AMERICAN REPUBLIC VARIABLE ANNUITY ACCOUNT
485BPOS, 1996-04-25
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<PAGE>
 
                                                       '33 Act File No. 33-10417
                                                       '40 Act File No. 811-4921

                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C.  20549

                                   FORM N-4

            REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933


                      Pre-Effective Amendment No.  
                                                  ----

                      Post-Effective Amendment No. 13
                                                  ----

                                    and/or

                  REGISTRATION STATEMENT UNDER THE INVESTMENT
                              COMPANY ACT OF 1940

                               Amendment No. 14

                  American Republic Variable Annuity Account
                          (Exact Name of Registrant)


                      American Republic Insurance Company
                              (Name of Depositor)

                  601 Sixth Avenue, Des Moines, Iowa  50334
        (Address of Depositor's Principal Executive Offices Zip Code)

       Depositor's Telephone Number, Including Area Code (515) 245-2000

                                Brent B. Green
                                General Counsel
                      American Republic Insurance Company
                   601 Sixth Avenue, Des Moines, Iowa  50334
                    (Name and Address of Agent for Service)



It is proposed that this filing will become effective

        immediately upon filing pursuant to paragraph (b) of Rule 485
- --- 
 X      on May 1, 1996 pursuant to paragraph (b) of Rule 485
- --- 
        60 days after filing pursuant to paragraph (a)(i) of Rule 485
- --- 
        on _______ 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.
- --------------------------------------------------------------------------------
     Pursuant to Rule 24f-2, the Registrant has elected to register an
     indefinite number of securities under the Securities Act of 1933. The 24f-2
     Notice for the year ended December 31, 1995 was filed February 23, 1996.




<PAGE>
 
                  American Republic Variable Annuity Account


                             Cross Reference Sheet



Item Number in Form N-4                              Caption in Prospectus
                                                     or Statement of
                                                     Additional Information

                              Part A - Prospectus


1.  Cover Page............................................ Cover Page

2.  Definitions........................................... Definitions

3.  Synopsis of Highlights................................ Summary

4.  Fee Table............................................. Summary

5.  Condensed Financial Information....................... Financial Information

6.  General Description of 
    Registrant, Depositor, and
    Portfolio Companies................................... The Insurance
                                                           Company; The Separate
                                                           Account; The Fund; 
                                                           Voting Rights

7.  Deductions and Expenses............................... Contract Charges and
                                                           Deductions

8.  General Description of 
    Variable Annuity Contracts............................ The Contract;
                                                           Exercise of Rights
                                                           Under the Contract

9.  Annuity Period........................................ Variable and Fixed
                                                           Payment Annuity
                                                           Provisions; Annuity
<PAGE>
 
                                                           Options; Additional
                                                           Variable Payment
                                                           Annuity Provisions

10. Death Benefit......................................... Death Benefit



11. Purchases and Contract Value.......................... The Contract;
                                                           Variable Account
                                                           Accumulation
                                                           Provisions; How to
                                                           Purchase a Contract
                                                           (Distribution)

12. Redemptions........................................... Exercise of Rights
                                                           Under the Contract;
                                                           Miscellaneous
                                                           Provisions

13. Taxes................................................. Federal Income Tax
                                                           Status

14. Legal Proceedings..................................... Other Information

15. Table of Contents of the Statement
    of Additional Information............................. Table of Contents -
                                                           Statement of
                                                           Additional
                                                           Information

                 Part B - Statement of Additional Information

16. Cover Page............................................ Cover Page

17. Table of Contents..................................... Table of Contents

18. General Information and History....................... American Republic
                                                           Insurance Company

19. Services.............................................. The Fund; Safekeeping
                                                           of Assets;
                                                           Independent Auditors

20. Purchase of Securities Being Offered.................. Purchase Payments

21. Underwriters.......................................... Distribution of
                                                           Contracts

22. Calculation of Fund Performance....................... Separate Account
                                                           Performance

23. Annuity Payments...................................... Annuity Payments
<PAGE>
 
24. Financial Statements.................................. Financial Statements



                                    Part C



     Information required to be included in Part C is set forth under the
appropriate item, so numbered, in Part C of this registration statement.
<PAGE>
 
                                                                  PAINEWEBBER
                                                           ADVANTAGE ANNUITY/SM/
 
 
 
 
 
 
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
                                601 SIXTH AVENUE
                             DES MOINES, IOWA 50334
                                 (515) 245-2000
                            THE ADVANTAGE ANNUITYSM
                                   ISSUED BY
                   AMERICAN REPUBLIC VARIABLE ANNUITY ACCOUNT
                 INDIVIDUAL DEFERRED VARIABLE ANNUITY CONTRACT
   
The Individual Deferred Variable Annuity Contract (the "Contract") described in
this prospectus is designed to provide retirement programs for individual
purchasers on both a variable and a fixed payment basis. The Contract may also
be used to provide Annuity benefits to individual purchasers in connection with
retirement plans which qualify for special tax treatment under the Internal
Revenue Code ("Code"). Purchase Payments under the Contract are allocated to
the American Republic Variable Annuity Account (the "Separate Account") or to
the Fixed Account. The Separate Account will invest in shares of 7 Portfolios
of the PaineWebber Series Trust, an open-end investment company registered
under the Investment Company Act of 1940 ("1940 Act"). The PaineWebber Series
Trust has 9 Portfolios, each having its own investment objective and policies.
The Fixed Account is invested in the General Account of American Republic
Insurance Company.     
   
This prospectus and the prospectus for PaineWebber Series Trust set forth
information that a prospective investor should know before investing. A
Statement of Additional Information about the Contract dated May 1, 1996, has
been filed with the Securities and Exchange Commission and is incorporated
herein by reference and is available without charge upon written request to
American Republic Insurance Company. The table of contents of the Statement of
Additional Information is contained in this prospectus.     
 
                     -------------------------------------
 
THIS PROSPECTUS IS VALID ONLY WHEN ACCOMPANIED BY A CURRENT PROSPECTUS OF
PAINEWEBBER SERIES TRUST. BOTH PROSPECTUSES SHOULD BE READ CAREFULLY AND
RETAINED FOR FUTURE REFERENCE.
 
                     -------------------------------------
 
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS
A CRIMINAL OFFENSE.
 
                     -------------------------------------
                          
                       Prospectus dated May 1, 1996     
 
                                      AR 1
<PAGE>
 
                               TABLE OF CONTENTS
 
<TABLE>
<CAPTION>
TOPIC                                                                    PAGE
<S>                                                                      <C>
DEFINITIONS............................................................. AR  5
SUMMARY................................................................. AR  6
  Qualified and Non-Qualified Contracts
  Purchase Payments
  Separate Account Divisions
  The Fund
  The Fixed Account
  Allocation Options
  Contract Charges and Deductions
  10 Day Right to Examine
  Annuity Payments
  Death Benefit
  Withdrawals
  Transfers Among Allocation Options
  Expense Table
FINANCIAL INFORMATION................................................... AR 14
CONDENSED FINANCIAL INFORMATION......................................... AR 14
SEPARATE ACCOUNT PERFORMANCE............................................ AR 15
THE INSURANCE COMPANY................................................... AR 16
THE SEPARATE ACCOUNT.................................................... AR 16
THE FIXED ACCOUNT....................................................... AR 17
CONTRACT CHARGES AND DEDUCTIONS......................................... AR 17
  Withdrawal Charges
  Transfer Charges
  Contract Maintenance Charge
  Premium and Other Taxes
  Mortality Risk Charge
  Expense Risk Charge
  Distribution Expense Risk Charge
THE FUND................................................................ AR 20
  Money Market Portfolio
  Growth Portfolio
  Growth and Income Portfolio
  Global Growth Portfolio
  Global Income Portfolio
  Strategic Fixed Income Portfolio
  Balanced Portfolio
THE CONTRACT............................................................ AR 21
  Purchase Payments
</TABLE>
 
