PFL VARIABLE ANNUITY FUND II
N-30D, 1995-09-08
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<PAGE>
 
                                      PFL
                                   VARIABLE
                                    ANNUITY
                                     FUND
                                      II
                              [ART APPEARS HERE]

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

                                   LETTER TO
                                CONTRACT OWNERS
                                      AND
                              SEMI-ANNUAL REPORT
                           FOR THE SIX MONTHS ENDED
                                 JUNE 30, 1995

--------------------------------------------------------------------------------
<PAGE>
 
[ART WORK APPEARS HERE]

LETTER TO CONTRACT OWNERS

To Our Contract Owners:

The report of the PFL Variable Annuity for the six months ended June 30, 1994 is
enclosed for your review.

If you have any questions concerning your contract, please call the Annuity
Service Center at 800-634-4672 or write to the following address:

         PFL Life Insurance Company
         Variable Annuity Dept.
         4333 Edgewood Road Northeast
         Cedar Rapids, Iowa 52499

We welcome your inquiries into other tax-deferred products offered by PFL Life.
It is a privilege to serve you and help you prepare for your retirement. Please
let us know if we can be of further assistance to you.

Sincerely,

/s/ William L. Busler

William L. Busler
President
PFL LIFE INSURANCE COMPANY
<PAGE>
 
PFL VARIABLE ANNUITY FUND II
BALANCE SHEET
JUNE 30, 1995 (UNAUDITED)

<TABLE> 
<S>                                   <C> 
ASSETS
  Investment in Lexington Growth
     & Income Fund, Inc., at
     current market value
     (Note 2)....................  $  426,044
                                   ==========
LIABILITIES
  Accrued mortality and
     expense risk charges
     (Note 5)...................   $      312
  Contract terminations
     payable....................          (63)
                                   ----------       
                                          249
CONTRACT OWNERS'
EQUITY
  Deferred annuity contracts
     terminable by owners
     (Note 3)...................      425,795
                                   ----------
                                   $  426,044
                                   ==========
</TABLE>

 See accompanying Notes to Financial Statements.
<PAGE>
 
PFL VARIABLE ANNUITY FUND II
STATEMENT OF OPERATIONS
SIX MONTHS ENDED JUNE 30, 1995 (UNAUDITED)

<TABLE>
<CAPTION>
<S>                                               <C>
NET INVESTMENT LOSS
  Income:
     Dividends................................... $   1,531
  Expenses:
     Mortality
     and expense risk
     charges (Note 5)............................    (1,842)
                                                  ---------
     Net investment
       loss......................................      (311)
                                                  ---------

NET REALIZED AND UNREALIZED
CAPITAL GAIN FROM INVESTMENTS
  Net realized
     capital loss:
     Proceeds from sales........................     21,405
     Cost of investments
       sold.....................................     26,656
                                                  ---------
       Net realized
          capital loss..........................     (5,251)
                                                  ---------
  Unrealized appreciation
     of investments:
     Beginning of
      year......................................    (46,692)
     End of period..............................     (4,510)
                                                  ---------
     Net change in
     unrealized
     appreciation of investments................     42,182
                                                  ---------
  Net realized and
     unrealized capital
     gain from
     investments................................     36,931
                                                  ---------
INCREASE FROM OPERATIONS........................  $  36,620
                                                  =========
</TABLE>


        See accompanying Notes to Financial Statements.
<PAGE>
 
PFL VARIABLE ANNUITY FUND II
STATEMENTS OF CHANGES IN CONTRACT OWNERS' EQUITY
SIX MONTHS ENDED JUNE 30, 1995 AND
YEAR ENDED DECEMBER 31, 1994 (UNAUDITED)

<TABLE>
<CAPTION>
                                        1995           1994
                                   ------------------------
<S>                                <C>               <C>
OPERATIONS
  Net investment
     income (loss)................ $    (311)           768
  Net realized and
     unrealized capital
     gain (loss) from
     investments..................    36,931        (17,076)
                                   ------------------------
       Increase (decrease)
         from operations..........    36,620        (16,308)
                                   ------------------------
CONTRACT
TRANSACTIONS
  Decrease from
     contract terminations,
     surrenders and other
     deductions..................     (13,199)      (28,480)
                                   ------------------------
Net increase (decrease)
     in contract
     owners' equity..............      23,421       (44,788)
 
