OHIO NATIONAL VARIABLE ACCOUNT B
485BPOS, 1997-04-25
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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.  21                                       /X/

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940              /X/
      Amendment No.                                                          / /
    


                           (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)
                                One Financial Way
                             Cincinnati, Ohio 45242
                         (Depositor's Telephone Number)
                                 (513) 794-6100

                     (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.
                                   Of Counsel
                              Jones & Blouch L.L.P.
                                 Suite 405 West
                       1025 Thomas Jefferson Street, N.W.
                             Washington, D.C. 20007

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 27, 1997 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)

       X      on May 1, 1997 pursuant to paragraph (b)
      ___

      ___     60 days after filing pursuant to paragraph (a)(i)


              on (date) pursuant to paragraph (a)(i) 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 undeterminable. Pursuant to Rule 456(m) under the 1933 Act, no
separate fee is being paid for the Guarantee.



                        OHIO NATIONAL VARIABLE ACCOUNT B


N-4 Item                   Caption in Prospectus
- --------                   ---------------------

   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

   19                      See Prospectus (Distribution of Variable Annuity
                           Contracts)

   20                      Underwriter

   21                      Calculation of Money Market Subaccount Yield
<PAGE>   3
                           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
<PAGE>   4
                                     PART A

                                   PROSPECTUS
<PAGE>   5
   
                                   PROSPECTUS
                            FLEXIBLE PURCHASE PAYMENT
                      INDIVIDUAL VARIABLE ANNUITY CONTRACTS
                     OHIO NATIONAL VARIABLE ACCOUNTS A AND B
                    THE OHIO NATIONAL LIFE INSURANCE COMPANY
                                ONE FINANCIAL WAY
                             CINCINNATI, OHIO 45242
                            TELEPHONE (513) 794-6452

This prospectus offers multiple funded, flexible purchase payment, individual
variable annuity contracts that provide 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 designed for (1)
annuity purchase plans adopted by public school systems and certain tax-exempt
organizations described in Section 501(c)(3) of the Internal Revenue Code (the
"Code"), qualifying for tax-deferred treatment pursuant to Section 403(b) of the
Code, (2) other employee pension or profit-sharing trusts or plans qualifying
for tax-deferred treatment under Section 401(a), 401(k) or 403(a) of the Code,
(3) individual retirement annuities qualifying for tax-deferred treatment under
Section 408 of the Code, (4) state and municipal deferred compensation plans and
(5) non-tax-qualified plans.

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 A ("VAA") for tax-qualified contracts or Ohio National Variable
Account B ("VAB") for non-tax-qualified contracts in such portion as the
contract owner may choose. VAA and VAB are separate accounts established by The
Ohio National Life Insurance Company ("Ohio National Life"). The assets of VAA
and VAB are invested in shares of the Fund, a mutual fund having 13 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,
Aggressive Growth Portfolio, Core Growth Portfolio, Growth & Income Portfolio,
S&P 500 Index Portfolio and Social Awareness Portfolio. (See the accompanying
prospectus of the Fund which also contains information about other portfolios
that are not available for the contracts offered herein.)

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. Exercise of contract rights may be subject to the terms of
any qualified employee trust or annuity plan under which a contract is
purchased. This prospectus contains no information concerning such trusts or
plans. 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 VAA, VAB AND THE VARIABLE ANNUITY CONTRACTS OFFERED BY THIS
PROSPECTUS THAT YOU SHOULD KNOW BEFORE INVESTING. ADDITIONAL INFORMATION ABOUT
VAA AND VAB HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION IN
STATEMENTS OF ADDITIONAL INFORMATION DATED MAY 1, 1997. THE STATEMENTS OF
ADDITIONAL INFORMATION FOR EACH OF VAA AND VAB ARE INCORPORATED HEREIN BY
REFERENCE AND ARE AVAILABLE UPON REQUEST AND WITHOUT CHARGE BY WRITING OR
CALLING OHIO NATIONAL LIFE AT THE ABOVE ADDRESS. THE TABLE OF CONTENTS FOR THE
STATEMENTS 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.

                                   MAY 1, 1997
    

<PAGE>   6
                                TABLE OF CONTENTS
   
<TABLE>
<CAPTION>
<S>                                                       <C>
January 3, 1997............................................1
Fee Table..................................................3
Accumulation Unit Values (a)...............................5
     Financial Statements..................................8
The Ohio National Companies................................8
     Ohio National Life....................................8
     Ohio National Variable Accounts A and B ..............8
     Ohio National Fund, Inc...............................9
Distribution of Variable Annuity Contracts ................9
Deductions and Expenses...................................10
     Contingent Deferred Sales Charge ....................10
     Contract Administration Charge.......................10
     Deduction For Administrative Expenses ...............10
     Deduction For Risk Undertakings......................10
     Transfer Fee.........................................11
     Deduction For State Premium Tax......................11
     Fund Expenses........................................11
Description of Variable Annuity Contracts ................11
     20-Day Free Look.....................................11
     Accumulation Period..................................11
     Annuity Period.......................................14
     Contract Owner Inquiries.............................17
     Performance Data.....................................17
Federal Tax Status........................................18
Prior Contracts...........................................21
Accumulation Unit Values For Prior Contracts .............22
IRA Disclosure Statement..................................26
</TABLE>

                       STATEMENT OF ADDITIONAL INFORMATION

Custodian
Independent Certified Public Accountants
Underwriter
Calculation of Money Market Subaccount Yield
Total Return
Transfer Limitations
Financial Statements for Ohio National Life and VAA or VAB
Appendix: Loans Under Tax-Sheltered Annuities (VAA only)
           Guaranteed Accumulation Account
    




                            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, Core Growth subaccount, Growth & Income subaccount, S&P 500
     Index subaccount, Social Awareness subaccount or such other subaccounts as
     may be established under VAA or 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 22 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>
<CAPTION>
<S>                                                 <C>        <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
   


VAA AND VAB ANNUAL EXPENSES (as a percentage
   of average account value)
Mortality and Expense Risk Fees***                  0.85%
Account Fees and Expenses                           0.25%
                                                    -----
Total VAA and VAB Annual Expenses                   1.10%
</TABLE>

<TABLE>
<CAPTION>
FUND ANNUAL EXPENSES (after fee waiver*) (as a percentage of the Fund's average net assets)

                                              MANAGEMENT         OTHER           TOTAL FUND
                                                 FEES           EXPENSES          EXPENSES
                                                 ----           --------          --------
<S>                                             <C>              <C>               <C>  
Equity                                          0.55%            0.19%             0.74%
Money Market*                                   0.25%            0.19%             0.44%
Bond                                            0.60%            0.19%             0.79%
Omni                                            0.58%            0.19%             0.77%
International                                   0.90%            0.25%             1.15%
Capital Appreciation                            0.80%            0.17%             0.97%
Small Cap                                       0.80%            0.16%             0.96%
Global Contrarian                               0.90%            0.39%             1.29%
Aggressive Growth                               0.80%            0.21%             1.01%
Core Growth**                                   0.95%            0.60%             1.55%
Growth & Income**                               0.85%            0.55%             1.40%
S&P 500 Index**                                 0.40%            0.20%             0.60%
Social Awareness**                              0.60%            0.25%             0.85%
</TABLE>
EXAMPLE - If you surrendered your contract at the end of the applicable time
period, you would pay the following aggregate expenses on a $1,000 investment in
each subaccount, assuming 5% annual return:

<TABLE>
<CAPTION>
                                            1 YEAR           3 YEARS           5 YEARS        10 YEARS
                                            ------           -------           -------        --------
<S>                                           <C>             <C>               <C>              <C> 
Equity                                        $97             $135              $182             $226
Money Market*                                  94              126               167              194
Bond                                           98              136               185              232
Omni                                           98              136               184              230
International                                 101              147               203              269
Capital Appreciation                          100              142               194              250
Small Cap                                      99              141               193              249
Global Contrarian                             103              151               210              283
Aggressive Growth                             100              143               196              254
Core Growth**                                 105              158               N/A              N/A
Growth & Income**                             104              154               N/A              N/A
S&P 500 Index**                                96              131               N/A              N/A
Social Awareness**                             98              138               N/A              N/A
</TABLE>
    

                                        3

<PAGE>   8

   
EXAMPLE - If you do not surrender your contract at the end of the applicable
time period, you would pay the following aggregate expenses on the same
investment:

<TABLE>
<CAPTION>
                                            1 YEAR           3 YEARS           5 YEARS         10 YEARS
                                            ------           -------           -------         --------
<S>                                           <C>              <C>              <C>              <C> 
Equity                                        $20              $61              $105             $226
Money Market*                                  17               52                89              194
Bond                                           20               62               107              232
Omni                                           20               62               106              230
International                                  24               73               126              269
Capital Appreciation                           22               68               116              250
Small Cap                                      22               68               116              249
Global Contrarian                              25               78               133              283
Aggressive Growth                              22               69               118              254
Core Growth**                                  28               85               N/A              N/A
Growth & Income**                              26               81               N/A              N/A
S&P 500 Index**                                18               57               N/A              N/A
Social Awareness**                             21               64               N/A              N/A
</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. Neither the table nor
the example reflect any premium taxes that may be applicable to a contract,
which currently range from 0% to 3.5%. The above table and example reflect only
the charges for contracts currently offered by this prospectus and not other
contracts that may be offered by Ohio National Life. For further details, see
Deduction For State Premium Tax, page 11.

   
*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 0.49%, and its expenses would total $97 for a $1,000
investment surrendered at the end of 1 year, $136 if surrendered at the end of 3
years, $183 if surrendered at the end of 5 years or $229 if surrendered at the
end of 10 years. For a $1,000 contract not surrendered, the expenses without the
waiver would be $20 for 1 year, $62 for 3 years, $106 for 5 years or $229 for 10
years.
    

**The "Other Expenses" (and, accordingly, the Total Fund Expenses) for the Core
Growth, Growth & Income, S&P 500 Index and Social Awareness Portfolios are based
on estimates.

***The Mortality and Expense risk fees may be changed at any time, but may not
be increased to more than 1.55%.

                                       4

<PAGE>   9
                          ACCUMULATION UNIT VALUES (a)

   
EQUITY SUBACCOUNT OF VAA

<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>    
                  1987                         $14.617681                       $16.023258                     262,138
                  1988                          16.023258                        18.231104                     310,512
                  1989                          18.231104                        22.218759                     376,442
                  1990                          22.218759                        21.128705                     589,220
                  1991                          21.128705                        25.116964                     802,548
                  1992                          25.116964                        26.717609                   1,048,285
                  1993                          26.717609                        30.151694                   1,181,609
                  1994                          30.151694                        29.897240                   1,288,052
                  1995                          29.897240                        37.616119                   1,394,001
                  1996                          37.616119                        44.033562                   1,505,499
</TABLE>
    

   
MONEY MARKET SUBACCOUNT OF VAA (b)
<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>   
                  1987                         $11.349655                       $11.931210                      38,917
                  1988                          11.931210                        12.642674                      28,514
                  1989                          12.642674                        13.616583                      53,959
                  1990                          13.616583                        14.530988                      92,671
                  1991                          14.530988                        15.168901                      58,620
                  1992                          15.168901                        15.479601                      42,940
                  1993                          15.479601                        15.731262                      50,340
                  1994                          15.731262                        16.181828                      69,638
                  1995                          16.181828                        16.904534                     130,218
                  1996                          16.904534                        17.584720                     175,232
</TABLE>
    

   
BOND SUBACCOUNT OF VAA

<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>   
                  1987                         $13.680096                       $13.640773                      25,590
                  1988                          13.640773                        14.402246                      29,427
                  1989                          14.402246                        15.771471                      28,554
                  1990                          15.771471                        16.819063                      34,836
                  1991                          16.819063                        18.791755                      53,151
                  1992                          18.791755                        19.989232                      83,991
                  1993                          19.989232                        21.885503                     118,872
                  1994                          21.885503                        20.817057                     118,724
                  1995                          20.817057                        24.481177                     130,720
                  1996                          24.481177                        25.112262                     139,016
</TABLE>
    

   
OMNI SUBACCOUNT OF VAA

<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>    
                  1987                         $13.758795                       $13.379880                     722,341
                  1988                          13.379880                        15.223726                     575,788
                  1989                          15.223726                        17.385702                     620,509
                  1990                          17.385702                        17.525899                     690,864
                  1991                          17.524899                        20.479652                     689,306
                  1992                          20.479652                        21.999497                     853,840
                  1993                          21.999497                        24.557054                   1,156,731
                  1994                          24.557054                        24.162172                   1,248,250
                  1995                          24.162172                        29.337035                   1,272,672
                  1996                          29.337035                        33.527373                   1,384,658
</TABLE>
    
                                        5

<PAGE>   10
   
INTERNATIONAL SUBACCOUNT OF VAA
<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(c)                      $10.000000                       $12.404596                     387,372
                  1994                          12.404596                        13.259582                   1,626,139
                  1995                          13.259582                        14.702847                   1,803,630
                  1996                          14.702847                        16.648702                   2,157,623
</TABLE>
    

   
CAPITAL APPRECIATION SUBACCOUNT OF VAA
<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>    
                  1995(c)                      $10.000000                       $11.370573                     126,633
                  1996                          11.370573                        13.018249                     379,717
</TABLE>
    

   
SMALL CAP SUBACCOUNT OF VAA
<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>    
                  1995(c)                      $10.000000                       $12.201273                     154,063
                  1996                          12.201273                        14.205207                     454,045
</TABLE>
    

   
GLOBAL CONTRARIAN SUBACCOUNT OF VAA
<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>  
                  1995(c)                      $10.000000                       $10.125502                       3,870
                  1996                          10.125502                        11.226306                      68,964
</TABLE>
    

   
AGGRESSIVE GROWTH SUBACCOUNT OF VAA
<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>  
                  1995(c)                      $10.000000                       $10.499375                       9,491
                  1996                          10.499375                        10.463801                     107,442
</TABLE>
    

   
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>    
                  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
                  1995                          30.616106                        38.520577                     622,321
                  1996                          38.520577                        45.092323                     680,118
                  ----                          ---------                        ---------                     -------
</TABLE>
    
                                       6

<PAGE>   11
   
MONEY MARKET SUBACCOUNT OF VAB (b)

<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>   
                  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
                  1995                          16.319825                        17.048698                      43,415
                  1996                          17.048698                        17.734674                      83,494
                  ----                          ---------                        ---------                      ------
</TABLE>
    

   
BOND 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>   
                  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                        20.252393                      79,658
                  1994                          20.252393                        19.263675                      84,726
                  1995                          19.263675                        22.654830                      94,683
                  1996                          22.654830                        23.238374                     100,642
                  ----                          ---------                        ---------                     -------
</TABLE>
    

   
OMNI 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>    
                  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
                  1995                          24.030898                        29.177631                     646,847
                  1996                          29.177631                        33.345205                     703,470
                  ----                          ---------                        ---------                     -------
</TABLE>
    

   
INTERNATIONAL 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>    
                  1993(c)                      $10.000000                       $12.404596                     269,335
                  1994                          12.404596                        13.259582                     909,768
                  1995                          13.259582                        14.702847                     909,290
                  1996                          14.702847                        16.648702                   1,186,643
                  ----                          ---------                        ---------                   ---------
</TABLE>
    

   
CAPITAL APPRECIATION 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>    
                  1995(c)                      $10.000000                       $11.370573                     130,970
                  1996                          11.370573                        13.018249                     312,799
                  ----                          ---------                        ---------                     -------
</TABLE>
    
                                       7

<PAGE>   12
   
SMALL CAP 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>   
                 1995 (c)                     $10.000000                       $12.201273                      15,532
                 1996                          12.201273                        14.205207                     147,557
                 ----                          ---------                        ---------                     -------
</TABLE>
    

   
GLOBAL CONTRARIAN 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>   
                  1995 (c)                     $10.000000                       $10.125502                      10,852
                  1996                          10.125502                        11.226306                      60,596
                  ----                          ---------                        ---------                      ------
</TABLE>
    

   
AGGRESSIVE GROWTH 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>  
                  1995 (c)                     $10.000000                       $10.499375                       9,448
                  1996                          10.499375                        10.463801                      68,715
                  ----                          ---------                        ---------                      ------
</TABLE>
    


(a) Current series of variable annuity contracts commenced September 10, 1984.
    For earlier series, see pages 21-26.
(b) The current annualized yield of the Money Market subaccount for the seven
    days ended on December 31, 1996, was 4.52%.
(c) International subaccount commenced on April 30, 1993. Capital Appreciation
    and Small Cap subaccounts commenced on March 31, 1995. Global Contrarian and
    Aggressive Growth subaccounts commenced on October 2, 1995.

FINANCIAL STATEMENTS
The complete financial statements of VAA or VAB, and of Ohio National Life, and
the Independent Auditors' Reports thereon, may be found in the Statements of
Additional Information for VAA and VAB.

                           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 47 states, the District of
Columbia and Puerto Rico. Currently it has assets in excess of $5.9 billion and
equity in excess of $500 million. Its home office is located at One Financial
Way, Cincinnati, Ohio 45242.

OHIO NATIONAL VARIABLE ACCOUNTS A AND B
VAA and VAB were established in 1969 by Ohio National Life as separate accounts
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 VAA or VAB. Income, gains and losses, whether or not realized,
from assets allocated to VAA and VAB are, as provided in the contracts, credited
to or charged against VAA or VAB without regard to other income, gains or losses
of Ohio National Life. The assets maintained in VAA and 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. VAA and VAB
are registered as unit investment trusts under the 1940 Act.

   
The assets of each subaccount of VAA and 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,
Aggressive Growth Portfolio, Core Growth Portfolio, Growth & Income Portfolio,
S&P Index Portfolio or Social Awareness Portfolio.
    
                                       8

<PAGE>   13
OHIO NATIONAL FUND, INC.
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, Ohio National Investments, Inc., and from
Societe Generale Asset Management Corp. (sub-adviser to the International and
Global Contrarian Portfolios), T. Rowe Price Associates, Inc. (sub-adviser to
the Capital Appreciation Portfolio), Founders Asset Management, Inc.
(sub-adviser to the Small Cap Portfolio), Strong Capital Management, Inc.
(sub-adviser to the Aggressive Growth Portfolio), Pilgrim Baxter & Associates,
Ltd. (sub-adviser to the Core Growth Portfolio), and Robertson Stephens
Investment Management, L.P. (sub-adviser to the Growth & Income 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. The Fund prospectus contains information
about other portfolios that are not available for the contracts offered herein.

   
In addition to being offered to VAA and 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 VAA's and/or 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 VAA and 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 shareholders. Fund proxy
material will be distributed to each owner together with appropriate forms for
giving voting instructions. Fund shares held in VAA and 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 VAA and VAB, respectively.
    

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 are sold by Ohio National Life insurance agents
who are also registered representatives (a) 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 (b) of other broker-dealers that have entered into
distribution agreements with Ohio National Equities, Inc. ("ONE, Inc.," another
wholly-owned subsidiary of Ohio National Life), which is the principal
underwriter of the contracts. Ohio
    

                                       9

<PAGE>   14
   
National Life pays ONE, Inc. 6.75% of purchase payments during the first
contract year and 5.5% of purchase payments made after the contract has been in
effect for more than a year. ONE, Inc. then pays a portion of that amount to
ONESCO and the other broker dealers as compensation for their sales efforts.
ONESCO and the other broker-dealers will remunerate their registered
representatives from their own funds. Purchase payments on which no compensation
is paid to registered representatives will not be included in amounts on which
the sales compensation will be paid to ONE, Inc. 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 ONE, Inc., 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.
    

                             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 is made 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 amount 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. The charge does not apply to surrenders or withdrawals from
contracts issued in connection with Ohio National Life's executive officers' and
directors' voluntary deferred compensation plan.
    


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. The charge is not made after the
annuity payout date.


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.


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 12). 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

                                       10

<PAGE>   15
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
Most states do not presently charge a premium tax for these contracts. Where a
tax applies, the rates for tax-qualified contracts are presently 0.5% in
California, 1.0% in Puerto Rico and West Virginia, 2.0% in Kentucky and 2.25% in
the District of Columbia. For non-tax-qualified contracts, the rates are 1.0% in
Puerto Rico, West Virginia and Wyoming, 1.25% in South Dakota, 2.0% in Kansas,
Kentucky and Maine, 2.25% the District of Columbia, 2.35% in California and 3.0%
in Nevada. Normally, any such applicable taxes will not be deducted until
annuity payments begin rather than being 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 state 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.) Subject to these limits, payments may be made at
any time. Failure to make payments shall not constitute a default, but could
result in involuntary termination (see Ohio National Life's Right to Terminate,
page 12).

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, below). 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.


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

                                       11

<PAGE>   16
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 VAA or 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 VAA and VAB was set at $10
when the first payment for these contracts was allocated to each 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 VAA and 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) 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 VAA or 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 10, and,
     Deduction for Risk Undertakings, page 10.)
    