                                      AR 2
<PAGE>
 
<TABLE>   
<CAPTION>
TOPIC                                                                    PAGE
<S>                                                                      <C>
VARIABLE ACCOUNT ACCUMULATION PROVISIONS................................ AR 22
  Accumulation Units
  Value of an Accumulation Unit
  Net Investment Factor
DEATH BENEFIT........................................................... AR 22
  Before the Annuity Date
  After the Annuity Date
EXERCISE OF RIGHTS UNDER THE CONTRACT................................... AR 23
  Beneficiary
  Annuitant
  Ownership
  Collateral Assignment
  Transfers
  Withdrawals
  Substitution and Change
VARIABLE AND FIXED ANNUITY PROVISIONS................................... AR 25
  Minimum Annuity Payments
  Annuity Date
  Proof of Age, Sex and Survival
  Misstatement of Age or Sex
  Change of Annuity Date or Annuity Option
GENERAL ANNUITY OPTIONS................................................. AR 26
  Option 1--Payment for a Guaranteed Fixed Period
  Option 2--Life Annuity
  Option 3--Life Annuity With Payments Guaranteed for 10 or 20 Years
  Option 4--Joint and Survivor Annuity
ADDITIONAL VARIABLE ANNUITY PROVISIONS.................................. AR 27
  First Variable Annuity Payment
  Assumed Investment Rate
  Number of Annuity Units
  Value of Each Annuity Unit
  Subsequent Variable Annuity Payments
MISCELLANEOUS PROVISIONS................................................ AR 27
  Notices, Changes and Elections
  Amendment of Contract
  10 Day Right to Examine
  Retirement Plan Conditions
  Reports to Contract Owners
FEDERAL INCOME TAX STATUS............................................... AR 28
HOW TO PURCHASE A CONTRACT (Distribution)............................... AR 29
VOTING RIGHTS........................................................... AR 29
</TABLE>    
 
                                      AR 3
<PAGE>
 
<TABLE>
<CAPTION>
TOPIC                                                                    PAGE
<S>                                                                      <C>
OTHER INFORMATION....................................................... AR 29
  Legal Proceedings
  Custodian of Assets
  Contract Owner Inquiries
TABLE OF CONTENTS--Statement of Additional Information.................. AR 30
SOME QUESTIONS AND ANSWERS ABOUT THE CONTRACT........................... AR 31
</TABLE>
 
                                      AR 4
<PAGE>
 
                                  DEFINITIONS
 
Accumulation Unit: A measuring unit used to determine the value of an owner's
interest in a Division of the Separate Account prior to the Annuity Date.
 
Allocation Options: The Fixed Account and each of the Divisions of the Separate
Account.
 
Annuitant: The person on whose life Annuity payments under a Contract may be
based.
 
Annuity: A series of income payments made to a Contract Owner for a defined
period of time.
 
Annuity Date: The date on which the initial Annuity payment is determined.
 
Annuity Unit: A measuring unit used to compute the Variable Annuity payments
from a Division of the Separate Account.
 
Company: American Republic Insurance Company.
 
Contract: The variable annuity contract described in this prospectus issued by
the Company.
 
Contract Owner: The person entitled to exercise all rights under the Contract.
 
Contract Value: The sum of the Contract Owner's values in the Divisions and in
the Fixed Account.
 
Division: The Separate Account consists of 7 Divisions. Each Division is
invested in a specified Portfolio of PaineWebber Series Trust.
 
Early Withdrawal Charge Period: The period of 5 years following the date of
each payment.
 
Fixed Account: The Fixed Account is an Allocation Option for Purchase Payments
and Contract Value which is allocated to the General Account of American
Republic Insurance Company. Contract Value allocated to the Fixed Account does
not vary with the investment experience of the Separate Account.
 
Fixed Annuity: A series of periodic guaranteed level payments. Such payments
are not based upon the investment experience of the Separate Account.
 
Fund: PaineWebber Series Trust.
 
Net Contract Value: The Contract Value less any applicable withdrawal and
contract maintenance charges.
 
Purchase Payments: The money paid for a Contract.
 
Separate Account: American Republic Variable Annuity Account, a segregated
investment account established by the Company to receive and invest amounts
allocated to provide variable benefits under the Contract.
 
Valuation Day: Each day the New York Stock Exchange is open for trading and
valuations have not been suspended by the Securities and Exchange Commission.
 
Valuation Period: The interval from one Valuation Day to the following
Valuation Day.
 
Variable Annuity: A series of periodic payments which vary in amount according
to the investment experience of the underlying Divisions of the Separate
Account.
 
                                      AR 5
<PAGE>
 
                                    SUMMARY
 
QUALIFIED AND NON-QUALIFIED CONTRACTS--The Contracts are issued to individuals
seeking to accumulate funds for retirement whether or not such individuals are
otherwise participating in qualified or non-qualified retirement plans. The
Contracts are also issued to plans qualifying for special tax treatment
("Qualified Contracts"), such as individual retirement annuities (IRAs),
section 403(b) tax-sheltered annuities (TSAs), section 457 deferred
compensation plans, money purchase pension plans and profit sharing plans.
 
PURCHASE PAYMENTS--The full amount of each Purchase Payment, undiminished by an
initial sales charge, is credited to the Allocation Options selected by the
Contract Owner. Withdrawal charges may be imposed in the event of a withdrawal
(redemption) of Contract Values. See "Contract Charges and Deductions."
 
The Contract permits Purchase Payments to be made on a flexible basis at any
time subject to certain restrictions. The minimum initial Purchase Payment the
Company will accept is $5,000 for non-tax qualified Contracts and $1,000 for
tax qualified Contracts. The minimum amount of subsequent Purchase Payments is
$500 and $100, respectively. The Company reserves the right to refuse any
Purchase Payment at any time. See "Purchase Payments." In addition, the Company
will not accept a Purchase Payment in excess of $1,000,000 without prior
written approval by an appropriate officer of the Company.
 
SEPARATE ACCOUNT DIVISIONS--The Separate Account is divided into 7 Divisions,
each of which is invested in shares of a designated Portfolio of the Fund. When
based on the investment experience of the Separate Account, the Contract Value
and the amount of the periodic annuity payments will reflect the investment
experience of the particular Divisions selected, subject to certain charges and
deductions. See "The Separate Account" and "Contract Charges and Deductions."
 
THE FUND--The Fund consists of 9 Portfolios. The 7 Portfolios offered by the
Separate Account are: the Money Market Portfolio, the Growth Portfolio, the
Growth and Income Portfolio, the Global Growth Portfolio, the Global Income
Portfolio, the Strategic Fixed Income Portfolio, and the Balanced Portfolio
(formerly named the Asset Allocation Portfolio) (collectively referred to as
the "Portfolios"). See "The Fund."
 
THE FIXED ACCOUNT--The Fixed Account (not offered in Oregon) is held in the
General Account of American Republic Insurance Company. Contract Value
allocated to the Fixed Account is not based on the investment experience of the
Separate Account. See "The Fixed Account."
 
ALLOCATION OPTIONS--The Separate Account Divisions and the Fixed Account are
generically referred to as the "Allocation Options." One or more Allocation
Option(s) may be selected for investment by Contract Owners. Contract Owners
may be invested in no more than 5 Allocation Options at any one time. The
selection may be changed and Contract Values transferred among Allocation
Options subject to the conditions described herein.
 
CONTRACT CHARGES AND DEDUCTIONS--An early withdrawal charge will be deducted in
the event of withdrawal of the Contract Value or upon annuitization unless
prohibited by state law. For partial withdrawals, the early withdrawal charge
is 5% of any amount withdrawn which represents Purchase Payments with an early
withdrawal charge period remaining. No early withdrawal charge will be made on
any withdrawal representing (A) the greater of: 1) gain in the Contract, or 2)
after the first year, total withdrawals in a calendar year not in excess of 10%
of the Contract Value as of the last Valuation Day of the prior calendar year;
or (B) Purchase Payments with no early withdrawal charge period remaining. See
"Withdrawal Charges."
 
 
                                      AR 6
<PAGE>
 
For complete withdrawals, the early withdrawal charge is 5% of any Purchase
Payments with an early withdrawal charge period remaining. The amount of any
sales charge imposed (which includes both any early withdrawal charge and the
distribution expense risk charge), when added to any previous sales charge,
will not exceed 9% of all Purchase Payments.
       
The Company deducts a daily mortality risk charge at an annual rate of 0.85% of
the total net asset value of each Division. See "Mortality Risk Charge." The
Company deducts a daily expense risk charge at an annual rate of 0.40% of the
total net asset value of each Division. See "Expense Risk Charge."
 
The Company also deducts a daily distribution expense risk charge from each
Division at an annual rate of 0.15% of the total net assets of each Division.
See "Distribution Expense Risk Charge." The amount of any sales charge imposed
(which includes both any early withdrawal charge and the distribution expense
risk charge), when added to any previous sales charge, will not exceed 9% of
all Purchase Payments. A withdrawal transaction charge of $10 will be imposed
on all withdrawals in excess of 3 per calendar year. See "Withdrawal Charges."
 
