviser to the Aggressive Growth
Portfolio).  For additional information concerning the Fund, including the
investment objectives of each of its portfolios, see the attached Fund
prospectus.  Read the Fund prospectus carefully before investing.
    

In addition to being offered to VAB, Fund shares are currently offered to other
separate accounts of Ohio National Life in connection with variable annuity
contracts and a separate account of Ohio National Life Assurance Corporation in
connection with variable life insurance contracts.  In the future, Fund shares
may be offered to other insurance company separate accounts.  It is conceivable
that in the future it may become disadvantageous for both variable life and
variable annuity separate accounts to invest in the Fund.  Although neither
Ohio National Life nor the Fund currently foresees any such disadvantage, the
Board of Directors of the Fund will monitor events in order to identify any
material conflict between variable life and variable annuity contractowners and
to determine what action, if any, should be taken in response thereto,
including the possible withdrawal of VAB's participation in the Fund.  Material
conflicts could result from such things as (1) changes in state insurance law;
(2) changes in federal income tax law; (3) changes in the investment management
of any portfolio of the Fund; or (4) differences between voting instructions
given by variable life and variable annuity contractowners.

VOTING RIGHTS
Ohio National Life shall vote Fund shares held in VAB at meetings of Fund
shareholders in accordance with voting instructions received from contract
owners.  The number of Fund shares for which an owner is entitled to give
instructions will be determined by Ohio National Life in the manner described
below, not more than 90 days prior to the meeting of the Fund.  Fund proxy
material will be distributed to each owner together with appropriate forms for
giving voting instructions.  Fund shares held in VAB, for which no timely
instructions are received, will be voted by Ohio National Life in proportion to
the instructions which are received with respect to all contracts participating
in VAB.


                                      5


<PAGE>   10
During the accumulation period, the number of Fund shares for which
instructions may be given to Ohio National Life is determined by dividing the
variable accumulation value of a subaccount of the contract by the net asset
value of a share of the corresponding Fund portfolio as of the same date.
During the annuity payment period, the number of Fund portfolio shares for
which such instructions may be given is determined by dividing the actuarial
liability for variable annuities in the course of payment by the net asset
value of a Fund portfolio share as of the same date.  Generally, the number of
votes tends to decrease as annuity payments progress.

                   DISTRIBUTION OF VARIABLE ANNUITY CONTRACTS

The variable annuity contracts will be sold by Ohio National Life insurance
agents who are also registered representatives of The O.  N.  Equity Sales
Company ("ONESCO"), a wholly-owned subsidiary of Ohio National Life,
registered under the Securities Exchange Act of 1934, and a member of the
National Association of Securities Dealers, Inc.  (or some other
broker-dealer).  ONESCO is the principal underwriter of the contracts.  As
compensation for its sales efforts, ONESCO will receive a fee from Ohio
National Life equal to 6% of purchase payments.  ONESCO will remunerate its
registered representatives or other broker/dealers from its own funds.
Purchase payments on which no compensation is paid to ONESCO registered
representatives will not be included in amounts on which the 6% sales
compensation will be paid to ONESCO.  To the extent that the amount of the
contingent deferred sales charge received by Ohio National Life is not
sufficient to recover the fee paid to ONESCO, any deficiency will be made up
from Ohio National Life's general account assets which include, among other
things, any profit from the mortality and expense risk charges.  ONESCO is the
sole shareholder of O.N.  Investment Management Company, the investment adviser
to the Fund.

                           DEDUCTIONS AND EXPENSES

CONTINGENT DEFERRED SALES CHARGE
No deduction for sales expense is made from purchase payments.  A contingent
deferred sales charge may be assessed by Ohio National Life when a contract is
surrendered or a partial withdrawal of accumulation value is made before the
annuity payout date to defray expenses relating to the sale of the contract,
including compensation to sales personnel, cost of sales literature and
prospectuses, and other expenses related to sales activity.  Such charge equals
the lesser of (a) 7 3/4% of the total purchase payments made during the 96
months immediately preceding the surrender or partial withdrawal, or (b) 7 3/4%
of the accumulation value being surrendered or withdrawn.  On or after the
first contract anniversary, a partial withdrawal of not more than 10% of the
accumulation value (as of the date the partial withdrawal is requested) may be
made once each contract year without the imposition of the contingent deferred
sales charge.

CONTRACT ADMINISTRATION CHARGE
Each year on the contract anniversary (or at the time of surrender of the
contract), Ohio National Life will deduct a contract administration charge of
$30 from the accumulation value to reimburse it for the expenses relating to
the maintenance of the contract.  Such charge is not designed to produce a
profit and Ohio National Life does not expect to recover from such charge any
amount in excess of accumulated administrative expenses.  Ohio National Life
guarantees not to change the contract administration charge.

DEDUCTION FOR ADMINISTRATIVE EXPENSES
A deduction is made at the end of each valuation period equal to 0.25% on an
annual basis of the contract value for administrative expenses.  This deduction
is not designed to produce a profit but to reimburse Ohio National Life for
expenses incurred for accounting, auditing, legal, contract owner services,
reports to regulatory authorities and contract owners, contract issue, etc.,
not covered by the contract administration charge.  Because the administrative
expense deduction is a percentage of assets, it is possible that larger
contracts may bear a portion of the cost of administering smaller contracts.

                                      6


<PAGE>   11
DEDUCTION FOR RISK UNDERTAKINGS
Prior to the annuity payout date, Ohio National Life guarantees that the
accumulation value of all contracts will not be affected by any excess of sales
and administrative expenses over the deductions provided therefor.  Ohio
National Life also guarantees to pay a death benefit in the event of the
annuitant's death prior to the annuity payout date (see Death Benefit, page
10).  After the annuity payout date, Ohio National Life guarantees that
variable annuity payments will not be affected by adverse mortality experience
or expenses.

For assuming these risks, Ohio National Life, in determining the
accumulation unit values and the annuity unit values for each subaccount, makes
a deduction from the applicable investment results equal to 0.85% of the
contract value on an annual basis.  Such deduction may be decreased by Ohio
National Life at any time and may be increased not more frequently than
annually to not more than 1.55% on an annual basis.  Although Ohio National
Life views the risk charge as an indivisible whole, of the amount currently
being deducted, it has estimated that a reasonable allocation would be 0.35%
for mortality risk, and 0.5% for expense risk.  Although Ohio National Life
hopes to realize a profit from this charge, if the deduction is insufficient to
cover the actual risk involved, the loss will fall on Ohio National Life;
conversely, if the deduction proves more than sufficient, the excess will be a
gain to Ohio National Life.

   
TRANSFER FEE
A transfer fee of $3 (which may be increased to $15) is made for each transfer
from one subaccount to another.  The fee is charged against the subaccount from
which the transfer is effected.  Currently no fee is charged for the first four
transfers each year.
    

DEDUCTION FOR STATE PREMIUM TAX
State premium taxes presently range from 0% to 2% for these contracts.  In
those jurisdictions permitting, such taxes will be deducted when annuity
payments begin.  Elsewhere, they will be deducted from purchase payments.

FUND EXPENSES
There are deductions from, and expenses paid out of, the assets of the Fund.
These are described in the attached Fund prospectus.

                       DESCRIPTION OF VARIABLE ANNUITY

CONTRACTS 20-DAY FREE LOOK
The contract owner may revoke the contract at any time until the end of 20 
days after receipt of the contract and receive a refund of the entire purchase
price.  To revoke, the owner must return the contract to Ohio National Life 
within the 20 day period.  In those states where required by law, the value of
the contract as of the date of cancellation will be returned in lieu of the 
entire purchase price in case of revocation during the 20 day free look period.

ACCUMULATION PERIOD
PURCHASE PAYMENT PROVISIONS
The contracts provide for minimum purchase payments of $25 per payment and a
maximum payment of $10,000 per year.  (Larger total payments may be made with
Ohio National Life's consent.) Payments after the first may be made at any
time.  Failure to make such payments shall not constitute a default, but could
result in involuntary termination (see Ohio National Life's Right to Terminate,
page 8).

ACCUMULATION UNITS
Prior to the annuity payout date, the contract value is measured by
accumulation units.  Each purchase payment results in the crediting of
accumulation units to the contract (see Crediting Accumulation Units, page 8).
The number of accumulation units so credited remains constant but the dollar
value of accumulation units will vary depending upon the investment results of
the particular subaccount to which payments are allocated.

                                      7


<PAGE>   12
CREDITING ACCUMULATION UNITS
Completed application forms, together with a check for the first purchase
payment, are forwarded to the home office of Ohio National Life for acceptance.
Upon acceptance, a contract is issued to the contract owner, and the first
purchase payment is then credited to the contract in the form of accumulation
units.  Initial purchase payments are credited not later than two business days
after receipt if the application and all information necessary for processing
the purchase payment are complete.  If an application is not accepted within
five business days, the purchase payment will be returned immediately to the
applicant unless the applicant specifically consents to having Ohio National
Life retain the purchase payment until the application is completed.  After
that, the purchase payment will be credited within two business days.
Subsequent purchase payments are sent directly to the home office of Ohio
National Life and are applied to provide that number of accumulation units (for
each subaccount) determined by dividing the amount of the purchase payment by
the value of the appropriate accumulation unit next computed after the payment
is received at the home office of Ohio National Life.

ALLOCATION OF PURCHASE PAYMENTS
In the contract application, you may direct the allocation of your purchase
payments among the subaccounts of VAB and the general account of Ohio National
Life.  The amount allocated to any subaccount or the general account must equal
a whole percentage.  The allocation of future purchase payments may be changed
at any time upon written notice to the home office of Ohio National Life.

ACCUMULATION UNIT VALUE AND ACCUMULATION VALUE
The accumulation unit value of each subaccount of VAB was set at $10 when the
first payment was allocated to each such subaccount.  The accumulation unit
value for any subsequent valuation period is determined by multiplying the
accumulation unit value for the immediately preceding valuation period by the
net investment factor (described below) for such subsequent valuation period.
The accumulation value is determined by multiplying the total number of
accumulation units (for each subaccount) credited to the contract by the
accumulation unit value (for such subaccount) for the valuation period for
which the accumulation value is being determined.

NET INVESTMENT FACTOR
The net investment factor is a quantitative measure of the investment results
of each subaccount of VAB.  The net investment factor for each subaccount for
any valuation period is determined by dividing (a) by (b), then subtracting (c)
from the result, where:
 (a)  is --
     (1)  the net asset value of a share in the appropriate portfolio of the
          Fund determined as of the end of a valuation period, plus 
     (2)  The per share amount of any dividends or other distributions 
          declared for that portfolio by the Fund if the "ex-dividend" date
          occurs during the valuation period, plus or minus
     (3)  a per share charge or credit for any taxes paid or reserved for which
          is determined by Ohio National Life to result from the maintenance or
          operation of that subaccount of VAB; (No federal income taxes are
          applicable under present law.)
(b)   is the net asset value of a share in the appropriate portfolio of the
      Fund determined as the end of the preceding valuation period; and
(c)   is the deduction for administrative and sales expenses and risk 
      undertakings.  (See Deduction for Administrative Expenses, page 6, and
      Deduction for Risk Undertakings, page 7.)

   
OHIO NATIONAL LIFE'S RIGHT TO TERMINATE
Ohio National Life may, at its option, require surrender of a contract on any
anniversary when the accumulation value is less than the lesser of (a) $1,000
or (b) $250 times the number of years the contract has been in force.  Such
termination could have adverse tax consequences.  (See Federal Tax Status, page
13)
    


                                      8


<PAGE>   13
SURRENDER AND PARTIAL WITHDRAWAL
Prior to the annuity payout date, the owner of a contract may surrender
(totally withdraw the value of) his or her contract for its accumulation value
or elect a partial (at least $100) withdrawal therefrom.  These transactions
may be subject to the contingent deferred sales charge described on page 6.
Such charge is a percentage of the total amount withdrawn.  For example, if a
partial withdrawal of $100 is requested, Ohio National Life would pay you $100,
but the total amount deducted from the accumulation value would be $108.40
(i.e., $108.40 x 7 3/4% = $8.40).  Unless otherwise specified, the withdrawal
will be made pro-rata from the values of each subaccount.  The amount available
for withdrawal is the sum of the subaccount values less the contingent deferred
sales charge, if any.  In the case of a complete surrender, the amount payable
is also reduced by the amount of the contract administration charge.  Payment
by Ohio National Life shall be made within seven days from the date of receipt
of the request for such payment except as it may be deferred under the
circumstances described below.  For tax consequences of a surrender or
withdrawal, see Federal Tax Status, page 13.

Occasionally Ohio National Life may receive a request for a surrender or
partial withdrawal which includes contract values derived from purchase
payments which have not cleared the banking system.  Ohio National Life may
delay mailing that portion which relates to such payments until the check for
the purchase payment has cleared.  Ohio National Life requires the return of
the contract in the case of a complete surrender.

The right to withdraw may be suspended or the date of payment postponed (1) for
any period during which the New York Stock Exchange is closed (other than
customary weekend and holiday closings) or during which trading on the
Exchange, as determined by the Securities and Exchange Commission, is
restricted; (2) for any period during which an emergency, as determined by the
Commission, exists as a result of which disposal of securities held in the Fund
is not reasonably practical, or it is not reasonably practical to determine the
value of the Fund's net assets; or (3) or such other periods as the Commission
may by order permit for the protection of security holders.

   
TRANSFERS AMONG SUBACCOUNTS
Contract values may be transferred from one subaccount to another upon the
request of the owner.  Transfers may be made at any time during the
accumulation period.  The amount of any such transfer must be at least $300 (or
the entire value of the contract's interest in a subaccount, if less).  Ohio
National Life reserves the right to limit the number, frequency, method or
amount of transfers.  Transfers from any portfolio of the Fund on any one day
may be limited to 1% of the previous day's total net assets of that portfolio
if Ohio National Life or the Fund, in its or their discretion, believes that
the portfolio might otherwise be damaged.  After the annuity payout date,
transfers among subaccounts can only be made once each calendar quarter.  Such
transfers may then be made without a transfer fee.  (See Transfer Fee, page 7,
and Transfers After Annuity Payout Date, page 12).

SCHEDULED TRANSFERS (DOLLAR COST AVERAGING)
Ohio National Life administers a scheduled transfer ("DCA") program enabling
you to preauthorize automatic monthly or quarterly transfers of a specified
dollar amount from any variable subaccount(s) to any other subaccount(s),
including the Guaranteed Accumulation Account.  Each DCA transfer must be at
least $500 and at least 12 DCA transfers must be scheduled.  No transfer fee is
charged for DCA transfers.  Ohio National Life may discontinue the DCA program
at any time.  You may also discontinue further DCA transfers by giving Ohio
National Life written notice at least 7 business days before the next scheduled
transfer. 

DCA generally has the effect of reducing the risk of purchasing at
the top, and selling at the bottom, of market cycles.  DCA transfers from a
fund with a stabilized net asset value, such as the Money Market subaccount,
will generally reduce the average total cost of indirectly purchasing Fund
shares because greater numbers of shares will be purchased when the share
prices are lower than when prices are higher.  However, DCA does not assure you
of a profit, nor does it protect against losses in a declining market.
Moreover, for transfers from a subaccount not having a stabilized net asset
value, DCA will have the effect of reducing the average price of the shares
being redeemed.  DCA might also be used to systematically transfer accumulation
values from variable subaccounts to the General Accumulation Account, in
anticipation of retirement, in order to reduce the risk of making a single
transfer during a low market.
    

                                      9


<PAGE>   14
TELEPHONE TRANSFERS
If the contract owner first submits a pre-authorization form to Ohio National
Life, transfers may be made by telephoning Ohio National Life at
1-800-635-3225.  Ohio National Life will honor pre-authorized telephone
transfer instructions from anyone who is able to provide the personal
identifying information requested, but reserves the right to refuse to honor
any such request if that seems prudent.   Ohio National Life will use
reasonable procedures to confirm that telephone instructions are genuine.
(Otherwise, Ohio National Life may be liable for any losses due to unauthorized
or fraudulent instructions.) A written confirmation will be sent following each
telephone transfer.

DEATH BENEFIT
In the event of the death of the annuitant prior to the annuity payout date,
the contract provides a death benefit to be paid to a designated beneficiary.
The amount of the death benefit will be determined as of the end of the
valuation period in which written notice of death of the annuitant is received
by Ohio National Life.  It will be paid in one sum into an interest-bearing
checking account established in the beneficiary's name with Bank One,
Springfield, Illinois, unless the owner or beneficiary elects settlement under
one or more of the settlement options provided in the contract.  The checking
account will bear interest based upon then current money market rates.  The
beneficiary will then be able to write checks against such account at any time
and in any amount up to the total in the account.  Such checks must be for a
minimum of $250.  The amount of death benefit is the accumulation value of the
contract or, if greater, the total purchase payments made less any partial
withdrawals.

   
OHIO NATIONAL LIFE EMPLOYEE DISCOUNT
Ohio National Life and its affiliated companies offer a credit on the purchase
of contracts  by any of their employees, directors or retirees, or their spouse
or the surviving spouse of a deceased retiree, covering any of the foregoing or
any of their minor children, or any of their children ages 18 to 21 who is
either (i) living in the purchaser's household or (ii) a full-time college
student being supported by the purchaser, or any of the purchaser's minor
grandchildren under the Uniform Gifts to Minors Act.  This credit is treated as
additional income under the contract.  The amount of the credit equals 3.2% of
all purchase payments made in the first contract year and 5.5% of purchase
payments made in the second through sixth contract years.
    

ANNUITY PERIOD
ANNUITY PAYOUT DATE
Annuity payments under a contract will begin on the annuity payout date.  This
date is selected by the owner at the time the contract is issued and must be at
least 30 days after the contract date.  It may be changed from time to time by
the owner so long as the annuity payout date selected is the first day of any
month at least 30 days after the date of such change.  The contract restricts
the annuity payout date to not later than the first of the month following the
annuitant's 75th birthday; however, this restriction may be waived by mutual
agreement between Ohio National Life and the owner.

The contracts include Ohio National Life's assurance that annuity payments 
will be paid for the lifetime of the annuitant in accordance with the annuity 
rates contained in the contract, regardless of actual mortality experience. 

Once annuity payments commence, the contract cannot be surrendered for cash 
except that, upon the death of the annuitant, the beneficiary shall be 
entitled to surrender contract for the commuted value of any remaining 
period-certain payments.

ANNUITY OPTIONS

The owner may elect one or more of the following annuity options, and may
change such election anytime before the annuity payout date.  

Option 1(a):   Life Annuity with installment payments for the lifetime of the 
               annuitant (under this option it is possible for the annuitant
               to receive only one payment; this could happen if the 
               annuitant should die before receiving the second payment; 
               there is no residual value of the contract after annuitant's 
               death).

Option 1(b):   Life Annuity with installment payments guaranteed for five
               years and continuing thereafter during the remaining lifetime
               of the annuitant.

Option 1(c):   Life Annuity with installment payments guaranteed for ten
               years and continuing thereafter during the remaining lifetime
               of the annuitant.

                                      10


<PAGE>   15
Option 1(d):  Installment Refund Life Annuity with payments guaranteed for 
              a period certain and continuing thereafter during the remaining
              lifetime of the annuitant.  The number of period-certain 
              payments is equal to the amount applied under this
              option divided by the amount of the first payment.
        
Option 2(a):  Joint & Survivor Life Annuity with installment payments during
              the lifetime of an annuitant and continuing during the lifetime
              of a designated contingent annuitant (under this option it is
              possible for the annuitant and contingent annuitant to receive
              only one payment; this could happen if both were to die before
              receiving the second payment).
        
Option 2(b):  Joint & Survivor Life Annuity with installment payments
              guaranteed for ten years and continuing thereafter during the
              remaining lifetime of the annuitant or a designated contingent
              annuitant.
        
Unless the contract owner directs otherwise, as of the annuity payout date the
contract values will be applied to provide annuity payments pro-rata from each
subaccount in the same proportion as the contract values immediately prior to
the annuity payout date.