   
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
18.) Such termination will not be made on an individual retirement annuity (IRA)
if a purchase payment has been made during the preceding two years, nor will it
be made on an annuity funding a Section 403(b) salary reduction agreement.
    
   
SURRENDER AND PARTIAL WITHDRAWAL

Prior to the annuity payout date, or thereafter in the case of annuity Option
1(e) described below, 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 10. 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

                                       12

<PAGE>   17
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. Surrenders
and partial withdrawals are limited or not permitted in connection with certain
tax-qualified retirement plans. See Texas Optional Retirement Program, page 14,
and Tax Deferred Annuities, page 19. For tax consequences of a surrender or
withdrawal, see Federal Tax Status, page 18.
    

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
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 11, and
Transfers After Annuity Payout Date, page 16). Not more than 20% of a
contract's guaranteed accumulation value (or $1,000, if greater) as of the
beginning of a contract year may be transferred to variable subaccounts during
that contract year.
    

   
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 of at least $300, (a) from any variable subaccount(s) to any other
subaccount(s), including the Guaranteed Accumulation Account, or (b) from the
Guaranteed Accumulation Account to any variable subaccount(s) if the DCA program
is established at the time the contract is issued, the DCA program is scheduled
to begin within 6 months of contract issue and the term of the DCA program does
not exceed 2 years. For transfers from variable subaccounts, at least 12
transfers must be scheduled and the term of the DCA program may not exceed 5
years. 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 the Guaranteed
Accumulation Account or 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.
    

                                       13

<PAGE>   18
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, between 9:00 a.m.
and 3:30 p.m. (Eastern time) on days that it is open for business, 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. Telephone transfer requests will not be honored
after the annuitant's death. 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 and any contingent 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. Ohio National Life
credits the Guaranteed Accumulation Account of the eligible person's contract 
in the foregoing amounts at the time of each payment made by the eligible
person.
    


   
TEXAS STATE OPTIONAL RETIREMENT PROGRAM
Under the Texas State Optional Retirement Program (the "Program"), purchase
payments may be excluded from the gross income of state employees for federal
tax purposes to the extent that such purchase payments do not exceed the
exclusion allowance provided by the Code. The Attorney General of Texas has
interpreted the Program as prohibiting any participating state employee from
receiving the surrender value of a contract funding benefits under the Program
prior to termination of employment or the state employee's retirement, death or
total disability. Therefore, no surrender or partial withdrawal by a participant
in the Program will be allowed until the first of these events occurs.
    


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 90th birthday; however, this restriction may be waived by mutual
agreement between Ohio National Life and the owner.

                                       14

<PAGE>   19
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.

Other than in connection with annuity Option 1(e) described below, 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 the
contract for the commuted value of any remaining period-certain payments.
Surrenders and partial withdrawals from annuity Option 1(e) are permitted at any
time.

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.

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 1(e):      Installment Refund Annuity with payments guaranteed for a
                  fixed number (up to thirty) of years. This option is available
                  for variable annuity payments only. Although the deduction for
                  risk undertakings is taken from annuity unit values, Ohio
                  National Life has no mortality risk during the annuity payout
                  period under this option.
    

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.

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

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) (except that certain contracts
might require a Joint and Survivor Annuity pursuant to the Pension Reform Act of
1974, as amended) with the beneficiary as payee for any 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.

The Internal Revenue Service has not ruled on the tax treatment of a commutable
variable annuity. If you select Option 1(e), it is possible that the IRS could
determine that the entire value of the annuity is fully taxable at the time you
elect Option 1(e) or that variable annuity payments under this option should
not be taxed under the annuity rules (see Federal Tax Status, page 18), which
could result in your payments being fully taxable to you. Should the IRS so
rule, Ohio National may be required to tax report up to the full value of the
annuity to you as taxable income.
    


                                       15

<PAGE>   20
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. Contracts issued to plans sponsored by employers subject to Title VII
of the Civil Rights Act of 1964 or similar state statutes use annuity tables
which do not vary with annuitant's sex. 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
VAA and 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 12) 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.


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.

                                       16

<PAGE>   21
OTHER CONTRACT PROVISIONS

   
ASSIGNMENT

Any amount payable in settlement of the contracts may not be commuted,
anticipated, assigned or otherwise encumbered, or pledged as loan collateral to
any person other than Ohio National Life. 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
tax-qualified contract may not, but a non-tax-qualified contract may, be
collaterally assigned before the annuity payout date. Ownership of a contract
may not be transferred except to (1) the annuitant, (2) a trustee or successor
trustee of a pension or profit-sharing trust which is qualified under Section
401 of the Code, or (3) the employer of the annuitant provided that the contract
after transfer is maintained under the terms of a retirement plan qualified
under Section 403(a) of the Code for the benefit of the annuitant, or (4) as
otherwise permitted by laws and regulations governing plans for which the
contract may be issued. Ownership of a non-tax-qualified contract may be
transferred.
    

PERIODIC REPORTS
Ohio National Life will furnish each owner, once each calendar quarter 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
unit as of the end of the preceding quarter. 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 one or more other mutual funds. 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 or of additional mutual funds as eligible
investments of VAA or 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) 794-6452.


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 contract 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, IBC's Money 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.

                                       17

<PAGE>   22
                               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 VAA and VAB are
a part of, and are taxed with, the operations of Ohio National Life, VAA and VAB
are not separately taxed as "regulated investment companies" under Subchapter M
of the Code.

As to tax-qualified contracts, no federal income tax is payable under present
law on dividend income or capital gains distributions from Fund Shares held in
VAA or upon capital gains realized by VAA on redemption of Fund Shares. When a
non-tax-qualified 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, in that case, 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.
    
   
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, 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 (provided
that the owner of a non-tax qualified contract must be a natural person for this
purpose). With certain exceptions, where the owner of a non-tax qualified
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, any amount received or withdrawn in excess of the
"investment in the contract" will normally be taxed as ordinary income in the
year received. 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." Any part of the value of the contract that is
assigned or pledged to secure a loan will be taxed as if it had been a partial
withdrawal and may be subject to a 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)

                                       18

<PAGE>   23
from a contract that is a qualified funding asset for purposes of a structured
settlement; (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, or (7) incident to divorce. 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.


   
TAX-DEFERRED ANNUITIES
Under the provisions of Section 403(b) of the Code, purchase payments made for
annuity contracts purchased for employees by public educational institutions and
certain tax-exempt organizations which are described in Section 501(c)(3) of the
Code are excludable from the gross income of such employees to the extent that
the aggregate purchase payments plus any other amounts contributed to the
purchase of a contract and toward benefits under qualified retirement plans do
not exceed the exclusion allowance determined for the employee as set forth in
Sections 403(b) and 415 of the Code. Employee contributions are, however,
subject to social security (FICA) tax withholding. All amounts received by an
employee under a contract, either in the form of annuity payments or cash
withdrawal, will be taxed under Section 72 of the Code as ordinary income for
the year received, except for exclusion of any amounts representing "investment
in the contract." Under certain circumstances, amounts received may be used to
make a "tax-free rollover" into one of the types of individual retirement
arrangements permitted under the Code. Amounts received that are eligible for
"tax-free rollover" will be subject to an automatic 20% withholding unless such
amounts are directly rolled over from the tax-deferred annuity to the individual
retirement arrangement.

With respect to earnings accrued and purchase payments made after December 31,
1988, pursuant to a salary reduction agreement under Section 403(b) of the Code,
distributions may be paid only when the employee (a) attains age 59-1/2, (b)
separates from the employer's service, (c) dies, (d) becomes disabled as defined
in the Code, or (e) incurs a financial hardship as defined in the Code. In the
case of hardship, cash distributions may not exceed the amount of such purchase
payments. These restrictions do not affect rights to transfer investments among
the subaccounts and do not limit the availability of transfers between
tax-deferred annuities.


QUALIFIED PENSION OR PROFIT-SHARING PLANS
Under present law, purchase payments made by an employer or trustee, pursuant to
a plan or trust qualified under Section 401(a) or 403(a) of the Code, are
generally excludable from gross income of the employee. The portion, if any, of
the purchase payments made by the employee, or which is considered taxable
income to the employee in the year such payments are made, constitutes an
"investment in the contract" under Section 72 of the Code for the employee's
annuity benefits. Salary reduction payments to a profit sharing plan qualifying
under Section 401(k) of the Code are generally excludable from gross income of
the employee.

The Code requires that plans must prohibit any distribution to a plan
participant prior to age 59-1/2, except in the event of death, total disability
or separation from service. Distributions must commence no later than April 1 of
the calendar year following the year in which the participant reaches age
70-1/2. Premature distribution of benefits or contributions in excess of those
permitted by the Code may result in certain penalties under the Code.

If an employee, or one or more of the beneficiaries, receives the total amounts
payable with respect to an employee within one taxable year after age 59-1/2 on
account of the employee's death or separation from service of the employer, any
amount received in excess of the employee's "investment in the contract" may be
taxed under special 5-year forward averaging rules. The taxpayer can elect to
have that portion of a lump-sum distribution attributable to years of
participation prior to January 1, 1974 given capital gains treatment. The
percentage of pre-74 distribution subject to capital gains treatment decreases
as follows: 100%, 1987; 95%, 1988; 75%, 1989; 50%, 1990; and 25%, 1991. For tax
years 1992 and thereafter no capital gains treatment is available (except that
taxpayers who were age 50 before 1986 may still elect capital gains treatment).
The employee receiving such a distribution may be able to make a "tax-
    

                                       19

<PAGE>   24
   
free rollover" of the distribution less the employee's "investment in the
contract" into another qualified plan in which the employee is a participant or
into one of the types of individual retirement arrangements permitted under the
Code. An employee's surviving spouse receiving such a distribution may be able
to make a tax-free rollover to one of the types of individual retirement
arrangements permitted under the Code. Amounts received that are eligible for
"tax-free rollover" will be subject to an automatic 20% withholding unless such
amounts are directly rolled over to another qualified plan or individual
retirement arrangement.


INDIVIDUAL RETIREMENT ANNUITIES (IRA)
Section 408(b) of the Code provides that an individual may invest an amount up
to $2,000 per year of earned income in an IRA and claim it as a personal tax
deduction if such person or the person's spouse is not an "active participant"
in an employer maintained qualified retirement plan or such person has adjusted
gross income which does not exceed the "applicable dollar limit." For a single
taxpayer, the applicable dollar limitation is $25,000, with the amount of IRA
contribution which may be deducted reduced proportionately for Adjusted Gross
Income between $25,000-$35,000. For married couples filing jointly, the
applicable dollar limitation is $40,000, with the amount of IRA contribution
which may be deducted reduced proportionately for Adjusted Gross Income between
$40,000-$50,000. There is no deduction allowed for IRA contributions when
Adjusted Gross Income reaches $35,000 for individuals and $50,000 for married
couples filing jointly. In the alternative, an individual otherwise qualified
for an IRA may elect to contribute to an IRA for the individual and for the
individual's non-working spouse, with the total deduction limited to $4,000.

Individuals are permitted to make non-deductible IRA contributions to the extent
they are ineligible to make deductible IRA contributions. Any amount received
from another qualified plan (including another individual retirement
arrangement) which is eligible as a "tax-free rollover" may be invested in an
IRA, and is not counted toward the overall contribution limit. Earnings on
nondeductible IRA contributions are not subject to tax until they are withdrawn.
The combined limit on designated nondeductible and deductible contributions for
a tax year is the lesser of 100% of compensation or $2,000 ($4,000 in the case
of an additional contribution to a spousal IRA).

Generally, distributions (all or part) made prior to age 59-1/2 (except in the
case of death or disability) will result in a penalty tax of 10% plus ordinary
income tax treatment of the amount received. Additionally, there is an excise
tax of 6% of the amount contributed in excess of either the deductible limit or
nondeductible limit, as indicated above, if such amount is not withdrawn prior
to the filing of the income tax return for the year of contribution or applied
as an allowable contribution for a subsequent year. The excise tax will continue
to apply each year until the excess contribution is corrected. Distributions
after age 59-1/2 are treated as ordinary income at the time received.
Distributions must commence before April 1 following the year in which the
individual reaches age 70-1/2. A 50% nondeductible excise tax is imposed on the
excess in any tax year of the amount that should have been distributed over the
amount actually distributed.


SIMPLIFIED EMPLOYEE PENSION PLANS (SEPPS)
Under Section 408 of the Code, employers may establish SEPPs for their
employees. Under these plans the employer may contribute on behalf of an
employee to an individual retirement account or annuity. The amount of the
contribution is excludable from the employee's income.

Certain employees who participate in a SEPP will be entitled to elect to have
the employer make contributions to a SEPP on their behalf or to receive the
contributions in cash. If the employee elects to have contributions made on the
employee's behalf to a SEPP, it is not treated as current taxable income to the
employee. Elective deferrals under a SEPP are subject to an inflation-indexed
limit which is $9,500 for 1997. Salary-reduction SEPPs are available only if at
least 50% of the employees elect to have amounts contributed to the SEPP and if
the employer has 25 or fewer employees at all times during the preceding year.

An employee may also take a deduction for individual contributions to the IRA,
subject to the limits applicable to IRAs in general. Withdrawals from the IRAs
to which the employer contributes must be permitted. These withdrawals, however,
are subject to the general rules with respect to withdrawals from IRAs.
    

                                       20

<PAGE>   25
   
WITHHOLDING ON DISTRIBUTION
Distributions from tax-deferred annuities or qualified pension or profit sharing
plans that are eligible for "tax-free rollover" will be subject to an automatic
20% withholding unless such amounts are directly rolled over to an individual
retirement arrangement or another qualified plan. Federal income tax withholding
on annuity payments is required. However, recipients of annuity payments are
allowed to elect not to have the tax withheld. Such an election may be revoked
at any time with respect to annuity payments and thereafter withholding would
commence. Failure to provide your taxpayer identification number will
automatically subject any payments under the contract to withholding.
    

                                 PRIOR CONTRACTS
   
ANNUAL PAYMENT VARIABLE ANNUITY
Prior to December 15, 1981, Ohio National Life, VAA 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(cent) 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 subaccounts of VAA and 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.

                                       21

<PAGE>   26
FLEXIBLE PAYMENT COMBINATION ANNUITY
   
From December 1, 1981 until November 2, 1982, Ohio National Life, VAA 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 constitute the Equity subaccounts of VAA or 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.
    

   
MULTIPLE FUNDED COMBINATION ANNUITY
From November 2, 1982 to September 10, 1984, Ohio National Life, VAA 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 VAA

<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>                                 <C>   
                    1987                    $37.358517                        $40.991430                          70,260
                    1988                     40.991340                         46.658707                          63,667
                    1989                     46.685707                         56.953326                          57,461
                    1990                     56.953326                         54.213096                          54,987
                    1991                     54.213096                         64.510143                          51,310
                    1992                     64.510143                         68.689335                          45,754
                    1993                     68.689335                         77.594885                          43,892
                    1994                     77.594885                         77.016062                          40,537
                    1995                     77.016062                         96.995665                          36,620
                    1996                     96.995665                        113.656777                          35,244
</TABLE>

EQUITY SUBACCOUNT OF VAB

<TABLE>
<CAPTION>
<S>                 <C>                     <C>                               <C>                                 <C>   
                    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
                    1995                     81.637986                        102.816617                          24,630
                    1996                    102.816617                        120.477605                          22,849
                    ----                    ----------                        ----------                          ------
</TABLE>
    
                                       22

<PAGE>   27
                            VARIABLE INTEREST ANNUITY

   
MONEY MARKET SUBACCOUNT OF VAA

<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>                                <C>    
                    1987                    $17.248371                        $18.096347                         148,673
                    1988                     18.096347                         19.137568                         118,912
                    1989                     19.137568                         20.571199                         105,231
                    1990                     20.571199                         21.909036                          94,135
                    1991                     21.909036                         22.825685                          76,406
                    1992                     22.825685                         23.247080                          49,465
                    1993                     23.247080                         23.578345                          36,485
                    1994                     23.578345                         24.205890                          30,702
                    1995                     24.205890                         25.237165                          23,519
                    1996                     25.237165                         26.200345                          19,866
</TABLE>

MONEY MARKET SUBACCOUNT OF VAB

<TABLE>
<CAPTION>
<S>                 <C>                     <C>                               <C>                                <C>    
                    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
                    1995                     24.205890                         25.237165                          29,059
                    1996                     25.237165                         26.200345                          28,910
</TABLE>

                      FLEXIBLE PAYMENT COMBINATION ANNUITY

EQUITY SUBACCOUNT OF VAA

<TABLE>
<CAPTION>
<S>                 <C>                     <C>                               <C>                                 <C>   
                    1987                    $21.224091                        $23.264908                          29,818
                    1988                     23.264908                         26.470588                          29,585
                    1989                     26.470588                         32.260450                          27,395
                    1990                     32.260450                         30.677737                          24,226
                    1991                     30.677737                         36.468472                          23,107
                    1992                     36.468472                         38.792521                          22,601
                    1993                     38.792521                         43.778639                          22,887
                    1994                     43.778639                         43.409203                          20,039
                    1995                     43.409203                         54.616584                          20,564
                    1996                     54.616584                         63.934367                          20,212
</TABLE>

EQUITY SUBACCOUNT OF VAB

<TABLE>
<CAPTION>
<S>                 <C>                     <C>                               <C>                                 <C>   
                    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
                    1995                     41.809023                         52.603280                           1,095
                    1996                     52.603280                         61.577580                           1,109
                    ----                     ---------                         ---------                           -----
</TABLE>
    
                                       23

<PAGE>   28
   

                       MULTIPLE FUNDED COMBINATION ANNUITY
EQUITY SUBACCOUNT OF VAA

<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>                                <C>    
                    1987                    $16.986389                        $18.619731                         293,652
                    1988                     18.619731                         21.185355                         278,998
                    1989                     21.185355                         25.819181                         240,896
                    1990                     25.819181                         24.552478                         227,378
                    1991                     24.552478                         29.187005                         209,706
                    1992                     29.187005                         31.047017                         195,926
                    1993                     31.047017                         35.037574                         189,725
                    1994                     35.037574                         34.741902                         183,889
                    1995                     34.741902                         43.711561                         185,550
                    1996                     43.711561                         51.168913                         183,969
</TABLE>


MONEY MARKET SUBACCOUNT OF VAA

<TABLE>
<CAPTION>
<S>                 <C>                     <C>                               <C>                                <C>    
                    1987                    $13.069466                        $13.712006                         105,795
                    1988                     13.712006                         14.500960                          72,078
                    1989                     14.500960                         15.587258                          75,856
                    1990                     15.587258                         16.600960                          66,701
                    1991                     16.600960                         17.295517                          53,715
                    1992                     17.295517                         17.614815                          40,163
                    1993                     17.614815                         17.865828                          32,193
                    1994                     17.865828                         18.341334                          33,908
                    1995                     18.341334                         19.122749                          26,823
                    1996                     19.122749                         19.852565                          19,326
</TABLE>


BOND SUBACCOUNT OF VAA

<TABLE>
<CAPTION>
<S>                 <C>                     <C>                               <C>                                 <C>   
                    1987                    $15.125711                        $15.082231                          66,045
                    1988                     15.082231                         15.924172                          46,186
                    1989                     15.924172                         17.438080                          41,465
                    1990                     17.438080                         18.596379                          43,782
                    1991                     18.596379                         20.777538                          38,147
                    1992                     20.777538                         22.101548                          40,781
                    1993                     22.101548                         24.198199                          33,461
                    1994                     24.198199                         23.016849                          32,609
                    1995                     23.016849                         27.068171                          30,431
                    1996                     27.068171                         27.765946                          26,417
</TABLE>


OMNI SUBACCOUNT OF VAA

<TABLE>
<CAPTION>
<S>                 <C>                     <C>                               <C>                                <C>    
                    1987                    $13.790313                        $13.410537                         167,450
                    1988                     13.410537                         15.258611                         141,188
                    1989                     15.258611                         17.425546                         134,346
                    1990                     17.425546                         17.565065                         143,084
                    1991                     17.565065                         20.526604                         136,984
                    1992                     20.526604                         22.049934                         138,165
                    1993                     22.049934                         24.613344                         151,630
                    1994                     24.613344                         24.217555                         140,851
                    1995                     24.217555                         29.404272                         134,309
                    1996                     29.404272                         33.604216                         133,427
</TABLE>


INTERNATIONAL SUBACCOUNT OF VAA

<TABLE>
<CAPTION>
<S>                <C>                      <C>                               <C>                                 <C>   
                    1993*                   $10.000000                        $12.404596                          36,879
                    1994                     12.404596                         13.259582                         103,976
                    1995                     13.259582                         14.702847                         112,362
                    1996                     14.702847                         16.648702                         116,301
                    ----                     ---------                         ---------                         -------
</TABLE>
    
                                       24

<PAGE>   29
   
CAPITAL APPRECIATION SUBACCOUNT OF VAA

<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>                              <C>  
                  1995*                        $10.000000                       $11.370573                       8,261
                  1996                          11.370573                        13.018249                      11,321
</TABLE>

SMALL CAP SUBACCOUNT OF VAA

<TABLE>
<CAPTION>
<S>               <C>                          <C>                              <C>                             <C>   
                  1995*                        $10.000000                       $12.201273                      16,139
                  1996                          12.201273                        14.205207                      21,891
                  ----                          ---------                        ---------                      ------
</TABLE>

EQUITY SUBACCOUNT OF VAB

<TABLE>
<CAPTION>
<S>               <C>                          <C>                              <C>                            <C>    
                  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
                  1995                          36.283811                        45.651565                      22,160
                  1996                          45.651565                        53.439888                      22,720
</TABLE>

MONEY MARKET SUBACCOUNT OF VAB

<TABLE>
<CAPTION>
<S>               <C>                          <C>                              <C>                             <C>   
                  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
                  1995                          18.355539                        19.137562                       5,896
                  1996                          19.137562                        19.867953                       6,004
</TABLE>

BOND SUBACCOUNT OF VAB

<TABLE>
<CAPTION>
<S>               <C>                          <C>                              <C>                              <C>  
                  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                        24.183549                       3,921
                  1994                          24.183549                        23.002903                       3,679
                  1995                          23.002903                        27.051775                       3,601
                  1996                          27.051775                        27.749128                       3,122
</TABLE>

OMNI SUBACCOUNT OF VAB

<TABLE>
<CAPTION>
<S>               <C>                          <C>                              <C>                             <C>   
                  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
                  1995                          24.183329                        29.362718                      53,357
                  1996                          29.362718                        33.556721                      53,263
                  ----                          ---------                        ---------                      ------
</TABLE>
    
                                       25

<PAGE>   30
   
INTERNATIONAL SUBACCOUNT OF VAB

<TABLE>
<CAPTION>
<S>               <C>                          <C>                              <C>                              <C>  
                  1993*                        $10.000000                       $12.404596                       1,427
                  1994                          12.404596                        13.259582                      13,999
                  1995                          13.259582                        14.702847                      17,006
                  1996                          14.702847                        16.648702                      18,085
</TABLE>

CAPITAL APPRECIATION SUBACCOUNT OF VAB

<TABLE>
<CAPTION>
<S>               <C>                          <C>                              <C>                                <C>
                  1995*                        $10.000000                       $11.370573                         456
                  1996                          11.370573                        13.018249                         786
                  ----                          ---------                        ---------                         ---
</TABLE>
*International Subaccount added April 30, 1993. Capital Appreciation and Small
Cap Subaccounts were added March 31, 1995.