Contract Value may be transferred from the Fixed Account to the Divisions of
the Separate Account. Contract Value may also be transferred from the Divisions
of the Separate Account to the Fixed Account and between the Divisions. The
Contract provides that each transfer between Allocation Options in excess of 6
in a calendar year is subject to a charge of $10. However, the Company has
waived this charge until further notice. See "Transfer Charges."
 
A contract maintenance charge of $30 will be deducted from the Contract Value
on the last Valuation Day of each year that occurs on or prior to the Annuity
Date. The contract maintenance charge will also be deducted, without proration,
if a full withdrawal is made or Annuity payments are commenced other than on
the last Valuation Day of the year. See "Contract Maintenance Charge."
 
Premium and other similar policyholder taxes payable to a state or other
governmental entity can be deducted from the Contract Value when they are
incurred; however, the Company may advance them when incurred and subsequently
deduct them. See "Premium and Other Taxes."
 
The Fund also is subject to charges against its assets. For a complete
description of the Fund charges, reference should be made to the accompanying
prospectus of PaineWebber Series Trust.
 
10 DAY RIGHT TO EXAMINE--Within 10 days of receipt of the Contract by a
Contract Owner, it may be returned to the Company for cancellation. Unless
state law requires otherwise, the Company will refund the Contract Value
computed at the end of the Valuation Period in which the Contract is received.
The Contract Owner bears the investment risk during the 10 day period.
 
ANNUITY PAYMENTS--Annuity payments will start on the Annuity Date. The Contract
Owner selects the Annuity Date and an Annuity payment option, which selections
may be changed prior to the Annuity Date. See "Change of Annuity Date or
Annuity Option." The amount of Variable Annuity payments will vary with the
investment experience of the Divisions in which the Contract Value is invested.
The amount of Fixed Annuity payments will be determined on the Annuity Date and
will not vary.
 
If the amount to be applied at the Annuity Date is less than $5,000, the
Company reserves the right to pay that amount in a lump sum, where permitted by
state regulation. If any Annuity payment would be less than $100, the Company
reserves the right to change the frequency of payments to such intervals as
will result in payments of at least $100. See "Minimum Annuity Payments."
 
 
                                      AR 7
<PAGE>
 
DEATH BENEFIT--Unless state law requires otherwise, if the Annuitant dies prior
to the Annuity Date, the Company will pay to the beneficiary the greatest of
(a) the sum of all Purchase Payments adjusted for previous withdrawals, charges
and deductions, (b) the current Contract Value, or (c) the Contract Value
(adjusted for previous Purchase Payments, withdrawals, charges and deductions)
on the first Valuation Day of each 5 year period. The first 5 year period
starts at the end of the sixth year. For Contracts issued on or after May 1,
1989, the first 5 year period starts with the end of the fifth year. See "Death
Benefit Before the Annuity Date."
 
WITHDRAWALS--Prior to the Annuity Date or death of the Annuitant, the Contract
Owner may withdraw all or part of the Net Contract Value. The minimum amount
which may be withdrawn on a partial withdrawal is $500. No withdrawals will be
permitted after Annuity payments commence. If the Contract is to continue in
force, a minimum Contract Value must be maintained. Withdrawals from TSAs are
subject to special restrictions imposed by the Code. See "Withdrawals."
Withdrawal charges and a contract maintenance charge may be imposed. See
"Withdrawal Charges" and "Contract Maintenance Charge." In addition, the
earnings withdrawn will be taxable as ordinary income and may be subject to a
tax penalty. See "Federal Income Tax Status."
 
TRANSFERS AMONG ALLOCATION OPTIONS--Contract Owners may, subject to certain
conditions, transfer all or part of the Contract Value from one Allocation
Option to one or more of the remaining Allocation Option(s). The Contract Owner
may also transfer Annuity Unit Value to one or more Division(s) of the Separate
Account. A transfer charge may be imposed. See "Transfer Charges" and
"Transfers."
 
                                      AR 8
<PAGE>
 
 
 
 
                      [THIS PAGE INTENTIONALLY LEFT BLANK]
 
                                      AR 9
<PAGE>
 
EXPENSE TABLE
<TABLE>
     <S>                                                                    <C>
     Contract Owner Transaction Expenses
       Deferred Sales Load (as a percentage of Purchase Payments)..........   5%
       Transfer Fee(/1/)................................................... $10
       Charge for Excess Withdrawals(/1/).................................. $10
       Annual Contract Maintenance Charge.................................. $30
</TABLE>
 
<TABLE>
<CAPTION>
                                                               MONEY
                                                               MARKET   GROWTH
                                                              DIVISION DIVISION
                                                              -------- --------
<S>                                                           <C>      <C>
Separate Account Annual Expenses
 (as a percentage of average account value)
  Mortality and Expense Risk Fees............................   1.25%    1.25%
  Distribution Expense Risk Fees.............................   0.15%    0.15%
    Total Separate Account Annual Expenses...................   1.40%    1.40%
Portfolio Company Annual Expenses
 (as a percentage of portfolio company average net assets)
  Management Fees............................................   0.50%    0.75%
  Other Expenses of the Fund.................................   0.29%    0.27%
    Total Portfolio Company Annual Expenses..................   0.79%    1.02%
</TABLE>
- --------
 (/1/) The Contract provides that each transfer in excess of 6 in a calendar 
       year is subject to a charge of $10. The Company has waived this fee until
       further notice. A withdrawal transaction charge of $10 will be imposed on
       each withdrawal in excess of 3 per calendar year.
 
 (/2/) THE BALANCED DIVISION WAS FORMERLY NAMED THE ASSET ALLOCATION DIVISION.
 
                                     AR 10
<PAGE>
 
 
<TABLE>
<CAPTION>
 GROWTH                                                   STRATEGIC
  AND            GLOBAL               GLOBAL                FIXED
 INCOME          GROWTH               INCOME               INCOME                 BALANCED
DIVISION        DIVISION             DIVISION             DIVISION              DIVISION(/2/)
- --------        --------             --------             ---------             -------------
<S>             <C>                  <C>                  <C>                   <C>
  1.25%           1.25%                1.25%                1.25%                   1.25%
  0.15%           0.15%                0.15%                0.15%                   0.15%
  1.40%           1.40%                1.40%                1.40%                   1.40%
  0.70%           0.75%                0.75%                0.50%                   0.75%
  0.67%           1.21%                0.44%                0.49%                   0.34%
  1.37%           1.96%                1.19%                0.99%                   1.09%
</TABLE>
 
                                     AR 11
<PAGE>
 
EXAMPLE
<TABLE>
<CAPTION>
                                                            MONEY
                                                            MARKET   GROWTH
                                                           DIVISION DIVISION
                                                           -------- --------
<S>                                               <C>      <C>      <C>
If you surrender or annuitize(/1/) your Contract    1 Year   $ 73     $ 75
at the end of the applicable time period:
                                                   3 Years    121      128
  You would pay the following
  expenses on a $1,000 invest-                     5 Years    172      184
  ment, assuming 5% annual
  return on assets:                               10 Years    262      285
If you do not surrender your                        1 Year   $ 23     $ 25
Contract:
                                                   3 Years     71       78
  You would pay the following
  expenses on a $1,000 invest-                     5 Years    122      134
  ment, assuming 5% annual
  return on assets:                               10 Years    262      285
</TABLE>
- --------
(/1/) The early withdrawal charge will not be assessed at the time of
  annuitization if the annuity payment option chosen contains life
  contingencies.
 
(/2/) THE BALANCED DIVISION WAS FORMERLY NAMED THE ASSET ALLOCATION DIVISION.
 
The purpose of the above table is to assist the Contract Owner in understanding
the various costs and expenses that a Contract Owner will bear directly or
indirectly. Premium taxes, which currently range from 0 to 3.5%, can be
deducted when incurred; however, the Company may advance them when incurred and
deduct them subsequently. Note that the expense amounts shown above in the
hypothetical example are aggregate amounts for the total number of years
indicated. For additional information about expenses of the Contract, see
"Contract Charges and Deductions." THE EXAMPLE SHOULD NOT BE CONSIDERED A
REPRESENTATION OF PAST OR FUTURE EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR
LESS THAN THOSE SHOWN.
 