If no election is in effect on the annuity payout date, the accumulation value
of the contract will be applied under Option 1(c) with the beneficiary as payee
for an remaining period-certain installments payable after the death of the
annuitant.  Options 2(a) and 2(b) are available only with the consent of Ohio
National Life if the contingent annuitant is not related to the annuitant.

Other settlement options are available as agreed to by Ohio National Life.

DETERMINATION OF AMOUNT OF THE FIRST VARIABLE ANNUITY PAYMENT
The first variable annuity payment is determined by applying the accumulation
value for each subaccount in accordance with the settlement option tables
contained in the contract.  The rates contained in those tables depend upon the
annuitant's (and any contingent annuitant's) age and sex and the option
selected.  The accumulation value to be applied is determined at the end of a
valuation period (selected by Ohio National Life and uniformly applied) not
more than 10 valuation periods before the annuity payout date.

If the amount to be applied under an option is less than $5,000, the option
shall not be available and accumulation value shall be paid in a single sum to
the annuitant.  If the first periodic payment under any option would be less
than $25, Ohio National Life reserves the right to change the frequency of
payments so that the first such payment is at least $25.

ANNUITY UNIT AND THE DETERMINATION OF SUBSEQUENT PAYMENTS
Subsequent variable annuity payments will vary to reflect the investment
performance of each applicable subaccount.  The amount of each subsequent
payment is determined by annuity units.  The number of annuity units for each
subaccount is determined by dividing the dollar amount of the first annuity
payment from each subaccount by the value of the subaccount annuity unit for
the same valuation period used to determine the accumulation value of the
contract applied to provide annuity payments.  This number of annuity units
remains fixed during the annuity payment period unless changed as provided
below.

The annuity unit value for each subaccount was set at $10 for the valuation
period as of which the first variable annuity payable from each subaccount of
VAB was calculated.  The annuity unit value for each subsequent valuation
period equals the annuity unit value for the immediately preceding valuation
period multiplied by the net investment factor (see page 8) for such subsequent
valuation period and by a factor (0.9998925 for a one-day valuation period) to
neutralize the assumed interest rate discussed below.

The dollar amount of each subsequent variable annuity payment is equal to the
fixed number of annuity units for each subaccount multiplied by the value of
the annuity unit for the valuation period.

The annuity rate tables contained in the contracts are based on the Progressive
Annuity Mortality Table with compound interest at the effective rate of 4% per
year.  A higher interest assumption would mean a higher initial annuity payment
but a more slowly rising series of subsequent annuity payments if annuity unit
values were increasing (or a more rapidly falling series of subsequent annuity
payments if annuity unit values were decreasing).  A lower interest assumption
would have the opposite effect.  If the actual net investment rate were equal
to the assumed interest rate, annuity payments would be level.

                                      11


<PAGE>   16
TRANSFERS AFTER ANNUITY PAYOUT DATE
After annuity payments have been made for at least 12 months, the annuitant
can, once each 12 months, change the subaccount(s) on which variable annuity
payments are based.  On at least 30 days written notice to Ohio National Life
at its home office, that portion of the periodic variable annuity payment
directed by the annuitant will be changed to reflect the investment results of
a different subaccount.  The annuity payment immediately after such change will
be the amount that would have been paid without such change.  Subsequent
payments will reflect the new mix of subaccount allocation.

OTHER CONTRACT PROVISIONS
ASSIGNMENT
Any amount payable in settlement of the contracts may not be commuted,
anticipated, assigned or otherwise encumbered.  To the extent permitted by law,
no such amounts shall be subject in any way to any legal process to subject
them to payment of any claims against an annuitant before the annuity payout
date.  A contract may be collaterally assigned and the ownership may be
transferred by the owner before the annuity payout.

PERIODIC REPORTS
Ohio National Life will furnish each owner, at least annually after the first
contract year, and prior to the annuity payout date, a statement showing the
number of accumulation units credited to the contract by subaccount and the
accumulation unit value of each such unit as of a date not more than four
months from the date of furnishing of the report.  In addition, as long as the
contract remains in effect, Ohio National Life will forward such periodic
reports as may be furnished it by the Fund.

SUBSTITUTION FOR FUND SHARES
If investment in the Fund is no longer possible or in Ohio National Life's
judgment becomes inappropriate to the purposes of the contract, Ohio National
Life may substitute another mutual fund.  Substitution may be made with respect
to both existing investments and the investment of future purchase payments.
However, no such substitution will be made without any necessary approval of
the Securities and Exchange Commission.  We may also add other investment
portfolios of the Fund as eligible investments of VAB.

CONTRACT OWNER INQUIRIES
Any questions from contract owners should be directed to Ohio National Life,
Variable Annuity Administration, P.O.  Box 2669, Cincinnati, Ohio 45201;
telephone (513) 559-6452.

PERFORMANCE DATA
Ohio National Life may advertise performance data for the various Fund
portfolios showing the percentage change in the value of an accumulation unit
based on the performance of the applicable portfolio over a period of time
(usually a calendar year).  Such percentage change is determined by dividing
the increase (or decrease) in value for the unit by the accumulation unit value
at the beginning of the period.  This percentage figure will reflect the
deduction of any asset-based charges under the contracts but will not reflect
the deduction of any applicable contract administration charge or contingent
deferred sales charge.  The deduction of any applicable contract administration
charge or contingent deferred sales charge would reduce any percentage increase
or make greater any percentage decrease.

Any such advertising will also include average annual total return figures 
calculated as shown in the Statement of Additional Information.  The average 
annual total return figures will reflect the deduction of applicable contract 
administration charges and contingent deferred sales charges as well as 
applicable asset-based charges.

   
Ohio National Life may also distribute sales literature comparing separate
account performance to the Consumer Price Index or to such established market
indexes as the Dow Jones Industrial Average, the Standard & Poor's 500 Stock
Index, Donoghue's Money Market Fund Reports, Lehman Brothers Bond Indices, the
Morgan Stanley Europe Australia Far East Index, Morgan Stanley World Index,
Russell 2000 Index, or other variable annuity separate accounts.
    

                                      12


<PAGE>   17
                               FEDERAL TAX STATUS

The following discussion of federal income tax treatment of amounts received
under a variable annuity contract is not exhaustive, does not purport to cover
all situations, and is not intended as tax advice.  A qualified tax adviser
should always be consulted with regard to the application of law to individual
circumstances.  Tax laws can change, even with respect to contracts that have
already been issued.  Tax law revisions, with unfavorable consequences to
contracts offered by this prospectus, could have retroactive effect on
previously issued contracts or on subsequent voluntary transactions in
previously issued contracts.

Ohio National Life is taxed as a life insurance company under Subchapter L of
the Internal Revenue Code (the "Code").  Since the operations of VAB are a part
of, and are taxed with, the operations of Ohio National Life, VAB is not
separately taxed as a "regulated investment company" under Subchapter M of
the Code.

The contracts described in this prospectus are considered annuity contracts
under Section 72 of the Code, which generally provides for taxation of
annuities.  Under existing provisions of the Code, if the owner of the contract
is a natural person, any increase in the accumulation value of the contract is
not taxable to you as the owner or annuitant until you receive it, either in
the form of annuity payments, as contemplated by the contract, or in some other
form of distribution.  With certain exceptions, where the owner of the contract
is a non-natural person (corporation, partnership or trust) any increase in the
accumulation value of the contract attributable to purchase payments made after
February 28, 1986 will be treated as ordinary income received or accrued by the
owner during the current tax year.  

When annuity payments commence under the contract each payment is taxable 
under Section 72 of the Code as ordinary income in the year of receipt if the 
annuitant has neither paid any portion of the purchase payments for the 
contract nor has previously been taxed on any portion of the purchase
payments.  If any portion of the purchase payments has been paid from or 
included in your taxable income, this aggregate amount will be considered your
"investment in the contract." You will be entitled to exclude from your 
taxable income a portion of each annuity payment equal to your "investment in 
the contract" divided by the period of expected annuity payments, determined 
by your life expectancy and the form of annuity benefit.  Once your 
"investment in the contract" is recovered, the entire portion of each
annuity payment will be included in your taxable income.

If an election is made to receive the accumulated value in a single sum in lieu
of annuity payments, the net amount so received will be treated as taxable
income to the extent it exceeds the "investment in the contract."   A partial
withdrawal of contract values is taxable as income to the extent that the
accumulated value of the contract immediately before the payment exceeds the
"investment in the contract."   Such a withdrawal is treated as a distribution
of earnings first and only second as a recovery of your "investment in the
contract."  If any part of the value of the contract is assigned or pledged to
secure a loan, such value will be taxed as if it had been a partial withdrawal,
and it may be subject to the penalty tax.

There is a penalty tax equal to 10% of any amount that must be included in
gross income for tax purposes.  The penalty will not apply to a redemption that
is (1) received on or after the taxpayer reaches age 59 1/2; (2) made to a
beneficiary on or after the death of the annuitant; (3) attributable to the
taxpayer's becoming disabled; (4) made as a series of substantially equal
periodic payments for the life of the annuitant (or joint lives of the
annuitant and beneficiary); (5) from a contract that is a qualified funding
asset for purposes of a structured settlement; or (6) made under an annuity
contract that is purchased with a single premium and with an annuity payout
date not later than a year from the purchase of the annuity.  If an election is
made not to have withholding apply to the early withdrawal or if an
insufficient amount is withheld, the contract owner may be responsible for
payment of estimated tax.  You may also incur penalties under the estimated tax
rules if the withholding and estimated tax payments are not sufficient.
Failure to provide your taxpayer identification number will automatically
subject any payments under the contract to withholding.

Section 1035(a) of the Code provides for tax-free exchanges of annuity
contracts, with the new contract maintaining the same tax status as the old.
To the extent that the value of a new contract is allocable to payments made
prior to August 14, 1982 under the old contract, any withdrawal of contract
values will be treated as a return of the investment in the contract to the
extent available.  Amounts in excess of the investment in the contract will be
treated as ordinary income.  Such contracts will be subject to the penalty tax
only with respect to amounts attributable to payments made after August 13,
1982.

                                      13


<PAGE>   18
When a contract is issued in connection with a deferred compensation plan or
arrangement, all rights, discretions and powers relative to the contract, are
vested in the employer and you must look only to your employer for the payment
of deferred compensation benefits.  Generally an annuitant will have no
"investment in the contract" and amounts received by you from your employer
under a deferred compensation arrangement will be taxable in full as ordinary
income in the year of receipt.

                                PRIOR CONTRACTS
ANNUAL PAYMENT VARIABLE ANNUITY
Prior to December 15, 1981, Ohio National Life and VAB issued Annual Payment
Variable Annuity contracts, some of which by their terms remain active and
under which payments may still be made.  These contracts called for deductions
from purchase payments in the following amounts:
<TABLE>
<CAPTION>
                                                                  DEDUCTION FOR              DEATH                  TOTAL*
PORTION OF TOTAL                        DEDUCTION FOR            ADMINISTRATIVE             BENEFIT                COMBINED
PURCHASE PAYMENTS                       SALES EXPENSE                EXPENSE                PREMIUM               DEDUCTIONS
-----------------                       -------------                -------               --------              -----------
<S>                                          <C>                      <C>                     <C>        <C>
First $10,000                                6.3%                     2.2%                    0.5%                   9.0%
Next $15,000                                 5.5%                     2.0%                    0.5%                   8.0%
Next $25,000                                 4.8%                     1.7%                    0.5%                   7.0%
Next $50,000                                 4.0%                     1.5%                    0.5%                   6.0%
         Balance over $100,000               3.3%                     1.2%                    0.5%                   5.0%
                                                                                                         *Plus 50 cents per payment
</TABLE>

These deductions are in lieu of any contingent deferred sales charge, contract
administration charge and deduction for administrative expense as provided for
in the contracts described in this prospectus.  The deduction for mortality and
expense risk undertakings is 1% of the contract value on an annual basis.  Such
deduction may be decreased by Ohio National Life at any time and may be
increased not more frequently than annually to not more than 1.5% on an annual
basis.

These prior contracts provide for annuity payments on a 3 1/2% assumed interest
rate which results in a somewhat smaller initial annuity payment, but one that
rises more rapidly in a rising market and falls more slowly in a declining
market.  These contracts provide for accumulation of values only in what now
constitutes the Equity subaccount of VAB and/or on a fixed-dollar guaranteed
basis within the general assets of Ohio National Life with limited transfer
privileges between such fixed-dollar accumulation and the Equity subaccount.

VARIABLE INTEREST ANNUITY
From July 15, 1981 until November 2, 1982 Ohio National Life and the Variable
Interest Account, a separate account of Ohio National Life funded by the Money
Market Portfolio of the Fund, issued Variable Interest Annuity contracts.
Under the terms of these contracts, purchase payments can be continued until
the annuity commencement date specified therein.  These contracts are
substantially the same as the contracts described in this prospectus except
that there is no right to transfer the contract values to any other underlying
funding media.  These contracts also included a guarantee of the investment
performance.  Such investment guarantee is regarded as a separate security
offered by Ohio National Life.  The deduction for mortality, expense and
investment risk undertaking is 1.3% of the contract value on an annual basis.
Such deduction may be decreased by Ohio National Life at any time and may be
increased not more frequently than annually to not more than 2% on an annual
basis.  These contracts do not provide for a deduction from contract value for
administrative expense.  They do provide for a contract administration charge
and a contingent deferred sales charge.

FLEXIBLE PAYMENT COMBINATION ANNUITY
From December 1, 1981 until November 2, 1982, Ohio National Life and VAB issued
Flexible Payment Combination Annuity contracts.  Under the terms of these
contracts purchase payments can be continued until the annuity commencement
date specified therein.  These contracts are substantially the same as the
contracts described in this prospectus except that values can be accumulated
only in what now constitutes the Equity subaccount of VAB and/or within the
general assets of Ohio National Life on a fixed-dollar guaranteed basis.  A
deduction is made at the end of each valuation period for the administrative
expense and mortality and expense risk undertakings equal to 1.1% on an annual
basis.  Such deduction may be decreased by Ohio National at any time and may be
increased not more frequently than annually to not more than 1.75% on an annual
basis.  Although these contracts provide for limited transfer of values between
the Equity subaccount and the general assets of Ohio National Life, such
transfer is only permitted during the accumulation period.

                                      14


<PAGE>   19
MULTIPLE FUNDED COMBINATION ANNUITY

From November 2, 1982 to September, 10, 1984, Ohio National Life and VAB issued
Multiple Funded Combination Annuity contracts substantially the same as the
contracts described in this prospectus.  However, such prior contracts include
a guarantee of the investment performance of the Money Market subaccount and a
deduction therefor at the end of each valuation period equal to 0.2% of Money
Market assets on an annual basis.  Such investment guarantee is regarded as a
separate security offered by Ohio National Life.  In addition, the rate for the
contingent deferred sales charge for such prior contracts is 5% and the
deduction for risk undertakings is 1.3%.

                  ACCUMULATION UNIT VALUES FOR PRIOR CONTRACTS
ANNUAL PAYMENT VARIABLE ANNUITY
EQUITY SUBACCOUNT OF VAB
<TABLE>
<CAPTION>
YEAR ENDED       UNIT VALUE AT              UNIT VALUE AT                  NUMBER OF UNITS
DECEMBER 31    BEGINNING OF YEAR             END OF YEAR                    AT END OF YEAR
-----------   ------------------             -----------                    --------------
<S>            <C>                         <C>                               <C>
  1985           $26.484522                 $32.435471                         57,573
  1986            32.435471                  39.600493                         48,378
  1987            39.600493                  43.451334                         44,660
  1988            43.451334                  49.487430                         37,867
  1989            49.487430                  60.371234                         34,866
  1990            60.371234                  57.466552                         36,191
  1991            57.466552                  68.381552                         33,557
  1992            68.381552                  72.811547                         30,548
  1993            72.811547                  82.251550                         25,610
  1994            82.251550                  81.637986                         24,924
</TABLE>

VARIABLE INTEREST ANNUITY
MONEY MARKET SUBACCOUNT OF VAB
<TABLE>
<CAPTION>
YEAR ENDED        UNIT VALUE AT             UNIT VALUE AT                  NUMBER OF UNITS
DECEMBER 31    BEGINNING OF YEAR             END OF YEAR                    AT END OF YEAR
-----------   ------------------             -----------                    --------------
<S>            <C>                         <C>                              <C>
  1985           $15.453095                 $16.436976                        221,664
  1986            16.436976                  17.248371                        194,302
  1987            17.248371                  18.096347                        140,573
  1988            18.096347                  19.137568                        117,383
  1989            19.137568                  20.571199                         91,600
  1990            20.571199                  21.909036                         70,747
  1991            21.909036                  22.825685                         54,444
  1992            22.825685                  23.247080                         44,016
  1993            23.247080                  23.578345                         35,017
  1994            23.578345                  24.205890                         30,075
</TABLE>

FLEXIBLE PAYMENT COMBINATION ANNUITY
EQUITY SUBACCOUNT OF VAB
<TABLE>
<CAPTION>
YEAR ENDED       UNIT VALUE AT              UNIT VALUE AT                  NUMBER OF UNITS
DECEMBER 31    BEGINNING OF YEAR             END OF YEAR                    AT END OF YEAR
-----------   ------------------            ------------                    --------------
<S>            <C>                         <C>                               <C>
  1985           $13.695411                 $16.756121                         11,356
  1986            16.756121                  20.437343                         11,865
  1987            20.437343                  22.402511                         10,712
  1988            22.402511                  25.489364                          3,873
  1989            25.489364                  31.071251                          3,584
  1990            31.071251                  29.546880                          3,439
  1991            29.546880                  35.124150                          3,428
  1992            35.124150                  37.362530                          1,864
  1993            37.362530                  42.164841                          1,849
  1994            42.164841                  41.809023                          1,833
</TABLE>

                                      15


<PAGE>   20
MULTIPLE FUNDED COMBINATION ANNUITY
EQUITY SUBACCOUNT OF VAB
<TABLE>
<CAPTION>
YEAR ENDED       UNIT VALUE AT                UNIT VALUE AT             NUMBER OF UNITS
DECEMBER 31    BEGINNING OF YEAR               END OF YEAR              AT END OF YEAR
-------------  -----------------               -----------              --------------
<S>              <C>                         <C>                         <C>
  1985             $11.888062                  $14.544867                  131,468
  1986              14.544867                   17.740283                  114,653
  1987              17.740283                   19.446105                  102,146
  1988              19.446105                   22.125593                   50,489
  1989              22.125593                   26.965078                   40,668
  1990              26.965078                   25.642156                   37,320
  1991              25.642156                   30.482379                   34,831
  1992              30.482379                   32.424943                   31,442
  1993              32.424943                   36.592684                   31,997
  1994              36.592684                   36.283811                   30,805
</TABLE>

MONEY MARKET SUBACCOUNT OF VAB
<TABLE>
<S>              <C>                         <C>                          <C>
  1985             $11.718228                  $12.464314                   74,991
  1986              12.464314                   13.079601                   57,510
  1987              13.079601                   13.722624                   44,776
  1988              13.722624                   14.512201                   91,090
  1989              14.512201                   15.599344                   77,381
  1990              15.599344                   16.613832                   74,879
  1991              16.613832                   17.308925                   71,106
  1992              17.308925                   17.628473                   67,360
  1993              17.628473                   17.879672                   17,645
  1994              17.879672                   18.355539                   11,948
</TABLE>

BOND SUBACCOUNT OF VAB
<TABLE>
<S>              <C>                         <C>                          <C>
  1985             $11.301932                  $13.585736                   12,269
  1986              13.585736                   15.116531                    9,119
  1987              15.116531                   15.073082                    6,538
  1988              15.073082                   15.914517                    4,337
  1989              15.914517                   17.427516                    3,751
  1990              17.427516                   18.585115                    5,481
  1991              18.585115                   20.764956                    4,532
  1992              20.764956                   22.088165                    4,261
  1993              22.088165                   24.183548                    3,921
  1994              24.183549                   23.002903                    3,679
</TABLE>

OMNI SUBACCOUNT OF VAB
<TABLE>
<S>              <C>                         <C>                          <C>
  1985             $10.324465                  $11.804444                   25,142
  1986              11.804444                   13.770831                   56,134
  1987              13.770831                   13.391588                   57,721
  1988              13.391588                   15.237044                   48,061
  1989              15.237044                   17.400912                   45,355
  1990              17.400912                   17.540233                   46,036
  1991              17.540233                   20.497592                   46,892
  1992              20.497592                   22.018769                   48,792
  1993              22.018769                   24.578556                   53,581
  1994              24.578556                   24.183329                   52,580
</TABLE>

INTERNATIONAL SUBACCOUNT OF VAB
<TABLE>
<S>              <C>                         <C>                          <C>
  1993*            $10.000000                  $12.404596                    1,427
  1994*             12.404596                   13.259582                   13,999
<FN>
*International Subaccount added April 30, 1993.
</TABLE>

                                      16


<PAGE>   21






                                     PART B


                      STATEMENT OF ADDITIONAL INFORMATION
<PAGE>   22




                        OHIO NATIONAL VARIABLE ACCOUNT B
                                       OF
                    THE OHIO NATIONAL LIFE INSURANCE COMPANY

                          237 William Howard Taft Road
                            Cincinnati, Ohio  45219
                            Telephone (513) 559-6452


                      STATEMENT OF ADDITIONAL INFORMATION

   
                                October 2, 1995
    

   
This Statement of Additional Information is not a prospectus.  It should be
read in conjunction with the prospectus for Ohio National Variable Account B
("VAB") flexible purchase payment individual non-tax qualified variable annuity
contracts dated October 2, 1995.  To obtain a free copy of the VAB prospectus,
write or call The Ohio National Life Insurance Company ("Ohio National Life")
at the above address.
    