APPENDIX A


                            IRA DISCLOSURE STATEMENT
This statement is designed to help you understand the requirements of federal
tax law which apply to your individual retirement annuity (IRA), your simplified
employee pension IRA (SEPP-IRA) for employer contributions, or to one you
purchase for your spouse (see "IRA for Non-working Spouse", page 24). You can
obtain more information regarding your IRA either from your sales representative
or from any district office of the Internal Revenue Service.


FREE LOOK PERIOD
The annuity contract offered by this prospectus gives you the opportunity to
return the contract for a full refund within 20 days after it is delivered (see
page 8). This is a more liberal provision than is required in connection with
IRA's. To exercise this "free-look" provision write or call the address shown
below:

The Ohio National Life Insurance Company
P. O. Box 2669
Cincinnati, Ohio 45201
Telephone: (513) 794-6452 - 8:30 a.m.  - 4:30 p.m.  (Eastern Time Zone)


ELIGIBILITY REQUIREMENTS
IRAs are intended for all persons with earned compensation whether or not they
are covered under other retirement programs. Additionally if you have a
non-working spouse (and you file a joint tax return), you may establish an IRA
on behalf of your non-working spouse. A working spouse may establish his or her
own IRA. A divorced spouse receiving taxable alimony (and no other income) may
also establish an IRA.


CONTRIBUTIONS AND DEDUCTIONS
Contributions to your IRA will be deductible if you or your spouse is not an
"active participant" in an employer maintained qualified retirement plan or you
have Adjusted Gross Income which does not exceed the "applicable dollar limit".
IRA (or SEPP-IRA) contributions must be made by no later than the time you file
your income tax return for that year. For a single taxpayer, the applicable
dollar limitation is $25,000, with the amount of IRA contribution which may be
deducted reduced proportionately for Adjusted Gross Income between
$25,000-$35,000. For married couples filing jointly, the applicable dollar
limitation is $40,000, with the amount of IRA contribution which may be deducted
reduced proportionately for Adjusted Gross Income between $40,000-$50,000. There
is no deduction allowed for IRA contributions when Adjusted Gross Income reaches
$35,000 for individuals and $50,000 for married couples filing jointly.
    

                                       26

<PAGE>   31
   
Contributions made by your employer to your SEPP-IRA are excludable from your
gross income for tax purposes in the calendar year for which the amount is
contributed. Certain employees who participate in a SEPP-IRA will be entitled to
elect to have their employer make contributions to their SEPP-IRA on their
behalf or to receive the contributions in cash. If the employee elects to have
contributions made on the employee's behalf to the SEPP, those funds are not
treated as current taxable income to the employee. Elective deferrals under a
SEPP-IRA are subject to an inflation-adjusted limit which is $9,500 for 1997.
Salary-reduction SEPP-IRAs (also called "SARSEPs") are available only if at
least 50% of the employees elect to have amounts contributed to the SEPP-IRA and
if the employer has 25 or fewer employees at all times during the preceding
year.
The IRA maximum annual contribution and your tax deduction is limited to the
lesser of: (1) $2,000 or (2) 100% of your earned compensation. Contributions in
excess of the deduction limits may be subject to penalty. See below.

Under a SEPP-IRA agreement, the maximum annual contribution which your employer
may make on your behalf to a SEPP-IRA contract which is excludable from your
income is the lesser of 15% of your salary or $22,500. An employee who is a
participant in a SEPP-IRA agreement may make after-tax contributions to the
SEPP-IRA contract, subject to the contribution limits applicable to IRAs in
general. Those employee contributions will be deductible subject to the
deductibility rules described above.

The maximum tax deductible annual contribution that a divorced spouse with no
other income may make to an IRA is the lesser of (1) $2,000 or (2) 100% of
taxable alimony.

If you or your employer should contribute more than the maximum contribution
amount to your IRA or SEPP-IRA, the excess amount will be considered an "excess
contribution". You are permitted to withdraw an excess contribution from your
IRA or SEPP-IRA before your tax filing date without adverse tax consequences.
If, however, you fail to withdraw any such excess contribution before your tax
filing date, a 6% excise tax will be imposed on the excess for the tax year of
contribution.

Once the 6% excise tax has been imposed, an additional 6% penalty for the
following tax year can be avoided if the excess is (1) withdrawn before the end
of the following year, or (2) treated as a current contribution for the
following year. (See Pre-mature Distributions, page 28, for penalties imposed on
withdrawal when the contribution exceeds $2,200).


IRA FOR NON-WORKING SPOUSE
If you establish an IRA for yourself, you may also be eligible to establish an
IRA for your "non-working" spouse. In order to be eligible to establish such a
spousal IRA, you must file a joint tax return with your spouse and if your
non-working spouse has compensation, his/her compensation must be less than your
compensation for the year. Contributions of up to $2,000 each may be made to
your IRA and the spousal IRA if the combined compensation of you and your spouse
is at least equal to the amount contributed. If requirements for deductibility
(including income levels) are met, you will be able to deduct an amount equal to
the least of (i) the amount contributed to the IRA's; (ii) $4,000; or (iii) 100%
of your combined gross income.

Contributions in excess of the contribution limits may be subject to penalty.
See above under "Contributions and Deductions". If you contribute more than the
allowable amount, the excess portion will be considered an excess contribution.
The rules for correcting it are the same as discussed above for regular IRAs.

Other than the items mentioned in this section, all of the requirements
generally applicable to IRAs are also applicable to IRAs established for
non-working spouses.
    

                                       27

<PAGE>   32
   
ROLLOVER CONTRIBUTION
Once every year, you are permitted to withdraw any portion of the value of your
IRA or SEPP-IRA and reinvest it in another IRA or bond. Withdrawals may also be
made from other IRAs and contributed to this contract. This transfer of funds
from one IRA to another is called a "rollover" IRA. To qualify as a rollover
contribution, the entire portion of the withdrawal must be reinvested in another
IRA within 60 days after the date it is received. You will not be allowed a
tax-deduction for the amount of any rollover contribution.

A similar type of rollover to an IRA can be made with the proceeds of a
qualified distribution from a qualified retirement plan or tax-sheltered
annuity. Properly made, such a distribution will not be taxable until you
receive payments from the IRA created with it. Unless you were a self-employed
participant in the distributing plan, you may later rollover such a contribution
to another qualified retirement plan as long as you have not mixed it with IRA
(or SEPP-IRA) contributions you have deducted from your income. (You may roll
less than all of a qualified distribution into an IRA, but any part of it not
rolled over will be currently includable in your income without any capital
gains treatment.)



PRE-MATURE DISTRIBUTIONS
At no time can your interest in your IRA or SEPP-IRA be forfeited. To insure
that your contributions will be used for your retirement, the federal tax law
does not permit you to use your IRA or SEPP-IRA as security for a loan.
Furthermore, as a general rule, you may not sell or assign your interest in your
IRA or SEPP-IRA to anyone. Use of an IRA (or SEPP-IRA) as security or assignment
of it to another will invalidate the entire annuity. It then will be includable
in your income in the year it is invalidated and will be subject to a 10%
penalty tax if you are not at least age 59-1/2. or totally disabled unless you
comply with special rules requiring distributions to be made at least annually
over your life expectancy.

The 10% penalty tax does not apply to the withdrawal of an excess contribution
as long as the excess is withdrawn before the due date of your tax return.
Withdrawals of excess contributions after the due date of your tax return will
generally be subject to the 10% penalty unless the excess contribution results
from erroneous information from a plan trustee making an excess rollover
contribution or unless you are over age 59-1/2 or are disabled.


DISTRIBUTION AT RETIREMENT
Once you have attained age 59-1/2. (or have become totally disabled), you may
elect to receive a distribution of your IRA (or SEPP-IRA) regardless of when you
actually retire. You may elect to receive the distribution in either one sum or
under any one of the periodic payment options available under the contract. The
distributions from your IRA under any one of the periodic payment options or in
one sum will be treated as ordinary income as you receive them.


INADEQUATE OR UNDER DISTRIBUTIONS - 50% TAX
Your IRA or SEPP-IRA is intended to provide retirement benefits over your
lifetime. Thus, federal law requires that you either (1) receive a lump-sum
distribution of your IRA by April 1 of the year following the year in which you
attain age 70-1/2. or (2) start to receive periodic payments by that date. If
you elect to receive periodic payments, those payments must be sufficient to pay
out the entire value of your IRA during your life expectancy (or over the joint
life expectancies of you and your spouse). If the payments are not sufficient to
meet these requirements, an excise tax of 50% will be imposed on the amount of
any underpayment.
    

                                       28

<PAGE>   33
   
DEATH BENEFITS
If you, (or your surviving spouse) die before receiving the entire value of your
IRA (or SEPP-IRA), the remaining interest must be distributed to your
beneficiary (or your surviving spouse's beneficiary) in one lump-sum or applied
to purchase an immediate annuity for the beneficiary. This annuity must be
payable over the life expectancy of the beneficiary within one year after your
or your spouse's death. If your spouse is the designated beneficiary, he or she
is treated as the owner of the IRA. If minimum required distributions have
begun, the entire amount must be distributed at least as rapidly as if the owner
had survived. A distribution of the balance of your IRA upon your death will not
be considered a gift for federal tax purposes, but will be included in your
gross estate for purposes of federal estate taxes.

PROTOTYPE STATUS
The Internal Revenue Service has been requested to review the format of your
SEPP, and to issue an opinion letter to Ohio National Life stating that your IRA
qualifies as a prototype SEPP.

REPORTING TO THE IRS
Whenever you are liable for one of the penalty taxes discussed above (6% for
excess contributions, 10% for pre-mature distributions or 50% for under
payments), you must file Form 5329 with the Internal Revenue Service. The form
is to be attached to your federal income tax return for the tax year in which
the penalty applies. Normal contributions and distributions must be shown on
your income tax return for the year to which they relate.

                     ILLUSTRATION OF IRA FIXED ACCUMULATIONS

<TABLE>
<CAPTION>
                                 AGE 60                             AGE 65                             AGE 70
                               GUARANTEED                         GUARANTEED                         GUARANTEED
                             SURRENDER VALUE                    SURRENDER VALUE                    SURRENDER VALUE

                                         $2,000                              $2,000                             $2,000
                        $1,000          ONE TIME           $1,000           ONE TIME          $1,000           ONE TIME
     CONTRACT           ANNUAL          LUMP SUM           ANNUAL           LUMP SUM          ANNUAL           LUMP SUM
    ANNIVERSARY      CONTRIBUTIONS    CONTRIBUTION      CONTRIBUTIONS     CONTRIBUTION     CONTRIBUTIONS     CONTRIBUTION
    -----------      -------------    ------------      -------------     ------------     -------------     ------------
<S>     <C>            <C>               <C>              <C>                <C>               <C>              <C>   
         1               $933            $1,895             $933             $1,895            $933             $1,895
         2               1,917            1,955             1,917             1,955           1,.917             1,955
         3               2,933            2,006             2,933             2,006            2,933             2,006
         4               3,990            2,058             3,990             2,058            3,990             2,058
         5               5,089            2,116             5,089             2,116            5,089             2,116
         6               6,234            2,177             6,234             2,177            6,234             2,177
         7               7.435            2,240             7,435             2,240            7,435             2,240
         8               8,686            2,306             8,686             2,306            8,868             2,306
         9              10,069            2,529            10,069             2,529           10,069             2,529
        10              11,506            2,600            11,506             2,600           11,506             2,600
        15              19,604            3,001            19,604             3,001           19,604             3,001
        20              29,456            3,489            29,456             3,489           29,456             3,489
        25              41,442            4,082            41,442             4,082           41,442             4,082
        30              56,026            4,804            56,026             4,804           56,026             4,804
        35              73,769            5,683            73,769             5,683           73,769             5,683
        40              95,356            6,751            95,356             6,751           95,356             6,751
        45             121,620            8,051           121,620             8,051           121,620            8,051
        50             153,574            9,633           153,574             9,633           153,574            9,633
        55             192,451           11,558           192,451            11,558           192,451           11,558
        60             239,751           13,900           239,751            13,900           239,751           13,900
        65                                                297,298            16,748           297,298           16,748
        70                                                367,313            20,215           367,313           20,215
</TABLE>

- - Guaranteed Interest Rate: 3.25% is applicable to each contract anniversary.
- - The Surrender Value is the Accumulation Values less the Contingent Deferred
  Sales Charge.
    


                                       29

<PAGE>   34
                                     PART B


                       STATEMENT OF ADDITIONAL INFORMATION
<PAGE>   35
                        OHIO NATIONAL VARIABLE ACCOUNT B
                                       OF
                    THE OHIO NATIONAL LIFE INSURANCE COMPANY

                                One Financial Way
                             Cincinnati, Ohio 45242
                            Telephone (513) 794-6452


                       STATEMENT OF ADDITIONAL INFORMATION

                                   MAY 1, 1997


   
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 May 1, 1997. 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>
<CAPTION>
                          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 ..     47
</TABLE>




   
                        "TOP TRADITION" NON-TAX QUALIFIED

    
<PAGE>   36


CUSTODIAN

Ohio National Life has executed an agreement with Star Bank, N.A. ("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, 1996 and for the periods
indicated herein and Ohio National Life's consolidated financial statements
as of December 31, 1996 and 1995 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. 

UNDERWRITER

The offering of the contracts is continuous. Prior to May 1, 1997,
The O.N. Equity Sales Company ("ONESCO"), a wholly-owned subsidiary of Ohio
National Life, was the principal underwriter of the contracts. 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:

<TABLE>
<CAPTION>
                                    Aggregate         Retained
                  Year             Commissions       Commissions
                  ----             -----------       -----------
<S>               <C>               <C>               <C>     
                  1996              $1,691,331        $164,905
                  ----              ----------        --------
                  1995                 821,577          75,503
                  1994                 963,635         110,006
</TABLE>
    

                                       -2-


<PAGE>   37



   
Since May 1, 1997, Ohio National Equities, Inc., another
wholly-owned subsidiary of Ohio National Life, has been the principal
underwriter of the contracts.
    
CALCULATION OF MONEY MARKET SUBACCOUNT YIELD
   
The current yield of the Money Market subaccount for the seven days ended on
December 31, 1996, was 4.52%. 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 0.10%. This is based
upon an estimated average accumulation value of $29,100 for 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>   38
   
1996, 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                        16.92%     11.74%   11.51%     9.12%    10-06-69
Money Market                   3.90%      2.87%    4.35%     6.12%    03-20-80
Bond                           2.45%      5.83%    6.13%     7.34%    11-02-82
Omni                          14.15%     10.71%    9.18%    10.21%    10-84
International                 13.10%       N/A      N/A     14.78%    04-30-93
Capital Appreciation          14.35%       N/A      N/A     14.50%    05-01-94
Small Cap                     16.28%       N/A      N/A     25.55%    05-01-94
Global Contrarian             10.74%       N/A      N/A     10.67%    03-31-95
Aggressive Growth             (0.46%)      N/A      N/A     13.66%    03-31-95
Core Growth                     N/A        N/A      N/A       N/A     01-03-97
Growth & Income                 N/A        N/A      N/A       N/A     01-03-97
S&P 500 Index                   N/A        N/A      N/A       N/A     01-03-97
Social Awareness                N/A        N/A      N/A       N/A     01-03-97
</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>   39

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, 1996, and the
related statements of operations and changes in contract owners' equity and
schedules of changes in unit values for each of the periods indicated herein.
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, 1996, by examination 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, 1996, and the results of its operations, changes in contract
owners' equity and changes in unit values for each of the periods indicated
herein, in conformity with generally accepted accounting principles.
    


                                                          KPMG PEAT MARWICK LLP

   
Cincinnati, Ohio
January 28, 1997
    
   
                        OHIO NATIONAL VARIABLE ACCOUNT B

                STATEMENTS OF ASSETS AND CONTRACT OWNERS' EQUITY
                               DECEMBER 31, 1996

<TABLE>
<CAPTION>
                                              MONEY                                                  INTER-   
                              EQUITY          MARKET            BOND                OMNI            NATIONAL  
                            SUBACCOUNT      SUBACCOUNT        SUBACCOUNT         SUBACCOUNT         SUBACCOUNT    
                           -----------       -----------       -----------       -----------       -----------
<S>                        <C>               <C>               <C>               <C>               <C>        
Assets - Investments
at market value
(note 2).................  $41,949,830       $ 3,290,700       $ 3,622,964       $30,345,958       $29,922,490
                           ===========       ===========       ===========       ===========       ===========

Contract owners'
equity:
  Contracts in
  accumulation
  period (note 3)........  $40,802,320       $ 3,194,070       $ 3,585,409       $30,014,242       $29,922,490
  Annuity reserves
  for contracts in
  payment period.........    1,147,510            96,630            37,555           331,716                 0
                           -----------       -----------       -----------       -----------       -----------
Total contract
owners' equity...........  $41,949,830       $ 3,290,700       $ 3,622,964       $30,345,958       $29,922,490
                           ===========       ===========       ===========       ===========       ===========
</TABLE>


<TABLE>
<CAPTION>
                            CAPITAL            SMALL            GLOBAL            AGGRESS.
                             APPREC.            CAP              CONTR.           GROWTH
                           SUBACCOUNT        SUBACCOUNT        SUBACCOUNT        SUBACCOUNT
                           -----------       -----------       -----------       -----------
<S>                        <C>               <C>               <C>               <C>        
Assets - Investments
at market value
(note 2).................  $ 7,614,976       $ 5,877,652       $ 2,829,370       $ 1,737,423
                           ===========       ===========       ===========       ===========

Contract owners'
equity:
  Contracts in
  accumulation
  period (note 3)........  $ 7,614,976       $ 5,877,652       $ 2,829,370       $ 1,737,423
  Annuity reserves
  for contracts in
  payment period.........            0                 0                 0                 0
                           -----------       -----------       -----------       -----------
Total contract
owners' equity...........  $ 7,614,976       $ 5,877,652       $ 2,829,370       $ 1,737,423
                           ===========       ===========       ===========       ===========
</TABLE>


   The accompanying notes are an integral part of these financial statements.
    