                                     AR 12
<PAGE>
 
 
<TABLE>
<CAPTION>
 GROWTH                                                   STRATEGIC
  AND            GLOBAL               GLOBAL                FIXED
 INCOME          GROWTH               INCOME               INCOME                 BALANCED
DIVISION        DIVISION             DIVISION             DIVISION              DIVISION(/2/)
- --------        --------             --------             ---------             -------------
<S>             <C>                  <C>                  <C>                   <C>
  $ 79            $ 85                 $ 77                 $ 75                    $ 76
   139             156                  133                  127                     130
   201             229                  192                  182                     187
   319             373                  301                  282                     291
  $ 29            $ 35                 $ 27                 $ 25                    $ 26
    89             106                   83                   77                      80
   151             179                  142                  132                     137
   319             373                  301                  282                     291
</TABLE>
 
                                     AR 13
<PAGE>
 
NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY
REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS IN CONNECTION
WITH THE OFFER DESCRIBED HEREIN AND, IF GIVEN OR MADE, SUCH INFORMATION OR
REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED. THIS
PROSPECTUS DOES NOT CONSTITUTE AN OFFER IN ANY JURISDICTION TO ANY PERSON TO
WHOM SUCH OFFER WOULD BE UNLAWFUL THEREIN.
 
                             FINANCIAL INFORMATION
 
Financial statements of the Separate Account and the Company are contained in
the Statement of Additional Information. A copy of the Statement of Additional
Information containing such financial statements may be obtained without charge
by sending a written request to American Republic Insurance Company.
 
                        CONDENSED FINANCIAL INFORMATION
 
The information presented below reflects the Accumulation Unit information for
Divisions of the Separate Account through December 31, 1995.
<TABLE>
<CAPTION>
                                       ACCUMULATION  ACCUMULATION   NUMBER OF
                                       UNIT VALUE AT UNIT VALUE AT UNITS AT END
            YEAR ENDED 12/31           START OF YEAR  END OF YEAR    OF YEAR
            ----------------           ------------- ------------- ------------
   <S>                                 <C>           <C>           <C>
   Money Market Division
     1987(/1/)........................    $10.00        $10.26        289,664
     1988.............................     10.26         10.72        305,633
     1989.............................     10.72         11.41        383,209
     1990.............................     11.41         11.97        698,741
     1991.............................     11.97         12.41      1,564,297
     1992.............................     12.41         12.62      1,475,491
     1993.............................     12.62         12.75      1,065,718
     1994.............................     12.75         13.01      1,245,374
     1995.............................     13.01         13.52      1,110,864
   Growth Division
     1987(/1/)........................     10.00          8.77        446,536
     1988.............................      8.77         10.24         76,490
     1989.............................     10.24         14.91        293,326
     1990.............................     14.91         13.50        896,958
     1991.............................     13.50         18.91      1,939,249
     1992.............................     18.91         19.73      2,309,358
     1993.............................     19.73         23.27      2,159,107
     1994.............................     23.27         20.26      1,329,132
     1995.............................     20.26         26.48        950,154
   Growth and Income Division
     1991(/4/)........................     10.00         10.00           -0-
     1992.............................     10.00         10.19      1,915,842
     1993.............................     10.19          9.83      1,549,538
     1994.............................      9.83          9.10      1,006,275
     1995.............................      9.10         11.71        638,291
</TABLE>
 
                                     AR 14
<PAGE>
 
<TABLE>
<CAPTION>
                                      ACCUMULATION  ACCUMULATION   NUMBER OF
                                      UNIT VALUE AT UNIT VALUE AT UNITS AT END
            YEAR ENDED 12/31          START OF YEAR  END OF YEAR    OF YEAR
            ----------------          ------------- ------------- ------------
   <S>                                <C>           <C>           <C>
   Global Growth Division
     1987(/1/).......................     10.00          8.38        377,430
     1988............................      8.38         10.38        305,653
     1989............................     10.38         12.27        322,188
     1990............................     12.27         13.01      1,254,615
     1991............................     13.01         13.47      1,790,533
     1992............................     13.47         12.28      1,696,326
     1993............................     12.28         16.97      1,992,729
     1994............................     16.97         14.72      1,418,217
     1995............................     14.72         14.02        866,648
   Global Income Division
     1988(/2/).......................    $10.00        $10.57        584,093
     1989............................     10.57         11.15        616,432
     1990............................     11.15         12.64      2,422,053
     1991............................     12.64         13.74      3,794,145
     1992............................     13.74         13.73      4,651,528
     1993............................     13.73         15.79      4,098,656
     1994............................     15.79         14.73      2,349,106
     1995............................     14.73         16.50      1,395,936
   Strategic Fixed Income Division
     1989(/3/).......................     10.00         10.19        128,117
     1990............................     10.19         10.82        484,491
     1991............................     10.82         12.28      1,302,106
     1992............................     12.28         12.93      1,942,975
     1993............................     12.93         14.23      1,613,769
     1994............................     14.23         13.29      1,043,726
     1995............................     13.29         15.53        581,739
   Balanced Division (formerly named
    Asset Allocation Division)
     1988(/2/).......................     10.00         10.45      2,158,650
     1989............................     10.45         11.50      2,515,198
     1990............................     11.50         11.62      2,318,311
     1991............................     11.62         13.61      2,506,039
     1992............................     13.61         14.11      2,771,140
     1993............................     14.11         16.08      2,237,009
     1994............................     16.08         14.36      1,332,247
     1995............................     14.36         17.46        933,061
</TABLE>
- --------
(/1/) Registration became effective March 4, 1987.
(/2/) Divisions became effective May 1, 1988.
(/3/) Division became effective May 1, 1989.
(/4/) Division became effective December 30, 1991.
 
                          SEPARATE ACCOUNT PERFORMANCE
 
From time to time the Separate Account may advertise the individual Division
"yields," "effective yields" or "average total returns." "Yield" and "effective
yield" will be used for the Money Market Division and "average total return"
and "yield" will be used for all other Divisions. Both yield and
 
                                     AR 15
<PAGE>
 
return performance figures are based on historical earnings and are not
intended to indicate future performance. The "yield" of the Division refers to
the income generated by an investment in the Division over a stated period
expressed as a percentage of the investment. This percentage is then
"annualized" by assuming the same percentage will be generated for each stated
period during a year. The "effective yield" is calculated similarly but, when
annualized, the income earned by the investment in the Division is assumed to
be reinvested in each successive period during a year. The "average total
return" is computed by calculating the average annual compounded rate of return
over the stated period that would equate the initial amounts invested to the
ending redeemable Contract Value of the stated period.
 
Recurring charges or deductions from Contract Owner accounts are reflected in
the calculations of the performance figures. Non-recurring charges are not
reflected in the calculations of performance figures; if such charges were
incurred by the Contract Owner, the effect would be to lower the "yield,"
"effective yield," or "average total return." However, the "average total
return" requires the ending redeemable Contract Value be reduced by any early
withdrawal charges which would be applied if the Contract were redeemed at that
time.
 
In addition, an "average total return not including early withdrawal charges"
may be advertised. This performance figure will only be used in conjunction
with the "average total return" figure and is identical in its calculation
except any early withdrawal charges which would be applied if the Contract were
redeemed are not included.
 
The "effective yield" will be slightly higher than the "yield" because of the
compounding effect of the assumed reinvestment of income.
 
                             THE INSURANCE COMPANY
 
The Company is a mutual life insurance company organized under the laws of the
State of Iowa in 1929. The executive offices of the Company are at 601 Sixth
Avenue, Des Moines, Iowa 50334. The Company is admitted to conduct life
insurance business in the District of Columbia and all states except New York.
It intends to market the Contract in all jurisdictions in which it is admitted
to conduct life insurance business.
 
                              THE SEPARATE ACCOUNT
 
The Separate Account was established by the Company on October 28, 1986,
pursuant to the provisions of the Iowa law, as a segregated investment account
of the Company. The Separate Account has 7 Divisions: the Money Market
Division, the Growth Division, the Growth and Income Division, the Global
Growth Division, the Global Income Division, the Strategic Fixed Income
Division, and the Balanced Division (formerly named the Asset Allocation
Division) each of which is invested in shares of a designated Portfolio of the
Fund. The Separate Account and each Division therein is administered as part of
the general business of the Company; but the income, gains and losses, whether
or not realized, from assets allocated to each Division are credited to or
charged against that Division in accordance with the terms of the Contract,
without regard to other income, gains or losses of any other Division or
arising out of any other business the Company may conduct. The assets within
each Division are not chargeable with liabilities arising out of the business
conducted by any other Division, nor will the Separate Account as a whole be
chargeable with liabilities arising out of any other business the Company may
conduct.
 