   
<TABLE>
                               Table of Contents

                 <S>                                                        <C>
                 Custodian  . . . . . . . . . . . . . . . . . . . . . . . . 2
                 Independent Certified Public Accountants . . . . . . . . . 2
                 Underwriter  . . . . . . . . . . . . . . . . . . . . . . . 2
                 Calculation of Money Market Subaccount Yield . . . . . . . 3
                 Total Return . . . . . . . . . . . . . . . . . . . . . . . 3
                 Transfer Limitations . . . . . . . . . . . . . . . . . . . 4
                 Financial Statements . . . . . . . . . . . . . . . . . . . 5
                 Appendix:  Guaranteed Accumulation Account . . . . . . . .32
</TABLE>
    





                           "TOP II" NON-TAX QUALIFIED
<PAGE>   23
CUSTODIAN

Ohio National Life has executed an agreement with The Provident Bank ("the
Bank"), Cincinnati, Ohio, pursuant to which the shares of Ohio National Fund,
Inc. ("Fund") and other assets credited to VAB will be held in the custody of
the Bank.  The agreement provides that the Bank will purchase Fund shares at
their net asset value determined as of the end of the valuation period of VAB
during which the purchase payment is received by Ohio National Life for
outstanding contracts or, in the case of new contracts, the value determined as
of the end of the valuation period during which the contract is issued.  The
Bank effects redemptions of Fund shares held by VAB upon instructions from Ohio
National Life at net asset value determined as of the end of the valuation
period of VAB during which a redemption request is received or made by Ohio
National Life.  In addition, the Bank maintains appropriate records with
respect to all transactions in Fund shares relative to VAB.

The agreement requires the Bank to have at all times an aggregate capital,
surplus and undivided profit of not less than $2 million and prohibits
resignation by the Bank until (a) a successor custodian bank having the
qualifications enumerated above shall have agreed to serve as custodian, or (b)
VAB has been completely liquidated and the proceeds of such liquidation
properly distributed.  Subject to these conditions the agreement of
custodianship may be terminated by either party upon sixty days written notice.
For its services as custodian, the Bank will be paid a fee to be agreed upon
from time to time by the Bank and Ohio National Life.

INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

The financial statements of VAB as of December 31, 1994 and for the periods
indicated herein and of The Ohio National Life Insurance Company and
consolidated subsidiaries as of December 31, 1994 and 1993 and for the periods
indicated herein have been included herein in reliance upon the reports of KPMG
Peat Marwick LLP, independent certified public accountants, appearing elsewhere
herein, and upon the authority of said firm as experts in accounting and
auditing.

The audited financial statements of The Ohio National Life Insurance Company
and consolidated subsidiaries have been prepared in accordance with accounting
practices prescribed or permitted by the Department of Insurance of the State
of Ohio, which are currently considered generally accepted accounting
principles for mutual life insurance companies.  Additionally, as discussed in
the notes to the Company's financial statements, the Company changed its method
of accounting for postretirement health care and life insurance benefits to the
accrual method as prescribed by the National Association of Insurance
Commissioners.

UNDERWRITER

The O.N. Equity Sales Company ("ONESCO"), a wholly owned subsidiary of Ohio
National Life, is the principal underwriter of the contracts.  The offering of
the contracts is continuous.  The aggregate amount of underwriting commissions
paid to ONESCO with respect to contracts issued by VAB, and the amounts
retained by ONESCO, for each of the last three years have been:



                                      -2-
<PAGE>   24
<TABLE>
<CAPTION>
                                                  Aggregate                 Retained
                          Year                   Commissions               Commissions
                          ----                   -----------               -----------
                          <S>                      <C>                       <C>
                          1994                     $963,635                  $110,006
                          1993                      747,048                    87,412
                          1992                      331,151                    39,687
</TABLE>


CALCULATION OF MONEY MARKET SUBACCOUNT YIELD

The current yield of the Money Market subaccount for the seven days ended on
December 31, 1994, was 4.50%.  This was calculated by determining the net
change, exclusive of capital changes, in the value of a hypothetical
pre-existing account having a balance of one accumulation unit of the
subaccount at the beginning of the seven-day period, dividing the net change in
subaccount value by the value of the subaccount at the beginning of the base
period to obtain the base period return, and multiplying the difference by
365/7.  The resulting figure is carried to the nearest hundredth of one
percent.


TOTAL RETURN

The average annual compounded rate of return for a contract with respect to a
particular subaccount over a given period is found by equating the initial
amount invested to the ending redeemable value using the following formula:

P(1 + T)n = ERV

                 where:           P = a hypothetical initial payment of $1,000,
                                  T = the average annual total return,
                                  n = the number of years, and
                                ERV = the ending redeemable value of a 
                                      hypothetical $1,000 beginning-of-period 
                                      payment at the end of the period (or 
                                      fractional portion thereof).

For this purpose, it should be noted that the current series of contracts were
initially offered September 10, 1984.  Hypothetical results based upon the
performance of the subaccounts prior to that date assume that the same charges
and deductions applicable to the current contracts were in effect from the
inception of each corresponding portfolio of the Fund.  Note also that, for
purposes of these calculations, the annual contract administration charge of
$30 has been converted to an annualized percentage charge of 0.09%.  This is
based upon an average accumulation value of $35,000 for all contracts in this
series.  The actual effect that the contract administration charge would have
on total returns would be less than that percentage for contracts having a
higher accumulation value and greater than that percentage for contracts having
a lower accumulation value.

The average annual total returns for current contracts in each of the
subaccounts from the inception of the subaccount and for the one-, five- and
ten-year periods ending on December 31,


                                      -3-
<PAGE>   25
1994, and assuming surrender of the contract on the latter date, are as
follows:

   
<TABLE>
<CAPTION>
                                           One           Five        Ten           From        Inception
                                           Year          Years       Years       Inception           Date 
                                           ----          -----       -----       ---------    -----------
<S>                                        <C>           <C>          <C>          <C>          <C>
Equity                                     -0.94%        6.09%        11.84%        8.26%      10-06-69
Money Market                                2.81%        3.36%         4.59%        5.85%      03-20-80
Bond                                       -5.03%        5.68%         7.35%        6.59%      11-02-82
Omni                                       -1.72%        6.79%         8.89%        8.33%      09-10-84
International                               6.88%         N/A           N/A        15.02%      04-30-93
Capital Appreciation                         N/A          N/A           N/A         3.34%      05-01-94
Small Cap                                    N/A          N/A           N/A        20.07%      05-01-94
Global Contrarian                            N/A          N/A           N/A          N/A       03-31-95
Aggressive Growth                            N/A          N/A           N/A          N/A       03-31-95
</TABLE>
    

   
TRANSFER LIMITATIONS

To the extent that transfers, surrenders, partial withdrawals and annuity
payments from a subaccount exceed net purchase payments and transfers into that
subaccount, securities of the corresponding portfolio of the Fund may have to
be sold.  Excessive sales of a portfolio's securities on short notice could be
detrimental to that portfolio and to contractowners with values allocated to
the corresponding subaccount.  To protect the interests of all contractowners,
Ohio National Life reserves the right to limit the number, frequency, method or
amount of transfers.  Transfers from any portfolio of the Fund on any one day
may be limited to 1% of the previous day's total net assets of that portfolio
if Ohio National Life or the Fund, in its or their discretion, believes that
the portfolio might otherwise be damaged.

If and when transfers must be so limited, some transfer requests will not be
made.  In determining which requests will be made, scheduled transfers (that
is, those pursuant to a pre-existing dollar cost averaging program) will be
made first, followed by mailed written requests in the order postmarked and,
lastly, telephone and facsimile requests in the order received.  Contractowners
whose transfer requests are not made will be so notified.  Current SEC rules
preclude Ohio National Life from processing at a later date those requests that
were not made.  Accordingly, a new transfer request would have to be submitted
in order to make a transfer that was not made because of these limitations.
    





                                      -4-
<PAGE>   26
KPMG PEAT MARWICK LLP        (LOGO)


     1600 PNC CENTER
     201 EAST FIFTH STREET
     CINCINNATI, OH 45202

     Dayton, OH

                          Independent Auditors' Report
                          -----------------------------




The Board of Directors
The Ohio National Life Insurance Company:


We have audited the accompanying consolidated balance sheets of The Ohio
National Life Insurance Company and consolidated subsidiaries as of December
31, 1994 and 1993 and the related consolidated statements of operations,
surplus and cash flow for each of the years in the three-year period ended
December 31, 1994.  These consolidated financial statements are the
responsibility of the Company's management.  Our responsibility is to express
an opinion on these consolidated financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audits to
obtain reasonable assurance about whether the financial statements are free of
material misstatement.  An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements.  An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of The Ohio National
Life Insurance Company and consolidated subsidiaries as of December 31, 1994
and 1993, and the results of their operations and their cash flow for each of
the years in the three-year period ended December 31, 1994 in conformity with
accounting practices prescribed or permitted by the Department of Insurance of
the State of Ohio, which are currently considered generally accepted accounting
principles for mutual life insurance companies (Note 1).

As discussed in Note 6 to the financial statements, effective January 1, 1993,
the Company changed its method of accounting for postretirement health care and
life insurance benefits to the accrual method as prescribed by the National
Association of Insurance Commissioners (NAIC).  Postretirement benefit costs
for 1992, which were recorded on a cash basis, have not been restated.


KPMG Peat Marwick LLP


Cincinnati, Ohio
February 10, 1995

                                     -5-
<PAGE>   27
                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

                          Consolidated Balance Sheets

                           December 31, 1994 and 1993
                                 (in thousands)



<TABLE>
<CAPTION>
                                                 Admitted Assets                                        1994            1993
                                                 ---------------                                        ----            ----
                 <S>                                                                             <C>                  <C>
                 Investments - other than investments in affiliates (notes 2 and 10):
                     Fixed maturities at amortized cost                                          $    2,772,889       2,459,380
                     Preferred stocks, at cost (market - $17,861 in 1994 and $20,256 in 1993)            20,112          20,499
                     Common stocks, at market (cost - $32,105 in 1994 and $25,636 in 1993)               41,542          37,706
                     Mortgage loans on real estate                                                      771,191         794,985
                     Real estate (less encumbrances of $3,578 in 1994 and
                        $3,642 in 1993), at cost less accumulated depreciation                           39,168          36,332
                     Policy loans                                                                       142,934         142,882
                     Short-term investments                                                              41,947         206,366
                     Other invested assets                                                               36,075          28,885
                                                                                                 ---------------      ----------
                                  Total investments                                                   3,865,858       3,727,035
                 Cash                                                                                     9,399          57,590
                 Investment in common stock of unconsolidated subsidiaries,
                     at equity (cost $840 in 1994 and 1993)                                                 429             675
                 Accrued investment income                                                               58,151          51,946
                 Premiums and other considerations deferred and uncollected                              26,012          22,412
                 Other general account assets                                                            23,406          28,890
                 Separate account assets, at market                                                     307,373         232,648
                                                                                                 ---------------      ----------

                                  Total admitted assets                                          $    4,290,628       4,121,196
                                                                                                 ===============      ==========
                                                                                                                               
                                        Liabilities, Reserves and Surplus
                                        ---------------------------------
                 Reserves for future policy benefits:
                     Life policies and contracts                                                 $    1,934,567       1,777,487
                     Accident and health policies                                                        55,653          49,747
                     Annuity and other deposit funds                                                  1,121,102       1,274,497
                 Policy and contract claims (note 4)                                                     18,263          15,350
                 Other policyholders' funds:
                     Policyholders' dividend accumulations                                               65,584          65,350
                     Provision for policyholders' dividends payable in the following year                23,272          26,202
                     Other                                                                              392,171         397,689
                 Federal income taxes (note 7)                                                           11,561           7,986
                 Other general account liabilities                                                       71,610          55,282
                 Interest maintenance reserve                                                            22,197          22,316
                 Asset valuation reserve                                                                 43,589          41,810
                 Separate account liabilities                                                           299,085         219,593
                                                                                                 ---------------      ----------
                                  Total liabilities and reserves                                      4,058,654       3,953,309
                                                                                                 ===============      ==========
                 Surplus (note 8):
                     Surplus note (note 9)                                                               49,708            -
                     Surplus                                                                            182,266         167,887
                                                                                                 ---------------      ----------
                                  Total surplus                                                         231,974         167,887
                 Commitments and contingencies (notes 10 and 11)
                                  Total liabilities, reserves and surplus                        $    4,290,628       4,121,196
                                                                                                 ===============      ==========
</TABLE>


See accompanying notes to consolidated financial statements.





                                       6
<PAGE>   28
                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

                     Consolidated Statements of Operations

                  Years ended December 31, 1994, 1993 and 1992
                                 (in thousands)


<TABLE>
<CAPTION>
                                                                        1994         1993          1992
                                                                        ----         ----          ----
<S>                                                                   <C>           <C>           <C>
Premiums and other considerations:                                       
    Life and annuity                                                  $192,332      178,262       144,607
    Accident and health                                                 19,601       18,566        19,271
    Annuity and other fund deposits                                    378,679      442,676       463,031
    Supplementary contracts                                             22,570       17,616        17,466
                                                                      --------      -------       -------
                                                                       613,182      657,120       644,375
                                                                      --------      -------       -------
Investment income:                                                     
    Interest on fixed maturities                                       230,209      220,346       192,745
    Dividends on stocks                                                  3,011        3,191         1,900
    Interest on mortgage loans                                          75,763       81,239        84,483
    Real estate income                                                   6,998        4,710         4,433
    Interest on policy loans                                             9,061        8,510         8,281
    Other investment income                                             10,669        8,247         7,219
                                                                      --------      -------       -------
              Total investment income                                  335,711      326,243       299,061
    Less investment expenses                                            15,561       12,825        12,607
                                                                      --------      -------       -------
              Net investment income                                    320,150      313,418       286,454
                                                                      --------      -------       -------
              Total operating income                                   933,332      970,538       930,829
                                                                      --------      -------       -------
Death and other benefits:                                              
    Death benefits                                                      52,186       45,795        39,224
    Accident and health benefits                                        10,956        9,849         9,058
    Annuity benefits, fund withdrawals, and other benefits             
       to policyholders and beneficiaries                              623,576      502,676       410,271
                                                                      --------      -------       -------
                                                                       686,718      558,320       458,553
Increase in reserves for future policy benefits and other funds         86,714      266,266       346,068
Commissions                                                             42,263       40,404        37,715
General insurance expenses                                              41,914       35,899        30,692
Insurance taxes, licenses and fees                                       7,799        6,759         5,397
                                                                      --------      -------       -------
                                                                       865,408      907,648       878,425
                                                                      --------      -------       -------
              Income before dividends to policyholders,                
                 provision for Federal income taxes                    
                 and realized capital gains (losses)                    67,924       62,890        52,404
Dividends to policyholders                                              22,126       25,385        23,783
                                                                      --------      -------       -------
              Income before provision for Federal income taxes         
                 and realized capital gains (losses)                    45,798       37,505        28,621
Provision for Federal income taxes (note 7)                             20,647       17,908        10,197
                                                                      --------      -------       -------
                                                                       
              Income before realized capital gains (losses)             25,151       19,597        18,424
Net realized capital (losses) gains, net of interest maintenance       
    reserve and taxes (notes 2 and 7)                                                                   
                                                                          (510)        (514)        1,152
                                                                      --------      -------       -------
              Net income                                              $ 24,641       19,083        19,576
                                                                      ========      =======       =======
</TABLE>

See accompanying notes to consolidated financial statements.





                                       7
<PAGE>   29
                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

                       Consolidated Statements of Surplus

                  Years ended December 31, 1994, 1993 and 1992
                                 (in thousands)





<TABLE>
                 <S>                                                                                          <C>
                 Surplus, December 31, 1991                                                                   $       138,860
                     Net income                                                                                        19,576
                     Net unrealized capital losses on investments (note 2)                                                (10)
                     Change in non-admitted assets and other items                                                      2,367
                     Transfer from mandatory securities valuation reserve                                              24,020
                     Transfer to asset valuation reserve                                                              (29,790)
                                                                                                              ----------------
                 Surplus, December 31, 1992                                                                           155,023
                     Net income                                                                                        19,083
                     Net unrealized capital gains on investments (note 2)                                               3,079
                     Change in non-admitted assets and other items                                                      1,418
                     Transfer to asset valuation reserve                                                              (10,716)
                                                                                                              ----------------
                 Surplus, December 31, 1993                                                                           167,887
                     Net income                                                                                        24,641
                     Surplus note issue (note 9)                                                                       49,708
                     Net unrealized capital losses on investments (note 2)                                             (7,603)
                     Change in non-admitted assets and other items                                                       (881)
                     Transfer to asset valuation reserve                                                               (1,778)
                                                                                                              ----------------
                 Surplus, December 31, 1994                                                                   $       231,974
                                                                                                              ================
</TABLE>




See accompanying notes to consolidated financial statements.





                                       8
<PAGE>   30
                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

                      Consolidated Statements of Cash Flow

                  Years ended December 31, 1994, 1993 and 1992
                                 (in thousands)



<TABLE>
<CAPTION>
                                                                                     1994                1993             1992
                                                                                     ----                ----             ----
                 <S>                                                           <C>                 <C>               <C>
                 Cash from operations:
                     Premiums, annuity considerations, and
                        fund deposits                                            $    547,472           603,693          624,524
                     Investment income                                                312,683           311,169          278,971
                                                                                 ------------          --------         ---------
                                                                                      860,155           914,862          903,495
                                                                                 ------------          --------         ---------
                 Less:
                     Death and other benefits                                         680,871           558,043          458,287
                     Commissions, taxes and other expenses                            106,558           109,812           84,073
                     Dividends paid to policyholders                                   25,242            23,358           25,525
                     Increase in policy loans                                              52             4,533            5,777
                                                                                 ------------          --------         ---------
                                                                                      812,723           695,746          573,662
                                                                                 ------------          --------         ---------
                                  Net cash from operations                             47,432           219,116          329,833
                                                                                 ------------          --------         ---------
                 Proceeds from investments sold, matured or repaid:
                     Fixed maturities                                                 221,344           589,727          511,344
                     Stocks                                                            10,905            15,871            4,653
                     Mortgage loans                                                   129,816            76,666           73,080
                     Real estate                                                        6,634             3,611            5,067
                     Other invested assets                                              3,685             3,129           35,357
                                                                                 ------------          --------         ---------
                                                                                      372,384           689,004          629,501
                                                                                 ------------          --------         ---------
                 Less cost of investments acquired:
                     Fixed maturities                                                 541,481           623,744        1,013,033
                     Stocks                                                            15,951            42,118           14,136
                     Mortgage loans                                                   110,871            41,409           56,685
                     Real estate                                                        5,679             4,548            4,220
                     Other invested assets                                              7,736            (3,866)          17,345
                                                                                 ------------          --------         ---------
                                                                                      681,718           707,953        1,105,419
                                                                                 ------------          --------         ---------
                                                                                      
                                  Net cash used for investments                      (309,334)          (18,949)        (475,918)
                                                                                 ------------          --------         ---------
                 Net proceeds from issuance of surplus notes                           49,708                 -                -
                 Other, net                                                              (416)            3,453           (1,434)
                                                                                 ------------          --------         ---------
                                                                                       49,292             3,453           (1,434)
                                                                                 ------------          --------         ---------
                                  Net (decrease) increase in cash and
                                     short-term investments                          (212,610)          203,620         (147,519)
                 Cash and short-term investments:
                     Beginning of year                                                263,956            60,336          207,855
                                                                                 ------------          --------         ---------
                     End of year                                                $      51,346           263,956           60,336
                                                                                 ============          ========         =========
</TABLE>

See accompanying notes to consolidated financial statements.