<PAGE>   40
   
<TABLE>
<CAPTION>
OHIO NATIONAL VARIABLE ACCOUNT B                                                      For the Years Ended December 31, 1996 and 1995
Statements of Operations and Changes in Contract Owners' Equity

                                             Equity                          Money Market                          Bond           
                                            Subaccount                        Subaccount                        Subaccount        
                                      1996             1995             1996             1995             1996             1995 
                                  ------------     ------------     ------------     ------------     ------------     ------------
<S>                               <C>              <C>              <C>              <C>              <C>              <C>         
Investment activity:
 Reinvested capital gains
  and dividends ..............    $  1,514,050     $    765,464     $    121,100     $    100,339     $    226,135     $    143,904
 Risk and administrative
  expense (note 4) ...........        (401,473)        (293,247)          (5,651)         (29,381)         (36,260)         (29,494)
                                  ------------     ------------     ------------     ------------     ------------     ------------

   Net investment activity ...       1,112,577          472,217          115,449           70,958          189,875          114,410
                                  ------------     ------------     ------------     ------------     ------------     ------------

 Realized and Unrealized gain
   (loss) on investments:
  Realized gain (loss) .......         552,072          334,966           (4,810)               0            2,900            4,677
  Unrealized gain (loss) .....       4,088,878        5,201,091                0                0          (90,712)         328,653
                                  ------------     ------------     ------------     ------------     ------------     ------------
   Net gain (loss) on
     investments .............       4,640,950        5,536,057           (4,810)               0          (87,812)         333,330
                                  ------------     ------------     ------------     ------------     ------------     ------------
    Net increase in contract
      owners' equity from
      operations .............       5,753,527        6,008,274          110,639           70,958          102,063          447,740
                                  ------------     ------------     ------------     ------------     ------------     ------------

Equity transactions:
 Sales:
  Contract purchase payments..       5,951,661        3,783,192        1,871,868          934,384        1,155,848          764,847
  Transfers from fixed and
   other subaccounts .........       1,520,335        1,917,272          687,467          332,192          131,700          164,917
                                  ------------     ------------     ------------     ------------     ------------     ------------

                                     7,471,996        5,700,464        2,559,335        1,266,576        1,287,548          929,764
                                  ------------     ------------     ------------     ------------     ------------     ------------
 Redemptions:
  Withdrawals and surrenders..       1,462,881        1,391,091           39,602          173,670          165,387          127,381
  Annuity and death benefit
   payments ..................         580,928          544,978            7,858            7,251          152,376           11,271
  Transfers to fixed and
   other subaccounts .........         923,992          540,461        1,369,352        1,436,196          811,891          341,845
                                  ------------     ------------     ------------     ------------     ------------     ------------

                                     2,967,801        2,476,530        1,416,812        1,617,117        1,129,654          480,497
                                  ------------     ------------     ------------     ------------     ------------     ------------

   Net equity transactions ...       4,504,195        3,223,934        1,142,523         (350,541)         157,894          449,267
                                  ------------     ------------     ------------     ------------     ------------     ------------
    Net change in contract
      owners' equity .........      10,257,722        9,232,208        1,253,162         (279,583)         259,957          897,007
Contract owners' equity:
 Beginning of period .........      31,692,108       22,459,900        2,037,538        2,317,121        3,363,007        2,466,000
                                  ------------     ------------     ------------     ------------     ------------     ------------

 End of period ...............    $ 41,949,830     $ 31,692,108     $  3,290,700     $  2,037,538     $  3,622,964     $  3,363,007
                                  ============     ============     ============     ============     ============     ============
</TABLE>

<TABLE>
<CAPTION>

                                             Omni                           International  
                                           Subaccount                         Subaccount    
                                      1996             1995             1996             1995
                                  ------------     ------------     ------------     ------------
<S>                               <C>              <C>              <C>              <C>         
Investment activity:
 Reinvested capital gains
  and dividends ...............   $  1,159,886     $    567,491     $  1,315,143     $    553,908
 Risk and administrative
  expense (note 4) ............       (280,432)        (229,636)        (257,125)        (166,334)
                                  ------------     ------------     ------------     ------------

   Net investment activity ....        879,454          337,855        1,058,018          387,574
                                  ------------     ------------     ------------     ------------

 Realized and Unrealized gain
   (loss) on investments:
  Realized gain (loss) ........        257,649          214,074           79,728           92,960
  Unrealized gain (loss) ......      2,449,471        3,286,859        1,719,537        1,160,817
                                  ------------     ------------     ------------     ------------
   Net gain (loss) on
     investments ..............      2,707,120        3,500,933        1,799,265        1,253,777
                                  ------------     ------------     ------------     ------------
    Net increase in contract
      owners' equity from
      operations ..............      3,586,574        3,838,788        2,857,283        1,641,351
                                  ------------     ------------     ------------     ------------

Equity transactions:
 Sales:
  Contract purchase payments ..      4,888,382        2,322,421        8,429,938        3,503,140
  Transfers from fixed and
   other subaccounts ..........        758,248          630,281        1,863,354          549,988
                                  ------------     ------------     ------------     ------------

                                     5,646,630        2,952,702       10,293,292        4,053,128
                                  ------------     ------------     ------------     ------------
 Redemptions:
  Withdrawals and surrenders ..      1,071,876        1,190,228          548,297          395,993
  Annuity and death benefit
   payments ...................        513,108          141,737           61,829           65,426
  Transfers to fixed and
   other subaccounts ..........        422,833          821,966          495,366        2,329,089
                                  ------------     ------------     ------------     ------------

                                     2,007,817        2,153,931        1,105,492        2,790,508
                                  ------------     ------------     ------------     ------------

   Net equity transactions ....      3,638,813          798,771        9,187,800        1,262,620
                                  ------------     ------------     ------------     ------------
    Net change in contract
      owners' equity ..........      7,225,387        4,637,559       12,045,083        2,903,971
Contract owners' equity:
 Beginning of period ..........     23,120,571       18,483,012       17,877,407       14,973,436
                                  ------------     ------------     ------------     ------------

 End of period ................   $ 30,345,958     $ 23,120,571     $ 29,922,490     $ 17,877,407
                                  ============     ============     ============     ============
</TABLE>



The accompanying notes are an integral part of these financial statements.
    

<PAGE>   41
   
<TABLE>
<CAPTION>
OHIO NATIONAL VARIABLE ACCOUNT B                                                      For the Years Ended December 31, 1996 and 1995
Statements of Operations and Changes in Contract Owners' Equity


                                         Capital Appreciation                        Small Cap           
                                             Subaccount                             Subaccount           
                                        1996               1995               1996               1995 
                                     -----------        -----------        -----------        -----------
<S>                                  <C>                <C>                <C>                <C>        
Investment activity:
 Reinvested capital gains
  and dividends ...............      $   290,109        $    36,886        $    72,856        $     3,942
 Risk and administrative
  expense (note 4) ............          (54,570)           (13,593)           (36,692)           (10,182)
                                     -----------        -----------        -----------        -----------

    Net investment activity ...          235,539             23,293             36,164             (6,240)
                                     -----------        -----------        -----------        -----------

 Realized and Unrealized gain
   (loss) on investments:
  Realized gain (loss) ........           30,377              8,474             32,011             26,681
  Unrealized gain (loss) ......          504,086            194,214            532,154            261,953
                                     -----------        -----------        -----------        -----------
   Net gain (loss) on
     investments ..............          534,463            202,688            564,165            288,634
                                     -----------        -----------        -----------        -----------
    Net increase in contract
      owners' equity from
      operations ..............          770,002            225,981            600,329            282,394
                                     -----------        -----------        -----------        -----------

Equity transactions:
 Sales:
  Contract purchase payments...        3,315,552          2,287,561          2,996,882          1,305,146
  Transfers from fixed and
   other subaccounts ..........          751,976            382,531            633,847            146,831
                                     -----------        -----------        -----------        -----------

                                       4,067,528          2,670,092          3,630,729          1,451,977
                                     -----------        -----------        -----------        -----------
 Redemptions:
  Withdrawals and surrenders...          147,548              1,651             25,917              1,373
  Annuity and death benefit
   payments ...................           70,615                  0             17,894                  0
  Transfers to fixed and
   other subaccounts ..........          223,703             32,345            463,197             57,038
                                     -----------        -----------        -----------        -----------

                                         441,866             33,996            507,008             58,411
                                     -----------        -----------        -----------        -----------

   Net equity transactions ....        3,625,662          2,636,096          3,123,721          1,393,566
                                     -----------        -----------        -----------        -----------
    Net change in contract
      owners' equity ..........        4,395,664          2,862,077          3,724,050          1,675,960
Contract owners' equity:
 Beginning of period ..........        3,219,312            357,235          2,153,602            477,642
                                     -----------        -----------        -----------        -----------

 End of period ................      $ 7,614,976        $ 3,219,312        $ 5,877,652        $ 2,153,602
                                     ===========        ===========        ===========        ===========
</TABLE>


<TABLE>
<CAPTION>
                                           Global Contrarian                    Aggressive Growth  
                                               Subaccount                           Subaccount      
                                         1996             1995 (a)             1996             1995 (a)
                                     -----------        -----------        -----------        -----------
<S>                                  <C>                <C>                <C>                <C>        
Investment activity:
 Reinvested capital gains
  and dividends ...............      $    42,037        $       447        $   206,544        $    11,649
 Risk and administrative
  expense (note 4) ............          (13,771)              (679)           (12,377)              (386)
                                     -----------        -----------        -----------        -----------

    Net investment activity ...           28,266               (232)           194,167             11,263
                                     -----------        -----------        -----------        -----------

 Realized and Unrealized gain
   (loss) on investments:
  Realized gain (loss) ........           19,118               (105)           (18,436)               193
  Unrealized gain (loss) ......           76,648              7,563           (147,209)            19,014
                                     -----------        -----------        -----------        -----------
   Net gain (loss) on
     investments ..............           95,766              7,458           (165,645)            19,207
                                     -----------        -----------        -----------        -----------
    Net increase in contract
      owners' equity from
      operations ..............          124,032              7,226             28,522             30,470
                                     -----------        -----------        -----------        -----------

Equity transactions:
 Sales:
  Contract purchase payments...        2,082,521            349,702          1,164,982            499,326
  Transfers from fixed and
   other subaccounts ..........          359,416             11,337            261,060             65,472
                                     -----------        -----------        -----------        -----------

                                       2,441,937            361,039          1,426,042            564,798
                                     -----------        -----------        -----------        -----------
 Redemptions:
  Withdrawals and surrenders...            3,208                  0              2,702                910
  Annuity and death benefit
   payments ...................              653                  0              5,982                  0
  Transfers to fixed and
   other subaccounts ..........           76,474             24,529            300,897              1,918
                                     -----------        -----------        -----------        -----------

                                          80,335             24,529            309,581              2,828
                                     -----------        -----------        -----------        -----------

   Net equity transactions ....        2,361,602            336,510          1,116,461            561,970
                                     -----------        -----------        -----------        -----------
    Net change in contract
      owners' equity ..........        2,485,634            343,736          1,144,983            592,440
Contract owners' equity:
 Beginning of period ..........          343,736                  0            592,440                  0
                                     -----------        -----------        -----------        -----------

 End of period ................      $ 2,829,370        $   343,736        $ 1,737,423        $   592,440
                                     ===========        ===========        ===========        ===========
</TABLE>
    


(a) Period from March 31, 1995, date of commencement of operations.


   The accompanying notes are an integral part of these financial statements.


<PAGE>   42
   
                        OHIO NATIONAL VARIABLE ACCOUNT B
                          NOTES TO FINANCIAL STATEMENTS
                                DECEMBER 31, 1996

    

(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 variable 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 or
    4.0 percent depending on the contract selected by the annuitant. Charges to
    annuity reserves for adverse mortality and expense risk experience are
    reimbursed to the Account by ONLIC. Such amounts are included in risk and
    administrative expense.

   
    Investments are valued at the net asset value of fund shares held at
    December 31, 1996. Share transactions are recorded on the trade date. Income
    and capital gain distributions are recorded on the ex-dividend date. Net
    realized capital gain or loss is determined on the basis of average cost.
    

    The preparation of financial statements in conformity with generally
    accepted accounting principles requires management to make estimates and
    assumptions that affect the reported amounts of assets and liabilities and
    disclosure of contingent assets and liabilities at the date of the financial
    statements and the reported amounts of revenues and expenses during the
    reporting period. Actual results could differ from those estimates.

   
(2) INVESTMENTS

    At December 31, 1996 the aggregate cost and number of shares of Ohio
    National Fund, Inc. owned by the respective subaccounts were:
    
   

<TABLE>
<CAPTION>
                                 MONEY                                 INTER-     CAPITAL      SMALL       GLOBAL     AGGRESS.
                     EQUITY      MARKET       BOND         OMNI       NATIONAL    APPREC.       CAP        CONTR.      GROWTH
                   SUBACCOUNT  SUBACCOUNT  SUBACCOUNT   SUBACCOUNT   SUBACCOUNT  SUBACCOUNT  SUBACCOUNT  SUBACCOUNT  SUBACCOUNT
- -------------------------------------------------------------------------------------------------------------------------------
<S>               <C>          <C>         <C>         <C>          <C>          <C>         <C>         <C>         <C>
Aggregate Cost    $30,168,411  $3,290,700  $3,558,065  $23,690,877  $26,614,406  $6,919,904  $5,071,744  $2,745,159  $1,865,618
Number of shares    1,298,797     329,070     341,017    1,564,386    1,931,355     588,984     326,047     242,677     173,188
</TABLE>

(3) CONTRACTS IN ACCUMULATION PERIOD

    At December 31, 1996 the accumulation units and value per unit of the
    respective subaccounts and products were:

<TABLE>
<CAPTION>
                           ACCUMULATION UNITS  VALUE PER UNIT
                           ------------------  --------------
<S>                        <C>                 <C>
EQUITY SUBACCOUNT
    Combination .........      22,848.676       $120.477605
    Back Load ...........       1,109.090         61.577580
    Top I ...............      22,720.288         53.439888
    Top II ..............     680,118.205         45.092323
    Top Plus ............     405,466.475         15.042658

MONEY MARKET SUBACCOUNT
    VIA .................      28,910.361         26.200345
    Top I ...............       6,004.445         19.867953
    Top II ..............      83,493.922         17.734674
    Top Plus ............      74,056.162         11.296489

BOND SUBACCOUNT
    Top I ...............       3,121.643         27.749128
    Top II ..............     100,641.550         23.238374
    Top Plus ............     101,403.486         11.439849

OMNI SUBACCOUNT
    Top I ...............      53,262.846         33.556721
    Top II ..............     703,470.062         33.345205
    Top Plus ............     342,379.008         13.930650
</TABLE>
    
<PAGE>   43
                        OHIO NATIONAL VARIABLE ACCOUNT B
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                                DECEMBER 31, 1996


   
<TABLE>
<CAPTION>
INTERNATIONAL SUBACCOUNT             ACCUMULATION UNITS     VALUE PER UNIT
                                     ------------------     --------------
<S>                                  <C>                    <C>
    Top I .........................      18,084.575           16.648702
    Top II ........................   1,186,643.213           16.648702
    Top Plus ......................     674,402.979           14.628252

CAPITAL APPRECIATION SUBACCOUNT
    Top I .........................         785.598           13.018249
    Top II ........................     312,799.343           13.018249
    Top Plus ......................     243,883.463           14.484990

SMALL CAP SUBACCOUNT
    Top II ........................     147,556.638           14.205207
    Top Plus ......................     204,016.779           18.535631

GLOBAL CONTRARIAN SUBACCOUNT
    Top II ........................      60,595.878           11.226306
    Top Plus ......................     178,856.151           12.015818

AGGRESSIVE GROWTH SUBACCOUNT
    Top II ........................      68,714.736           10.463801
    Top Plus ......................      80,874.706           12.592390
</TABLE>

(4) RISK AND ADMINISTRATIVE EXPENSE

    ONLIC charges the Account's assets at the end of each valuation period,
    equal to 0.25% on an annual basis, of 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 the contract value at a rate presently ranging from 0.65% to
    1.05% for mortality and expense risk on an annual basis.
    

    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 ranging from 0% to 6% may be assessed by ONLIC when a
    contract is surrendered or a partial withdrawal of accumulation value is
    made before the annuity payout date.

    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 1/2% 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.
<PAGE>   44
   
                        OHIO NATIONAL VARIABLE ACCOUNT B
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                                DECEMBER 31, 1996
    


(7)  NOTE TO 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.)

     -    Expenses

          (This amount reflects the decrease in the unit value due to Risk and
          Administrative Expenses discussed in note 4 to the financial
          statements.)

     -    Ending unit value

     -    Percentage increase (decrease) in unit value.
<PAGE>   45
OHIO NATIONAL VARIABLE ACCOUNT B                            For the Years Ended
SCHEDULES OF CHANGES IN UNIT VALUES                  December 31, 1996 and 1995
                                                                     SCHEDULE 1
   
                              EQUITY SUBACCOUNT B

<TABLE>
<CAPTION>

1996                                             COMBINATION        BACK LOAD           TOP I           TOP II            TOP PLUS
<S>                                               <C>               <C>               <C>              <C>               <C>      
Beginning unit value.........................     102.816617        52.603280         45.651565        38.520577         12.824740
Reinvested capital gains and dividends.......       4.730442         2.472551          2.098892         1.774973          0.594240
Realized and unrealized gain.................      14.044744         7.129052          6.332974         5.256615          1.749688
Expenses.....................................      -1.114198        -0.627303         -0.643543        -0.459842         -0.126010
Ending unit value............................     120.477605        61.577580         53.439888        45.092323         15.042658
Percentage increase in unit value*...........           17.2%            17.1%             17.1%            17.1%             17.3%
</TABLE>

<TABLE>
<CAPTION>
1995                                             COMBINATION        BACK LOAD           TOP I            TOP II           TOP PLUS
<S>                                                <C>              <C>               <C>              <C>               <C>      
Beginning unit value.........................      81.637986        41.809023         36.283811        30.616106         10.173015
Reinvested capital gains and dividends.......       2.742090         1.396517          1.205043         1.030439          0.348156
Realized and unrealized gain.................      19.371159         9.915634          8.696663         7.260302          2.410290
Expenses.....................................      -0.934618        -0.517894         -0.533952        -0.386270         -0.106721
Ending unit value............................     102.816617        52.603280         45.651565        38.520577         12.824740
Percentage increase in unit value*...........           25.9%            25.8%             25.8%            25.8%             26.1%
</TABLE>

*   An annualized rate of return cannot be determined as expenses do not include
    the contract charges discussed in note (5).


                            MONEY MARKET SUBACCOUNT B
<TABLE>
<CAPTION>
1996                                                 VIA              TOP I            TOP II           TOP PLUS
<S>                                                <C>              <C>               <C>              <C>      
Beginning unit value.........................      25.237165        19.137562         17.048698        10.837896
Reinvested dividends.........................       1.297471         1.022907          0.877627         0.558622
Expenses.....................................      -0.334291        -0.292516         -0.191651        -0.100029
Ending unit value............................      26.200345        19.867953         17.734674        11.296489
Percentage increase in unit value*...........            3.8%             3.8%              4.0%             4.2%
</TABLE>

<TABLE>
<CAPTION>
1995                                                  VIA             TOP I            TOP II           TOP PLUS
<S>                                                <C>              <C>               <C>              <C>      
Beginning unit value.........................      24.205890        18.355539         16.319825        10.354108
Reinvested dividends.........................       1.352642         1.062689          0.912513         0.579004
Expenses.....................................      -0.321367        -0.280666         -0.183640        -0.095216
Ending unit value............................      25.237165        19.137562         17.048698        10.837896
Percentage increase in unit value*...........            4.3%             4.3%              4.5%             4.7%
</TABLE>

*   An annualized rate of return cannot be determined as expenses do not include
    the contract charges discussed in note (5).

                                BOND SUBACCOUNT B
<TABLE>
<CAPTION>
1996                                                TOP I            TOP II            TOP PLUS
<S>                                                <C>              <C>               <C>      
Beginning unit value.........................      27.051775        22.654830         11.130129
Reinvested capital gains and dividends.......       1.733738         1.569071          0.714445
Realized and unrealized loss.................      -0.686463        -0.717650         -0.304915
Expenses.....................................      -0.349922        -0.267877         -0.099810
Ending unit value............................      27.749128        23.238374         11.439849
Percentage increase in unit value*...........            2.6%             2.6%              2.8%
</TABLE>

<TABLE>
<CAPTION>
1995                                                 TOP I           TOP II            TOP PLUS
<S>                                                <C>              <C>                <C>     
Beginning unit value.........................      23.002903        19.263675          9.445623
Reinvested capital gains and dividends.......       1.312460         1.100484          0.541348
Realized and unrealized gain.................       3.063398         2.522822          1.236580
Expenses.....................................      -0.326986        -0.232151         -0.093422
Ending unit value............................      27.051775        22.654830         11.130129
Percentage increase in unit value*...........           17.6%            17.6%             17.8%
</TABLE>

*   An annualized rate of return cannot be determined as expenses do not include
    the contract charges discussed in note (5).


