WRL SERIES LIFE ACCOUNT
24F-2NT, 1996-02-28
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                     U.S. Securities and Exchange Commission
                             Washington, D.C. 20549
                                   FORM 24F-2
                        Annual Notice of Securities Sold
                             Pursuant to Rule 24f-2

             Read instructions at end of Form before preparing Form.
                              Please print or type:



 1. Name and address of issuer:      WRL Series Life Account
                                     of Western Reserve Life Assurance Co. 
                                     of Ohio
                                     201 Highland Avenue
                                     Largo, FL  34640

 2. Name of each series or class of funds for which this notice is filed:

                                     WRL Series Life Account

 3. Investment Company Act File Number:

                                     811-4420

    Securities Act File Number:      33-506 & 33-5143

 4. Last day of fiscal year for which this notice is filed:

                                     December 31, 1995

 5. Check box if this  notice is being  filed more than 180 days after the 
    close of the  issuer's  fiscal year for purposes  of  reporting  securities
    sold after the close of the fiscal  year but  before  termination  of the
     issuer's 24f-2 declaration:     N/A                   [ ]

 6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if 
    applicable (see instruction A.6):

                                     N/A

 7. Number and amount of securities of the same class or series which had been
    registered under the Securities Act of 1933 other than pursuant to rule
    24f-2 in a prior fiscal year, but which remained unsold at the beginning of
    the fiscal year:

                                     N/A

 8. Number and amount of securities registered during the fiscal year other 
    than pursuant to rule 24f-2:

                                     N/A

 9. Number and aggregate sale price of securities sold during the fiscal year:

                  Units sold with an aggregate sales price of $155,389,064

10. Number and aggregate sale price of securities sold during the fiscal year
    in reliance upon registration pursuant to rule 24f-2:

                  Units sold with an aggregate sales price of $155,389,064

<PAGE>

11. Number and aggregate sale price of securities issued during the fiscal year
    in connection with dividend reinvestment plans, if applicable (see
    instruction B.7):

                                     N/A

12. Calculation of registration fee:

      (i) Aggregate sale price of securities sold during the fiscal
          year in reliance on rule 24f-2 (from Item 10):            $155,389,064

     (ii) Aggregate price of shares issued in connection with
          dividend reinvestment plans (from Item 11, if
          applicable):                                              +          0

    (iii) Aggregate price of shares redeemed or repurchased
          during the fiscal year (if applicable):                   - 71,214,244

     (iv) Aggregate price of shares redeemed or repurchased
          and previously applied as a reduction to filing fees
          pursuant to rule 24e-2 (if applicable):                   +          0

      (v) Net aggregate price of securities sold and issued 
          during the fiscal year in reliance on rule 24f-2 
          (line (i), plus line (ii), less line (iii), 
          plus line (iv)) (if applicable):                            84,174,820

     (vi) Multiplier prescribed by Section 6(b) of the
          Securities Act of 1933 or other applicable law
          or regulation (see Instruction C.6):                      x     1/2900

    (vii) Fee due  (line  (i) or line  (v)  multiplied
          by line (vi)):                                            $  29,025.80

Instruction:    Issuers should complete line (ii),  (iii),  (iv), and (v) only
                if the form is being filed within 60 days after the close of 
                the issuer's fiscal year.  See Instruction C.3.

13. Check box if fees are being remitted to the Commission's lockbox depository
    as described in section 3a of the Commission's Rules of Informal and Other
    Procedures (17 CFR 202.3a).

                                      [X]

    Date of mailing or wire transfer of filing fees to the Commission's 
    lockbox depository:

                                      2/26/96

                                   SIGNATURES


     This report has been signed below by the following persons on behalf of the
     issuer and in the capacities and on the dates indicated.

     By:                       /s/  Richard B. Franz
                               ------------------------------
                               Name:
                                     Treasurer
                                     ------------------------      
                               Title:
     Date:   2/23/96

<PAGE>
                                                           February 26, 1996



Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC  20549

        RE:  Rule 24f-2 Notice for
             WRL Series Life Account
             1933 Act File No. - 33-506 & 33-5143
             1940 Act File No. - 811-4420

Gentlemen:

        This letter is furnished in accordance with Rule 24(f)-2(b)(1)(v).

        I am Vice President and Counsel of Western Reserve Life Assurance Co. of
Ohio ("WRL") and act in such capacity in legal matters concerning its separate
account, WRL Series Life Account. I have participated in the preparation of
Registration Statements on Form S-6 filed with the Securities and Exchange
Commission concerning WRL Series Life Account, and Post-Effective Amendments
thereto, with respect to individual variable life insurance contracts issued by
WRL.

        In so acting, I have made such examination of the law and examined such
records and documents as in my judgement are necessary or appropriate to enable
me to render the opinion expressed below.

        I am of the following opinion with respect to the aforesaid individual
variable life insurance contracts, which are the securities the registration of
which is made definitive in number by the Rule 24f-2 Notice that this opinion
accompanies:

        1. WRL is a valid and subsisting corporation, organized and operated
under Ohio law, and subject to regulation by the Ohio Director of Insurance.

        2. WRL Series Life Account is a separate account validly established and
maintained by WRL in accordance with the provision of the Ohio Insurance Code.

        3. All of the prescribed corporate procedures for the issuance of the
individual variable life insurance contracts have been followed, and when such
contracts are issued in accordance with the currently applicable Prospectus, all
applicable state laws will have been complied with.



<PAGE>



Securities and Exchange Commission
February 26, 1996
Page 2



        4. WRL has been  authorized by its Board of Directors to issue such  
contracts and has the corporate  power to do so.

        5. It is my opinion that, upon acceptance of purchase payments on behalf
of a policyholder pursuant to any individual contract issued in accordance with
the currently applicable Prospectus and upon compliance with applicable local
law, such policyholder has a legally issued and non-assessable contractual
interest under such individual variable life insurance contract, and that
accordingly, said variable life insurance contracts which are the subject matter
of the aforesaid Rule 24f-2 Notice were legally issued, fully paid and
non-assessable.

                         Very truly yours,


                         /s/ Thomas E. Pierpan

                         Thomas E. Pierpan
                         Vice President and Counsel



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