                                       9
<PAGE>   31
                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

                   Notes to Consolidated Financial Statements

                        December 31, 1994, 1993 and 1992



(1)   Basis of Presentation and Significant Accounting Policies
      --------------------------------------------------------
      The consolidated financial statements include the accounts of the Company
             and its wholly-owned subsidiaries, Ohio National Life Assurance
             Corporation (ONLAC) and The Pennsylvania National Life Insurance
             Company (PNLIC).  All significant intercompany balances and
             transactions have been eliminated in consolidation.  Certain other
             subsidiaries not engaged in the business of life insurance (which
             are not significant in relation to the Company) are reflected in
             the financial statements on the equity basis.

      On July 1, 1993, the Company purchased all of the issued and outstanding
             shares of The Pennsylvania National Life Insurance Company (PNLIC)
             located in Harrisburg, Pennsylvania.  The purchase price
             approximated $16,700,000 plus $200,000 in finders fees.  PNLIC's
             adjusted surplus at July 1, 1993 was approximately $9,700,000,
             leaving approximately $7,200,000 as goodwill associated with the
             acquisition; PNLIC's total assets approximated $150,000,000 at
             July 1, 1993.  The goodwill amount will be amortized on a
             straight-line basis over a ten-year period.  The results of PNLIC
             operations for the 6 months ended December 31, 1993 of
             approximately $482,800 are included in the consolidated statement
             of operations.

      On July 1, 1994, assets of $4.6 million and all of the outstanding PNLIC
             common stock plus paid-in capital and surplus totaling $4.6
             million were sold to an unrelated party for $5 million.  All of
             the remaining assets, liabilities and obligations of PNLIC were
             transferred to ONLAC.  The goodwill determined as described above
             will continue under the original amortization schedule.

      The accompanying financial statements have been prepared principally in
             accordance with accounting practices prescribed or permitted by
             the Department of Insurance of the State of Ohio, which practices
             are considered generally accepted accounting principles for mutual
             life insurance companies.  For purposes of filing the annual
             statement with regulatory authorities, wholly-owned subsidiaries
             are carried on the equity method rather than consolidated.

      In April 1993, the Financial Accounting Standards Board (FASB) issued
             Interpretation No. 40, Applicability of Generally Accepted
             Accounting Principles to Mutual Life Insurance and Other
             Enterprises.  The Interpretation requires mutual life insurance
             enterprises that have traditionally issued statutory basis
             financial statements that have been reported to be in conformity
             with generally accepted accounting principles (GAAP), to apply all
             authoritative accounting pronouncements in preparing those
             statements, effective for periods beginning after December 15,
             1994.  The effective date of Interpretation 40 was extended by
             Statement of Financial Accounting Standards No. 120, Accounting
             and Reporting by Mutual Life Insurance Enterprises for Certain
             Long-Duration Participating Contracts, to years beginning of the
             December 15, 1995.  The effects of applying the provisions of the
             Interpretation may result in policyholder surplus and net income
             differing from amounts as reported under the existing accounting
             practices.  However, these differences have not yet been
             determined.  If the Company elects to continue to prepare
             financial statements on the basis of statutory accounting
             practices after 1995, it will no longer be described as prepared
             in conformity with GAAP.
                                                                     (Continued)





                                       10
<PAGE>   32
                                       2

                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

             Notes to Consolidated Financial Statements, Continued



(1)   Basis of Presentation and Significant Accounting Policies, Continued
      --------------------------------------------------------------------
      The significant accounting policies follow:

      (a)    Revenues and Expenses
             ---------------------
             Premiums are credited to revenue over the premium-paying period of
                 the policies.  Expenses, including acquisition costs related
                 to acquiring new business, are charged to operations as
                 incurred.  Investment income is recognized as earned.

      (b)    Valuation of Investments
             ------------------------
             Bonds and stocks are valued as prescribed by the National
                 Association of Insurance Commissioners (NAIC).  Bonds are
                 generally carried at amortized cost, preferred stocks at cost,
                 common stocks of unaffiliated companies at market value, and
                 mortgage and policy loans at the amount of outstanding
                 receivables.  Short-term investments are carried at amortized
                 cost, which approximates market value. Investments in
                 unconsolidated subsidiaries are carried at the equity in their
                 net assets with changes in net assets, other than amounts
                 invested and dividends declared, recognized as net unrealized
                 capital gains.  Real estate is generally carried at
                 depreciated cost, net of encumbrances.

             During 1992, pursuant to changes in statutory requirements, the
                 mandatory securities valuation reserve was replaced by the
                 asset valuation reserve (AVR) and interest maintenance reserve
                 (IMR).  The AVR is a formula reserve which addresses specific
                 asset risk areas and consists of two components--the default
                 component and the equity component.  The default component
                 provides for future credit-related losses on fixed income
                 investments including corporate debt securities and preferred
                 stock and mortgages.  The equity component covers all types of
                 equity investments.  The two components are designed to
                 address the default and equity risks of the Company's assets
                 by calculating maximum reserve targets and controlling the
                 flow of the reserve from and into surplus.  Realized capital
                 gains and losses for all types of fixed income investments
                 that result from changes in the overall level of interest
                 rates are credited or charged to the IMR, and these capital
                 gains or losses are amortized into income over the remaining
                 life of the investment sold.  Management believes that the
                 balance of the default component of the AVR at December 31,
                 1994 is adequate to absorb potential credit and market losses
                 on investments.

             Valuations of mortgage loans and net real estate acquired in
                 satisfaction of mortgage loans (included in other general
                 account assets in the accompanying consolidated balance sheet)
                 are periodically performed by management, and the carrying
                 value of such assets is reduced by a charge to realized
                 capital losses if the carrying value exceeds the estimated net
                 realizable value (see Note 2). The carrying value of mortgage
                 loans and real estate currently owned had cumulatively been
                 reduced by $2,133,000 and $8,387,000 at December 31, 1994, and
                 $1,098,000 and $12,324,000 at December 31, 1993, respectively.
                                                                    
                                                                    (Continued)





                                       11
<PAGE>   33
                                       3

                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

             Notes to Consolidated Financial Statements, Continued



(1)   Basis of Presentation and Significant Accounting Policies, Continued
      --------------------------------------------------------------------

      (c)    Capital Gains and Losses
             ------------------------
             Unrealized capital gains and losses are reflected as direct
                 credits and charges to surplus.  Under the guidelines for the
                 IMR, realized capital gains and losses, net of tax, attributed
                 to interest rate changes as defined under established
                 guidelines (see Note 1(b)) are credited or charged to the IMR.
                 These realized capital gains and losses are amortized into
                 investment income as permitted under established guidelines in
                 order to allocate income over remaining years based on
                 original maturity dates of investments.

      (d)    Reserves for Future Policy Benefits
             -----------------------------------
             Reserves for traditional life products are based on statutory
                 mortality and interest requirements without consideration for
                 withdrawals.  The mortality table and interest assumptions
                 currently being used for the majority of new policies issued
                 are the 1980 CSO table with 4% to 6% interest.  With respect
                 to older policies, the mortality table and interest
                 assumptions vary from the American Experience table with 3%
                 interest to the 1958 CSO table with 2.25% to 4.5% interest.
                 Approximately 77% and 76% of the reserves were calculated on a
                 net level reserve basis at December 31, 1994 and 1993,
                 respectively.

             Reserves for universal life and variable universal life policies
                 have been calculated based on participants' net contributions
                 plus interest credited less applicable contract charges, less
                 an initial allowance according to the Commissioner's Reserve
                 Valuation Method (CRVM).

             The reserves and deposit liabilities for deferred annuity products
                 have been established based on the participants' net
                 contributions, policy term, interest rates and various
                 contract provisions.  The average interest rate credited on
                 these annuity policies was 7.4% for the year ended December
                 31, 1994 (7.9% for the year ended December 31, 1993).  The
                 reserves for individual annuity policies issued after 1991
                 have been adjusted for possible future surrender charges in
                 accordance with the Commissioner's Annuity Reserve Valuation
                 Method (CARVM).


         Reserves for immediate annuities are determined primarily on either
                 the 1971 Individual Annuity and Mortality Table (interest
                 rates 6% to 7.5%) or the 1983 Annuity Table (interest rates
                 6.5% to 9.25%).  Group immediate annuity reserves are based
                 primarily on the 1983 Group Annuity and Mortality Table at
                 7.5% to 9.25% interest.

         The aggregate reserves for individual accident and health policies
                 consist of active life reserves, disabled life reserves and
                 unearned premium reserves.  The active life reserves are
                 calculated on a two year preliminary term basis at 3% to 5.5%
                 interest, using either the 1964 Commissioner's Disability
                 Table (policies issued prior to 1990) or the 1985
                 Commissioner's Individual Disability Table A (policies issued
                 after 1989). 

                                                                     (Continued)





                                       12
<PAGE>   34
                                       4

                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

             Notes to Consolidated Financial Statements, Continued



(1)   Basis of Presentation and Significant Accounting Policies, Continued
      --------------------------------------------------------------------

      (d)    Reserves for Future Policy Benefits, Continued
             ----------------------------------------------
             The disabled life reserves are calculated using either the 1985
                 Commissioner's Individual Disability Table A, at 5% to 5.5%
                 interest (claims incurred after 1989) or the 1971 modification
                 of the 1964 Commissioner's Disability Table, at 3.5% interest
                 (claims incurred prior to 1990).

             The aggregate reserves for group accident and health policies
                 consist of active life reserves and unearned premium reserves.
                 The active life reserves are calculated on the 1987
                 Commissioner's Group Disability Table, at 6% interest.

      (e)    Federal Income Taxes
             --------------------
             Federal income taxes are charged to operations based on operating
                 income that is currently taxable.   No charge to operations is
                 made or liability established for the tax effect of temporary
                 differences between financial reporting and taxable income.

      (f)    Separate Accounts
             -----------------
             Separate account assets represent contractholders' funds which
                 have been segregated into accounts with specific investment
                 objectives.  The investment income and gains or losses of
                 these accounts accrue directly to the contractholders.
                 Separate account liabilities for individual annuities issued
                 in 1992 and after represent contractholders' funds adjusted
                 for possible future surrender charges in accordance with
                 CARVM.  The difference between full account value and CARVM is
                 reflected in other liabilities, as prescribed by the NAIC, on
                 the statutory statement of admitted assets, liabilities,
                 reserves and surplus.  The annual change in the difference
                 between full account value and CARVM is reflected in the
                 statutory statements of operations as part of the net
                 transfers to separate accounts.

      (g)    Non-Admitted Assets
             -------------------
             Certain assets designated as "non-admitted assets" (principally
                 furniture, equipment, and certain receivables) have been
                 excluded from total admitted assets by a direct charge to
                 surplus.

      (h)    Other
             -----
             Under Statement of Financial Accounting Standards No. 107,
                 Disclosures about Fair Value of Financial Instruments, (SFAS
                 No. 107), the Company is required to disclose fair value
                 information about financial instruments, whether or not
                 recognized in the consolidated balance sheets as of December
                 31, 1994 and 1993. SFAS No. 107 excludes certain financial
                 instruments such as insurance contracts (other than financial
                 guarantees and investment contracts) and all nonfinancial
                 instruments from its disclosure requirements.  Accordingly,
                 the aggregate fair value

                                                                     (Continued)





                                       13
<PAGE>   35
                                       5

                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

             Notes to Consolidated Financial Statements, Continued



(1)   Basis of Presentation and Significant Accounting Policies, Continued
      --------------------------------------------------------------------
      (h)    Other Continued
             ---------------
                 amount presented do not represent the underlying value of the
                 Company. The carrying amounts reported in the consolidated
                 balance sheet approximate fair value for the following
                 financial instruments: cash, short-term investments, policy
                 loans and separate account assets.

(2)   Investments 
      -----------
      (a)    Stocks, Bonds, Notes and Other Debt Securities
             ----------------------------------------------
             These debt and equity securities are held for investment purposes,
                 and fair values are based on quoted market prices or dealer
                 quotes.  If a quoted market price is not available, fair value
                 is estimated by discounting the future cash flows of the
                 financial instrument at rates comparable to similar financial
                 instruments of issuers with similar credit worthiness.

             The amortized cost and estimated market values of investments in
                 debt securities at December 31, 1994 and 1993 are as follows 
                 (in thousands):
<TABLE>


                                                                    Gross               Gross                 Estimated
                                                Amortized         Unrealized          Unrealized                Market
1994                                              cost              gains               losses                  value
                                              -----------        ----------          -----------             ----------
<S>                                           <C>                  <C>                 <C>                     <C>
US Treasuury securities and
   onligations of US government
   corporations and agencies                  $  251,723            1,823              (18,629)                  234,917
Obligations of states and political
   subdivisons                                    25,410               54               (1,309)                   24,155
Debt securities issued by foreign
   governments                                    78,220            1,285               (8,552)                   70,953
Corporate securities                           2,171,191           41,654              (94,486)                2,118,359
Mortgage-backed securities                       288,292            2,617              (17,689)                  273,220
                                              ----------           -------             --------               -----------
                                               2,814,836           47,433             (140,665)                2,721,604
Less short-term investments                       41,947                -                    -                    41,947
                                              ----------           -------            ----------              -----------
            Totals                             2,772,889           47,433             (140,665)                2,679,657
                                              ==========           =======            =========               ===========

</TABLE>






                                                                     (Continued)





                                     -14-
<PAGE>   36
                                       6

                   THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES
                                       
             Notes to Consolidated Financial Statements, Continued



(2)   Investments, Continued
      ----------------------
      (a)    Stocks, Bonds, Notes and Other Debt Securities, Continued
             ---------------------------------------------------------


<TABLE>




                                                                            Gross          Gross         Estimated
                                                           Amorized       unrealized      unrealized      market
                        1993                                 cost           gains          losses         value
                        ----                               --------       ----------      ---------      ---------
            <S>                                           <C>             <C>            <C>          <C>
            US Treasury securities and
                  obligations of US government
                  corporations and agencies               $  262,720       13,529           (753)        275,496 
             Obligations of states and political
                  subdivisions                                17,159        1,200             (8)         18,351 
             Debt securities issued by foreign
                  governments                                 49,047        4,045           (241)         52,851 
             Corporate securities                          2,070,000      194,683         (8,717)      2,255,966 
             Mortgage-backed securities                      266,820       12,357         (1,742)        277,435 
                                                          ----------      -------          -----       ---------
                                                           2,665,746      225,814        (11,461)      2,880,099 
             Less short-term investments                     206,366            -              -         206,366 
                                                          ----------      -------         -------      ---------
                           Totals                         $2,459,380      225,814        (11,461)      2,673,733          
                                                          ==========      =======         =======      =========

</TABLE>

<TABLE>
             The amortized cost and estimated market value of debt securities at December 31, 1994, by contractual
                 maturity, are shown below (in thousands). Expected maturities will differ from contractual maturities because
                 borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

<CAPTION>
                                                                                                               Estimated
                                                                                        Amortized               market 
                                                                                           cost                  value
                                                                                        ----------            ---------
                                  <S>                                                   <C>                  <C>
                                  Due in one year or less                               $  100,557              101,335
                                  Due after one year through five years                    307,000              309,450
                                  Due after five years through ten years                   886,882              868,731
                                  Due after ten years                                    1,520,397            1,442,088
                                                                                        ----------            ---------
                                                                                        $2,814,836            2,721,604
                                                                                        ==========            =========

</TABLE>

             Proceeds from sales, calls and maturities of investments in debt 
                 securities during 1994 and 1993 were $221,344,000 and
                 $589,727,000, respectively. Gross gains of $2,357,000 and 
                 $29,667,000 and gross losses of $377,000 and $5,760,000 in 
                 1994 and 1993, respectively, were realized on those 
                 transactions.

             At December 31, 1994 and 1993, 92.7% and 92.8%, respectively, of 
                 the statement value of the Company's total bonds and 
                 short-term investments are rated investment grade (a 1 or 2 
                 designation by the NAIC).

                                                                (Continued)

                                                                               

                                      15
<PAGE>   37

<TABLE>
                                      7
                   THE OHIO NATIONAL LIFE INSURANCE COMPANY
                        AND CONSOLIDATED SUBSIDIARIES
                                      
            Notes to Consolidated Financial Statements, Continued

(2) Investments, Continued
    ----------------------

      (b)    Mortgage Loans
             --------------
             The fair value of these residential and commercial mortgage loans is estimated by discounting the future cash
                 flows using current rates at which similar loans would be made to borrowers with similar credit ratings and for the
                 same remaining maturities.

             The net carrying value and estimated fair value of mortgage loans at December 31, 1994 and 1993 are as follows
                 (in thousands): 


                                                                                1994                1993
                                                                                ----                ----
                                                   <S>                        <C>                 <C>
                                                   Carrying value              771,191             794,985
                                                   Estimated fair value        756,740             817,104
                                                                             

      (c)    Other Invested Assets
             --------------------
             The fair value of other invested assets, consisting primarily of investments in limited partnerships, is
                 determined by an independent third party management group and is carried on the financial statement on an equity
                 basis approximating fair value.