    
                                                                     (continued)
<PAGE>   46
OHIO NATIONAL VARIABLE ACCOUNT B                            For the Years Ended
SCHEDULES OF CHANGES IN UNIT VALUES                  December 31, 1996 and 1995
                                                         SCHEDULE 1 (CONTINUED)
   
                               OMNI SUBACCOUNT B
<TABLE>
<CAPTION>

1996                                                TOP I             TOP II          TOP PLUS
<S>                                                <C>              <C>               <C>      
Beginning unit value.........................      29.362718        29.177631         12.165280
Reinvested capital gains and dividends.......       1.374026         1.365954          0.572930
Realized and unrealized gain.................       3.226767         3.143948          1.309928
Expenses.....................................      -0.406790        -0.342328         -0.117488
Ending unit value............................      33.556721        33.345205         13.930650
Percentage increase in unit value*...........           14.3%            14.3%             14.5%
</TABLE>

<TABLE>
<CAPTION>
1995                                                 TOP I           TOP II            TOP PLUS
<S>                                                <C>              <C>                <C>     
Beginning unit value.........................      24.183329        24.030898          9.999661
Reinvested capital gains and dividends.......       0.768417         0.762912          0.321491
Realized and unrealized gain.................       4.761955         4.678786          1.945772
Expenses.....................................      -0.350983        -0.294965         -0.101644
Ending unit value............................      29.362718        29.177631         12.165280
Percentage increase in unit value*...........           21.4%            21.4%             21.7%
</TABLE>

*   An annualized rate of return cannot be determined as expenses do not include
    the contract charges discussed in note (5).

                           INTERNATIONAL SUBACCOUNT B
<TABLE>
<CAPTION>
1996                                                 TOP I           TOP II            TOP PLUS
<S>                                                <C>              <C>               <C>      
Beginning unit value.........................      14.702847        14.702847         12.892796
Reinvested capital gains and dividends.......       0.851068         0.851804          0.751086
Realized and unrealized gain.................       1.301686         1.269443          1.110911
Expenses.....................................      -0.206899        -0.175392         -0.126541
Ending unit value............................      16.648702        16.648702         14.628252
Percentage increase in unit value*...........           13.2%            13.2%             13.5%
</TABLE>

<TABLE>
<CAPTION>
1995                                                 TOP I           TOP II            TOP PLUS
<S>                                                <C>              <C>               <C>      
Beginning unit value.........................      13.259582        13.259582         11.604279
Reinvested capital gains and dividends.......       0.486534         0.485230          0.427074
Realized and unrealized gain.................       1.137778         1.110834          0.971406
Expenses.....................................      -0.181047        -0.152799         -0.109963
Ending unit value............................      14.702847        14.702847         12.892796
Percentage increase in unit value*...........           10.9%            10.9%             11.1%
</TABLE>

*   An annualized rate of return cannot be determined as expenses do not include
    the contract charges discussed in note (5).


                        CAPITAL APPRECIATION SUBACCOUNT B
<TABLE>
<CAPTION>
1996                                                 TOP I           TOP II            TOP PLUS
<S>                                                <C>              <C>               <C>      
Beginning unit value.........................      11.370573        11.370573         12.626458
Reinvested capital gains and dividends.......       0.636859         0.651286          0.721507
Realized and unrealized gain.................       1.169741         1.130864          1.258902
Expenses.....................................      -0.158924        -0.134474         -0.121877
Ending unit value............................      13.018249        13.018249         14.484990
Percentage increase in unit value*...........           14.5%            14.5%             14.7%
</TABLE>

<TABLE>
<CAPTION>
1995                                                 TOP I            TOP II          TOP PLUS
<S>                                                <C>              <C>               <C>      
Beginning unit value.........................      10.000000 **     10.000000 **      10.390128
Reinvested capital gains and dividends.......       0.232825         0.238549          0.257166
Realized and unrealized gain.................       1.281303         1.253494          2.086288
Expenses.....................................      -0.143555        -0.121470         -0.107124
Ending unit value............................      11.370573        11.370573         12.626458
Percentage increase in unit value*...........           13.7%            13.7%             21.5%
</TABLE>

*   An annualized rate of return cannot be determined as expenses do not include
    the contract charges discussed in note (5).

**  Period from March 31, 1995, date of commencement of operations.

    
                                                                     (continued)

<PAGE>   47
OHIO NATIONAL VARIABLE ACCOUNT B                            For the Years Ended
SCHEDULES OF CHANGES IN UNIT VALUES                  December 31, 1996 and 1995
                                                         SCHEDULE 1 (CONTINUED)
   
<TABLE>
<CAPTION>
                             SMALL CAP SUBACCOUNT B
1996                                                TOP II          TOP PLUS
<S>                                                <C>              <C>        
Beginning unit value.........................      12.201273        15.889068  
Reinvested capital gains and dividends.......       0.250703         0.322062
Realized and unrealized gain.................       1.901925         2.480816
Expenses.....................................      -0.148694        -0.156315
Ending unit value............................      14.205207        18.535631
Percentage increase in unit value*...........           16.4%            16.7%
</TABLE>

<TABLE>
<CAPTION>
1995                                                TOP II          TOP PLUS
<S>                                                <C>              <C>        
Beginning unit value.........................      10.000000 **     12.053440  
Reinvested capital gains and dividends.......       0.038545         0.046338
Realized and unrealized gain.................       2.296433         3.920914
Expenses.....................................      -0.133705        -0.131624
Ending unit value............................      12.201273        15.889068
Percentage increase in unit value*...........           22.0%            31.8%
</TABLE>

*   An annualized rate of return cannot be determined as expenses do not include
    the contract charges discussed in note (5).

**  Period from March 31, 1995, date of commencement of operations.

                         GLOBAL CONTRARIAN SUBACCOUNT B
<TABLE>
<CAPTION>
1996                                                TOP II          TOP PLUS
<S>                                                <C>              <C>        
Beginning unit value.........................      10.125502        10.816003  
Reinvested capital gains and dividends.......       0.306810         0.328881
Realized and unrealized gain.................       0.914409         0.976558
Expenses.....................................      -0.120415        -0.105624
Ending unit value............................      11.226306        12.015818
Percentage increase in unit value*...........           10.9%            11.1%
</TABLE>

<TABLE>
<CAPTION>
1995                                                 TOP II           TOP PLUS
<S>                                                <C>              <C>         
Beginning unit value.........................      10.000000 **     10.000000 **
Reinvested capital gains and dividends.......       0.025913         0.027475
Realized and unrealized gain.................       0.209827         0.884367
Expenses.....................................      -0.110238        -0.095839
Ending unit value............................      10.125502        10.816003
Percentage increase in unit value*...........            1.3%             8.2%
</TABLE>

*   An annualized rate of return cannot be determined as expenses do not include
    the contract charges discussed in note (5).

**  Period from March 31, 1995, date of commencement of operations.

*** Period from October 2, 1995, date of commencement of operations.

                         AGGRESSIVE GROWTH SUBACCOUNT B
<TABLE>
<CAPTION>
1996                                                TOP II          TOP PLUS
<S>                                                <C>              <C>        
Beginning unit value.........................      10.499375        12.610012  
Reinvested capital gains and dividends.......       1.647013         1.986612
Realized and unrealized loss.................      -1.570429        -1.893528
Expenses.....................................      -0.112158        -0.110706
Ending unit value............................      10.463801        12.592390
Percentage decrease in unit value*...........           -0.3%            -0.1%
</TABLE>

<TABLE>
<CAPTION>
1995                                                 TOP II          TOP PLUS
<S>                                                <C>              <C>         
Beginning unit value.........................      10.000000 **     10.000000 **
Reinvested capital gains and dividends.......       0.490558         0.569631
Realized and unrealized gain.................       0.124172         2.149950
Expenses.....................................      -0.115355        -0.109569
Ending unit value............................      10.499375        12.610012
Percentage increase in unit value*...........            5.0%            26.1%
</TABLE>

*   An annualized rate of return cannot be determined as expenses do not include
    the contract charges discussed in note (5).

**  Period from March 31, 1995, date of commencement of operations.

*** Period from October 2, 1995, date of commencement of operations. See
    accompanying notes to the financial statements.


    
<PAGE>   48

<PAGE>   1
                          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 subsidiaries (the Company) as of December
31, 1996 and 1995, and the related consolidated statements of income, equity and
cash flows for each of the years in the three-year period ended December 31,
1996. 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 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. 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 subsidiaries as of December 31, 1996 and 1995, and
the results of their operations and their cash flows for each of the years in
the three-year period ended December 31, 1996, in conformity with generally
accepted accounting principles.

                                                      /s/ KPMG Peat Marwick LLP

Cincinnati, Ohio
January 31, 1997
<PAGE>   2



            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

                           Consolidated Balance Sheets

                           December 31, 1996 and 1995

                                 (000's omitted)

<TABLE>
<CAPTION>
                                    Assets                                              1996              1995
                                    ------                                              ----              ----
<S>                                                                             <C>                      <C>      
Investments (notes 4, 8 and 9): 
     Securities available-for-sale, at fair value:
        Fixed maturities                                                        $        2,572,550       2,547,763
        Equity securities                                                                   63,763          71,301
     Fixed maturities held-to-maturity, at amortized cost                                  692,572         672,372
     Mortgage loans on real estate, net                                                  1,087,287         898,099
     Real estate, net                                                                       40,759          41,429
     Policy loans                                                                          151,229         148,077
     Other long-term investments                                                            42,851          40,702
     Short-term investments                                                                 36,016          61,173
                                                                                   ---------------    -------------
                  Total investments                                                      4,687,027       4,480,916
Cash                                                                                        33,712           8,385
Accrued investment income                                                                   62,339          63,128
Deferred policy acquisition costs                                                          246,643         193,375
Reinsurance recoverable                                                                     52,260          67,648
Other assets                                                                                37,737          25,518
Assets held in Separate Accounts                                                           661,871         453,405
                                                                                   ===============    =============
                  Total assets                                                  $        5,781,589       5,292,375
                                                                                   ===============    =============
                            Liabilities and Equity
                            ----------------------

Future policy benefits and claims (note 5)                                      $        4,288,107       4,039,611
Policyholders' dividend accumulations                                                       63,574          64,627
Other policyholder funds                                                                    16,161          15,080
Note payable (net of unamortized discount of $809 in 1996
     and $261 in 1995) (note 6)                                                             84,191          49,739
Accrued Federal income tax (note 7):
     Current                                                                                14,807          21,649
     Deferred                                                                               37,252          62,920
Other liabilities                                                                          113,854         103,182
Liabilities related to Separate Accounts                                                   648,634         441,124
                                                                                   ---------------    -------------
                  Total liabilities                                                      5,266,580       4,797,932
                                                                                   ---------------    -------------
Equity (notes 3 and 12):
     Unrealized gains on securities available-for-sale, net                                 46,807          85,844
     Retained earnings                                                                     468,202         408,599
                                                                                   ---------------    -------------
                  Total equity                                                             515,009         494,443
                                                                                   ---------------    -------------
Commitments and contingencies (notes 9 and 14)
                  Total liabilities and equity                                  $        5,781,589       5,292,375
                                                                                   ===============    =============
</TABLE>

See accompanying notes to consolidated financial statements.



<PAGE>   3



            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

                        Consolidated Statements of Income

                  Years ended December 31, 1996, 1995 and 1994

                                 (000's omitted)

<TABLE>
<CAPTION>
                                                                      1996             1995             1994
                                                                      ----             ----             ----
<S>                                                           <C>                       <C>               <C>   
Revenues (note 15):
     Traditional life insurance premiums                      $       113,176           104,514           99,423
     Accident and health insurance premiums                            23,478            22,455           22,475
     Annuity premium and charges                                       28,757            31,203           22,405
     Universal life and investment product policy
        charges                                                        42,304            37,064           32,507
     Net investment income (note 4)                                   370,702           355,027          330,435
     Other income                                                       1,861             1,372            1,226
     Net realized (loss) gain on investments (note 4)                   8,761            (2,751)          (3,509)
                                                                 --------------    --------------   --------------
                                                                      589,039           548,884          504,962
                                                                 --------------    --------------   --------------

Benefits and expenses:
     Benefits and claims                                              379,116           373,108          350,742
     Provision for policyholders' dividends on
        participating policies (note 12)                               26,996            23,047           23,590
     Amortization of deferred policy acquisition costs                 19,341            21,471           16,622
     Other operating costs and expenses                                71,111            67,438           63,289
                                                                 --------------    --------------   --------------
                                                                      496,564           485,064          454,243
                                                                 --------------    --------------   --------------

               Income before Federal income tax                        92,475            63,820           50,719
                                                                 --------------    --------------   --------------

Federal income tax (note 7):
     Current expense                                                   37,443            31,233           21,103
     Deferred benefit                                                  (4,571)           (6,330)          (1,445)
                                                                 --------------    --------------   --------------
                                                                       32,872            24,903           19,658
                                                                 --------------    --------------   --------------
               Net income                                     $        59,603            38,917           31,061
                                                                 ==============    ==============   ==============
</TABLE>


See accompanying notes to consolidated financial statements.


<PAGE>   4




            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

                        Consolidated Statements of Equity

                  Years ended December 31, 1996, 1995 and 1994

                                 (000's omitted)

<TABLE>
<CAPTION>
                                                                   Unrealized
                                                                 gains (losses)
                                                                  on securities
                                                                   available-         Retained          Total
                                                                    for-sale          earnings          equity
                                                                ------------------ ---------------  ---------------

<S>                                                          <C>                          <C>              <C>    
1994:
     Balance, beginning of year                              $             5,899          338,621          344,520
     Net income                                                             -              31,061           31,061
     Adjustment for change in accounting for certain
         investment in debt and equity securities, net of
         adjustment to deferred policy acquisition costs
         and deferred Federal income tax (note 3)                         40,219            -               40,219
     Unrealized loss on securities available-for- sale,
         net of adjustment to deferred policy
         acquisition costs and deferred Federal
         income tax                                                      (75,418)           -              (75,418)
                                                                ================== ===============  ===============
     Balance, end of year                                    $           (29,300)         369,682          340,382
                                                                ================== ===============  ===============

1995:
     Balance, beginning of year                              $           (29,300)          369,682         340,382
     Net income                                                             -               38,917          38,917
     Unrealized gain on securities available-for-sale,
        net of adjustment to deferred policy acquisition
        costs and deferred Federal income taxes                          115,144             -             115,144
                                                                ------------------ ---------------  ---------------
     Balance, end of year                                    $            85,844           408,599         494,443
                                                                ================== ===============  ===============

1996:
     Balance, beginning of year                              $            85,844           408,599         494,443
     Net income                                                                             59,603          59,603
     Unrealized loss on securities available-for-sale, 
         net of adjustment to deferred policy 
         acquisition costs and deferred Federal
         income tax                                                      (39,037)            -             (39,037)
                                                                ------------------ ---------------  ---------------
     Balance, end of year                                    $            46,807           468,202         515,009
                                                                ================== ===============  ===============
</TABLE>


See accompanying notes to consolidated financial statements.


<PAGE>   5


            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

                      Consolidated Statements of Cash Flows

                  Years ended December 31, 1996, 1995 and 1994

                                 (000's omitted)

<TABLE>
<CAPTION>
                                                                             1996            1995           1994
                                                                             ----            ----           ----
<S>                                                                    <C>                   <C>            <C>   
Cash flows from operating activities:
     Net Income                                                        $      59,603          38,917         31,061
     Adjustments to reconcile net income to net cash
        provided by operating activities:
           Capitalization of deferred policy acquisition costs               (43,711)        (41,403)       (38,172)
           Amortization of deferred policy acquisition costs                  19,341          21,471         16,622
           Amortization and depreciation                                       1,095           1,342          1,329
           Realized losses (gains) on invested assets, net                    (7,772)         (3,077)         3,582
           Deferred Federal income tax (benefit)                              (3,623)         (9,521)         1,820
           (Increase) decrease in accrued investment income                      789          (4,977)        (6,205)
           (Increase) decrease in other assets                                 3,169         (19,051)       (11,899)
           Increase in policyholder account balances                          20,249          52,265         44,722
           (Decrease) increase in policyholders' dividend
               accumulations and other funds                                      28            (215)        (1,284)
           Increase (decrease) in current Federal income tax payable          (6,842)         10,088          3,575
           Increase in other liabilities                                      11,134           9,126         17,444
           Other, net                                                         (1,010)          3,567            315
                                                                          ------------    -----------    ------------
               Net cash provided by operating activities                      52,450          58,532         62,910
                                                                          ------------    -----------    ------------
Cash flows from investing activities:
     Proceeds from maturity of securities available-for-sale                 145,554          83,956        108,056
     Proceeds from sale of debt securities available-for-sale                 74,977          46,372         16,717
     Proceeds from sale of equity securities                                  15,001           7,245          6,545
     Proceeds from maturity of fixed maturities held-to-maturity              57,129         102,565        101,368
     Proceeds from repayment of mortgage loans on real estate                140,831          93,714        128,077
     Proceeds from sale of real estate                                         4,181          15,791          6,634
     Proceeds from repayment of policy loans and sale of
        other invested assets                                                 11,812          14,003         14,649
     Cost of debt securities available-for-sale acquired                    (331,991)       (281,828)      (164,757)
     Cost of equity securities acquired                                       (4,000)        (12,258)       (11,326)
     Cost of fixed maturities held-to-maturity acquired                      (76,022)       (226,541)      (376,723)
     Cost of mortgage loans on real estate acquired                         (332,088)       (233,003)      (109,163)
     Cost of real estate acquired                                               (836)         (1,283)        (4,996)
     Policy loans issued and other invested assets acquired                  (18,006)        (23,046)       (19,455)
                                                                          ------------    -----------    ------------
               Net cash used in investing activities                        (313,458)       (414,313)      (304,374)
                                                                          ------------    -----------    ------------
Cash flows from financing activities:
     Increase in universal life and investment product
        account balances                                                     973,793         957,776        663,604
     Decrease in universal life and investment product
        account balances                                                    (745,546)       (583,852)      (684,522)
     Proceeds from note issue                                                 49,340            -            49,708
     Repayment of note                                                       (16,477)           -              -
     Other, net                                                                   68              69             64
                                                                          ------------    -----------    ------------
               Net cash provided by financing activities                     261,178         373,993         28,854
                                                                          ------------    -----------    ------------
Net increase (decrease) in cash and cash equivalents                             170          18,212       (212,610)
Cash and cash equivalents, beginning of year                                  69,558          51,346        263,956
                                                                          ============    ===========    ============
Cash and cash equivalents, end of year                                 $      69,728          69,558         51,346
                                                                          ============    ===========    ============
</TABLE>



See accompanying notes to consolidated financial statements.


<PAGE>   6


            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

                   Notes to Consolidated Financial Statements

                        December 31, 1996, 1995 and 1994

                                 (000's omitted)

(1)    Organization, Consolidation Policy and Business Description
       -----------------------------------------------------------

       The Ohio National Life Insurance Company (ONLIC) is a mutual life
              insurance company. Ohio National Life Assurance Corporation
              (ONLAC) is a wholly-owned stock life insurance subsidiary included
              in the consolidated financial statements. The Company's other
              wholly-owned subsidiaries are not life insurance enterprises and
              are included in the consolidated financial statements on an equity
              basis. These non-insurance subsidiaries are not material to the
              Company's consolidated results of operations or financial
              position. ONLIC and its subsidiaries are collectively referred to
              as the "Company".

       ONLIC and ONLAC are life and health insurers licensed in 47 states, the
              District of Columbia and Puerto Rico. The Company offers a full
              range of life, health and annuity products through exclusive
              agents and other distribution channels and is subject to
              competition from other insurers throughout the United States. The
              Company is subject to regulation by the Insurance Departments of
              states in which it is licensed and undergoes periodic examinations
              by those departments.

       The following is a description of the most significant risks facing life 
              and health insurers and how the Company mitigates those risks:

              LEGAL/REGULATORY RISK is the risk that changes in the legal or
              regulatory environment in which an insurer operates will create
              additional expenses not anticipated by the insurer in pricing its
              products. That is, regulatory initiatives designed to reduce
              insurer profits, new legal theories or insurance company
              insolvencies through guaranty fund assessments may create costs
              for the insurer beyond those recorded in the consolidated
              financial statements. The Company mitigates this risk by offering
              a wide range of product and by operating throughout the United
              States, thus reducing its exposure to any single product or
              jurisdiction, and also by employing underwriting practices which
              identify and minimize the adverse impact of this risk.

              CREDIT RISK is that risk that issuers of securities owned by the
              Company or mortgagors on mortgage loans on real estate owned by
              the Company will default or that other parties, including
              reinsurers, which owe the Company money, will not pay. The Company
              minimizes this risk by adhering to a conservative investment
              strategy, by maintaining sound reinsurance and credit and
              collection policies and by providing for any amounts deemed
              uncollectible.

              INTEREST RATE RISK is the risk that interest rates will change and
              cause a decrease in the value of an insurer's investments. This
              change in rates may cause certain interest-sensitive products to
              become uncompetitive or may cause disintermediation. The Company
              mitigates this risk by charging fees for non-conformance with
              certain policy provisions, by offering products that transfer this
              risk to the purchaser, and/or by attempting to match the maturity
              schedule of its assets with the expected payouts of its
              liabilities. To the extent that liabilities come due more quickly
              than assets mature, an insurer would have to borrow funds or sell
              assets prior to maturity and potentially recognize a gain or loss.