All obligations arising under a Contract, however, including the guarantee to
make Annuity payments, are general obligations of the Company; and all of the
Company's assets are available to
 
                                     AR 16
<PAGE>
 
meet its expenses and obligations under the Contract. While the Company is
obligated to make the Variable Annuity payments under a Contract, the amount of
such payments is not guaranteed. The Contract Value allocated to the Divisions
and the amount of Variable Annuity payments will vary with the investment
experience of the Division(s) to which the Contract Value is allocated. Such
amounts will be subject to certain charges and deductions. See "Contract
Charges and Deductions."
 
The Company has caused the Separate Account to be registered with the
Securities and Exchange Commission as a unit investment trust under the 1940
Act. Such registration does not involve supervision of the management of the
Separate Account or the Company by the Securities and Exchange Commission.
 
                               THE FIXED ACCOUNT
 
The Fixed Account (not offered in Oregon) is an Allocation Option for Purchase
Payments and Contract Value which is invested in the General Account of
American Republic Insurance Company. Contract Value allocated to the Fixed
Account does not vary with the investment experience of the Separate Account.
 
BECAUSE OF EXEMPTIVE AND EXCLUSIONARY PROVISIONS, INTERESTS IN AMERICAN
REPUBLIC'S GENERAL ACCOUNT ARE NOT REGISTERED UNDER THE SECURITIES ACT OF 1933
AND THE GENERAL ACCOUNT HAS NOT BEEN REGISTERED AS AN INVESTMENT COMPANY UNDER
THE INVESTMENT COMPANY ACT OF 1940. ACCORDINGLY, NEITHER THE GENERAL ACCOUNT
NOR ANY INTERESTS THEREIN ARE SUBJECT TO THE PROVISIONS OF THESE ACTS, AND
AMERICAN REPUBLIC HAS BEEN ADVISED THAT THE STAFF OF THE SECURITIES AND
EXCHANGE COMMISSION DOES NOT REVIEW THE DISCLOSURE IN THIS PROSPECTUS RELATING
TO THE FIXED ACCOUNT. DISCLOSURE REGARDING THE FIXED ACCOUNT MAY, HOWEVER, BE
SUBJECT TO CERTAIN GENERALLY APPLICABLE PROVISIONS OF THE FEDERAL SECURITIES
LAWS RELATING TO THE ACCURACY AND COMPLETENESS OF STATEMENTS MADE IN
PROSPECTUSES.
 
                        CONTRACT CHARGES AND DEDUCTIONS
 
WITHDRAWAL CHARGES--No initial sales charge is deducted from Purchase Payments.
An early withdrawal charge, however, may be imposed in the event of withdrawal
(redemption) of any portion of the Contract Value or upon annuitization, unless
prohibited by state law. The early withdrawal charge is intended to recover the
Company's expenses relating to the sale of the Contract, including commissions,
preparation of sales literature and other sales activities. In addition to the
early withdrawal charge, the Company deducts a distribution expense risk charge
daily from each Division, at an annual rate of 0.15% of the total net assets of
each Division. See "Distribution Expense Risk Charge." The amount of any sales
charge imposed (which includes both any early withdrawal charge and the
distribution expense risk charge), when added to any previous sales charge,
will not exceed 9% of all Purchase Payments.
 
For partial withdrawals, the early withdrawal charge is 5% of any amount
withdrawn which represents Purchase Payments which have an early withdrawal
charge period remaining. Purchase Payments have an early withdrawal charge
period of 5 years. The charge will be assessed against the amount requested and
will be deducted from the remaining Contract Value after the Contract Owner is
paid the amount requested. Thus, for example, assuming that a Contract Owner
requests a withdrawal of $500 which is subject to the early withdrawal charge,
a total of $525 would be deducted from the Contract Value. For complete
withdrawals, the early withdrawal charge is 5% of any Purchase Payments which
have an early withdrawal charge period remaining.
 
                                     AR 17
<PAGE>
 
No early withdrawal charge will be made on any withdrawal representing (A) the
greater of: 1) excess of the Contract Value over the sum of Purchase Payments
made under the Contract not already withdrawn (i.e. gain on the Contract), or
2) after the first year, total withdrawals in a calendar year not in excess of
10% of the Contract Value as of the last Valuation Day of the prior calendar
year; or (B) Purchase Payments with no early withdrawal charge period
remaining.
 
In determining if an early withdrawal charge is appropriate, the Company
assumes that all withdrawals are taken first from gain, then from Purchase
Payments with no early withdrawal charge period remaining, and then from any
Purchase Payments with the longest early withdrawal charge period remaining.
This method produces the lowest amount of early withdrawal charge.
 
However, withdrawals made during the first 12 months are made first from the
Purchase Payments with the longest early withdrawal charge period remaining.
These withdrawals are subject to an early withdrawal charge.
 
Any early withdrawal charge will be deducted from affected Divisions in the
ratio of the Contract Value withdrawn from each to the total Contract Value
withdrawn. If the amount in any Division is not enough to cover its share of
the charge, the excess will be deducted from the remaining Divisions in the
ratio of the Contract Owner's value in each to the combined value in all
Divisions.
 
The amount of any sales charge imposed (which includes both any early
withdrawal charge and the distribution expense risk charge), when added to any
previous sales charge, will not exceed 9% of all Purchase Payments.
 
Unless prohibited by state law, an annuitization of the Contract will be
subject to an early withdrawal charge (i.e. on Purchase Payments annuitized
with an early withdrawal charge period remaining) unless the Annuity is paid
under an Annuity option containing life contingencies.
 
A withdrawal transaction charge of $10 will be imposed on each withdrawal in
excess of 3 per calendar year. This transaction charge may be waived by the
Company on any withdrawal effected through an approved systematic withdrawal
service. See "Withdrawals."
 
The Company reserves the right to waive any early withdrawal charge for
Contracts issued to officers, directors, agents, or full-time employees of the
Company and their families; the investment adviser of the Fund; or the
distributor and agents of the distributor.
 
In addition, any early withdrawal charge may be waived by the Company on any
withdrawal where the amount withdrawn is used to purchase another Contract
issued by the Company.
 
TRANSFER CHARGES--Prior to the Annuity Date, the Contract Owner has the right
to transfer all or part of the Contract Value from one Allocation Option to one
or more of the remaining Allocation Option(s) subject to the rules and
procedures of each Allocation Option. After the Annuity Date, the Contract
Owner may also transfer Annuity Unit value among the Divisions of the Separate
Account. The Contract provides that each transfer in excess of 6 in a calendar
year is subject to a charge of $10. The Company has waived this fee until
further notice. The Company does not expect to generate any profits from this
charge.
 
Prior to the Annuity Date, any transfer charge will be deducted from the
Allocation Option(s) to which amounts are transferred in the ratio of the
Contract Value received by each to the total Contract Value transferred. After
the Annuity Date, any charge will be deducted from the next Annuity payment.
 
                                     AR 18
<PAGE>
 
No transfer charge will be assessed on automatic transfers effected through an
approved automatic allocation service.
 
CONTRACT MAINTENANCE CHARGE--The Company has primary responsibility for
administration of the Contract. Such administrative services include: issuing
Contracts, maintaining Contract Owner records (accounting, valuation and
reporting services) and issuing reports. During the accumulation period, the
Company will deduct a contract maintenance charge of $30 from the Contract
Value of each Contract in force on the last Valuation Day of each calendar
year. The charge will also be deducted upon full withdrawal of the Contract
Value, or commencement of Annuity payments, without proration, if such
withdrawal is made or Annuity payments commence prior to the last Valuation Day
of the year. If the Contract Owner participates in more than one Allocation
Option, a share of the $30 charge will be made against each in the ratio of the
Contract Owner's Value in each to the total Contract Value. The Company does
not anticipate realizing a gain from this charge. Even though administrative
expenses may increase, the amount of the charge will not change.
 