      (d)    Investment Gains and Losses
            ----------------------------
             The following is a summary of recorded investment gains and losses in 1994, 1993 and 1992 (in thousands):

                                            Change in    Total
                                  Realized  unrealized investment
                                   gains      gains      gains
                 1994            (losses)   (losses)   (losses)
                 ----            --------   --------   --------
      <S>                        <C>         <C>        <C>
      Bonds                       $1,980     (4,005)    (2,025)
      Stocks:
             Preferred                34          -         34
             Common                2,006    (3,598)     (1,592)
      Mortgage loans               (391)         -        (391)
      Real estate                (2,068)         -      (2,068)
      Other                          698         -         698
                                 -------    -------     -------
             Total                 2,259    (7,603)     (5,344)
      Less amount credited to 
          interest maintenance 
          reserve                 (2,314)        -      (2,314)
                                 -------    -------     -------
      Net loss before tax            (55)   (7,603)     (7,658)
      Taxes on capital gains        (455)        -        (455)
                                 -------    -------     -------
                                 $ (510)    (7,603)     (8,113)
                                 =======    =======     =======
</TABLE>

                                                                     (Continued)





                                       16
<PAGE>   38
                                       8

                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

             Notes to Consolidated Financial Statements, Continued

(2) Investments, Continued
    ----------------------
    (d) Investment Gains and Losses, Continued
        --------------------------------------

<TABLE>
                                                                                     Total
                                            Realized           Change in           investment
                                              gains              gains               gains
                1993                        (losses)           (losses)             (losses)
                ----                        -------            ---------           ----------
      <S>                                  <C>                  <C>              <C>
      Bonds                                 $23,907               4,571              28,478
      Stocks:                                                            
             Preferred                          186                  -                  186
             Common                           1,591              (1,492)                 99
      Mortgage loans                         (1,749)                  -              (1,749)
      Real estate                            (3,200)                  -              (3,200)
      Other                                    (192)                  -                (192)
                                            --------             -------           ---------
                 Total                       20,543               3,079              23,622
                                                                         
      Less amount credited to interest                                   
             maintenance reserve            (16,260)                  -             (16,260)
                                            --------             -------           ---------
      Net gain before tax                     4,283               3,079               7,362
      Taxes on capital gains                 (4,797)                  -              (4,797)
                                            --------             -------           ---------
                                           $   (514)              3,079               2,565
                                            ========             =======           =========
                                                                         
                1992                                                     
                ----                                                     
      Bonds                                $ 15,050              (1,954)             13,096
      Stocks:                                                                     
             Preferred                          868                   -                 868
             Common                            (239)                979                 740
      Mortgage loans                           (867)                  -                (867)
      Real estate                            (1,473)                  -              (1,473)
      Other                                      15                 965                 980
                                            --------             -------           ---------
      Net gain before tax                    13,354                 (10)             13,344
      Taxes on capital gains                 (4,572)                  -              (4,572)
                                            --------             -------           ---------
                                          $   1,152                 (10)              1,142
                                            ========             =======           =========
</TABLE>                                                                 
                                      
                                                                    (Continued)
                                       
                                     -17-
<PAGE>   39

                                       9

                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

             Notes to Consolidated Financial Statements, Continued




(3)   Additional Disclosures About Fair Values of Financial Instruments
      -----------------------------------------------------------------
      (a)    Deposit Liabilities
             -------------------
             The fair value of guaranteed investment contracts is estimated
                 using the rates currently offered for deposits of similar
                 remaining maturities.  The fair value of deferred annuities
                 are estimated by discounting at the current rate offered for
                 deposits of similar contracts the future cash flows at the
                 contract guaranteed interest rates until contract maturity.

             The estimated fair values of the company's deposit liabilities at
                 December 31, 1994 and 1993 are as follows (in thousands):

<TABLE>
<CAPTION>
                                                                  1994                         1993
                                                        -------------------------    ------------------------
                                                        Carrying       Estimated     Carrying      Estimated
                                                         amount        fair value     amount       fair value
                                                        --------       ----------    --------      ----------
             <S>                                 <C>     <C>             <C>          <C>          <C>
             Guaranteed investment contracts     $        861,006        835,974      1,032,596    1,078,677
             Individual deferred annuities                912,191        909,337        820,464      831,729
             Immediate and other annuity                                              
                 deposits                                 778,790        738,181       764,866       798,558
</TABLE>     
      (b)    Credit Commitments and Financial Guarantees
             -------------------------------------------

             The fair value of commitments is estimated using the fees currently
                 charged to enter into similar agreements, taking into account
                 the remaining terms of the agreements and the present
                 creditworthiness of the counterparties.  For fixed-rate loan
                 commitments, fair value also considers the difference between
                 current levels of interest rates and committed rates.  The
                 fair value of guarantees is based on fees currently charged
                 for similar agreements or on the estimated cost to terminate
                 them or otherwise settle the obligations with the
                 counterparties at the reporting date.  The fair value
                 approximated the commitment amount at December 31, 1994 (see
                 Note 10).

                                                                     (Continued)





                                       18
<PAGE>   40
                                       10

                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

             Notes to Consolidated Financial Statements, Continued




 (4)     Liability for Policy and Contract Claims
         ----------------------------------------

      Activity in the liability for policy and contract claims is summarized
below (in thousands):

<TABLE>
<CAPTION>
                                                                                             1994              1993
                                                                                             ----              ----
                                      <S>                                                <C>                  <C>

                                      Balance at January 1                               $      15,350        13,851
                                                                                         -------------        -------
                                      Incurred related to:
                                         Current year                                           55,102        53,877

                                         Prior years                                             8,042         2,276
                                                                                         -------------        -------
                                      Total incurred                                            63,144        56,153
                                                                                         -------------        -------
                                         Current year                                           52,417        52,626
                                         Prior years                                             7,814         2,028
                                                                                         -------------        -------
                                      Total paid                                                60,231        54,654
                                                                                         -------------        -------
                                      Balance at December 31                             $      18,263        15,350
                                                                                         =============        =======
</TABLE>

      Amounts recoverable from reinsurers totaled $938,000 and $3,619,000 at
December 31, 1994 and 1993, respectively.

(5)   Pension and Retirement Plans
      ----------------------------
      The Company maintains a qualified non-contributory defined benefit
             pension plan and a qualified contributory defined contribution
             progress sharing plan covering substantially all of its employees.
             In addition, the Company has a qualified non-contributory defined
             contribution pension plan covering career agents.  All of the
             plans are funded through insurance contracts issued by the
             Company.  The defined benefit pension plan was fully funded as of
             DecemberE31, 1994.

      The pension plan covering employees provides pension benefits that are
             based on the employee's years of service and compensation during
             five consecutive years in the last 10 years of employment
             preceding retirement.  Contributions are made to the plan as
             needed to meet actuarially computed plan benefits in compliance
             with minimum funding standards of ERISA.  The expense reported for
             contributions to the plan for 1994 and 1993 were $1, 345,000 and
             $0, respectively.

      Contributions to the Career Agent's Pension Plan is subject to the
             minimum funding required under Internal Revenue Code Section 412. 
             The expense reported for contributions to the plan for 1994 and 
             1993 were $420,000 and $403,000, respectively.





                                       19
<PAGE>   41
                                       11

                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

             Notes to Consolidated Financial Statements, Continued

(5)   Pension and Retirement Plans Continued
      --------------------------------------
      Company contributions to the Progress Sharing Plan are in part based on
             the net earnings of the Company and are payable at the sole
             discretion of management.  The expense reported for contributions
             to the plan for 1994 and 1993 were $1,355,000 and $1,321,000,
             respectively.

(6)   Other Benefit Plans
      -------------------
      The Company currently offers eligible retirees the opportunity to
             participate in a health plan.  The Company has two health plans,
             one is offered to home office employees, the other is offered to
             career agents.

                   Home Office Employee Health Plan
                   --------------------------------
                   The Company provides a declining service schedule.
                          Substantially all home office employees may become
                          eligible for these benefits provided that the
                          employee meets the age and years of service
                          requirements.  The plan states that an employee
                          becomes eligible as follows:  55 years of age with 20
                          years of credited service at retirement, age 56 with
                          18 years of service, age 57 with 16 years of service
                          and age 64 with two years of service. The health plan
                          is contributory with retirees contributing
                          approximately 15% of premium for coverage.


                   Career Agents Health Plan
                   -------------------------
                   Substantially all career agents may become eligible for
                          these benefits provided that the agent be at least 55
                          years of age and have 15 years of credited service at
                          retirement. The health plan is contributory, with
                          retirees contributing approximately 47% of medical
                          costs.

      Effective January 1, 1993, the Company changed its method of accounting
             for postretirement health care and life insurance benefits to the
             accrual method, as prescribed by the NAIC. The expense and
             liability related to these plans are reflected on the Company's
             financial statements and do not appear on the financial statements
             of the Company's fully-owned subsidiaries.  Postretirement benefit
             costs for 1992, which were recorded on a cash basis, have not been
             restated.  Retiree health insurance plans are not funded.  The
             Company is amortizing the transition obligation of $7,584,000 on
             the straight-line method over a period of 20 years.





                                       20
<PAGE>   42
                                       12

                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

            Notes to Consolidated Financial Statements, Continued

(6)   Other Benefit Plans, Continued
      ------------------------------
      The following table sets forth the plans' accumulated postretirement
             benefit obligation reconciled with the amount included in the
             consolidated balance sheet as of December 31, 1994 and 1993 (in
             thousands):

<TABLE> 
                                                                              1994          1993  
                                                                              ----          ----
             <S>                                                         <C>             <C>
             Accumulated postretirement benefit obligation:
                Retirees                                                 $     6,617        5,627
                Fully eligible active plan participants                        2,373        2,491
                                                                           ---------    ---------
             Accumulated postretirement benefit obligation                     8,990        8,118
             Plan assets                                                           -            -
             Unrecognized transition obligation                               (6,457)      (7,205)
                                                                            
             Unrecognized net loss from changes in
                assumptions                                                     (673)           -
                                                                           ---------    ---------
                                                                            
             Accrued postretirement benefit cost in the
                balance sheet                                              $   1,860          913
                                                                           =========    =========
</TABLE>     

      The expected obligation for active plan participants not yet eligible to
             retire was $8,801,000 and $9,625,000 at December 31, 1994 and
             1993, respectively.

      Postretirement expense for fiscal 1994 and 1993 includes the following
             components (in thousands):
<TABLE>
<CAPTION>
                                                                                                1994          1993
                                                                                                ----          ----
                                   <S>                                                        <C>              <C>
                                   Service cost                                               $   334          316
                                   Interest cost                                                  634          607
                                   Net amortization and deferral                                  401          379
                                                                                             --------        -----
                                   Postretirement expense                                    $  1,369        1,302
                                                                                             ========        =====
</TABLE>

      The weighted-average annual assumed rate of increase in the per capita
             cost of covered health care benefits is 13% and 14% for 1994 and
             1993, respectively, and is assumed to decrease gradually to 5% in
             2002 and remain at that level thereafter.  The health care cost
             trend rate assumption has a significant effect on the amounts
             reported.  Increasing the assumed health care cost trend rates by
             one percentage point in each year would increase the accumulated
             postretirement benefit obligation as of December 31, 1994 and 1993
             by approximately $690,000 and $628,000, respectively.  The
             weighted-average discount rate used in determining the accumulated
             postretirement benefit obligation and expense was 7.5% and 8% at
             December 31, 1994 and 1993, respectively.

(7)   Federal Income Taxes
      --------------------
      Life insurance companies are, in general, taxed under provisions of the
             Tax Reform Act of 1984 (1984 Act) and the Revenue Reconciliation
             Act of 1993 (1993 Act).  The 1984 Act requires taxable income of
             mutual life insurance companies to be increased by a "differential
             earnings amount", which serves as an equity tax designed to limit
             the deduction for policyholder dividends.  The 1984 Act also
             requires life insurance companies to recompute policy reserves for
             tax purposes.

                                                                     (Continued)





                                       21
<PAGE>   43
                                       13

                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

             Notes to Consolidated Financial Statements, Continued



(7)   Federal Income Taxes, Continued
      -------------------------------

      The 1993 Act made certain changes to the laws governing the taxation of
             life insurers and increased the maximum Federal income tax rate
             from 34% to 35% in 1993 and later years.  The Company is also
             subject to the 20% corporate alternative minimum tax that became
             effective in 1987.

      The reasons for the difference between total tax expense and the amount
             computed by applying the maximum Federal income tax rate (35% in
             1994 and 1993 and 34% in 1992) to operating income before tax are
             set forth as follows (in thousands):

<TABLE>
                                                                  1994          1993            1992
                                                                  ----          ----            ----
             <S>                                                <C>            <C>             <C>
             Federal income tax at statutory rate               $16,680        13,127           9,731
             Differential earnings amount                         3,094         2,366           2,094
             Difference between statutory and tax policy         
                 reserves                                         1,369         1,143              29
             Difference between statutory and tax                
                 investment income                                 (704)         (843)           (513)
                                                                                            
             Difference between statutory and tax                
                 general expenses                                   (30)          (68)           (969)
                                                                                            
             Deferred acquisition costs for tax                   2,254         2,950           2,629
             Other                                               (2,016)         (767)         (2,804)
                                                                -------        ------          ------   
                                                                $20,647        17,908          10,197
                                                                =======        ======          ======
</TABLE>     
      Net realized capital gains are reflected in operations, net of taxes of
             $455,000, $4,797,000 and $4,572,000 for 1994, 1993 and 1992,
             respectively (see Note 2(d)).

(8)   Capital and Surplus
      -------------------

      The Company's and ONLAC's capital and surplus exceed the NAICs risk based
             capital requirements for life and health insurance companies at
             the end of 1994.

      The Company has designated special surplus funds for separate account
             contingencies and investment guarantees totaling $1,497,000 and
             $1,229,000 at December 31, 1994 and 1993, respectively.

      The payment of dividends by the Company to its participating
             policyholders is based on the dividend scale declared at least
             annually by the Company's Board of Directors.
                                                                     (Continued)





                                       22
<PAGE>   44
                                       14

                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

             Notes to Consolidated Financial Statements, Continued




 (9)  Surplus Notes
      -------------
      On July 11, 1994, the Company issued $50,000,000, 8 7/8% surplus notes,
             due July 15, 2004.  The notes have been issued in accordance with
             Section 3941.13 of the Ohio Revised Code.  The net proceeds of
             $49,708,000 from the issuance of the notes were recorded by the
             Company as additional admitted assets.  However, except as
             provided in Section 3941.13, the notes are not part of the legal
             liabilities of the Company and are not a liability or claim
             against the Company or any of its assets.  Interest payments are
             scheduled semi-annually but must be approved for payment by the
             Director of the Department of Insurance of the State of Ohio.
             Principal payments must also be approved by the Director.  All
             issuance costs have been capitalized and will be amortized over
             the terms of the notes.  These capitalized costs are non-admitted
             for statutory accounting purposes.


(10)  Financial Instruments Disclosure
      --------------------------------
      (a)    Concentrations of Credit Risk
             -----------------------------
             Mortgage loans are collateralized by the underlying properties.
                 Collateral must meet or exceed 125% of the loan at the time
                 the loan is made.  The Company grants mainly commercial
                 mortgage loans to customers throughout the United States.  The
                 Company has a diversified loan portfolio. The summary below
                 depicts loan exposure of remaining principal balances by
                 geographic area and by type at December 31, 1994 and 1993 (in
                 thousands):
<TABLE>
<CAPTION>
                                                                          1994          1993
                                                                          ----          ----
                 <S>                                                    <C>           <C>
                 Mortgage assets by state
                -------------------------
                 California                                             $135,222      $145,702
                 Michigan                                                 85,918        94,039
                 Texas                                                    66,886        61,342
                 Ohio                                                     63,356        68,881
                 Florida                                                  53,925        56,606
                 All others (none greater than $50 million)              365,884       368,415
                                                                        --------      --------
                                                                        $771,191      $794,985
                                                                        ========      ========
                 Mortgage assets by type                                              
                ------------------------                                              
                 Office                                                 $221,278       225,513
                 Retail                                                  188,977       190,968
                 Industrial                                              145,974       157,611
                 Other                                                   214,962       220,893
                                                                        --------      --------
                                                                        $771,191      $794,985
                                                                        ========      ========
</TABLE>



                                                                     (Continued)





                                       23
<PAGE>   45
                                       15

                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                         AND CONSOLIDATED SUBSIDIARIES

             Notes to Consolidated Financial Statements, Continued


(10)  Financial Instruments Disclosure, Continued
      -------------------------------------------
      (b)    Financial Instruments with Off-Balance-Sheet Risk
             -------------------------------------------------
             The Company had outstanding commitments to fund mortgage loans,
                 bonds and venture capital partnerships of approximately $111.6
                 million and $54.6 million at December 31, 1994 and 1993,
                 respectively.  These commitments involve, in varying degrees,
                 elements of credit and market risk in excess of amounts
                 recognized in the financial statements.  The credit risk of
                 all financial instruments, whether on- or off-balance sheet,
                 is controlled through credit approvals, limits, and monitoring
                 procedures.

      (c)    Lines of Credit
             ---------------
             As of December 31, 1994 and 1993, the Company had a $10,000,000
                 unsecured line of credit which has not been utilized.




(11)  Contingencies
      -------------
      The Company and its subsidiaries are defendants in various legal actions
             arising in the normal course of business.  While the outcome of
             such matters cannot be predicted with certainty, management
             believes such matters will be resolved without material adverse
             impact on the financial condition of the Company.

      The Company routinely enters into reinsurance transactions with other
             insurance companies.  This reinsurance involves either ceding
             certain risks to or assuming risks from other insurance companies.
             The primary purpose of ceded reinsurance is to protect the Company
             from potential losses in excess of levels that it is prepared to
             accept.  Reinsurance does not discharge the Company from its
             primary liability to policyholders and to the extent that a
             reinsureer should be unable to meet its obligations, the Company
             would be liable to policyholders.  Ceded reserves approximated
             $35,900,000 and $33,500,000 at December 31, 1994 and 1993,
             respectively.

      The Company and all other solvent life insurance companies, are
             periodically assessed by certain state guaranty funds to cover
             losses to policyholders of insolvent or rehabilitated companies.
             Some of these assessments are partially recoverable through a
             reduction in future premium taxes in some states.  The Company
             recognizes its obligation for guaranty fund assessments when it
             receives notice that an amount is payable.  The Company also
             recognizes an admitted asset to the extent that the assessment
             can be recovered.  At December 31, 1994, the Company is not able
             to reasonably estimate the potential amounts of any future
             assessments and accordingly, the accompanying financial statements
             do not include any provision for such assessments.





                                       24
<PAGE>   46

                        OHIO NATIONAL VARIABLE ACCOUNT B

                          INDEPENDENT AUDITORS' REPORT

The Board of Directors
  The Ohio National Life Insurance Company

The Contract Owners
  Ohio National Variable Account B

We have audited the accompanying statements of assets and contract owners'
equity of Ohio National Variable Account B as of December 31, 1994, and the
related statement of operations and changes in contract owners' equity for each
of the two years then ended.   These financial statements are the
responsibility of the Company's management.   Our responsibility is to express
an opinion on these financial statements based on our audits.  

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are
free of material misstatement.   An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.  
Our procedures included confirmation of securities owned as of December 31,
1994, by correspondence with the custodian and transfer agent of the underlying
mutual fund.  An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the overall
financial statement presentation.   We believe that our audits provide a
reasonable basis for our opinion.  

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Ohio National Variable
Account B at December 31, 1994, and the results of its operations for each of
the two years then ended, in conformity with generally accepted accounting
principles.  

Our audits were made for the purpose of forming an opinion on the basic 
financial statements taken as a whole.  The supplementary information included
in Schedule 1 is presented for purposes of additional analysis and is not a
required part of the basic financial statements.   Such information has been
subjected to the auditing procedures applied in the audits of the basic
financial statements and,  in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.  