                                                                     (Continued)



<PAGE>   7

                                        2


            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

 (2)   Summary of Significant Accounting Policies
       ------------------------------------------

       The significant accounting policies followed by the Company that
              materially affect financial reporting are summarized below. The
              accompanying consolidated financial statements have been prepared
              in accordance with generally accepted accounting principles (GAAP)
              which differ from statutory accounting practices prescribed or
              permitted by regulatory authorities (see Note 3).

       (a)    Valuation of Investments and Related Gains and Losses
              -----------------------------------------------------

              Fixed maturity securities are classified as held-to-maturity when
                  the Company has the positive intent and ability to hold the
                  securities to maturity and are stated at amortized cost. Fixed
                  maturity securities not classified as held-to-maturity and all
                  equity securities are classified as available-for-sale and are
                  stated at fair value, with the unrealized gains and losses,
                  net of adjustments to deferred policy acquisition costs and
                  deferred Federal income tax, reported as a separate component
                  of shareholder's equity that would have been required as a
                  charge or credit to operations had such unrealized amounts
                  been realized. The Company has no trading securities. The
                  Company records valuation allowances equal to deferred tax
                  benefits resulting from unrealized losses of investments.

              Mortgage loans on real estate are carried at the unpaid principal
                  balance less valuation allowances. The Company provides
                  valuation allowances for impairments of mortgage loans on real
                  estate based on a review by portfolio managers. The
                  measurement of impaired loans is based on the present value of
                  expected future cash flows discounted at the loan's effective
                  interest rate or, as a practical expedient, at the fair value
                  of the collateral, if the loan is collateral dependent. Loans
                  in foreclosure and loans considered to be impaired as of the
                  balance sheet date are placed on non-accrual status and
                  written down to the fair value of the existing property to
                  derive a new cost basis. Cash receipts on non-accrual status
                  mortgage loans on real estate are included in interest income
                  in the period received.

                  Real estate is carried at cost less accumulated depreciation 
                  and valuation allowances. Other long-term investments are 
                  carried on the equity basis, adjusted for valuation 
                  allowances.

              Realized gains and losses on the sale of investments are
                  determined on the basis of specific security identification.
                  Estimates for valuation allowances and other than temporary
                  declines are included in realized gains and losses on
                  investments.

                                                                     (Continued)

<PAGE>   8



                                        3

            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

(2)    Summary of Significant Accounting Policies, Continued
       -----------------------------------------------------

       (b)    Revenues and Benefits
              ---------------------

              Traditional life insurance products include those products with
                  fixed and guaranteed premiums and benefits and consist
                  primarily of whole life, limited-payment life, term life and
                  certain annuities with life contingencies. Premiums for
                  traditional life insurance products are recognized as revenue
                  when due and collected. Benefits and expenses are associated
                  with earned premiums so as to result in recognition of profits
                  over the life of the contract. This association is
                  accomplished by the provision for future policy benefits and
                  the deferral and amortization of policy acquisition costs.

              Universal life products include universal life, variable universal
                  life and other interest-sensitive life insurance policies.
                  Investment products consist primarily of individual and group
                  deferred annuities, annuities without life contingencies and
                  guaranteed investment contracts. Revenues for universal life
                  and investment products consist of net investment income and
                  cost of insurance, policy administration and surrender charges
                  that have been earned and assessed against policy account
                  balances during the period. Policy benefits and claims that
                  are charged to expense include benefits and claims incurred in
                  the period in excess of related policy account balances,
                  maintenance costs and interest credited to policy account
                  balances.

              Accident and health insurance premiums are recognized as revenue
                  in accordance with the terms of the policies. Policy claims
                  are charged to expense in the period that the claims are
                  incurred.

       (c)    Deferred Policy Acquisition Costs
              ---------------------------------

              The costs of acquiring new business, principally commissions,
                  certain expenses of the policy issue and underwriting
                  department and certain variable agency expenses have been
                  deferred. For traditional non-participating life insurance
                  products, these deferred acquisition costs are predominantly
                  being amortized with interest over the premium paying period
                  of the related policies in proportion to premium revenue. Such
                  anticipated premium revenue was estimated using the same
                  assumptions as were used for computing liabilities for future
                  policy benefits. For participating life insurance products,
                  deferred policy acquisition costs are being amortized in
                  proportion to gross margins of the related policies. Gross
                  margins are determined for each issue year and are equal to
                  premiums plus investment income less death claims, surrender
                  benefits, administrative costs, expected policyholder
                  dividends, and the increase in reserve for future policy
                  benefits. For universal life and investment products, deferred
                  policy acquisition costs are being amortized with interest
                  over the lives of the policies in relation to the present
                  value of the estimated future gross profits from projected
                  interest margins, cost of insurance,

                                                                     (Continued)

                                        


<PAGE>   9
                                      4


            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

(2)    Summary of Significant Accounting Policies, Continued
       -----------------------------------------------------

       (c)    Deferred Policy Acquisition Costs, Continued
              --------------------------------------------

                  policy administration and surrender charges. Beginning January
                  1, 1994, deferred policy acquisition costs for participating
                  life and universal life business are adjusted to reflect the
                  impact of unrealized gains and losses on fixed maturity
                  securities available-for-sale (see Note 2(a)).

       (d)    Separate Accounts
              -----------------

              Separate Account assets and liabilities 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. The activity of the Separate Accounts is not
                  reflected in the consolidated statements of income and cash
                  flows except for the fees the Company receives for
                  administrative services and risks assumed. Amounts provided by
                  the Company to establish Separate Account investment
                  portfolios, seed money, are not included in Separate Account
                  liabilities.

       (e)    Future Policy Benefits
              ----------------------

              Future policy benefits for traditional life have been calculated
                  using a net level premium method based on estimates of
                  mortality, morbidity, investment yields and withdrawals which
                  were used or which were being experienced at the time the
                  policies were issued, rather than the assumptions prescribed
                  by state regulatory authorities (see Note 5).

              Future policy benefits for annuity policies in the accumulation
                  phase, universal life and variable universal life policies
                  have been calculated based on participants' aggregate account
                  values.

       (f)    Participating Business
              ----------------------

              Participating business represents approximately 43% of the
                  Company's ordinary life insurance in force in 1996. In 1996
                  and 1995, participating business represented approximately 43%
                  and 45%, respectively, of the Company's ordinary life
                  insurance in force. The provision for policyholder dividends
                  is based on current dividend scales. Future dividends are
                  provided for in future policy benefits based on dividend
                  scales in effect as of December 31, 1996.

       (g)    Reinsurance Ceded
              -----------------

              Reinsurance premiums ceded and reinsurance recoveries on benefits
                  and claims incurred are deducted from the respective income
                  and expense accounts. Assets and liabilities related to
                  reinsurance ceded are reported on a gross basis.

                                                                     (Continued)


<PAGE>   10



                                        5

            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

(2)    Summary of Significant Accounting Policies, Continued
       -----------------------------------------------------

       (h)    Federal Income Tax
              ------------------

              The Company files a consolidated Federal income tax return. The
                  Company uses the asset and liability method of accounting for
                  income tax. Under the asset and liability method, deferred tax
                  assets and liabilities are recognized for the future tax
                  consequences attributable to differences between the financial
                  statement carrying amounts of existing assets and liabilities
                  and their respective tax bases and operating loss and tax
                  credit carryforwards. Deferred tax assets and liabilities are
                  measured using enacted tax rates expected to apply to taxable
                  income in the years in which those temporary differences are
                  expected to be recovered or settled. Under this method, the
                  effect on deferred tax assets and liabilities of a change in
                  tax rates is recognized in income in the period that includes
                  the enactment date. Valuation allowances are established when
                  necessary to reduce the deferred tax assets to the amounts
                  expected to be realized.

       (i)    Cash Equivalents
              ----------------

              For purposes of the consolidated statements of cash flows, the
                  Company considers all short-term investments with original
                  maturities of three months or less to be cash equivalents.

       (j)    Use of Estimates
              ----------------

              In  preparing the consolidated financial statements, management is
                  required to make estimates and assumptions that affect the
                  reported amounts of assets and liabilities and the disclosure
                  of contingent assets and liabilities as of the date of the
                  consolidated financial statements and revenues and expenses
                  for the reporting period. Actual results could differ
                  significantly from those estimates.

              The estimates susceptible to significant change are those used in
                  determining deferred policy acquisition costs, the liability
                  for future policy benefits and claims and contingencies, and
                  those used in determining valuation allowances for mortgage
                  loans on real estate and real estate. Although some
                  variability is inherent in these estimates, management
                  believes the amounts provided are adequate.

       (k)    Reclassifications
              -----------------

              Certain amounts in the 1995 and 1994 financial statements have
                  been reclassified to conform with 1996 presentation.

                                                                     (Continued)


<PAGE>   11


                                        6

            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

 (3)   Basis of Presentation
       ---------------------

       The consolidated financial statements have been prepared in accordance
              with GAAP. Annual Statements on ONLIC and ONLAC, filed with the
              Department of Insurance of the State of Ohio, are prepared on the
              basis of accounting practices prescribed or permitted by such
              regulatory authorities. Prescribed statutory accounting practices
              include a variety of publications of the National Association of
              Insurance Commissioners (NAIC), as well as state laws, regulations
              and general administrative rules. Permitted statutory accounting
              practices encompass all accounting practices not so prescribed.
              The Company has no material permitted statutory accounting
              practices.

       The following reconciles the statutory net income of ONLIC as reported
              to regulatory authorities to the net income as shown in the
              accompanying consolidated financial statements:

<TABLE>
<CAPTION>
                                                                      1996         1995          1994
                                                                      ----         ----          ----
         <S>                                                     <C>               <C>           <C>   
         Statutory net income                                    $     44,503       24,468        23,972
         Adjustments to restate to the basis of GAAP:
             Consolidating statutory net income of subsidiaries        12,018       10,160         2,528
             Increase in deferred policy acquisition costs, net        24,018       19,485        21,606
             Future policy benefits                                   (14,050)     (10,723)       (7,739)
             Deferred Federal income tax (expense) benefit              4,571        6,330         1,445
             Valuation allowances and other than temporary
                 declines accounted for directly in surplus               990       (5,829)           74
             Interest maintenance reserve                                 383         (208)         (119)
             Other, net                                               (12,830)      (4,766)      (10,706)
                                                                   ------------ ------------  -----------
                    Net income per accompanying consolidated
                       statements of income                      $     59,603       38,917        31,061
                                                                   ============ ============  ===========
</TABLE>

       The following reconciles the statutory capital and surplus of ONLIC as
              reported to regulatory authorities to the equity as shown in the
              accompanying consolidated financial statements:

<TABLE>
<CAPTION>
                                                                                   1996          1995
                                                                                   ----          ----
         <S>                                                                 <C>                <C>    
         Statutory capital and surplus                                       $     313,746      243,248
         Add (deduct) cumulative effect of adjustments:
            Deferred policy acquisition costs                                      246,643      193,375
            Asset valuation reserve                                                 77,604       68,756
            Interest maintenance reserve                                            22,372       21,989
            Future policy benefits                                                 (71,318)     (69,918)
            Deferred Federal income tax                                            (37,252)     (62,920)
            Difference between amortized cost and fair value of fixed
              maturity securities available-for-sale, gross                         70,985      166,086
            Surplus note                                                           (84,191)     (49,739)
            Other, net                                                             (23,580)     (16,434)
                                                                                ------------  -----------
              Equity per accompanying consolidated balance sheets            $     515,009      494,443
                                                                                ============  ===========
</TABLE>
                                                                     (Continued)


<PAGE>   12



                                        7

            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

(4)    Investments
       -----------

       An analysis of investment income and realized gains/(losses) by
              investment type follows for the years ended December 31:

<TABLE>
<CAPTION>
                                                                                               Realized gains (losses)
                                                         Investment income                  on disposition of investments
                                                -------------------------------------    -------------------------------------
                                                  1996          1995          1994         1996          1995          1994
                                                  ----          ----          ----         ----          ----          ----
         <S>                                 <C>               <C>            <C>     <C>                 <C>          <C>    
         Securities available-for-sale:
            Fixed maturities                 $    203,271      105,928        97,542  $      3,168        (1,062)      (5,475)
            Equity securities                       4,021        3,710         3,211         4,077           459        2,041
         Fixed maturities held-to-maturity         61,509      149,465       131,420         1,304         2,319        1,613
         Mortgage loans on real estate             89,391       76,608        75,763         1,262           548         (391)
         Real estate                                8,693        7,771         6,998          (605)          813       (1,370)
         Policy loans                               9,420        9,096         9,061           -             -           -
         Short-term                                 3,419        3,779         3,312           -             -           -
         Other                                      5,042        6,808         8,035        (1,434)          -           -
                                                ----------    ---------     ---------     ---------     ---------    ----------
              Total                               384,766      363,165       335,342         7,772         3,077       (3,582)
         Less:
            Investment expenses                    14,064        8,138         4,907
            Valuation allowances:
              Mortgage loans on real estate                                                    926        (6,462)          89
              Real estate and other                                                             63           634          (16)
                                                                                          ---------     ---------    ----------
                                                                                               989        (5,828)          73
                                                ----------    ---------     ---------     ---------     ---------    ----------
              Net investment  income         $    370,702      355,027       330,435
                                                ==========    =========     =========
              Net realized gains (losses) on
                  disposition of investments                                              ---------     ---------    ----------
                                                                                       $      8,761        (2,751)      (3,509)
                                                                                          =========     =========    ==========
</TABLE>

       The amortized cost and estimated fair value of securities
              available-for-sale and fixed maturities held-to-maturity were as
              follows:

<TABLE>
<CAPTION>
                                                                                  December 31, 1996
                                                              -----------------------------------------------------------
                                                                                 Gross         Gross
                                                               Amortized      unrealized     unrealized     Estimated
                                                                  cost           gains         losses       fair value
                                                              -------------  --------------  -----------  ---------------
         <S>                                               <C>                      <C>          <C>             <C>    
         Securities available-for-sale
         -----------------------------
           Fixed maturities:
              U.S. Treasury securities and obligations of
                  U.S. government operations and agencies  $       176,364          3,703        (4,321)         175,746
              Obligations of states and political                   29,119          1,538          (229)          30,428
                  subdivisions
              Debt securities issued by foreign                      8,078          1,920          -               9,998
                  governments
              Corporate securities                               1,675,596         75,859       (14,097)       1,737,358
              Mortgage-backed securities                           612,408         12,528        (5,916)         619,020
                                                              =============  ============== ============= ===============
                     Total fixed maturities                $     2,501,565         95,548       (24,563)       2,572,550
                                                              =============  ============== ============= ===============
              Equity securities                            $        39,175         24,588          -              63,763
                                                              =============  ============== ============= ===============
         Fixed maturity securities held-to-maturity
         ------------------------------------------
           Obligations of states and political             $         8,659            218          -               8,877
                  subdivisions
           Corporate securities                                    677,161         58,366        (4,785)         730,742
           Mortgage-backed securities                                6,752            177          (102)           6,827
                                                              =============  ============== ============= ===============
                                                           $       692,572         58,761        (4,887)         746,446
                                                              =============  ============== ============= ===============
</TABLE>

                                                                     (Continued)


<PAGE>   13



                                        8

            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

(4)    Investments, Continued
       ----------------------
<TABLE>
<CAPTION>
                                                                                    December 31, 1995
                                                                -----------------------------------------------------------
                                                                                   Gross         Gross
                                                                 Amortized      unrealized     unrealized     Estimated
                                                                    cost           gains         losses       fair value
                                                                -------------  --------------  ----------   ---------------
         <S>                                                 <C>                      <C>             <C>          <C>    
         Securities available-for-sale
         -----------------------------
           Fixed maturities:
              U.S. Treasury securities and obligations of
                  U.S. government operations and agencies    $       223,959          12,083          (193)        235,849
              Obligations of states and political                     28,938           1,612          (166)         30,384
                  subdivisions
              Debt securities issued by foreign governments            8,078           2,657         -              10,735
              Corporate securities                                 1,631,389         139,750        (6,902)      1,764,237
              Mortgage-backed securities                             489,313          19,402        (2,157)        506,558
                                                                =============  ============== ============= ===============
                     Total fixed maturities                  $     2,381,677         175,504        (9,418)      2,547,763
                                                                =============  ============== ============= ===============
              Equity securities                              $        51,482          19,819         -              71,301
                                                                =============  ============== ============= ===============

         Fixed maturity securities held-to-maturity
         ------------------------------------------
           Obligations of states and political  subdivisions $         6,043             137         -               6,180
           Corporate securities                                      660,466          93,508          (431)        753,543
           Mortgage-backed securities                                  5,863             471         -               6,334
                                                                -------------  -------------- ------------- ---------------
                     Total fixed maturities                  $       672,372          94,116          (431)        766,057
                                                                =============  ============== ============= ===============
</TABLE>

       As permitted by the FASB's Special Report, A Guide to Implementation
              of Statement 115 on Accounting for Certain Investments in Debt and
              Equity Securities, issued in November, 1995, the Company
              transferred a part of its fixed maturity securities previously
              classified as held-to-maturity to available-for-sale. As of
              December 29, 1995, the date of transfer, the reclassified fixed
              maturity securities had an amortized cost value of $1,112,685,
              resulting in a gross unrealized gain on available-for-sale
              securities of $83,011.

       The components of unrealized gains on securities available-for-sale,
              net, were as follows for the years ended December 31:

<TABLE>
<CAPTION>
                                                                    1996            1995
                                                                    ----            ----

      <S>                                                     <C>                   <C>    
      Gross unrealized gain                                   $      95,573         185,905
      Adjustment to deferred policy acquisition costs               (20,250)        (49,500)
      Deferred federal income tax                                   (28,516)        (50,561)
                                                                 ============    ============
                                                              $      46,807          85,844
                                                                 ============    ============
</TABLE>

       The net unrealized gain on securities available for sale includes a
              net unrealized gain on equity securities of $14,256 in 1996
              ($10,539 in 1995) and a net unrealized gain on fixed maturities
              (net SFAS 115 and related transactions) of $32,551 in 1996
              ($75,305 in 1995).

                                                                     (Continued)


<PAGE>   14



                                        9

            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

(4)    Investments, Continued
       ----------------------

       An  analysis of the change in gross unrealized gains (losses) on
              securities available-for-sale and fixed maturities
              held-to-maturity follows for the years ended December 31:

<TABLE>
<CAPTION>
                                                     1996           1995            1994
                                                     ----           ----            ----

      <S>                                       <C>                  <C>           <C>     
      Securities available-for-sale:
          Fixed maturities                      $    (95,101)        209,108       (43,022)
          Equity securities                            4,769          13,046       (11,873)
      Fixed maturities held-to-maturity              (39,811)        148,026      (268,693)
</TABLE>

       The amortized cost and estimated fair value of fixed maturity
              securities available-for-sale and fixed maturity securities
              held-to-maturity as of December 31, 1996, by contractual maturity,
              are shown below. 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.

<TABLE>
<CAPTION>
                                                                Fixed Maturity Securities
                                             ----------------------------------------------------------------
                                                  Available-for-Sale                 Held-to-Maturity
                                             ------------------------------    ------------------------------
                                              Amortized         Estimated       Amortized        Estimated
                                                 cost          fair value          cost          fair value
                                             -------------     ------------    -------------    -------------

<S>                                       <C>                        <C>                 <C>             <C>
Due in one year or less                   $        51,201            52,292              848             863
Due after one year through five years             229,190           239,487          105,620         112,359
Due after five years through ten years            685,944           704,643          289,644         303,253
Due after ten years                             1,535,230         1,576,128          296,460         329,971
                                             =============     ============    =============    =============
                                          $     2,501,565         2,572,550          692,572         746,446
                                             =============     ============    =============    =============
</TABLE>

       Proceeds from the sale of securities available-for-sale during 1996 and
              1995 were $74,977 and $46,372, respectively, while proceeds from
              sales of investments in fixed maturity securities during 1994 were
              $16,717. Gross gains of $1,667 ($510 in 1995 and $52 in 1994) and
              gross losses of $534 ($2,293 in 1995 and $34 in 1994) were
              realized on those sales.

       Investments with an amortized cost of $6,857 and $6,064 as of December
              1996 and 1995, respectively, were on deposit with various
              regulatory agencies as required by law.

       Real estate is presented at cost less accumulated depreciation of
              $20,405 in 1996 ($19,518 in 1995) and valuation allowances of
              $2,100 in 1996 and 1995.

       The Company generally initiates foreclosure proceedings on all mortgage 
              loans on real estate delinquent sixty days. Foreclosures of
              mortgage loans on real estate were $4,099 in 1996 and $713 in
              1995. There were no other mortgage loans on real estate in process
              of foreclosure or in-substance foreclosed as of December 31, 1996.