PREMIUM AND OTHER TAXES--The Company will deduct from the Contract Value the
amount of any premium and other similar policyholder taxes levied by any state
or governmental entity with respect to that particular Contract. Such taxes,
which currently range from 0 to 3.5%, can be deducted when incurred; however,
the Company may advance them when incurred and deduct them subsequently. If the
Contract Owner participates in more than one Allocation Option, any premium or
other taxes will be charged against each Division and the Fixed Account which
incurred the charge.
 
MORTALITY RISK CHARGE--Annuity payments will not be affected by the mortality
experience (death rate) of persons receiving Annuity payments or of the general
population. For assuming this mortality risk and the risk inherent in the death
benefit (see "Death Benefit Before the Annuity Date"), the Company deducts
during the entire life of the Contract a mortality risk charge daily from each
Division at an annual rate of 0.85% of the total net assets of each Division.
If the mortality risk charge is insufficient to cover the actual costs of the
mortality risk, the Company will bear the loss; however, if the amount proves
more than sufficient, the excess will be a gain which the Company may use at
its discretion to pay distribution and other expenses. The rate imposed for the
mortality risk charge may not be changed.
 
EXPENSE RISK CHARGE--The Company guarantees that the contract maintenance
charge will not increase, regardless of actual expenses incurred by the
Company. For assuming this expense risk, the Company deducts during the entire
life of the Contract an expense risk charge daily from each Division at an
annual rate of 0.40% of the total net assets of each Division. If the expense
risk charge is insufficient to cover the actual cost of the expense risk, the
Company will bear the loss; however, if the charge is more than sufficient, the
excess will be a gain which the Company may use at its discretion to pay
distribution and other expenses. The rate imposed for the expense risk charge
may not be changed.
 
DISTRIBUTION EXPENSE RISK CHARGE--The Company guarantees that the early
withdrawal charge stated in the Contract will not be increased. For assuming
this distribution expense risk, the Company deducts a distribution expense risk
charge daily from each Division at an annual rate of 0.15% of the total net
assets of each Division. If the distribution expense risk charge and the early
withdrawal charge are insufficient to cover the actual cost of distribution,
the Company will bear the loss; however, if the charges are more than
sufficient, the excess will be a gain which the Company may use at its
discretion. The rate of the distribution expense risk charge may not be
changed. The amount of any sales charge imposed (which includes both the early
withdrawal charge and the distribution expense risk charge), when added to any
previous sales charge, will not exceed 9% of all Purchase Payments.
 
                                     AR 19
<PAGE>
 
                                    THE FUND
 
The Fund is organized as a Massachusetts business trust and is registered as an
open-end management investment company under the 1940 Act. The Fund consists of
9 Portfolios. The 7 Portfolios offered by the Separate Account are: the Money
Market Portfolio, the Growth Portfolio, the Growth and Income Portfolio, the
Global Growth Portfolio, the Global Income Portfolio, the Strategic Fixed
Income Portfolio, and the Balanced Portfolio (formerly named the Asset
Allocation Portfolio), each having its own investment objective and policies.
 
The Global Income Portfolio is managed as a non-diversified investment company;
the other Portfolios are all managed as diversified investment companies. The
Trustees of the Fund may establish additional Portfolios at any time. Portfolio
assets are segregated and a shareholder's interest is limited to the
Portfolio(s) in which the shareholder invests.
 
Each Portfolio has, and is subject to, certain investment policies and
restrictions which may not be changed without a majority vote of shareholders
in that Portfolio.
 
The Fund will offer its shares to insurance company separate accounts only. The
Fund may be offered in connection with variable life insurance policies offered
by the Company ("mixed funding"). Mixed funding presents certain potential
conflicts of interest which will be discussed in the prospectus for the Fund in
the event such offering is made.
 
Mitchell Hutchins Asset Management Inc. ("Mitchell Hutchins") acts as the
investment adviser and administrator for each Portfolio and the Fund, and as
such provides a continuous investment program for the Portfolios and
supervision of all matters relating to the operations of the Fund. In the case
of certain Portfolios, as is discussed below, Mitchell Hutchins has engaged
other investment managers to act as subadvisers for those Portfolios. Mitchell
Hutchins is a Delaware corporation and a wholly-owned subsidiary of PaineWebber
Incorporated, which is in turn a wholly-owned subsidiary of Paine Webber Group
Inc., a publicly held financial services holding company. As compensation for
its services, Mitchell Hutchins receives a fee from the Fund accrued daily and
paid monthly, based on the average daily net assets of each Portfolio.
 
Mitchell Hutchins has engaged the following investment management firms to
serve as subadvisers for the Portfolios indicated: (1) Pacific Investment
Management Company ("PIMCO") for the Strategic Fixed Income Division and (2) GE
Investment Management Incorporated ("GEIM") for the Global Growth Portfolio.
Pursuant to subadvisory agreements entered into between Mitchell Hutchins and
those firms, each of the subadvisers is responsible for providing all of the
day-to-day investment advisory services for the respective Portfolios for which
it acts as subadviser. As compensation for such services, Mitchell Hutchins
pays each of them a subadvisory fee. Such fee is paid out of Mitchell Hutchins'
advisory fee for the relevant Portfolios, and not directly by the Portfolios.
 
A summary of the investment objective of, and the investment advisory fees
charged, each Portfolio of the Fund available for purchase is described below.
MORE DETAILED INFORMATION IS CONTAINED IN THE CURRENT PROSPECTUS OF THE FUND
WHICH ACCOMPANIES THE SEPARATE ACCOUNT PROSPECTUS.
 
The MONEY MARKET PORTFOLIO seeks maximum current income consistent with
liquidity and conservation of capital. This Portfolio invests in high grade
money market instruments and repurchase agreements secured by such instruments.
As compensation for its services, the Money Market Portfolio pays the
investment adviser a fee at the annual rate of .50% of average daily net
assets.
 
                                     AR 20
<PAGE>
 
The GROWTH PORTFOLIO seeks long-term capital appreciation. This Portfolio
invests primarily in equity securities of companies that, in the judgment of
Mitchell Hutchins, have substantial potential for capital growth. As
compensation for its services, the Growth Portfolio pays the investment adviser
a fee at the annual rate of .75% of average daily net assets.
 
The GROWTH AND INCOME PORTFOLIO seeks current income and capital growth. This
Portfolio invests primarily in dividend-paying equity securities believed by
Mitchell Hutchins to have the potential for rapid earnings growth. As
compensation for its services, the Growth and Income Portfolio pays the
investment adviser a fee at the annual rate of .70% of average daily net
assets.
 
The GLOBAL GROWTH PORTFOLIO seeks long-term capital appreciation. This
Portfolio invests primarily in common stocks of companies based in the U.S.,
Europe, Japan and the Pacific Basin. As compensation for its services, the
Global Growth Portfolio pays the investment adviser a fee at the annual rate of
 .75% of average daily net assets.
 
The GLOBAL INCOME PORTFOLIO primarily seeks high current income and secondarily
seeks capital appreciation. This Portfolio invests principally in high quality
debt securities of foreign and U.S. issuers. As compensation for its services,
the Global Income Portfolio pays the investment adviser a fee at the annual
rate of .75% of average daily net assets.
 
The STRATEGIC FIXED INCOME PORTFOLIO seeks total return consisting of capital
appreciation and income. This Portfolio invests primarily in fixed income
securities of varying maturities with a dollar-weighted average portfolio
duration between three and eight years. As compensation for its services, the
Strategic Fixed Income Portfolio pays the investment adviser a fee at the
annual rate of .50% of average daily net assets.
 
The BALANCED PORTFOLIO (FORMERLY NAMED THE ASSET ALLOCATION PORTFOLIO) seeks a
high total return with low volatility. This Portfolio invests primarily in a
combination of equity securities, investment grade debt obligations and money
market instruments, based on Mitchell Hutchins' assessment of the optimal
allocation of the Portfolio's assets. As compensation for its services, the
Balanced Portfolio pays the investment adviser a fee at the annual rate of .75%
of the average daily net assets.
 
                                  THE CONTRACT
 
PURCHASE PAYMENTS--The minimum initial Purchase Payment for a Contract not
issued pursuant to a plan qualified for special tax treatment is $5,000. The
minimum initial Purchase Payment for a Contract issued pursuant to a qualified
plan is $1,000. The minimum amount of subsequent Purchase Payments is $500 for
non-qualified Contracts and $100 for qualified Contracts. The Company reserves
the right to reduce the amount of the minimum Purchase Payment for certain
qualified plans, for certain automatic purchase plans, and for Contracts issued
to officers, directors, agents, or full-time employees of the Company, the
investment adviser of the Fund, or the distributor and agents of the
distributor. At the time a Purchase Payment is made, Contract Owners should
instruct the Company how it is to be allocated among the Allocation Options.
(The Fixed Account is not offered in Oregon.) Contract Owners may be invested
in no more than 5 Allocation Options at any one time.
 