                                                KPMG PEAT MARWICK LLP 
Cincinnati, Ohio
January 20, 1995
==============================================================================
                       Ohio National Variable Account B
               Statements of Assets and Contract Owners' Equity
                              December 31, 1994

<TABLE>
<CAPTION>
                                                   MONEY                                                    CAPITAL          SMALL
                                     EQUITY        MARKET        BOND           OMNI      INTERNATIONAL   APPRECIATION        CAP
                                   SUBACCOUNT    SUBACCOUNT    SUBACCOUNT    SUBACCOUNT     SUBACCOUNT     SUBACCOUNT     SUBACCOUNT
                                   -----------   ----------    ----------    -----------    -----------    -----------    ----------
<S>                                <C>           <C>           <C>           <C>            <C>            <C>            <C>
Assets - Investments at market     
  value (note 2)                   $22,459,900   $2,317,121    $2,466,000    $18,483,012    $14,973,436    $   357,235    $  477,642
                                   ===========   ==========    ==========    ===========    ===========    ===========    ==========
Contract owners' equity:           
  Contracts in accumulation        
    period (note 3)                $21,596,829   $2,248,134    $2,430,122    $18,184,000    $14,973,436    $   357,235    $  477,642
  Annuity reserves for contracts   
    in payment period                  863,071       68,987        35,878        299,012              _              _             _
                                   -----------   ----------    ----------    -----------    -----------    -----------    ----------
     Total contract owners'        
      equity                       $22,459,900   $2,317,121    $2,466,000    $18,483,012    $14,973,436    $   357,235    $  477,642
                                   ===========   ==========    ==========    ===========    ===========    ===========    ==========
                                   
                            The accompanying notes are an integral part of these financial statements.
                                        

</TABLE>
                                        
                                                -25-
<PAGE>   47
<TABLE>

                                                                 
                                                 OHIO NATIONAL VARIABLE ACCOUNT B
                                  STATEMENT OF OPERATIONS AND CHANGES IN CONTRACT OWNERS' EQUITY
                                          FOR THE YEARS ENDED DECEMBER 31, 1994 AND 1993
                                                                 

                                      ----------------------------------------------------------------------------------------
                                                  EQUITY                    MONEY MARKET                     BOND 
                                                SUBACCOUNT                   SUBACCOUNT                   SUBACCOUNT
                                           1994            1993           1994         1993             1994        1993    
                                      ----------------------------------------------------------------------------------------
<S>                                   <C>             <C>             <C>            <C>              <C>         <C>
Investment activity:                                                                                        
   Reinvested capital gains and                                                                                
   dividends                          $    681,207    $   519,606     $   61,214     $    64,738      $  150,716   $    85,799 
                                      ------------    -----------     ----------     -----------      ----------   -----------

Realized and unrealized gain (loss)                             
   on investments:                                                                                             
     Realized gain (loss)                  258,005        199,991             --              --         (21,722)        5,569  
     Unrealized gain (loss)               (955,121)     1,552,974             --              --        (208,926)       22,095  
                                      ------------    -----------     ----------     -----------      ----------   -----------
       Net gain (loss) on investments     (697,116)     1,752,965             --              --        (230,648)       27,664
                                      ------------    -----------     ----------     -----------      ----------   -----------

       Net investment activity             (15,909)     2,272,571         61,214          64,738         (79,932)      113,463  
                                      ------------    -----------     ----------     -----------      ----------   -----------

Equity transactions:
   Sales:
       Contract purchase payments        4,453,181      3,871,814      1,225,440         621,730       1,052,268     1,041,575  
       Transfers from fixed and other 
         subaccounts                       815,860        927,877        400,324         503,853          10,306        95,154  
                                      ------------    -----------     ----------     -----------      ----------   -----------
                                         5,629,041      4,799,691      1,625,764       1,125,583       1,062,574     1,136,729
                                      ------------    -----------     ----------     -----------      ----------   -----------

Redemptions:
   Withdrawals and surrenders              572,332        568,863         88,760       1,081,226          39,153        25,110  
   Annuity and death benefit
     payments                              253,271        482,275         82,427          13,809          28,557        69,059  
   Transfers to fixed and other
     subaccounts                         1,744,883        842,441        545,685       1,187,388         367,642        56,572
                                      ------------    -----------     ----------     -----------      ----------   -----------
                                         2,570,486      1,893,579        716,872       2,282,423         435,352       150,741
                                      ------------    -----------     ----------     -----------      ----------   -----------

     Net equity transactions             2,698,555      2,906,112        908,892      (1,156,840)        627,222       985,988  
                                      ------------    -----------     ----------     -----------      ----------   -----------
Risk and administrative expense
  (note 4)                                 230,219        182,623         18,366          30,466          21,729        14,789  
                                      ------------    -----------     ----------     -----------      ----------   -----------
     Net change in contract 
      owners' equity                     2,452,427      4,996,060        951,740      (1,122,568)        525,561     1,084,662  
Contract owners' equity:
  Beginning of period                   20,007,473     15,011,413      1,365,381       2,487,949       1,940,439       855,777  
                                      ------------    -----------     ----------     -----------      ----------   -----------

  End of period                       $ 22,459,900    $20,007,473     $2,317,121     $ 1,365,381      $2,466,800   $ 1,940,439  
                                      ============    ===========     ==========     ===========      ==========   ===========

<CAPTION>
                                      --------------------------------------------------------------------------------------
                                                OMNI                   INTERNATIONAL(a)       CAPITAL APPR.(b)    SMALL CAP(b)
                                             SUBACCOUNT                 SUBACCOUNT             SUBACCOUNT        SUBACCOUNT
                                        1994          1993          1994           1993           1994              1994      
                                      --------------------------------------------------------------------------------------
<S>                                   <C>          <C>          <C>          <C>           <C>               <C>            
Investment activity:                                                                                        
   Reinvested capital gains and                                                                                
   dividends                          $   683,941  $   480,090     $105,074     $       937   $      3,624      $      4,377
                                      -----------  -----------  -----------     -----------   ------------      ------------

Realized and unrealized gain (loss)                             
   on investments:                                                                                             
     Realized gain (loss)                 196,821      106,298       43,126          14,237            190             1,283
     Unrealized gain (loss)              (974,886)     935,010      152,271         275,459         (3,228)           11,800
                                      -----------  -----------  -----------     -----------   ------------      ------------
       Net gain (loss) on investments    (778,065)   1,041,308      195,397         289,696         (3,038)           13,083
                                      -----------  -----------  -----------     -----------   ------------      ------------

       Net investment activity            (94,124)   1,521,398      300,471         290,633            586            17,460
                                      -----------  -----------  -----------     -----------   ------------      ------------

Equity transactions:
   Sales:
       Contract purchase payments       4,009,573    6,028,074    7,633,263       2,070,264        340,464           410,006
       Transfers from fixed and other 
         subaccounts                      449,347      719,635    4,000,876       1,176,241         33,537            64,261 
                                      -----------  -----------  -----------     -----------   ------------      ------------
                                        4,458,920    6,747,709   11,634,139       3,246,505        374,001           474,267
                                      -----------  -----------  -----------     -----------   ------------      ------------

Redemptions:
   Withdrawals and surrenders             665,282      478,608       82,769           2,461             --                --
   Annuity and death benefit                                                                                         
     payments                             236,699      111,784      105,283           2,975             --                --
   Transfers to fixed and other
     subaccounts                        1,691,319      536,219      191,310              --         16,617            12,604
                                      -----------  -----------  -----------     -----------   ------------      ------------
                                        2,593,300    1,126,611      379,362           5,436         16,617            12,604
                                      -----------  -----------  -----------     -----------   ------------      ------------

     Net equity transactions            1,865,620    5,621,098   11,254,777       3,241,069        357,384           461,663
                                      -----------  -----------  -----------     -----------   ------------      ------------

Risk and administrative expense
  (note 4)                                203,448      141,071      105,301          8,213            735             1,481
                                      -----------  -----------  -----------     -----------   ------------      ------------
     Net change in contract 
      owners' equity                    1,568,048    7,001,425   11,449,947       3,523,489        357,235           477,642
Contract owners' equity:
  Beginning of period                  16,914,964    9,913,539    3,523,489              --             --                --
                                      -----------  -----------  -----------     -----------   ------------      ------------

  End of period                       $18,483,012  $16,914,964  $14,973,436     $ 3,523,489   $    357,235      $    477,642
                                      ===========  ===========  ===========     ===========   ============      ============

<FN>
(a) Commenced operations April 30, 1993
(b) Commenced operations May 1, 1994

The accompanying notes are an integral part of these financial statements.
</TABLE>
                                     -26-
<PAGE>   48

                        OHIO NATIONAL VARIABLE ACCOUNT B
                         NOTES TO FINANCIAL STATEMENTS
                               DECEMBER 31, 1994

(1) BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 

    Ohio National Variable Account B (the Account) is a separate account of The 
    Ohio National Life Insurance Company (ONLIC) and all obligations arising    
    under annuity contracts are general corporate obligations of (ONLIC). The
    Account has been registered as a unit investment trust under the Investment
    Company Act of 1940.  

    Assets of the Account are invested in shares of Ohio National Fund, Inc.
    (the Fund), a diversified open-end management investment company. The       
    Fund's investments are subject to varying degrees of market, interest and
    financial risks; the issuers' abilities to meet certain obligations may be
    affected by economic developments in their respective industries.  

    Annuity reserves are computed for currently payable contracts according to
    the Progressive Annuity Mortality Table.   The assumed interest rate is 3.5
    and 4.0 percent depending on the contract selected by the annuitant.  
    Charges to annuity reserves for adverse mortality and expense risks
    experience are reimbursed to the Account by ONLIC.  

    Investments are valued at the net asset value of fund shares held.  Shares
    transactions are recorded on the trade dates.  Income and capital gains
    distributions are recorded on the ex-dividend dates.  Net realized capital
    gain or loss is determined on the basis of average cost. 

(2) INVESTMENTS 

    At December 31, 1994 the aggregate cost and number of shares of Ohio 
    National Fund, Inc. owned by the respective subaccounts were:


<TABLE>
<CAPTION>
                                          MONEY                                                            CAPITAL          SMALL   
                           EQUITY         MARKET           BOND             OMNI        INTERNATIONAL    APPRECIATION        CAP
                         SUBACCOUNT     SUBACCOUNT      SUBACCOUNT       SUBACCOUNT      SUBACCOUNT       SUBACCOUNT      SUBACCOUNT
                        -----------     ----------      ----------       ----------       -----------    -----------      ----------
<S>                     <C>             <C>             <C>             <C>               <C>            <C>              <C>
Aggregate cost          $19,468,449     $2,317,121      $2,639,043      $17,564,262       $14,545,706       $360,463        $465,842
Number of shares            968,308        231,712         254,410        1,252,661         1,125,568         34,859          39,837

</TABLE>

(3) CONTRACTS IN ACCUMULATION PERIOD 
    At December 31, 1994 the accumulation units and value per unit of the
    respective subaccounts were: 

<TABLE>
<CAPTION>
                        Accumulation Units              Value per Unit
                        ------------------              --------------
<S>                     <C>                             <C>
Equity Subaccount:
  Series I                  24,924.341                     $81.637986
  Series II                  1,832.942                      41.809023
  Series III                30,804.764                      36.283811
  Series IV                561,394.335                      30.616106
  Series V                 115,983.148                      10.173015
              
Money Market Subaccount:
  Series I                  30,074.726                      24.205890
  Series II                 11,947.813                      18.355539
  Series III                43,613.973                      16.319825
  Series IV                 56,892.139                      10.354108

Bond Subaccount:
  Series I                   3,679.343                      23.002903
  Series II                 84,721.401                      19.263675
  Series III                75,521.272                       9.445623

Omni Subaccount:
  Series I                  52,580.474                      24.183329
  Series II                658,066.920                      24.030898
  Series III               109,852.798                       9.999661
 
International Subaccount:
  Series I                  13,998.872                      13.259582
  Series II                909,767.840                      13.259582
  Series III               234,799.291                      11.604279
 
Capital Appreciation Subaccount:
  Series I                  34,382.168                      10.390128
  
Small Cap Subaccount:
  Series I                  39,627.034                      12.053440

</TABLE>
                                                                (continued)

                                     -27-
<PAGE>   49

                        OHIO NATIONAL VARIABLE ACCOUNT B
                   NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                               DECEMBER 31, 1994

(4)  RISK AND ADMINISTRATIVE EXPENSE

     A deduction is made at the end of each valuation period on an annual basis
     from the contract value for administrative expenses, based on premiums
     established at the time the contracts are issued.  

     Although variable annuity payments differ according to the investment 
     performance of the Accounts, they are not affected by mortality or expense 
     experience because ONLIC assumes the expense risk and the mortality risk 
     under the contracts.  ONLIC charges the Accounts' assets for assuming 
     those risks, based on premiums established at the time the contracts are 
     issued.  

     The expense risk assumed by ONLIC is the risk that the deductions for 
     sales and administrative expenses provided for in the variable annuity 
     contract may prove insufficient to cover the cost of those terms.  

     The mortality risk results from a provision in the contract in which ONLIC 
     agrees to make annuity payments regardless of how long a particular 
     annuitant or other payee lives and how long all annuitants or other payees
     as a class live if payment options involving life contingencies are 
     chosen.   Those annuity payments are determined in accordance with annuity 
     purchase rate provisions established at the time the contracts are issued.
                
(5)  CONTRACT CHARGES 

     No deduction for a sales charge is made from purchase payments.   A 
     contingent deferred sales charge may be assessed by ONLIC when a contract
     is surrendered or a partial withdrawal of accumulation value is made 
     before the annuity payout date.

     Each year on the contract anniversary (or at the time of surrender of the
     contract), ONLIC will deduct a contract administration charge from the 
     accumulation value.  

     A transfer fee is charged for each transfer from one subaccount to 
     another.   The fee is charged against the contract owner's equity in the
     subaccount from which the transfer is effected.  

     State premium taxes presently range from 0% to 2% for these contracts.
     In those jurisdictions permitting, such taxes will be deducted when 
     annuity payments begin.  Elsewhere, they will be deducted from purchase
     payments.  


(6)  FEDERAL INCOME TAXES

     Operations of the Account form a part of, and are taxed with, operations
     of ONLIC which is taxed as a life insurance company under the Internal 
     Revenue Code.   Taxes are the responsibility of the contract owner upon 
     termination or withdrawal.  No Federal income taxes are payable under 
     present law on dividend income or capital gains distribution from the Fund
     shares held in the Account or on capital gains realized by the Account on
     redemption of the Fund shares.

(7)  SCHEDULE 1 

     Schedule 1 presents the components of the change in the unit values, 
     which are the basis for determining contract owners' equity.   This
     schedule is presented for each series, as applicable, in the following 
     format:

     - Beginning unit value 
     - Reinvested capital gains and dividends 
       (This amount reflects the increase in the unit value due to capital 
       gain and dividend distributions from the underlying mutual fund.) 
     - Unrealized gain (loss) 
       (This amount reflects the increase (decrease) in the unit value 
       resulting from the market appreciation (depreciation) of the fund.)
     - Contract charges 
       (This amount reflects the decrease in the unit value due to the 
       charges discussed in note 5.) 
     - Ending unit value
     - Percentage increase (decrease) in unit value.  

                                     -28-
<PAGE>   50

<TABLE>
<CAPTION>
                                                                    SCHEDULE 1
                        OHIO NATIONAL VARIABLE ACCOUNT B
                               EQUITY SUBACCOUNT
                      SCHEDULES OF CHANGES IN UNIT VALUES
                 FOR THE YEARS ENDED DECEMBER 31, 1994 AND 1993
                                   
1994                                    Series 1        Series 2        Series 3        Series 4        Series 5
<S>                                     <C>             <C>             <C>             <C>             <C>
Beginning unit value                    82.251550       42.164841       36.592684       30.876667       10.239365
Reinvested capital gains and dividends   2.711190        1.399652        1.206926        1.017393        0.336496
Unrealized loss                         -2.502581       -1.292096       -1.040544       -0.846236       -0.310933
Contract charges                        -0.822173       -0.463374       -0.475255       -0.431718       -0.091913
Ending unit value                       81.637986       41.809023       36.283811       30.616106       10.173015
Percentage decrease in unit value*           -0.7%           -0.8%           -0.8%           -0.8%           -0.6%


1993                                    Series 1        Series 2        Series 3        Series 4        Series 5
Beginning unit value                    72.811547       37.362530       32.424943       27.360011       10.000000**
Reinvested capital gains and dividends   2.494718        1.292195        1.112986        0.940819        0.075476
Unrealized gain                          8.416339        4.359943        3.754924        3.173986        0.255005
Contract charges                        -1.471054       -0.849827       -0.700169       -0.598149       -0.091116
Ending unit value                       82.251550       42.164841       36.592684       30.876667       10.239365
Percentage increase in unit value*           13.0%           12.9%           12.9%           12.9%            2.4%
<FN>
*  An annualized rate of return cannot be determined as contract charges do not include the contract charges discussed in note (5).
** Commenced operations October 7, 1993.  

</TABLE>

<TABLE>
<CAPTION>
                                                 OHIO NATIONAL VARIABLE ACCOUNT B
                                    MONEY MARKET SUBACCOUNT SCHEDULES OF CHANGES IN UNIT VALUES
                                          FOR THE YEARS ENDED DECEMBER 31, 1994 AND 1993

<S>                                     <C>             <C>             <C>             <C>            
1994                                    Series 1        Series 2        Series 3        Series 4
Beginning unit value                    23.578345       17.879672       15.865417       10.045964
Reinvested dividends                     0.937356        0.746707        0.631794        0.400467
Contract charges                        -0.309811       -0.270840       -0.177386       -0.092323
Ending unit value                       24.205890       18.355539       16.319825       10.354108
Percentage increase in unit value*            2.7%            2.7%            2.9%            3.1% 

1993                                    Series 1        Series 2        Series 3        Series 4
Beginning unit value                    23.247080       17.628473       15.611622       10.000000**
Reinvested dividends                     0.635468        0.517316        0.426686        0.136308
Contract charges                        -0.304203       -0.266117       -0.172891       -0.090344
Ending unit value                       23.578345       17.879672       15.865417       10.045964
Percentage increase in unit value*           1.4%             1.4%            1.6%            0.5%

*  An annualized rate of return cannot be determined as contract charges do not include the contract charges discussed in note (5).
** Commenced operations October 7, 1993.  
                                                                        (continued)

</TABLE>
<PAGE>   51
<TABLE>         
                                        SCHEDULE 1 (CONTINUED)

                       OHIO NATIONAL VARIABLE ACCOUNT B
                               BOND SUBACCOUNT
                     SCHEDULES OF CHANGES IN UNIT VALUES
                FOR THE YEARS ENDED DECEMBER 31, 1994 AND 1993
<CAPTION>
1994                                            Series 1        Series 2        Series 3
<S>                                            <C>             <C>             <C>
Beginning unit value                            24.183549       20.252393       9.910842
Reinvested capital gains and dividends           1.737965        1.456380       0.710898
Unrealized loss                                 -2.614973       -2.230031      -1.090233
Contract charges                                -0.303638       -0.215067      -0.085884
Ending unit value                               23.002903       19.263675       9.445623
Percentage decrease in unit value*                  -4.9%           -4.9%          -4.7% 

1993                                            Series 1        Series 2        Series 3
Beginning unit value                           22.088165       18.497622       10.000000**
Reinvested capital gains and dividends          1.532950        1.293552        0.149362
Unrealized gain (loss)                          0.868058        0.679532       -0.149216
Contract charges                               -0.305624       -0.218313       -0.089304
Ending unit value                              24.183549       20.252393        9.910842
Percentage increase (decrease) in unit value*       9.5%            9.5%           -0.9%
<FN>
*  An annualized rate of return cannot be determined as contract charges do not include the  
   contract charges discussed in note (5).
** Commenced operations October 7, 1993.
</TABLE>
<TABLE>
                     OHIO NATIONAL VARIABLE ACCOUNT B 
                                OMNI SUBACCOUNT
                      SCHEDULES OF CHANGES IN UNIT VALUES
                FOR THE YEARS ENDED DECEMBER 31, 1994 AND 1993
<CAPTION>
1994                                            Series 1        Series 2        Series 3
<S>                                           <C>             <C>             <C>
Beginning unit value                           24.578556       24.423644       10.143037
Reinvested capital gains and dividends          0.968614        0.959682        0.398562
Unrealized loss                                -1.048413       -1.087806       -0.451972
Contract charges                               -0.315428       -0.264622       -0.089966
Ending unit value                              24.183329       24.030898        9.999661
Percentage decrease in unit value*                 -1.6%           -1.6%           -1.4% 

1993                                            Series 1        Series 2        Series 3
Beginning unit value                           22.018769       21.879988       10.000000**
Reinvested capital gains and dividends          0.885338        0.883171        0.088634
Unrealized gain                                 1.979094        1.917589        0.145079
Contract charges                               -0.304645       -0.257104       -0.090676
Ending unit value                              24.578556       24.423644       10.143037
Percentage increase in unit value*                 11.6%           11.6%            1.4%
<FN>
*  An annualized rate of return cannot be determined as contract charges do not include the 
   contract charges discussed in note (5).
** Commenced operations October 7, 1993. 
</TABLE>

                                                               
                                                                 (continued)

                                     -30-
<PAGE>   52

<TABLE>
<CAPTION>
                                                        SCHEDULE 1 (CONTINUED)
                       OHIO NATIONAL VARIABLE ACCOUNT B
                           INTERNATIONAL SUBACCOUNT
                     SCHEDULES OF CHANGES IN UNIT VALUES
                FOR THE YEARS ENDED DECEMBER 31, 1994 AND 1993


1994                                             Series 1        Series 2        Series 3
<S>                                             <C>             <C>             <C>
Beginning unit value                            12.404596       12.404596       10.834626
Reinvested capital gains and dividends           0.141563        0.141861        0.124472
Unrealized gain                                  0.887395        0.860090        0.750694
Contract charges                                -0.173972       -0.146965       -0.105513
Ending unit value                               13.259582       13.259582       11.604279
Percentage increase in unit value*                    6.9%            6.9%            7.1% 

1993                                             Series 1        Series 2        Series 3
Beginning unit value                            10.000000**     10.000000**     10.000000***
Reinvested capital gains and dividends           0.008739        0.008012        0.002818
Unrealized gain                                  2.549084        2.524808        0.927674
Contract charges                                -0.153227       -0.128224       -0.095866
Ending unit value                               12.404596       12.404596       10.834626
Percentage increase in unit value*                   24.0%           24.0%            8.3%
<FN>
  * An annualized rate of return cannot be determined as contract charges do not include the contract charges discussed in note (5).
 ** Commenced operations April 30, 1993.  
*** Commenced operations October 7, 1993.  