                                                                     (Continued)


<PAGE>   15



                                       10

            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

(5)    Future Policy Benefits and Claims
       ---------------------------------

       The liability for future policy benefits for universal life insurance
              policies and investment contracts (approximately 68% of the total
              liability for future policy benefits as of December 31, 1996 and
              1995) has been established based on accumulated contract values
              without reduction for surrender penalty provisions. The average
              interest rate credited on investment product policies was 6.8%,
              7.0% and 7.4% for the years ended December 31, 1996, 1995 and
              1994, respectively.

       The liability for future policy benefits for traditional life policies
              has been established based upon the net level premium method using
              the following assumptions:

                         Interest rates:  Interest rates vary as follows:

                         Year of issue                           Interest Rate
                         -------------                           -------------
                         1996 and 1995                           4 - 5.5%
                         1994                                    4 - 6.0%
                         1993 and prior                          2.25% - 5.5%

                         Withdrawals:  Rates, which vary by issue age, type of 
                              coverage and policy duration, are based on Company
                              experience

                         Mortality:  Mortality and morbidity rates are based on 
                              published tables, guaranteed in insurance 
                              contracts.

(6)    Notes Payable
       -------------

       On July 11, 1994, the Company issued $50,000, 8.875% surplus notes,
              due July 15, 2004. On May 21, 1996, the Company issued $50,000,
              8.5% surplus notes, due May 15, 2026. Concurrent with the issue of
              the new notes, $15,000 of the notes issued on July 11, 1994 were
              retired.

       The notes have been issued in accordance with Section 3941.13 of the
              Ohio Revised Code. Interest payments, scheduled semi-annually,
              must be approved for payment by the Director of the Department of
              Insurance of the State of Ohio. All issuance costs have been
              capitalized and are being amortized over the terms of the notes.

(7)    Federal Income Tax
       ------------------

       Prior to 1984, the Life Insurance Company Income Tax Act of 1959, as
              amended by the Deficit Reduction Act of 1984 (DRA), permitted the
              deferral from taxation of a portion of statutory income under
              certain circumstances. In these situations, the deferred income
              was accumulated in the Policyholders' Surplus Account (PSA).
              Management considers the likelihood of distributions from the PSA
              to be remote; therefore, no Federal income tax has

                                                                     (Continued)

<PAGE>   16



                                       11

            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

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

              been provided for such distributions in the financial statements.
              The DRA eliminated any additional deferrals to the PSA. Any
              distributions from the PSA, however, will continue to be taxable
              at the then current tax rate. The balance of the PSA is
              approximately $5,257 as of December 31, 1996.

       Total Federal income tax expense for the years ended December 31, 1996,
              1995 and 1994 differs from the amount computed by applying the
              U.S. Federal income tax rate to income before tax as follows:

<TABLE>
<CAPTION>
                                                    1996                     1995                     1994
                                           -----------------------  -----------------------  -----------------------
                                             Amount         %         Amount         %         Amount         %
                                           ------------  ---------  ------------  ---------  ------------  ---------
              <S>                        <C>               <C>          <C>          <C>         <C>          <C> 
              Computed (expected)
                   tax expense           $     32,366      35.0         22,337       35.0        17,752       35.0
              Differential earnings             3,616       3.9          5,676        8.9         5,456       10.8
              Dividends received
                   deduction and tax
                   exempt interest             (1,440)     (1.6)        (1,585)      (2.5)       (1,680)      (3.3)
              Other, net                       (1,670)     (1.8)        (1,525)      (2.4)       (1,870)      (3.7)
                                           ------------  ---------  ------------  ---------  ------------  ---------
                                         $     32,872      35.5         24,903       39.0        19,658       38.8
                                           ============  =========  ============  =========  ============  =========
</TABLE>

       Total Federal income tax paid was $44,823, $21,145 and $17,527 during
              the years ended December 31, 1996, 1995 and 1994, respectively.

       The tax effects of temporary differences between the financial statement 
              carrying amounts and tax basis of assets and liabilities that give
              rise to significant components of the net deferred tax liability
              as of December 31, 1996 and 1995 relate to the following:

<TABLE>
<CAPTION>
                                                                                          1996           1995
                                                                                          ----           ----
          <S>                                                                       <C>                  <C>   
          Deferred tax assets:
               Future policy benefits                                               $     51,461         44,263
               Mortgage loans on real estate                                               1,950          2,070
               Other assets and liabilities                                               11,650         12,633
                                                                                       -----------    -----------
                   Total gross deferred tax assets                                        65,061         58,966
                                                                                       -----------    -----------
          Deferred tax liabilities:
               Fixed maturity securities available-for-sale                               25,604         59,300
               Deferred policy acquisition costs                                          67,603         52,683
               Fixed maturities, equity securities and other long-term                     8,343          7,770
                  investments
               Other                                                                         763          2,133
                                                                                       -----------    -----------
                   Total gross deferred tax liabilities                                  102,313        121,886
                                                                                       ===========    ===========
                   Net deferred tax liability                                       $     37,252         62,920
                                                                                       ===========    ===========
</TABLE>


                                                                     (Continued)


<PAGE>   17



                                       12

            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

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

       The Company has determined that a deferred tax asset valuation allowance 
              was not needed as of December 31, 1996 and 1995. In assessing the
              realization of deferred tax assets, management considers whether
              it is more likely than not that the deferred tax assets will be
              realized. The ultimate realization of deferred tax assets is
              dependent upon the generation of future taxable income during the
              periods in which those temporary differences become deductible.
              Management considers primarily the scheduled reversal of deferred
              tax liabilities and tax planning strategies in making this
              assessment and believes it is more likely than not the Company
              will realize the benefits of the deductible differences remaining
              as of December 31, 1996.

(8)    Disclosures about Fair Value of Financial Instruments
       -----------------------------------------------------

       Statement of Financial Accounting Standards No. 107, Disclosures about
              Fair Value of Financial Instruments (SFAS 107) requires disclosure
              of fair value information about existing on and off-balance sheet
              financial instruments. SFAS 107 excludes certain assets and
              liabilities, including insurance contracts, other than policies
              such as annuities that are classified as investment contracts from
              its disclosure requirements. Accordingly, the aggregate fair value
              amounts presented do not represent the underlying value of the
              Company. The tax ramifications of the related unrealized gains and
              losses can have a significant effect on fair value estimates and
              have not been considered in the estimates.

       The following methods and assumptions were used by the Company in
              estimating its fair value disclosures:

              CASH, SHORT-TERM INVESTMENTS AND POLICY LOANS - The carrying
              amount reported in the balance sheets for these instruments
              approximate their fair value.

              INVESTMENT SECURITIES - Fair value for equity securities and fixed
              maturity securities are the same as market value. Market value
              generally represents quoted market prices for securities traded in
              the public market place or as analytically determined for
              securities not publicly traded.

              SEPARATE ACCOUNT ASSETS AND LIABILITIES - The fair value of assets
              held in Separate Accounts is based on quoted market prices. The
              fair value of liabilities related to Separate Accounts is the
              accumulated contract values in the Separate Account portfolios.

              MORTGAGE LOANS ON REAL ESTATE - The fair value for mortgage loans
              on real estate is estimated using discounted cash flow analyses,
              using interest rates currently being offered for similar loans to
              borrowers with similar credit ratings. Loans with similar
              characteristics are aggregated for purposes of the calculations.

                                                                     (Continued)


<PAGE>   18



                                       13

            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

(8)    Disclosures about Fair Value of Financial Instruments, Continued
       ----------------------------------------------------------------

               INVESTMENT CONTRACTS - Fair value for the Company's liabilities
               under investment type contracts is disclosed using two methods.
               For investment contracts without defined maturities, fair value
               is the amount payable on demand. For investment contracts with
               known or determined maturities, fair value is estimated using
               discounted cash flow analysis. Interest rates used are similar to
               currently offered contracts with maturities consistent with those
               remaining for the contracts being valued.

               NOTE PAYABLE - The fair value for the note payable was determined
               by discounting the scheduled cash flows of the note using a
               market rate applicable to the yield, credit quality and maturity
               of a similar debt instrument.

               POLICYHOLDERS' DIVIDEND ACCUMULATION AND OTHER POLICYHOLDER FUNDS
               - The carrying amount reported in the consolidated balance sheets
               for these instruments approximates their fair value.

       The carrying amount and estimated fair value of financial instruments
              subject to SFAS 107 were as follows as of December 31:

<TABLE>
<CAPTION>
                                                               1996                           1995
                                                   -----------------------------  -----------------------------
                                                     Carrying        Estimated       Carrying      Estimated
      Assets                                          amount        fair value        amount       fair value
      ------                                       --------------  --------------  -------------  -------------

           <S>                                   <C>                   <C>            <C>             <C>      
           Investments:
               Securities available-for-sale:
                    Fixed maturities             $    2,572,550        2,572,550      2,547,763       2,547,763
                    Equity securities                    63,763           63,763         71,301          71,301
               Fixed maturities held-to-
                    maturity                            692,572          746,446        672,372         766,057
               Mortgage loans on real estate          1,087,287        1,130,717        898,099         976,066
               Policy loans                             151,229          151,229        148,077         148,077
               Short-term investments                    36,016           36,016         61,173          61,173
           Cash                                          33,712           33,712          8,385           8,385
           Assets held in Separate Accounts             661,871          661,871        453,405         453,405

      Liabilities
      -----------

           Guaranteed investment contracts       $    1,028,129        1,025,298        964,999         982,652
           Individual deferred annuity contracts      1,081,048        1,056,372      1,031,636       1,018,527
           Other annuity contracts                      910,941          911,897        838,691         874,450
           Note payable                                  84,191           90,037         49,739          56,359
           Dividend accumulations and
               other policyholder funds                  79,735           79,735         79,707          79,707
           Liabilities related to separate 
               accounts                                 648,634          648,634        441,124         441,124
      
</TABLE>

                                                                     (Continued)


<PAGE>   19



                                       14

            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

 (9)   Additional Financial Instruments Disclosure
       -------------------------------------------

       (a)    Financial Instruments with Off-Balance-Sheet Risk
              -------------------------------------------------

              The Company is a party to financial instruments with
                  off-balance-sheet risk in a normal course of business through
                  management of its investment portfolio. The Company had
                  outstanding commitments to fund mortgage loans, bonds and
                  venture capital partnerships of approximately $182,600 and
                  $195,000 as of December 31, 1996 and 1995, 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.

       (b)    Significant 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, and total loans in
                  any state do not exceed 12% of the total loan portfolio as of
                  December 31, 1996. The summary below depicts loan exposure of
                  remaining principal balances by type as of December 31, 1996
                  and 1995:

<TABLE>
<CAPTION>
                                                                        1996           1995
                                                                        ----           ----
         <S>                                                     <C>                    <C>    
         Mortgage assets by type
         -----------------------
              Office                                             $       300,158        259,354
              Retail                                                     291,341        229,226
              Apartment                                                  251,720        168,370
              Industrial                                                 152,175        150,376
              Other                                                      101,467        101,273
                                                                    -------------  -------------
                                                                       1,096,861        908,599
                  Less valuation allowances                                9,574         10,500
                                                                    -------------  -------------
                       Total mortgage loans on real estate, net  $     1,087,287        898,099
                                                                    =============  =============
</TABLE>

(10)   Pension Plans
       -------------

       The Company sponsors pension plans covering all eligible employees and
              certain general agents. Retirement benefits are based on years of
              service and either the highest average earnings in five of the
              last ten years or specific elements of compensation earned in the
              last five and ten years of service. Other pension plans covering
              employees whose benefits exceed Code 401(a)(17) and Code 415
              limits are also in effect.

                                                                     (Continued)


<PAGE>   20



                                       15

            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

(10)   Pension Plans, Continued
       ------------------------

       The net periodic pension cost for the plans for the years ended December
              31, 1996, 1995 and 1994 follows:

<TABLE>
<CAPTION>
                                                   1996           1995          1994
                                                   ----           ----          ----
         <S>                                 <C>                    <C>          <C>  
         Service cost (benefits earned
             during the period)              $       2,169          1,725        1,542
         Interest cost on projected
             benefit obligations                     2,896          2,720        2,493
         Actual return on plan assets               (2,447)        (2,811)        (601)
         Net amortization and deferral                 904          1,639         (144)
                                                ============   ===========   ============
             Net periodic pension cost       $       3,522          3,273        3,290
                                                ============   ===========   ============
</TABLE>

       Basis for measurements, net periodic pension cost:

<TABLE>

         <S>                                                     <C>            <C>           <C>  
         Weighted average discount rate                          6.25%          6.90%         6.80%
         Rate of increase in future compensation levels          5.50%          4.75%         4.90%
         Expected long-term rate of return on plan assets        8.50%          7.25%         7.25%
</TABLE>

       The following table sets forth the funded status and amounts recognized 
              in the accompanying consolidated financial statements as of 
              December 31, 1996 and 1995 for the Company's pension plans.

<TABLE>
<CAPTION>
                                                                     Assets Exceed          Accumulated Benefits
                                                                 Accumulated Benefits          Exceed Assets
                                                               -------------------------- -------------------------
                                                                  1996          1995         1996          1995
                                                                  ----          ----         ----          ----
         <S>                                                 <C>                 <C>          <C>            <C>  
         Accumulated benefit obligation:
              Vested                                         $     15,585        16,037       10,747         9,952
              Nonvested                                               247           247          661           275
                                                               ============ ============= ============  ===========
                                                             $     15,832        16,284       11,408        10,227
                                                               ============ ============= ============  ===========
         Projected benefit obligation for services rendered
              to date                                        $     24,434        27,389       14,614        14,460
         Plan assets at fair value                                 23,807        22,625          243          -
                                                               ------------ ------------- ------------  -----------
                  Plan assets less projected benefit
                       obligation                                    (627)       (4,764)     (14,371)      (14,460)
         Unrecognized prior service cost                           (1,741)         -              35          -
         Unrecognized net losses                                    3,783         6,471          375         1,508
         Unrecognized net transitional assets                      (2,375)       (2,612)       3,202         3,493
         Amount to recognize additional liability                     -            -          (1,537)       (2,023)
                                                               ============ ============= ============  ===========
                  Net pension liability                      $       (960)         (905)     (12,296)      (11,482)
                                                               ============ ============= ============  ===========
         Measurement basis:
              Weighted average discount rate                        6.50%      6.10%           7.00%       6.60%
              Rate of increase in future compensation levels        6.00%      6.00%           4.60%       4.60%
</TABLE>

                                                                     (Continued)


<PAGE>   21



                                       16

            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

(10)   Pension Plans, Continued
       ------------------------

       General Agent and Other Plans

       The Company also maintains a qualified contributory defined contribution
              profit sharing plan covering substantially all of its employees
              and a qualified non-contributory defined contribution pension plan
              covering career agents. These plans are funded through insurance
              contracts issued by the Company.

       Company contributions to the Profit 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 1996 and 1995 were $1,614 and $1,609, respectively.

       Contributions to the Career Agent's Pension Plan are subject to the
              minimum funding required under Internal Revenue Code Section 412.
              The expense reported for contributions to the plan for 1996 and
              1995 were $590 and $497, respectively.

(11)   Postretirement Benefits Other Than Pensions
       -------------------------------------------

       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: age 55 with 20 years of credited service at
               retirement, age 56 with 18 years of service, age 57 with 16 years
               of service grading to 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 is at least age 55 and has 15
               years of credited service at retirement. The health plan is
               contributory, with retirees contributing approximately 47% of
               medical costs.

       Actuarial assumptions for the measurement of the December 31, 1996
              accumulated postretirement benefit obligation include a discount
              rate of 7.5% (7.5% in 1995 and 1994) and an assumed health care
              cost trend rate of 11% (12% in 1995 and 13% in 1994), declining 1%
              each year to an ultimate rate of 5%.

                                                                     (Continued)


<PAGE>   22



                                       17

            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

(11)   Postretirement Benefits Other Than Pensions, Continued
       ------------------------------------------------------

       Information regarding the funded status of the plan as a whole as of
              December 31, 1996 and 1995 follows:

<TABLE>
<CAPTION>
                                                                     1996          1995
                                                                     ----          ----
<S>                                                             <C>                 <C>  
Accumulated postretirement benefit obligations:
     Retirees                                                   $     2,926         6,036
     Fully eligible, active plan participants                         1,051         2,515
     Other active plan participants                                   2,256         3,976
                                                                   ---------     ---------
         Accumulated postretirement benefit obligation                6,233        12,527
     Unrecognized net gains                                           2,066           256
     Unrecognized plan amendments                                     6,285         1,140
                                                                   =========     =========
         Accrued postretirement benefit obligation              $    14,584        13,923
                                                                   =========     =========
</TABLE>

       The amount of net periodic postretirement benefit cost for the plan as a 
              whole for the years ended December 31, 1996 and 1995 is as
              follows:

<TABLE>
<CAPTION>
                                                                    1996          1995
                                                                    ----          ----

<S>                                                            <C>                  <C>
Net periodic postretirement benefit cost:
     Service cost - benefits attributed to
         employee service during the year                      $       467          497
     Interest cost on accumulated postretirement
         benefit obligation                                            768          869
     Actual return on plan assets                                       -            -
     Net amortization and deferral                                    (199)         (82)
                                                                  ==========   ===========
              Net periodic postretirement benefit cost         $     1,036        1,284
                                                                  ==========   ===========
</TABLE>

       The health care cost trend rate assumption has a significant effect on
              the amounts reported. A one percentage point increase in the
              assumed health care cost trend rate would increase the accumulated
              postretirement benefit obligation as of December 31, 1996 and 1995
              by $943 and $1,261, respectively, and the net periodic
              postretirement benefit cost for the years ended December 31, 1996
              and 1995 by $111 and $149, respectively.

(12)   Regulatory Risk-Based Capital, Retained Earnings and Dividend 
       -------------------------------------------------------------
       Restrictions
       ------------

       ONLIC and ONLAC exceed the minimum risk-based capital requirements as of
              December 31, 1996.

                                                                     (Continued)


<PAGE>   23



                                       18

            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

(12)   Regulatory Risk-Based Capital, Retained Earnings and Dividend 
       -------------------------------------------------------------
       Restrictions, Continued
       -----------------------

       The Company has designated a portion of retained earnings for separate
              account contingencies and investment guarantees totaling $1,688
              and $1,637 as of December 31, 1996 and 1995, 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.

(13)   Bank Lines of Credit
       --------------------

       As of December 31, 1996 and 1995, ONLIC had a $10,000 unsecured line of 
              credit which was utilized and repaid during 1995.

(14)   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 which are not material to the consolidated
              financial statements. 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
              reinsurer should be unable to meet its obligations, the Company
              would be liable to policyholders.

(15)   Major Lines of Business
       -----------------------

       The Company operates in the life and annuity lines of business in the
              life insurance industry. Life insurance operations include whole
              life, universal life, variable universal life, and endowments, as
              well as term life, health insurance, and other miscellaneous
              insurance products provided to individuals and groups. Annuity
              operations include guaranteed investment and accumulated deposit
              contracts issued to groups and deferred and immediate annuities
              issued to individuals.

                                                                     (Continued)


<PAGE>   24


                                       19

            THE OHIO NATIONAL LIFE INSURANCE COMPANY AND SUBSIDIARIES

              Notes to Consolidated Financial Statements, Continued

(15)   Major Lines of Business, Continued
       ----------------------------------

       The following table summarizes the revenues and income before Federal
              income tax for the years ended December 31, 1996, 1995 and 1994
              and assets as of December 31, 1996, 1995 and 1994, by line of
              business.

<TABLE>
<CAPTION>
                                                                             1996           1995           1994
                                                                             ----           ----           ----
         <S>                                                          <C>                    <C>            <C>    
         Revenues:
             Premiums, policy charges and net investment income:
                 Life and other insurance                             $       295,860        270,782        259,146
                 Annuities                                                    284,418        280,853        249,325
                                                                         -------------  -------------  -------------
                                                                              580,278        551,635        508,471
                                                                         -------------  -------------  -------------
             Realized capital gains (losses):
                 Life and other insurance                                       3,330           (771)        (1,088)
                 Annuities                                                      5,431         (1,980)        (2,421)
                                                                         -------------  -------------  -------------
                                                                                8,761         (2,751)        (3,509)
                                                                         -------------  -------------  -------------
             Total revenues:
                 Life and other insurance                                     299,190        270,011        258,058
                 Annuities                                                    289,849        278,873        246,904
                                                                         -------------  -------------  -------------
                                                                      $       589,039        548,884        504,962
                                                                         =============  =============  =============
         Total income before Federal income tax:
                 Life and other insurance                             $        45,057         33,475         26,586
                 Annuities                                                     47,418         30,345         24,133
                                                                         =============  =============  =============
                                                                      $        92,475         63,820         50,719
                                                                         =============  =============  =============
         Assets:
                 Life and other insurance                             $     2,522,004      2,213,391      1,873,808
                 Annuities                                                  3,259,585      3,078,984      2,640,159
                                                                                        -------------
                                                                         =============                 =============
                                                                      $     5,781,589      5,292,375      4,513,967
                                                                         =============  =============  =============
</TABLE>



<PAGE>   49



                                    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.)