That part of an initial Purchase Payment to be allocated to a Division will be
applied to purchase Accumulation Units at a price which is next computed no
later than 2 business days after a properly completed application is received
by the Company. In the event that an application fails to recite all of the
necessary information, the Company will promptly request that the Contract
Owner furnish further instructions and will hold the entire initial Purchase
Payment in a suspense account, without interest, for a period of 5 business
days pending receipt of such information. If the necessary information is not
received within 5 business days, the Company will return the entire initial
Purchase Payment to the prospective Contract Owner, unless the prospective
Contract Owner, after being
 
                                     AR 21
<PAGE>
 
informed of the reasons for the delay, specifically consents to the Company
retaining the initial Purchase Payment until the application is made complete.
 
Subsequent Purchase Payments may be made at any time without prior notice.
Subsequent Purchase Payments with improperly completed or no allocations will
be allocated based on the last allocation made for either a Purchase Payment or
a transfer, or as previously specified in a request to change allocations for
future purchase payments. Requests to change such allocations may be made in
writing or, if telephone privileges are in effect, by telephone under
safeguards and conditions described in "Transfers". The Contract will not be in
default if no subsequent Purchase Payments are made. The Company reserves the
right to reject any application or Purchase Payment. In addition, the Company
will not accept a Purchase Payment in excess of $1,000,000 without prior
written approval by an appropriate officer of the Company.
 
                    VARIABLE ACCOUNT ACCUMULATION PROVISIONS
 
ACCUMULATION UNITS--The number of Accumulation Units purchased for a Contract
Owner with respect to his or her initial Purchase Payment is determined by
dividing the amount credited to each Division by the Accumulation Unit value
for that Division next computed following acceptance of the application
(generally the next business day after receipt of the Purchase Payment by the
Company). The number of Accumulation Units purchased with respect to subsequent
Purchase Payments is determined by dividing the amount credited to each
Division by the applicable Accumulation Unit value for the Valuation Period
next determined following receipt of the Purchase Payment by the Company. Any
transactions involving the purchase, withdrawal or transfer of amounts received
after 3:00 p.m. central time will be effected on the following business day.
The Accumulation Unit value of each Division varies in accordance with the
investment experience of that Division.
 
VALUE OF AN ACCUMULATION UNIT--The value of an Accumulation Unit of each
Division was set at $10 when the Division was established. The value may
increase or decrease from one Valuation Period to the next. The value of an
Accumulation Unit is determined by multiplying the value of an Accumulation
Unit for the last Valuation Period by the net investment factor for that
Division for the current Valuation Period. The Contract Owner bears the
investment risk that the aggregate value of the amounts allocated to the
Divisions of the Separate Account may at any time be less than, equal to, or
more than the amounts invested in those Divisions.
 
NET INVESTMENT FACTOR--This is an index used to measure the investment
performance of a Division of the Separate Account from one Valuation Period to
the next. For any Division, the net investment factor for a Valuation Period is
found by dividing (A) by (B) and subtracting (C) where: (A) is the net asset
value per share of the Portfolio held in the Division, as of the end of the
Valuation Period, plus the per-share amount of any dividend, capital gain or
other distributions made by the Portfolio in the Valuation Period; (B) is the
net asset value per share of the Portfolio held in the Division as of the end
of the last Valuation Period; and (C) is the sum of the daily risk charges. See
"Contract Charges and Deductions." The net investment factor may be adjusted to
make provision for any income taxes required to be paid on the Separate
Account.
 
                                 DEATH BENEFIT
 
BEFORE THE ANNUITY DATE--If the Annuitant dies prior to the Annuity Date, the
Company will pay the death benefit to the beneficiary. Unless state law
requires otherwise, the death benefit will be the greatest of: (a) the sum of
all Purchase Payments, adjusted for withdrawals, charges and deductions; (b)
the Contract Value, or (c) the Contract Value on the first Valuation Day of
each 5 year period
 
                                     AR 22
<PAGE>
 
adjusted for Purchase Payments, withdrawals, charges and deductions since then.
For Contracts issued prior to May 1, 1989, the first 5 year period starts at
the end of the sixth year. The first 5 year period starts at the end of the
fifth year for Contracts issued on or after May 1, 1989. The death benefit is
determined as of the Valuation Day on which the Company receives due proof of
death and an election of the type of payment by the beneficiary. For contracts
issued in North Carolina on or after June 1, 1992, the death benefit is the
greater of (a) or (b) above, and the death benefit is not adjusted every 5
years.
 
If the Annuitant dies before the Annuity Date, the entire Contract Value must
be distributed within 5 years. An exception to this requirement exists for any
portion of the Contract Owner's interest payable to (or for the benefit of) a
designated beneficiary provided (a) such portion will be distributed as an
Annuity for the life or a period not exceeding the life expectancy of the
designated beneficiary and (b) such Annuity payments begin not later than 1
year after the Annuitant's death. If the designated beneficiary is the
Annuitant's surviving spouse, in the case of a section 401(a) or 403(b) plan or
an IRA, the Annuity payments do not have to commence until the date the
Annuitant would have become age 70 1/2. In the case of a non-qualified contract
or an IRA, the surviving spouse may elect to be treated as the Contract Owner
and Annuitant.
 
AFTER THE ANNUITY DATE--If the Annuitant dies on or after the Annuity Date, the
remaining portion of his or her interest in the Contract will be distributed at
least as rapidly as under the Annuity option being used at the date of the
Annuitant's death. A beneficiary receiving payments under a Variable Annuity
option after the death of an Annuitant may elect at any time to receive the
present value of the remaining number of guaranteed payments in a single
payment, calculated using the assumed investment rate. If no designated
beneficiary survives the Annuitant, the present value of any remaining
guaranteed payments on the date of death of the Annuitant, calculated using the
assumed investment rate, may be paid in one sum to the owner or owner's estate
unless other provisions have been made and approved by the Company. This value
is calculated as of the date of payment following receipt of due proof of death
by the Company.
 
                     EXERCISE OF RIGHTS UNDER THE CONTRACT
 
BENEFICIARY--The beneficiary is named in the application. Unless the
beneficiary has been irrevocably designated, the beneficiary may be changed if
a written request of the Contract Owner is received by the Company. The estate
or heirs of any beneficiary who dies before the Annuitant have no rights under
the Contract. If no beneficiary survives the Annuitant, payment will be made to
the owner or owner's estate.
 
ANNUITANT--The Contract Owner, if a natural person, is the Annuitant. If the
Contract Owner is not a natural person, the Annuitant is the person designated
in the application.
 
OWNERSHIP--The Contract Owner is the person entitled to exercise all rights
under the Contract. Ownership of the Contract may be transferred to a new
Contract Owner with the Company's approval. Such a transfer of ownership does
not affect a beneficiary designation. The Contract Owner should consult a
competent tax adviser prior to making any such designations or transfers.
 
COLLATERAL ASSIGNMENT--Unless the Contract is issued in connection with a
Qualified Plan, a Contract Owner may assign the Contract as security for an
obligation. No assignment of any interest under the Contract is binding upon
the Company until a written assignment is filed with the Company, and the
Company assumes no obligation with respect to the effect or validity of any
such assignment. In the event that the Contract is issued pursuant to a
qualified retirement plan, it may not be assigned, pledged or transferred
except as allowed by law. The Contract Owner should consult a competent tax
adviser prior to assigning his or her Contract.
 