</TABLE>



<TABLE>
                       OHIO NATIONAL VARIABLE ACCOUNT B
                        CAPITAL APPRECIATION SUBACCOUNT
                      SCHEDULE OF CHANGES IN UNIT VALUES
                     FOR THE YEAR ENDED DECEMBER 31, 1994

1994                                            Series 1
<S>                                             <C>
Beginning unit value                            10.000000**
Reinvested capital gains and dividends           0.240457
Unrealized gain                                  0.243420
Contract charges                                -0.093749
Ending unit value                               10.390128
Percentage increase in unit value*                    3.9%

</TABLE>



<TABLE>
                            OHIO NATIONAL VARIABLE
                        ACCOUNT B SMALL CAP SUBACCOUNT
                      SCHEDULE OF CHANGES IN UNIT VALUES
                     FOR THE YEAR ENDED DECEMBER 31, 1994

1994                                            Series 1
<S>                                             <C>
Beginning unit value                            10.000000**
Reinvested capital gains and dividends           0.254904
Unrealized gain                                  1.905839
Contract charges                                -0.107303
Ending unit value                               12.053440
Percentage increase in unit value*                   20.5% 
<FN>
 *An annualized rate of return cannot be determined as contract charges do not 
  include the contract charges discussed in note (5).  
**Commenced operations May 1, 1994 
  
</TABLE>

  See accompanying independent auditors' report.

                                     -31-
<PAGE>   53



                                    APPENDIX


GUARANTEED ACCUMULATION ACCOUNT

The Guaranteed Accumulation Account guarantees a fixed return for a specified
period of time and guarantees the principal against loss.  Any portion of a
contract relating to the Guaranteed Accumulation Account is not registered
under the Securities Act of 1933.  The Guaranteed Accumulation Account is not
registered as an investment company under the 1940 Act.  Accordingly, neither
the Guaranteed Accumulation Account nor any interests in it are subject to the
provisions or restrictions of either such Act, and the disclosures in this
appendix have not been reviewed by the staff of the Securities and Exchange
Commission.

The Guaranteed Accumulation Account consists of all of Ohio National Life's
general assets other than those allocated to a separate account.  Purchase
payments and accumulation values under a contract will be allocated between the
Guaranteed Accumulation Account and VAB.  The allocation will be as elected by
the owner at the time of purchase or as subsequently changed.

Ohio National Life will invest its general assets in its discretion as allowed
by applicable state law.  Investment income from Ohio National Life's general
assets will be allocated to those contracts having guaranteed accumulation
values in accordance with the terms of such contracts.

The amount of investment income allocated to the contracts will vary from year
to year in Ohio National Life's sole discretion.  However, Ohio National Life
guarantees that it will credit interest at a rate of not less than 3.25% per
year, compounded annually, to contract values allocated to the Guaranteed
Accumulation Account.  Ohio National Life may credit interest at a rate in
excess of 3.25%, but any such excess interest credit will be in Ohio National
Life's sole discretion.

Ohio National Life guarantees that the guaranteed accumulation value of a
contract will never be less than (a) the amount of purchase payments allocated
to, and transfers into, the Guaranteed Accumulation Account, plus (b) interest
credited at the rate of 3.25% per year compounded annually, plus (c) any
additional excess interest Ohio National Life may credit to guaranteed
accumulation values, and less (d) any partial withdrawals and transfers from
the guaranteed accumulation values, and less (e) any contingent deferred sales
charges on partial withdrawals, state premium taxes, transfer fees, and the
portion of the $30 annual contract administration charge allocable to the
Guaranteed Accumulation Account.  No deductions are made from the Guaranteed
Accumulation Account for administrative expenses or risk undertakings.  (See
"Deductions and Expenses" in the prospectus.)

As provided by applicable state law, Ohio National Life reserves the right to
defer the payment of amounts withdrawn from the Guaranteed Accumulation Account
for a period not to exceed six months from the date written request for such
withdrawal is received by Ohio National Life.


                                      -32-
<PAGE>   54





                        OHIO NATIONAL VARIABLE ACCOUNT B


                                    FORM N-4





                                     PART C


                               OTHER INFORMATION
<PAGE>   55
ITEM 24.  FINANCIAL STATEMENTS AND EXHIBITS

The following financial statements of the Registrant are included in Part B of
this Registration Statement:

      Independent Auditors' Report of KPMG Peat Marwick LLP dated January 20,
      1995

      Statements of Assets and Contract Owners' Equity dated December 31, 1994

      Statement of Operations and Changes in Contract Owners' Equity for the
      Years Ended December 31, 1994 and 1993

      Notes to Financial Statements dated December 31, 1994

      Schedules of Changes in Unit Values for the Years Ended December 31, 1994
      and 1993

The following consolidated financial statements of the Depositor and its
subsidiaries are also included in Part B of this Registration Statement:

      Independent Auditors' Report of KPMG Peat Marwick LLP dated February 10,
      1995.

      Consolidated Balance Sheets dated December 31, 1994 and 1993

      Consolidated Statements of Operations for the Years Ended December 31,
      1994, 1993 and 1992

      Consolidated Statements of Surplus for the Years Ended December 31, 1994,
      1993 and 1992

      Consolidated Statements of Cash Flow for the Years Ended December 31,
      1994, 1993 and 1992

      Notes to Consolidated Financial Statements dated December 31, 1994, 1993
      and 1992

The following financial information is included in Part A of this Registration
Statement:

      Accumulation Unit Values

      Accumulation Unit Values for Prior Contracts

Consents of the Following Persons:

      KPMG Peat Marwick LLP

Exhibits:

   
All irrelevant exhibits, which have previously been filed with the
Commission and are incorporated herein by reference, are as follows:
    





                                     -1-
<PAGE>   56
<TABLE>
      <S>   <C>
   (1)      Resolution of Board of Directors of the Depositor authorizing establishment of the Registrant was filed as Exhibit 
            A(1) of the Registrant's registration statement on Form S-6 on August 3, 1982 (File no. 2-78653).

   (2)      Agreement of Custodianship between the Depositor and The Provident Bank was filed as Exhibit 3 of the Registrant's 
            Form N-4, Post-effective Amendment no. 5 on April 27, 1988 (File no. 2-91214).

   (3)(a)   Distribution Agreement between the Depositor and The O.N. Equity Sales Company was filed as Exhibit A(3)(a) of the 
            Registrant's registration statement on Form S-6 on October 25, 1982 (File no. 2-78653).

   (3)(b)   Registered Representative's Sales Contract with Variable Annuity Supplement was filed as Exhibit (3)(b) of the 
            Registrant's Form N-4, Post-effective Amendment no. 9 on February 27, 1991 (File no. 2-91214).

   (3)(c)   Variable Annuity Sales Commission Schedule was filed as Exhibit A(3)(c) of the Registrant's registration statement on 
            Form S-6 on May 18, 1984 (File no. 2-91214).

   (4)      Combination Annuity Contract, Form 90-VB-1, was filed as Exhibit (4) of the Registrant's Form N-4, Post-effective 
            Amendment no. 9 on February 27, 1991 (File No. 2-91214).

   (5)      Variable Annuity Application, Form V-4890B, was filed as Exhibit (5) of the Registrant's Form N-4, Post-effective 
            Amendment no. 11 on April 29, 1992 (File No. 2-91214).

   (6)(a)   Articles of Incorporation of the Depositor were filed as Exhibit A(6)(a) of Ohio National Variable Interest Account 
            registration statement on Form N-8B-2 on July 11, 1980 (File no. 811-3060).

   (6)(b)   Code of Regulations (by-laws) of the Depositor were filed as Exhibit A(6)(b) of Ohio National Variable Interest Account
            registration statement on Form N-8B-2 on July 11, 1980 (File no. 811-3060).
   

   (8)       Powers of Attorney by certain Directors of the Depositor were filed as Exhibit (8) of the Registrant's Form N-4, 
             Post-effective Amendment no. 15 on March 27, 1995 (File no. 2-91214).

   (13)      Computation of Performance Data was filed as Exhibit (13) of the Registrant's Form N-4, Post-effective Amendment 
             no. 15 on March 27, 1995 (File no. 2-91214).
    

</TABLE>





                                      -2-
<PAGE>   57
ITEM 25.  DIRECTORS AND OFFICERS OF THE DEPOSITOR

<TABLE>
<CAPTION>
Name and Principal                       Positions and Offices
Business Address                         with Depositor       
------------------                       ---------------------
<S>                                      <C>
Trudy K. Backus*                         Vice President, Individual Insurance Services

Howard C. Becker*                        Vice President, Corporate and Human Resources

Paul L. Bergmann*                        Vice President, Financial Control (Treasurer)

Michael A. Boedeker*                     Vice President, Fixed Income Securities

Tom D. Bowman*                           Vice President, Group and Pensions

Joseph P. Brom*                          Senior Vice President & Chief Investment Officer

Dale P. Brown                            Director
36 East Seventh Street
Cincinnati, Ohio 45202

Jack E. Brown                            Director
50 E. Rivercenter Blvd.
Covington, Kentucky 41011

William R. Burleigh                      Director
One West Fourth Street
Suite 1100
Cincinnati, Ohio 45202

Victoria B. Buyniski                     Director
2343 Auburn Avenue
Cincinnati, Ohio 45219
   
    
Raymond R. Clark                         Director
201 East Fourth Street
Cincinnati, Ohio 45202

David W. Cook*                           Senior Vice President and Actuary

Dr. Alvin H. Crawford                    Director
Children's Hospital Medical Center
Department of Orthopedics
Elland and Bethesda Avenues
Cincinnati, Ohio 45229

Robert M. DiTommaso*                     Vice President, Career Marketing

Ronald J. Dolan*                         Senior Vice President and Chief Financial Officer
</TABLE>




                                      -3-
<PAGE>   58
<TABLE>
<CAPTION>
Name and Principal                       Positions and Offices
Business Address                         with Depositor       
------------------                       ---------------------
<S>                                      <C>
Bannus B. Hudson                         Director
One Eastwood Drive
Cincinnati, Ohio 45227

Daniel W. LeBlond                        Director
7680 Innovation Way
Mason, Ohio 45040

David G. McClure*                        Vice President, Variable Product Sales

Charles S. Mechem, Jr.                   Director
One East Fourth Street
Cincinnati, Ohio 45202

Joan E. Mettey*                          Vice President, Claims

James I. Miller, II*                     Vice President, Marketing Support

James W. Nethercott                      Director
8431 Concord Hills Circle
Cincinnati, Ohio 45243

Thomas O. Olson*                         Vice President, Underwriting

David B. O'Maley*                        Director, Chairman, President and Chief Executive Officer

George B. Pearson, Jr.*                  Vice President, PGA Marketing

Dallas L. Pennington*                    Vice President, Information Systems

J. Donald Richardson*                    Regional Vice President

D. Gates Smith*                          Senior Vice President, Sales

Michael D. Stohler*                      Vice President, Mortgages and Real Estate

Stuart G. Summers*                       Senior Vice President and General Counsel

Oliver W. Waddell                        Director
425 Walnut Street
Cincinnati, Ohio 45202

Bradley L. Warnemunde                    Director and Chairman Emeritus
250 William Howard Taft Road
Cincinnati, Ohio 45219

Donald J. Zimmerman*                     Director and Senior Vice President, Insurance Operations
                                         and Secretary
</TABLE>

*The principal business address for these individuals is 237 William Howard
Taft Road, Cincinnati, Ohio 45219

                                     -4-
<PAGE>   59

<TABLE>
  ============================================================================================================================
                      T H E   O H I O   N A T I O N A L   L I F E   INSURANCE COMPANY / CINCINNATI
                           A MUTUAL LIFE INSURANCE COMPANY INCORPORATED UNDER THE LAWS OF OHIO
  ============================================================================================================================
                  |                                          |        S E P A R A T E   A C C O U N T S         |
                  |                                          |        ---------------------------------         |
                  |                                          |            A    B    C    D    E   F             |
                  |                                          |          -----------------------------           |   
<CAPTION>         |                                          |                        |                         |
                  |                                          |                        |                         |
 -------------------------------               -------------------------------        |      -----------------------------------
       ENTERPRISE PARK - INC.                   THE O.N EQUITY SALES COMPANY          |               OHIO NATIONAL LIFE
                                                                                      |             ASSURANCE CORPORATION
                                                                                      |
                                                                                      |              An Ohio Corporation
      A Georgia Corporation                          An Ohio Corporation              |        A stock life insurance company
 Real Estate Development Company                       A Broker/Dealer                |        capitalized by ONU @ $32,000,000
    Capatilized by ONU $50,000                   Capitalized by ONU @ $790,000        |      Incorporated under the laws of Ohio
 -------------------------------               -------------------------------        |      -----------------------------------
 <S>                       <C>                 <C>                 <C>                |     <C>                     <C>
  Pres. & Dir.       M. Stohler                Pres. & Dir.         D. O'Maley        |      Chm./Pres./CEO & Dir.   D. O'Maley
  V P & Dir.         J. Brom                   V.P. & Dir.          T. Bowman         |      Sr. VP & Dir.           R. Dolan
  Secy. & Dir.       T. Tews                   V.P. COO & Dir.      D. McClure        |      Sr. VP/Secy. & Dir.     D. Zimmerman
  Treas. & Dir.      P. Bergmann               Secy. & Dir.         R. Benedict       |      Sr. VP & Dir.           S. Summers
                                               Director             S. Summers        |      Sr. VP & Dir.           J. Brom
                                               Director             D. Zimmerman      |      Sr. Vice Pres.          D. Cook
                                               Treasurer            K. Jaeger         |      Sr. Vice Pres.          G. Smith
                                               Asst. Secretary      B. Hopewell       |      Vice Pres.              P. Bergmann
                                               Compliance Director  A. Starkey        |      Vice Pres.              M. Boedeker
                                                                                      |      Vice Pres.              R. DiTomasso 
                                                                                      |      Vice Pres.              G. Pearson 
                                                                                      |      Vice Pres.              D. Pennington 
                                                                                      |      Vice Pres.              M. Stohler 
                                                                                      |      Asst. Secretary         R. Benedict 
                                                                                      |      Asst. Secretary         T. Tews 
                                                                                      |      Asst. Actuary           K. Flischel
 -------------------------------               -------------------------------        |      -----------------------------------
                                                              |                       |------------  Separate Account
                                                              |                                     ------------------
                                                              |                       |                     R
                                                              |                                         ----------
                                                              |                       |
<CAPTION>                                                     |
                                                              |                       |
 -------------------------------               -------------------------------              -----------------------------------
           ONE FUND, INC.                       O.N. INVESTMENT MANAGEMENT CO.        |          OHIO NATIONAL FUND, INC.
                                                                                           
       A Maryland Corporation                         An Ohio Corporation             |--------   A Maryland Corporation
      An open and diversified                    A Financial Advisory service                     An open end diversified
   management investment company                Capatilized by ONESCO $145,000                 management investment company
 -------------------------------               -------------------------------              -----------------------------------
 <S>                  <C>                      <C>                 <C>                      <C>                <C>
  Pres. & Dir.        D. Zimmerman              Pres. & Dir.        J. Brom                 Pres. & Dir.       D. Zimmerman
  Vice Pres.          M. Boedeker               V.P. & Dir.         M. Boedeker             Vice Pres.         M. Boedeker
  Vice Pres.          J. Brom         Advisor   V.P. & Dir.         D. McClure    Advisor   Vice Pres.         J. Brom
  Vice Pres.          D. McClure        to      V.P. & Dir.         S. Williams     to      Vice Pres.         S. Williams
  Vice Pres.          S. Williams               Treasurer           D. Taney                Treasurer          D. Taney
  Treasurer           D. Taney                  Secretary           R. Benedict             Secy. & Dir.       R. Benedict
  Secy. & Dir.        R. Benedict               Asst. Secy.         B. Hopewell             Asst. Secy.        B. Hopewell
  Asst. Secy.         B. Hopewell                                                           Director           J. Baker
  Director            J. Baker                                                              Director           G. Castrucci
  Director            G. Castrucci                                                          Director           M. Kirby
  Director            M. Kirby       
 -------------------------------               -------------------------------              -----------------------------------


</TABLE>



                                                            -4A-

<PAGE>   60

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

The Organization Chart showing the relationships among the Depositor, the
Registrant and their affiliated entities is on page 4A hereof.

ITEM 27.  NUMBER OF CONTRACTOWNERS
   

As of July 12, 1995, the Registrant's contracts were owned by 6,050 owners.
    

ITEM 28.  INDEMNIFICATION

The sixth article of the Depositor's Articles of Incorporation, as amended,
provides as follows:

                Each former, present and future Director, Officer or Employee
         of the Corporation (and his heirs, executors or administrators), or
         any such person (and his heirs, executors or administrators) who
         serves at the Corporation's request as a director, officer, partner,
         member or employee of another corporation, partnership or business
         organization or association of any type whatsoever shall be
         indemnified by the Corporation against reasonable expenses, including
         attorneys' fees, judgments, fine and amounts paid in settlement
         actually and reasonably incurred by him in connection with the defense
         of any contemplated, pending or threatened action, suit or proceeding,
         civil, criminal, administrative or investigative, other than an action
         by or in the right of the corporation, to which he is or may be made a
         party by reason of being or having been such Director, Officer, or
         Employee of the Corporation or having served at the Corporation's
         request as such director, officer, partner, member or employee of any
         other business organization or association, or in connection with any
         appeal therein, provided a determination is made by majority vote of a
         disinterested quorum of the Board of Directors (a) that such a person
         acted in good faith and in a manner he reasonably believed to be in or
         not opposed to the best interests of the Corporation, and (b) that, in
         any matter the subject of criminal action, suit or proceeding, such
         person had no reasonable cause to believe his conduct was unlawful. 
         The termination of any action, suit or proceeding by judgment, order,
         settlement, conviction, or upon a plea of nolo contendere or its
         equivalent, shall not, of itself create a presumption that the person
         did not act in good faith in any manner which he reasonably believed
         to be in or not opposed to the best interests of the Corporation, and
         with respect to any criminal action or proceeding, he had reasonable
         cause to believe that his conduct was unlawful.  Such right of
         indemnification shall not be deemed exclusive of any other rights to
         which such person may be entitled.  The manner by which the right to
         indemnification shall be determined in the absence of a disinterested
         quorum of the Board of Directors shall be set forth in the Code of
         Regulations or in such other manner as permitted by law.  Each former,
         present, and future Director, Officer or Employee of the Corporation
         (and his heirs, executors or administrators) who serves at the
         Corporation's request as a director, officer, partner, member or
         employee of another corporation, partnership or business organization
         or association of any type whatsoever shall be indemnified by the
         Corporation against reasonable expenses, including attorneys' fees,
         actually and reasonably incurred by him in connection with the defense
         or settlement of any contemplated, pending or threatened action, suit
         or proceeding, by or in the right of the Corporation to procure a
         judgment in its favor, to which he is or may be a party by reason of
         being or having been such Director, Officer or Employee of the
         Corporation or having  served at the Corporation's request as such
         director, officer, partner, member or employee of any other business
         organization or association, or in connection with any appeal therein,
         provided a determination is made by majority vote of a disinterested
         quorum of the Board of Directors (a) that such person was not, and has
         not been adjudicated to have been negligent or guilty of misconduct in
         the performance of his duty to the Corporation or to such other
         business organization or association, and (b) that such person acted
         in good faith and in a manner he reasonably believed to be in or not
         opposed to the best interests of the Corporation.