Not more than 20% of the guaranteed accumulation value of a contract (or $1,000,
if greater), as of the beginning of any contract year, may be transferred to one
or more variable subaccounts during that contract year. 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.

                                       -47-
<PAGE>   50
                        OHIO NATIONAL VARIABLE ACCOUNT B


                                    FORM N-4


                                     PART C


                                OTHER INFORMATION
<PAGE>   51
   
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 28,
      1997

      Statements of Assets and Contract Owners' Equity dated December 31, 1996

      Statement of Operations and Changes in Contract Owners' Equity for the
      Years Ended December 31, 1996 and 1995

      Notes to Financial Statements dated December 31, 1996

      Schedules of Changes in Unit Values for the Years Ended December 31, 1996
      and 1995

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 January 31,
      1997

      Consolidated Balance Sheets dated December 31, 1996 and 1995

      Consolidated Statements of Income for the Years Ended December 31, 1996,
      1995 and 1994

      Consolidated Statements of Equity for the Years Ended December 31, 1996,
      1995 and 1994

      Consolidated Statements of Cash Flows for the Years Ended December 31,
      1996, 1995 and 1994

      Notes to Consolidated Financial Statements dated December 31, 1996, 1995
      and 1994

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

      (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).


    
                                       -1-
<PAGE>   52
   
      (3)(a) Principal Underwriting Agreement for Variable Annuities
             between the Depositor and Ohio National Equities, Inc. was
             filed as Exhibit (3)(a) of Form N-4, Post-effective Amendment
             no. 21 of Ohio National Variable Account A (File no. 2-91213).
    

      (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)(a) Variable Annuity Application, Form V-4890B, was filed as Exhibit
             (5)(a) of the Registrant's Form N-4, Post-effective Amendment no.
             18 on April 25, 1996 (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. 20 on 
             February 28, 1997.

   
                                       -2-
    
<PAGE>   53
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*                          Senior Vice President, Individual Insurance & Corporate Services

Paul L. Bergmann*                          Vice President, Financial Control 

Michael A. Boedeker*                       Vice President, Fixed Income Securities

Roylene M. Broadwell*                      Vice President and Treasurer

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

Michael J. Ferry*                          Information Systems Vice President

Michael F. Haverkamp*                      Vice President and Counsel

John A. Houser III*                        Vice President, Claims
</TABLE>
    


                                       -3-
<PAGE>   54
<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

Hamilton F. McGregor*                      Senior Vice President, Group & Pension Operations

David G. McClure*                          Vice President, Variable Product Sales

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

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

   
John J. Palmer*                            Senior Vice President, Strategic Initiatives
    

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

Dallas L. Pennington*                      Vice President, Information Systems

J. Donald Richardson*                      Senior 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

Dr. David S. Williams*                     Vice President and Medical Director

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

*The principal business address for these individuals is One Financial Way,
Cincinnati, Ohio 45242.


                                       -4-

<PAGE>   55
<TABLE>
<S>                                        <C>
- --------------------------------------------------------------------------------
              THE OHIO NATIONAL LIFE INSURANCE COMPANY/CINCINNATI
      A MUTUAL LIFE INSURANCE COMPANY INCORPORATED UNDER THE LAWS OF OHIO
- --------------------------------------------------------------------------------
                                                  
                                                  
                                                  
                                                  
                                                  
                                                  
- -------------------------------       -----------------------------
ENTERPRISE PARK, INC.                 OHIO NATIONAL EQUITIES INC.

A GEORGIA CORPORATION                 A BROKER/DEALER
REAL ESTATE DEVELOPMENT COMPANY       CAPITALIZED BY ONLI @ $30,000
CAPITALIZED BY ONLI $50,000

- -------------------------------       --------------------------------
Pres. & Dir.        M. Stohler        Chm. & Dir.         D. O'Maley

V.P. & Dir.         J. Brom           Pres. & Dir.        J. Palmer   

Secy. & Dir.        J. Fischer        VP & Dir.           D. McClure

Treas. & Dir.       D. Taney          VP & Dir.           T. Backus

                                      Secretary           R. Benedict

                                      Treasurer           K. Jaeger

                                      Compliance Officer  J. Dunn   

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

<CAPTION>
<S>                                        <C>
- -------------------------------------------------------------------------------------------------------------------
                                  THE OHIO NATIONAL LIFE 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                       
                                                   --------------------------------              
                                                                                                
                                                                                                
- -------------------------------    ------------------------------            -------------------------------------
OHIO NATIONAL INVESTMENTS, INC.    THE O.N. EQUITY SALES COMPANY             OHIO NATIONAL LIFE
                                                                             ASSURANCE CORPORATION
AN INVESTMENT ADVISER              AN OHIO CORPORATION                       AN OHIO CORPORATION
CAPITALIZED BY ONLI @ $10,000      A BROKER/DEALER                           A STOCK LIFE INSURANCE COMPANY
                                   CAPITALIZED BY ONLI @ $790,000            CAPITALIZED BY ONLI @ $32,000,000
                                                                             INCORPORATED UNDER THE LAWS OF OHIO
- -------------------------------    ------------------------------            ------------------------------------
                                   Chm. & Dir.         D. O'Maley            Chm./Pres/.CEO & Dir.  D. O'Maley
Pres. & Dir.        J. Brom                                                  Sr. VP & Dir.          R. Dolan
                                   Pres. & Dir.        J. Palmer             Sr. VP & Dir.          J. Palmer   
VP & Dir.           M. Boedeker                                              Sr. VP & Dir.          S. Summers
                                   V.P. & Dir.         J. Miller             Sr. VP & Dir.          J. Brom
VP & Dir.           M. Stohler                                               Sr. Vice Pres.         D. Cook
                                   V.P. & Dir.        D. McClure             Sr. Vice Pres.         G. Smith
VP & Dir.           S. Williams                                              Vice President         R. Broadwell 
                                   Secy. & Dir.        R. Benedict           Vice President         M. Boedeker
VP                  K. Hanson                                                Vice President         R. DiTommaso
                                   VP                  R. DiTommaso          Vice President         J. Houser 
VP                  D. Hundley                                               Vice President         G. Pearson
                                   Treasurer           K. Jaeger             Vice President         D. Pennington
VP                  J. Martin                                                Vice President         M. Stohler
                                   Compliance Director J. Dunn               Secy.                  R. Benedict
Treasurer           D. Taney                                                 Asst. Secy.            J. Fischer
                                                                             Asst. Secy.            M. Haverkamp
Secretary           R. Benedict                                              Asst. Actuary          K. Flischel
                                   
Asst. Secy./Treas.  A. Starkey     

- -------------------------------    ------------------------------           ------------------------------------
                                                                                       SEPARATE ACCOUNT
                                                                          -------------------------------------
                                                                                              R
                                                                                             ---

                                  <= Advisor to  Advisor to =>            
                 --------------------------------------------------------  
                                                                         
- -----------------------------         --------------------------------          --------------------------------
    ONE FUND, INC.                    O.N. INVESTMENT MANAGEMENT CO.            OHIO NATIONAL FUND
                                                                          
A MARYLAND CORPORATION                AN OHIO CORPORATION                       A MARYLAND CORPORATION
AN OPEN END DIVERSIFIED               A FINANCIAL ADVISORY SERVICE              AN OPEN END DIVERSIFIED
MANAGEMENT INVESTMENT COMPANY         CAPITALIZED BY ONESCO @ $145,000          MANAGEMENT INVESTMENT COMPANY
- -----------------------------         --------------------------------          --------------------------------
Pres. & Dir.        D. Zimmerman      Pres. & Dir.        J. Palmer             Pres. & Dir.        D. Zimmerman
Vice. Pres.         M. Boedeker                                           -----  Vice President      M. Boedeker
Vice  Pres.         J. Brom           VP & Dir.           G. Smith               Vice President      J.Brom
Vice Pres.          D. McClure                                                   Vice President      S. Williams
Vice Pres.          S. Williams       VP & Dir.           D. McClure             Treasurer           D. Taney
Treasurer           D. Taney                                            --------  Secy. & Dir.        R. Benedict
Secy. & Dir.        R. Benedict       Treasurer           K. Jaeger               Asst. Secy.         A. Starkey 
Asst. Secy.         A. Starkey                                                    Director            G. Castrucci
Director            G. Castrucci      Secretary           M. Haverkamp            Director            R. Love      
Director            R. Love                                                       Director            G. Vredeveld 
Director            G. Vredeveld      
- ---------------------------------     --------------------------------            ---------------------------------
</TABLE>

<PAGE>   56

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 April 10, 1997, the Registrant's contracts were owned by 8,069 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>   57
      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 Ohio National
Equities, Inc. ("ONE, Inc."). ONE, Inc. is a wholly-owned subsidiary of the
Depositor. ONE, Inc. 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>   58
   
The directors and officers of ONE, Inc. are:

      Name                       Position with ONE, Inc.
      ----                       -----------------------

      David B. O'Maley           Chairman and Director
      John J. Palmer             President & Chief Executive Officer and 
                                 Director
      David G. McClure           Vice President of Marketing and Director
      Trudy K. Backus            Vice President and Director
      Joni L. Dunn               Vice President and Compliance Officer
      Timothy S. Halevan         Vice President
      Ronald L. Benedict         Secretary
      Kenneth M. Jaeger          Treasurer

    
The principal business address of each of the foregoing is One Financial Way,
Cincinnati, Ohio 45242.

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>
$1,691,331                 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")
         One Financial Way
         Cincinnati, Ohio  45242

         Star Bank, N.A. ("Custodian")
         425 Walnut Street
         Cincinnati, Ohio 45202


                                       -7-
<PAGE>   59
(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.

(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 3L.  MANAGEMENT SERVICES

Not applicable.

ITEM 32.  UNDERTAKINGS AND REPRESENTATIONS

Pursuant to Section 26(e)(2)(A) of the Investment Company Act of 1940, as
amended, The Ohio National Life Insurance Company represents that the fees and
charges deducted under the contract, in the aggregate, are reasonable in
relation to the services rendered, the expenses expected to be incurred and the
risks assumed by The Ohio National Life Insurance Company.


                                       -8-
<PAGE>   60
                                   SIGNATURES

   
As required by the Securities Act of 1933 and the Investment Company Act of
l940, the registrant, Ohio National Variable Account B certifies that it meets
the requirements of Securities Act Rule 485(b) for effectiveness of this
registration statement and 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 25th day of April, 1997. 
    


                              OHIO NATIONAL VARIABLE ACCOUNT B
                                     (Registrant)

                              By 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


   
As required by the Securities Act of 1933 and the Investment Company Act of
l940, the depositor, The Ohio National Life Insurance Company, 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 the 25th day of 
April, 1997.
    
                              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>   61
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,              April 25, 1997
 ------------------------------
 David B. O'Maley                          Chief Executive Officer           April 25, 1997
                                           and Director


*s/Dale P. Brown                           Director                          April 25, 1997
_______________________________
 Dale P. Brown


*s/Jack E. Brown                           Director                          April 25, 1997
_______________________________
 Jack E. Brown


*s/William R. Burleigh                     Director                          April 25, 1997
_______________________________
 William R. Burleigh


*s/Victoria B. Buyniski                    Director                          April 25, 1997
_______________________________
 Victoria B. Buyniski


*s/Raymond R. Clark                        Director                          April 25, 1997
_______________________________
 Raymond R. Clark


*s/Alvin H. Crawford                       Director                          April 25, 1997
_______________________________
 Alvin H. Crawford


*s/Bannus B. Hudson                        Director                          April 25, 1997
_______________________________
 Bannus B. Hudson


*s/Daniel W. LeBlond                       Director                          April 25, 1997
_______________________________
 Daniel W. LeBlond


*s/Charles S. Mechem, Jr.                  Director                          April 25, 1997
_______________________________
 Charles S. Mechem, Jr.


*s/James W. Nethercott                     Director                          April 25, 1997
_______________________________
 James W. Nethercott
</TABLE>
    
<PAGE>   62
   
<TABLE>
<S>                                        <C>                               <C>
*s/Oliver W. Waddell                       Director                          April 25, 1997
_______________________________
 Oliver W. Waddell


*s/Bradley L. Warnemunde                   Chairman Emeritus and             April 25, 1997
________________________                   Director
 Bradley L. Warnemunde


 s/Donald J. Zimmerman                     Senior Vice President,            April 25, 1997
________________________                   Insurance Operations &
 Donald J. Zimmerman                       Secretary and Director
</TABLE>
    


*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.
<PAGE>   63
                         INDEX OF CONSENTS AND EXHIBITS


                                                               Page Number in
Exhibit                                                        Sequential
Number           Description                                   Numbering System

                 Consent of KPMG Peat Marwick LLP

<PAGE>   64



                                    CONSENTS


<PAGE>   65


                         INDEPENDENT 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. 


                                                   KPMG Peat Marwick LLP

Cincinnati, Ohio
   
April 25, 1997
    
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000073892
<NAME> OHIO NATIONAL VARIABLE ACCOUNT B
<SERIES>
   <NUMBER> 001
   <NAME> EQUITY
<MULTIPLIER> 1
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               DEC-31-1996
<INVESTMENTS-AT-COST>                       30,168,411
<INVESTMENTS-AT-VALUE>                      41,949,830
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                              41,949,830
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                    1,147,510
<TOTAL-LIABILITIES>                          1,147,510
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                        1,132,263
<SHARES-COMMON-PRIOR>                          910,030
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                40,802,320
<DIVIDEND-INCOME>                            1,514,050
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                 401,473
<NET-INVESTMENT-INCOME>                      1,112,577
<REALIZED-GAINS-CURRENT>                       552,072
<APPREC-INCREASE-CURRENT>                    4,088,878
<NET-CHANGE-FROM-OPS>                        5,753,527
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      7,471,996
<NUMBER-OF-SHARES-REDEEMED>                  2,967,801
<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> 002
   <NAME> MONEY MARKET
<MULTIPLIER> 1
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               DEC-31-1996
<INVESTMENTS-AT-COST>                        3,290,700
<INVESTMENTS-AT-VALUE>                       3,290,700
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                               3,290,700
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                       96,630
<TOTAL-LIABILITIES>                             96,630
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                          192,465
<SHARES-COMMON-PRIOR>                          112,654
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                 3,194,070
<DIVIDEND-INCOME>                              121,100
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                   5,651
<NET-INVESTMENT-INCOME>                        115,449
<REALIZED-GAINS-CURRENT>                       (4,810)
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                          110,639
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      2,559,335
<NUMBER-OF-SHARES-REDEEMED>                  1,416,812
<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> 003
   <NAME> BOND
<MULTIPLIER> 1
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               DEC-31-1996
<INVESTMENTS-AT-COST>                        3,558,065
<INVESTMENTS-AT-VALUE>                       3,622,964
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                               3,622,964
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                       37,555
<TOTAL-LIABILITIES>                             37,555
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                          205,167
<SHARES-COMMON-PRIOR>                          195,430
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                 3,585,409
<DIVIDEND-INCOME>                              226,135
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                  36,260
<NET-INVESTMENT-INCOME>                        189,875
<REALIZED-GAINS-CURRENT>                         2,900
<APPREC-INCREASE-CURRENT>                     (90,712)
<NET-CHANGE-FROM-OPS>                          102,063
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      1,287,548
<NUMBER-OF-SHARES-REDEEMED>                  1,129,654
<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> 004
   <NAME> OMNI
<MULTIPLIER> 1
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               DEC-31-1996
<INVESTMENTS-AT-COST>                       23,690,877
<INVESTMENTS-AT-VALUE>                      30,345,958
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                              30,345,958
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                      331,716
<TOTAL-LIABILITIES>                            331,716
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                        1,099,112
<SHARES-COMMON-PRIOR>                          894,447
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                30,014,242
<DIVIDEND-INCOME>                            1,159,886
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                 280,432
<NET-INVESTMENT-INCOME>                        879,454
<REALIZED-GAINS-CURRENT>                       257,649
<APPREC-INCREASE-CURRENT>                    2,449,471
<NET-CHANGE-FROM-OPS>                        3,586,574
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      5,646,630
<NUMBER-OF-SHARES-REDEEMED>                  2,007,817
<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
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<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> 005
   <NAME> INTERNATIONAL
<MULTIPLIER> 1
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               DEC-31-1996
<INVESTMENTS-AT-COST>                       26,614,406
<INVESTMENTS-AT-VALUE>                      29,922,490
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                              29,922,490
<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>                        1,879,131
<SHARES-COMMON-PRIOR>                        1,256,575
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                29,922,490
<DIVIDEND-INCOME>                            1,315,143
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                 257,125
<NET-INVESTMENT-INCOME>                      1,058,018
<REALIZED-GAINS-CURRENT>                        79,728
<APPREC-INCREASE-CURRENT>                    1,719,537
<NET-CHANGE-FROM-OPS>                        2,857,283
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                     10,293,292
<NUMBER-OF-SHARES-REDEEMED>                  1,105,492
<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> 006
   <NAME> CAPITAL APPRECIATION
<MULTIPLIER> 1
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               DEC-31-1996
<INVESTMENTS-AT-COST>                        6,919,904
<INVESTMENTS-AT-VALUE>                       7,614,976
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
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<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>                          557,468
<SHARES-COMMON-PRIOR>                          268,038
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                 7,614,976
<DIVIDEND-INCOME>                              290,109
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                  54,570
<NET-INVESTMENT-INCOME>                        235,539
<REALIZED-GAINS-CURRENT>                        30,377
<APPREC-INCREASE-CURRENT>                      504,086
<NET-CHANGE-FROM-OPS>                          770,002
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      4,067,528
<NUMBER-OF-SHARES-REDEEMED>                    441,866
<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> 007
   <NAME> SMALL CAP
<MULTIPLIER> 1
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               DEC-31-1996
<INVESTMENTS-AT-COST>                        5,071,744
<INVESTMENTS-AT-VALUE>                       5,877,652
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                               5,877,652
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
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<TOTAL-LIABILITIES>                                  0
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                          351,573
<SHARES-COMMON-PRIOR>                          139,145
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                 5,877,652
<DIVIDEND-INCOME>                               72,856
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                  36,692
<NET-INVESTMENT-INCOME>                         36,164
<REALIZED-GAINS-CURRENT>                        32,011
<APPREC-INCREASE-CURRENT>                      532,154
<NET-CHANGE-FROM-OPS>                          600,329
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      3,630,729
<NUMBER-OF-SHARES-REDEEMED>                    507,008
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                               0
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
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<EXPENSE-RATIO>                                      0
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</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000073982
<NAME> OHIO NATIONAL VARIABLE ACCOUNT B
<SERIES>
   <NUMBER> 008
   <NAME> GLOBAL CONTRARIAN
<MULTIPLIER> 1
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               DEC-31-1996
<INVESTMENTS-AT-COST>                        2,745,159
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<DIVIDEND-INCOME>                               42,037
<INTEREST-INCOME>                                    0
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<REALIZED-GAINS-CURRENT>                        19,118
<APPREC-INCREASE-CURRENT>                       76,648
<NET-CHANGE-FROM-OPS>                          124,032
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
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<NUMBER-OF-SHARES-SOLD>                      2,441,937
<NUMBER-OF-SHARES-REDEEMED>                     30,335
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</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000073982
<NAME> OHIO NATIONAL VARIABLE ACCOUNT B
<SERIES>
   <NUMBER> 009
   <NAME> AGGRESSIVE GROWTH
<MULTIPLIER> 1
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               DEC-31-1996
<INVESTMENTS-AT-COST>                        1,865,618
<INVESTMENTS-AT-VALUE>                       1,737,423
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<SHARES-COMMON-STOCK>                          149,589
<SHARES-COMMON-PRIOR>                                0
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<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
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<NET-INVESTMENT-INCOME>                        194,167
<REALIZED-GAINS-CURRENT>                      (18,436)
<APPREC-INCREASE-CURRENT>                    (147,209)
<NET-CHANGE-FROM-OPS>                           28,522
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
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<DISTRIBUTIONS-OTHER>                                0
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<NUMBER-OF-SHARES-REDEEMED>                    309,581
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<AVG-DEBT-OUTSTANDING>                               0
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</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 7
<CIK> 0000927140
<NAME> OHIO NATIONAL LIFE INSURANCE CO.
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JAN-01-1996
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<UNEARNED-PREMIUMS>                                  0
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<NOTES-PAYABLE>                                 84,191
<COMMON>                                             0
                                0
                                          0
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                                     207,715
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<INCOME-TAX>                                    32,872
<INCOME-CONTINUING>                             59,603
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    59,603
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
<RESERVE-OPEN>                               4,039,611
<PROVISION-CURRENT>                                  0
<PROVISION-PRIOR>                                    0
<PAYMENTS-CURRENT>                             379,116
<PAYMENTS-PRIOR>                                     0
<RESERVE-CLOSE>                              4,288,107
<CUMULATIVE-DEFICIENCY>                              0
        

</TABLE>


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