CONTRACT OWNERS'
EQUITY
  Beginning of year..............     402,374       447,162
                                   ------------------------
  End of period..................  $  425,795       402,374
                                   ======================== 
</TABLE>

       See accompanying Notes to Financial Statements.
<PAGE>
 
PFL VARIABLE ANNUITY FUND II
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
   ORGANIZATION - PFL Variable Annuity Fund II ("Fund II") is a segregated
   investment account of PFL Life Insurance Company ("PFL Life"), an indirect,
   wholly owned subsidiary of AEGON USA, Inc. ("AUSA"), a holding company. AUSA
   is an indirect, wholly owned subsidiary of AEGON N.V., a holding company
   organized under the laws of The Netherlands. Fund II is registered with the
   Securities and Exchange Commission as a Unit Investment Trust pursuant to
   provisions of the Investment Company Act of 1940.

   INVESTMENT - Fund II is invested solely in shares of Lexington Growth &
   Income Fund, Inc., (the "mutual fund"), an open-end diversified management
   investment company registered under the Investment Company Act of 1940.

   Investments are stated at the closing net asset value per share on June 30,
   1995.

   Unrealized gains or losses from investment in the mutual fund are credited or
   charged to contract owners' equity.

   Realized capital gains or losses from sale of shares in the mutual fund are
   determined on the first-in, first-out basis.

   DIVIDEND INCOME - Dividends received from the mutual fund investment are
   reinvested to purchase additional mutual fund shares.

2. INVESTMENT

   A summary of the mutual fund investment at June 30, 1994 follows:

<TABLE>
<CAPTION>
  NUMBER            NET ASSET
 OF SHARES           VALUE             MARKET
   HELD             PER SHARE          VALUE            COST
--------------------------------------------------------------------------------
<S>                 <C>               <C>             <C> 
27,153.836          $15.69            $426,044        $430,553
================================================================================
</TABLE>
<PAGE>
 
PFL VARIABLE ANNUITY FUND II
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

3. CONTRACT OWNERS' EQUITY

   A summary at June 30 of deferred annuity contracts terminable by owners
   follows:

<TABLE>
<CAPTION>
                           JUNE 30, 1995  Dec. 31, 1994
                        -------------------------------
<S>                    <C>                <C>
Accumulation units
   owned by individuals       50,875.763     52,535.264
Unit value............. $       8.369309       7.659117
                        -------------------------------
Deferred annuity
   contracts terminable
   by owners........... $        425,795        402,374
                        ===============================
</TABLE>

4. TAXES

   Operations of Fund II form a part of PFL Life, which is taxed as a life
   insurance company under Subchapter L of the Internal Revenue Code of 1986, as
   amended (the "Code"). The operations of Fund II are accounted for separately
   from other operations of PFL Life for purposes of federal income taxation.
   Fund II is not separately taxable as a regulated investment company under
   Subchapter M of the Code and is not otherwise taxable as an entity separate
   from PFL Life. Under existing federal income tax laws, the income of Fund II,
   to the extent applied to increase reserves under the variable annuity
   contracts, is not taxable to PFL Life.

5. INSURANCE RISK CHARGES

   PFL Life deducts a daily charge equal to an annual rate of 0.9% of the value
   of the contract owner's individual account as a charge for mortality and
   expense risk assumed by PFL Life.

6. NET ASSETS

   At June 30, 1995 contract owners' equity was comprised of:

<TABLE> 
<S>                                            <C> 
Cost of mutual fund
  shares to investors,
  cash and dividend
  reinvestments.................................$      430,553
Adjustment for depreciation
  to market value...............................        (4,509)
Expense deductions payable
  from the total cost
  to investors..................................          (249)
                                                       -------
Total Contract Owners' Equity...................$      425,795
                                                       =======
</TABLE> 
<PAGE>
 
               [LOGO OF PFL LIFE INSURANCE COMPANY APPEARS HERE]

                                   PFL LIFE
                               INSURANCE COMPANY
                         4333 Edgewood Road Northeast
                           Cedar Rapids, Iowa  52499

                                   4524 895
                                    INV006


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