                                      -5-
<PAGE>   61
         Such right of indemnification shall not be deemed exclusive of
         any other rights to which such person may be entitled.  The manner by
         which the right of indemnification shall be determined in the absence
         of a disinterested quorum of the Board of Directors shall be as set
         forth in the Code of Regulations or in such other manner as permitted
         by law.

In addition, Article XII of the Depositor's Code of Regulations states as
follows:

         If any director, officer or employee of the Corporation may be
         entitled to indemnification by reason of Article Sixth of the Amended
         Articles of Corporation, indemnification shall be made upon either (a)
         a determination in writing of the majority of disinterested directors
         present, at a meeting of the Board at which all disinterested
         directors present constitute a quorum, that the director, officer or
         employee in question was acting in good faith and in a manner he
         reasonably believed to be in or not opposed to the best interests of
         this Corporation or of such other business organization or association
         in which he served at the Corporation's request, and that, in any
         matter which is the subject of a criminal action, suit or proceeding,
         he had no reasonable cause to believe that his conduct was unlawful
         and in an action by or in the right of the Corporation to procure a
         judgment in its favor that such person was not and has not been
         adjudicated to have been negligent or guilty of misconduct in the
         performance of his duty to the Corporation or to such other business
         organization or association; or (b) if the number of all disinterested
         directors would not be sufficient at any time to constitute a quorum,
         or if the number of disinterested directors present at two consecutive
         meetings of the Board has not been sufficient to constitute a quorum,
         a determination to the same effect as set forth in the foregoing
         clause (a) shall be made in a written opinion by independent legal
         counsel other than an attorney, or a firm having association with it
         an attorney, who has been retained by or who has performed services
         for this Corporation, or any person to be indemnified within the past
         five years, or by the majority vote of the policyholders, or by the
         Court of Common Pleas or the court in which such action, suit or
         proceeding was brought. Prior to making any such determination, the
         Board of Directors shall first have received the written opinion of
         General Counsel that a number of directors sufficient to constitute a
         quorum, as named therein, are disinterested directors.  Any director
         who is a party to or threatened with the action, suit or proceeding in
         question, or any related action, suit or proceeding, or has had or has
         an interest therein adverse to that of the Corporation, or who for any
         other reason has been or would be affected thereby, shall not be
         deemed a disinterested director and shall not be qualified to vote on
         the question of indemnification.  Anything in this Article to the
         contrary notwithstanding, if a judicial or administrative body
         determines as part of the settlement of any action, suit or proceeding
         that the Corporation should indemnify a director, officer or employee
         for the amount of the settlement, the Corporation shall so indemnify
         such person in accordance with such determination.  Expenses incurred
         with respect to any action, suit or proceeding which may qualify for
         indemnification may be advanced by the Corporation prior to final
         disposition thereof upon receipt of an undertaking by or on behalf of
         the director, officer or employee to repay such amount if it is
         ultimately determined hereunder that he is not entitled to
         indemnification or to the extent that the amount so advanced exceeds
         the indemnification to which he is ultimately determined to be
         entitled.

ITEM 29.  PRINCIPAL UNDERWRITERS

The principal underwriter of the Registrant's securities is The O.N. Equity
Sales Company ("ONESCO").  ONESCO is a wholly-owned subsidiary of the
Depositor.  ONESCO also serves as the principal underwriter of securities
issued by Ohio National Variable Accounts A and D, other separate accounts of
the Depositor which are registered as unit investment trusts; and Ohio National
Variable Account R, a separate account of the Depositor's subsidiary, Ohio
National Life Assurance Corporation, which separate account is also registered
as a unit investment trust; and ONE Fund, Inc., an open-end investment company
of the management type.


                                      -6-
<PAGE>   62
The directors and officers of ONESCO are:
   
<TABLE>
<CAPTION>
      Name                               Positions with Underwriter
      ----                               --------------------------
      <S>                                <C>
      David B. O'Maley                   Chairman and Director
      Donald J. Zimmerman                President And Director
      David G. McClure                   Vice President, Chief Operating Officer 
                                         and Director
      Ronald L. Benedict                 Secretary and Director
      Tom D. Bowman                      Vice President and Director
      Stuart G. Summers                  Director
      Kenneth M. Jaeger                  Treasurer
      Amy D. Starkey                     Compliance Director
      Barbara A. Hopewell                Assistant Secretary
</TABLE>
    

The principal business address of each of the foregoing is 237 William Howard
Taft Road, Cincinnati, Ohio 45219.

During the last fiscal year, ONESCO received the following commissions and
other compensation, directly or indirectly, from the Registrant:

<TABLE>
<CAPTION>
Net Underwriting              Compensation
Discounts and                 on Redemption                 Brokerage
Commissions                   or Annuitization              Commissions           Compensation
----------------              ----------------              -----------           ------------
<S>                                <C>                          <C>                   <C>
$963,635                           None                         None                  None
</TABLE>

ITEM 30.  LOCATION OF ACCOUNTS AND RECORDS

The books and records of the Registrant which are required under Section 31(a)
of the 1940 Act and Rules thereunder are maintained in the possession of the
following persons:

(1)      Journals and other records of original entry:

         The Ohio National Life Insurance Company ("Depositor")
         237 William Howard Taft Road
         Cincinnati, Ohio  45219

         The Provident Bank ("Custodian")
         One East Fourth Street
         Cincinnati, Ohio 45269

(2)      General and auxiliary ledgers:

         Depositor and Custodian

(3)      Securities records for portfolio securities:

         Custodian

(4)      Corporate charter, by-laws and minute books:

         Registrant has no such documents.

(5)      Records of brokerage orders:

         Not applicable.
                                                                       -7-
<PAGE>   63
(6)      Records of other portfolio transactions:

         Custodian

(7)      Records of options:

         Not applicable

(8)      Records of trial balances:

         Custodian

(9)      Quarterly records of allocation of brokerage orders and commissions:

         Not applicable

(10)     Records identifying persons or group authorizing portfolio
         transactions:

         Depositor

(11)     Files of advisory materials:

         Not applicable

(12)     Other records

         Custodian and Depositor

ITEM 31.  MANAGEMENT SERVICES

Not applicable.

ITEM 32.  UNDERTAKINGS

Not applicable.





                                     -8-
<PAGE>   64


                                   SIGNATURES

   
As required by the Securities Act of 1933 and the Investment Company Act of
1940, the registrant, Ohio National Variable Account B, has caused this
post-effective amendment to the registration statement to be signed on its
behalf in the City of Cincinnati and the State of Ohio on this 27th day of
July, 1995.
    

                                         OHIO NATIONAL VARIABLE ACCOUNT B
                                                   (Registrant)

                                        By THE OHIO NATIONAL LIFE INSURANCE
                                                  COMPANY (Depositor)


                                        By  /S/Donald Zimmerman
                                          ------------------------------
                                        Donald J. Zimmerman, Senior Vice 
                                        President, Insurance Operations

Attest:

/S/Ronald L. Benedict
--------------------------------
Ronald L. Benedict                                        
Second Vice President and Counsel
and Assistant Secretary



   
As required by the Securities Act of 1933 and the Investment Company Act of
1940, the depositor. The Ohio National Life Insurance Company, has caused this
post-effective ammendment to the registration statement to be signed on its
behalf in the City of Cincinnati and the State of Ohio on the 27th day of
July, 1995.
    

                                       THE OHIO NATIONAL LIFE INSURANCE COMPANY
                                                        (Depositor)

                                       By /S/Donald J. Zimmerman
                                         --------------------------------------
                                       Donald J. Zimmerman, Senior Vice
                                       President. Insurance Operations 

Attest:

/S/Ronald L. Benedict
----------------------------------
Ronald L. Benedict
Second Vice President and Counsel
and Assistant Secretary




<PAGE>   65

As required by the Securities Act of 1933, this post-effective amendment to the
registration statement has been signed below by the following persons in the
capacities and on the dates indicated.
   

<TABLE>
<CAPTION>
Signature                                Title                                      Date
---------                                -----                                      ----
<S>                                      <C>                                        <C>
/s/David B. O'Maley
----------------------                   Chairman, President,                       July 27, 1995
David B. O'Maley                         Chief Executive Officer
                                         and Director

* /s/Dale P. Brown
----------------------                   Director                                   July 27, 1995
 Dale P. Brown

* /s/Jack E. Brown
-----------------------                  Director                                   July 27, 1995
 Jack E. Brown

* /s/William R. Burleigh
-----------------------                  Director                                   July 27, 1995
 William R. Burleigh

* /s/Victoria B. Buyniski
-----------------------                  Director                                   July 27, 1995
 Victoria B. Buyniski

* /s/Raymond R. Clark
-----------------------                  Director                                   July 27, 1995
 Raymond R. Clark

*/s/Alvin H. Crawford
-----------------------                  Director                                   July 27, 1995
 Alvin H. Crawford                       

*/s/Bannus B. Hudson
----------------------                   Director                                   July 27, 1995
 Bannus B. Hudson

* Daniel W. LeBlond
-----------------------                  Director                                   July 27, 1995
 Daniel W. LeBlond                        

*/s/Charles S. Mechem, Jr.
-----------------------                  Director                                   July 27, 1995
 Charles S. Mechem, Jr.

*/s/James W. Nethercott
-----------------------                  Director                                   July 27, 1995
 James W. Nethercott
</TABLE>
    

<PAGE>   66
   
<TABLE>
<S>                                      <C>                                        <C>

*/s/Oliver W. Waddell
-----------------------                  Director                                   July 27, 1995
 Oliver W. Waddell

*/s/Bradley L. Warnemunde
-----------------------                  Chairman Emeritus and                      July 27, 1995
 Bradley L. Warnemunde                   Director

/s/David J. Zimmerman
------------------------                 Senior Vice President,                     July 27, 1995
 Donald J. Zimmerman                     Insurance Operations &
                                         Secretary and Director



*By /s/Donald J. Zimmerman
   --------------------------
   Donald J. Zimmerman, Attorney in Fact pursuant to Powers of Attorney, copies of which have previously been filed as exhibits
   to the Registrant's registration statement. 
</TABLE>
    

<PAGE>   67
   

                         INDEX OF CONSENTS AND EXHIBITS


<TABLE>
<CAPTION>
                                                                                            Page Number in
Exhibit                                                                                     Sequential
Number                 Description                                                          Numbering System
-------                -----------                                                          --------------
<S>                    <C>
                       Consent of KPMG Peat Marwick LLP
</TABLE>
    

<PAGE>   68





                                    CONSENTS
<PAGE>   69





                        Independant Auditors' Consent
                        -----------------------------

The Board of Directors
The Ohio National Life Insurance Company:

We consent to the inclusion of our reports included herein and to the reference
to our firm under the heading "Independent Certified Public Accountants" in the
Statement of Additional Information.

The audited financial statements of The Ohio National Life Insurance
Company and consolidated subsidaries have been prepared in accordance with
accounting practices prescribed or permitted by the Department of Insurance of
the State of Ohio, which are currently considered generally accepted accounting
principles for mutual life insurance companies. Additionally, as discussed in
the notes to The Ohio National Life Insurance Company financial statements, The
Ohio National Life Insurance Company changed its method of accounting for
postretirement health care and life insurance benefits to the accrual method as
prescribed by the National Association of Insurance Commissioners.

                                                         KPMG Peat Marwick LLP



July 26,1995


<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000073982
<NAME> OHIO NATIONAL VARIABLE ACCOUNT B
<SERIES> 
   <NUMBER> 1
   <NAME> EQUITY
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1994
<PERIOD-END>                               DEC-31-1994
<INVESTMENTS-AT-COST>                       19,468,449
<INVESTMENTS-AT-VALUE>                      22,459,900
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                              22,459,900
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                      863,071
<TOTAL-LIABILITIES>                            863,071
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                          734,940
<SHARES-COMMON-PRIOR>                          578,884
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                21,596,829
<DIVIDEND-INCOME>                              681,207
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                 230,219
<NET-INVESTMENT-INCOME>                        450,988
<REALIZED-GAINS-CURRENT>                       258,005
<APPREC-INCREASE-CURRENT>                    (955,121)
<NET-CHANGE-FROM-OPS>                        (246,128)
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      5,269,041
<NUMBER-OF-SHARES-REDEEMED>                  2,570,486
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                               0
<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>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000073982
<NAME> OHIO NATIONAL VARIABLE ACCOUNT B
<SERIES>
   <NUMBER> 2
   <NAME> MONEY MARKET
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1994
<PERIOD-END>                               DEC-31-1994
<INVESTMENTS-AT-COST>                        2,317,121
<INVESTMENTS-AT-VALUE>                       2,317,121
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                               2,317,121
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                       68,987
<TOTAL-LIABILITIES>                             68,987
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                          142,529
<SHARES-COMMON-PRIOR>                           64,800
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                 2,248,134
<DIVIDEND-INCOME>                               61,214
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                  18,366
<NET-INVESTMENT-INCOME>                         42,848
<REALIZED-GAINS-CURRENT>                             0
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                           42,848
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      1,625,764
<NUMBER-OF-SHARES-REDEEMED>                    716,872
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                               0
<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>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000073982
<NAME> OHIO NATIONAL VARIABLE ACCOUNT B
<SERIES>
   <NUMBER> 3
   <NAME> BOND
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1994
<PERIOD-END>                               DEC-31-1994
<INVESTMENTS-AT-COST>                        2,639,043
<INVESTMENTS-AT-VALUE>                       2,466,000
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                               2,466,000
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                       35,878
<TOTAL-LIABILITIES>                             35,878
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                          163,922
<SHARES-COMMON-PRIOR>                          102,943
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                 2,430,122
<DIVIDEND-INCOME>                              150,716
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                  21,729
<NET-INVESTMENT-INCOME>                        128,987
<REALIZED-GAINS-CURRENT>                      (21,722)
<APPREC-INCREASE-CURRENT>                    (208,926)
<NET-CHANGE-FROM-OPS>                        (101,661)
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      1,062,574
<NUMBER-OF-SHARES-REDEEMED>                    435,352
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                               0
<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>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000073982
<NAME> OHIO NATIONAL VARIABLE ACCOUNT B
<SERIES>
   <NUMBER> 4
   <NAME> OMNI
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1994
<PERIOD-END>                               DEC-31-1994
<INVESTMENTS-AT-COST>                       17,564,262
<INVESTMENTS-AT-VALUE>                      18,483,012
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                              18,483,012
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                      299,012
<TOTAL-LIABILITIES>                            299,012
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                          820,500
<SHARES-COMMON-PRIOR>                          705,348
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                18,184,000
<DIVIDEND-INCOME>                              683,941
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                 203,448
<NET-INVESTMENT-INCOME>                        480,493
<REALIZED-GAINS-CURRENT>                       196,821
<APPREC-INCREASE-CURRENT>                    (974,886)
<NET-CHANGE-FROM-OPS>                        (297,572)
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      4,458,920
<NUMBER-OF-SHARES-REDEEMED>                  2,593,300
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                               0
<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>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000073982
<NAME> OHIO NATIONAL VARIABLE ACCOUNT B
<SERIES>
   <NUMBER> 5
   <NAME> INTERNATIONAL
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1994
<PERIOD-END>                               DEC-31-1994
<INVESTMENTS-AT-COST>                       14,545,706
<INVESTMENTS-AT-VALUE>                      14,973,436
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                              14,973,436
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                            0
<TOTAL-LIABILITIES>                                  0
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                        1,158,566
<SHARES-COMMON-PRIOR>                          285,972
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                14,973,436
<DIVIDEND-INCOME>                              105,074
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                 105,301
<NET-INVESTMENT-INCOME>                          (227)
<REALIZED-GAINS-CURRENT>                        43,126
<APPREC-INCREASE-CURRENT>                      152,271
<NET-CHANGE-FROM-OPS>                          195,170
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                     11,634,139
<NUMBER-OF-SHARES-REDEEMED>                    379,362
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                               0
<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>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000073982
<NAME> OHIO NATIONAL VARIABLE ACCOUNT B 
<SERIES>
   <NUMBER> 6
   <NAME> CAPITAL APPRECIATION
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1994
<PERIOD-END>                               DEC-31-1994
<INVESTMENTS-AT-COST>                          360,463
<INVESTMENTS-AT-VALUE>                         357,235
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 357,235
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                            0
<TOTAL-LIABILITIES>                                  0
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                           34,382
<SHARES-COMMON-PRIOR>                                0
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                   357,235
<DIVIDEND-INCOME>                                3,624
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     735
<NET-INVESTMENT-INCOME>                          2,889
<REALIZED-GAINS-CURRENT>                           190
<APPREC-INCREASE-CURRENT>                      (3,228)
<NET-CHANGE-FROM-OPS>                            (149)
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                        374,001
<NUMBER-OF-SHARES-REDEEMED>                     16,617
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                               0
<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>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000073982
<NAME> OHIO NATIONAL VARIABLE ACCOUNT B
<SERIES>
   <NUMBER> 7
   <NAME> SMALL CAP
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1994
<PERIOD-END>                               DEC-31-1994
<INVESTMENTS-AT-COST>                          465,842
<INVESTMENTS-AT-VALUE>                         477,642
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 477,642
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                            0
<TOTAL-LIABILITIES>                                  0
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                           39,627
<SHARES-COMMON-PRIOR>                                0
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                   477,642
<DIVIDEND-INCOME>                                4,377
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                   1,481
<NET-INVESTMENT-INCOME>                          2,896
<REALIZED-GAINS-CURRENT>                         1,283
<APPREC-INCREASE-CURRENT>                       11,800
<NET-CHANGE-FROM-OPS>                           15,979
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                        474,267
<NUMBER-OF-SHARES-REDEEMED>                     12,604
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                               0
<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>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 7

<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM 
CONSOLIDATED BALANCE SHEET AND STATEMENT OF OPERATIONS OF THE OHIO NATIONAL
LIFE INSURANCE COMPANY AND CONSOLIDATED SUBSIDIARIES, DECEMBER 31, 1994 AND IS  
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000073980
<NAME> THE OHIO NATIONAL LIFE INSURANCE COMPANY
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1994
<PERIOD-END>                               DEC-31-1994
<DEBT-HELD-FOR-SALE>                                 0
<DEBT-CARRYING-VALUE>                                0
<DEBT-MARKET-VALUE>                                  0
<EQUITIES>                                           0
<MORTGAGE>                                     771,191
<REAL-ESTATE>                                   39,168
<TOTAL-INVEST>                               3,865,858
<CASH>                                           9,399
<RECOVER-REINSURE>                                 938
<DEFERRED-ACQUISITION>                               0
<TOTAL-ASSETS>                               4,290,628
<POLICY-LOSSES>                              3,110,635
<UNEARNED-PREMIUMS>                                687
<POLICY-OTHER>                                  18,263
<POLICY-HOLDER-FUNDS>                          481,027
<NOTES-PAYABLE>                                      0
<COMMON>                                             0
                                0
                                          0
<OTHER-SE>                                     231,974
<TOTAL-LIABILITY-AND-EQUITY>                 4,290,628
                                     613,182
<INVESTMENT-INCOME>                            320,150
<INVESTMENT-GAINS>                               (510)
<OTHER-INCOME>                                       0
<BENEFITS>                                     686,718
<UNDERWRITING-AMORTIZATION>                          0
<UNDERWRITING-OTHER>                            84,177
<INCOME-PRETAX>                                 45,798
<INCOME-TAX>                                    20,647
<INCOME-CONTINUING>                             24,641
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    24,641
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
<RESERVE-OPEN>                                       0
<PROVISION-CURRENT>                                  0
<PROVISION-PRIOR>                                    0
<PAYMENTS-CURRENT>                                   0
<PAYMENTS-PRIOR>                                     0
<RESERVE-CLOSE>                                      0
<CUMULATIVE-DEFICIENCY>                              0
        

</TABLE>


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