                                     AR 23
<PAGE>
 
TRANSFERS--Prior to the Annuity Date, the Contract Owner may transfer part or
all of the Contract Value among the Allocation Options. After the Annuity Date,
the value of any Annuity Units may be transferred only among the Divisions.
Contract Owners may be invested in no more than 5 Allocation Options at any one
time. Transfers may be effected by writing to American Republic Insurance
Company. The Contract Owner may also avail himself or herself of telephone
transfer privileges by submitting a written request for such privileges to the
Company. American Republic will employ reasonable procedures to confirm that
instructions communicated by telephone are genuine (including tape recording of
telephone communications and requiring that proper identification--i.e., the
tax I.D. number/Social Security number of the authorized caller and Contract
number--be provided). If American Republic fails to employ reasonable
identification procedures, it may be liable for any losses due to unauthorized
or fraudulent transfer instructions. American Republic reserves the right to
modify or discontinue the telephone services at any time. Transfers affecting
the Divisions will be effected at the unit value next computed after the
transfer request is received by the Company. Transfer instructions must
identify the Division or the Fixed Account affected and the amount to be
transferred. If the request is not received in proper form, the Contract Owner
will be contacted. If the amount in any Division or the Fixed Account is not
enough to cover the requested transfer, the transfer will be executed up to the
amount available. Under certain circumstances, transfers may be subject to a
transfer charge. See "Transfer Charges."
 
WITHDRAWALS--A Contract Owner may effect a withdrawal by submitting a request
to the Company. The request must be submitted in writing and must be signed by
the Contract Owner. The signature should be exactly the same form as the name
reflected on the Contract Owner's account. The request should include the
Contract Owner's Contract number, and must identify the Division or the Fixed
Account affected and the amount to be withdrawn. If the request is not received
in proper form, the Contract Owner will be contacted. The request must be
accompanied by the Contract where a complete withdrawal is requested. Requests
for withdrawals from IRAs and TSAs must be in a form acceptable to the Company
and indicate the reason for the withdrawal. (However, see tax information later
in this section.)
 
The Contract Owner may make a partial or complete withdrawal (redemption) of
the Contract Value at any time before Annuity payments begin and the death of
the Annuitant. Upon request for a complete withdrawal, the Contract Owner will
receive his or her Net Contract Value as of the Valuation Day a written request
for such withdrawal is received by the Company. Partial withdrawals are subject
to a $500 minimum. No partial withdrawal may be effected if it would cause the
remaining Contract Value to be less than the greater of $1,000 or the
unassessed early withdrawal charge on any Purchase Payments with a remaining
early withdrawal charge period. In the event a partial withdrawal is requested
that would cause the Contract Value to fall below the minimum, such a request
will be treated as a request for a full withdrawal.
 
Unless otherwise directed by the Contract Owner, a partial withdrawal from the
Separate Account will be made from each Division in which the Contract Value is
invested in the ratio of the Contract Owner's value in each to the combined
value of all Divisions.
 
Under certain circumstances, withdrawals are subject to an early withdrawal
charge, as well as a contract maintenance charge. In addition, the withdrawal
may be subject to a withdrawal transaction charge of $10. See "Withdrawal
Charges" and "Contract Maintenance Charge."
 
A withdrawal may result in adverse federal income tax consequences. See
"Federal Income Tax Status."
 
The Internal Revenue Code ("Code"), as amended by the Tax Reform Act of 1986,
requires the Contract to impose restrictions on withdrawals of Contract Value
from annuity contracts sold to
 
                                     AR 24
<PAGE>
 
retirement plans qualified under Section 403(b) of the Code. These restrictions
are effective in tax years beginning after December 31, 1988. Section
403(b)(11) of the Code requires that for such annuity contracts to receive tax-
deferred treatment, they must provide that:
 
  Withdrawals attributable to Purchase Payments made pursuant to a salary
  reduction agreement be paid ONLY:
 
  (1) when the employee attains age 59 1/2, separates from service, dies, or
    becomes disabled (within the meaning of Section 72(m)(7); or
 
  (2)in the case of hardship. In hardship cases, only the withdrawal of
    Purchase Payments is permitted; withdrawal of any income attributable to
    these Purchase Payments is prohibited.
 
  Distributions from Contracts of Contract Value as of December 31, 1988, are
  not subject to these restrictions.
 
The above distribution restrictions are made in reliance on a "no-action"
letter issued by the Securities and Exchange Commission on November 28, 1988.
 
Payment of withdrawals from the Divisions will normally be made within 7 days
of receipt by the Company of a proper request. The Company reserves the right,
however, to defer any withdrawal payment or transfer of values if (a) the New
York Stock Exchange is closed (other than customary weekend and holiday
closings); (b) an emergency exists making disposal of the Divisions' securities
or the valuation of net assets of the Divisions not reasonably practicable; (c)
the Securities and Exchange Commission has by order permitted suspension of
redemptions for the protection of security holders; or (d) at any other time
when payment may be suspended under applicable law. The Commission by rules and
regulations determines the conditions under which trading of securities shall
be deemed to be restricted and the conditions under which an emergency shall be
deemed to exist. Payment of withdrawals from the Fixed Account will be made
promptly; but the Company reserves the right to delay payment up to 6 months.
 
SUBSTITUTION AND CHANGE--Although there is no present intent to do so, the
Company reserves the right to offer Contract Owners, at some future date and in
accordance with the requirements of the 1940 Act, the option to direct that
their Purchase Payments be allocated to an investment company other than the
Fund.
 
If shares of the Fund or Portfolio are not available for purchase by the
Separate Account, or if in the judgment of the Company, further investment in
such shares is no longer appropriate in view of the purposes of the Separate
Account, then (i) shares of another registered open-end management investment
company ("mutual fund") or another Portfolio may be substituted for Fund or
Portfolio shares held in the Separate Account and/or (ii) payments received
after a date specified by the Company may be applied to the purchase of shares
of another mutual fund or another Portfolio in lieu of Fund or Portfolio
shares. Approval of the Securities and Exchange Commission must be obtained if
shares of another mutual fund or if shares of another Portfolio of the Fund are
to be substituted for Portfolio shares held in the Separate Account. It is
intended that any substitution would be of shares of Portfolios with investment
objectives similar to those of the Portfolios of the Fund.
 
                     VARIABLE AND FIXED ANNUITY PROVISIONS
 
MINIMUM ANNUITY PAYMENTS--Annuity payments generally will be made monthly, but
if any payment would be less than $100 the Company may change the frequency so
payments are at least $100 each. If the amount to be applied at the Annuity
Date is less than $5,000, the Company may elect to pay such amount in a lump
sum where permitted by state regulation.
 
                                     AR 25
<PAGE>
 
ANNUITY DATE--The Contract Owner selects the Annuity Date in the application.
It must be on the first day of a month, and it may not be later than the first
day of the next month after the Annuitant's 85th birthday. If no Annuity Date
is elected, the Annuity Date will be the first day of the month after the
Annuitant attains age 85. Contracts issued pursuant to qualified retirement
plans, however, may require an earlier Annuity Date.
 
PROOF OF AGE, SEX AND SURVIVAL--The Company may require proof of age, sex or
survival of any person upon whose life continuation of Annuity payments depend.
 
MISSTATEMENT OF AGE OR SEX--If the age or sex of the Annuitant has been
misstated, any Annuity amount payable shall be that which the amount applied
would have purchased at the correct age and sex. Overpayments made by the
Company because of such misstatement, with interest at 6% per annum, will be
charged against benefits payable subsequent to adjustment. The dollar amount of
any underpayment made by the Company as a result of a misstatement will be paid
in full with the next payment due under the Contract, with interest at 6% per
annum.
 
CHANGE OF ANNUITY DATE OR ANNUITY OPTION--The Contract Owner may change the
Annuity Date and/or the Annuity option by written notice received by the
Company at least 30 days prior to the Annuity Date previously selected. Such
notice must be received by the Company at least 30 days prior to the Annuity
Date being requested.
 
                            GENERAL ANNUITY OPTIONS
 
Subject to the provisions of the Code and of the retirement plan under which a
Contract is purchased, the Contract Owner may elect any one of the Annuity
options listed below. Other Annuity options may be selected by mutual agreement
between the Contract Owner and the Company. If no Annuity option election has
been made by the Annuity Date, Annuity payments will automatically be made
under Option 3, an Annuity payable for the life of the Annuitant with 10 years'
payments certain; account values in the Separate Account will be applied to a
Variable Annuity. Changes in the optional form of Annuity payment may be made
at any time up to 30 days prior to the date on which Annuity payments are to
begin. All options are available as fixed or variable annuities. The Annuity
payments described below are determined on the basis of (i) the mortality table
specified in the Contract, (ii) the age and, where permitted, the sex of the
Annuitant, (iii) the type of Annuity payment option(s) selected, and (iv) the
assumed investment rate.
 
OPTION 1--PAYMENTS FOR A GUARANTEED FIXED PERIOD: An Annuity payable monthly
for a specified period of time. The period must be at least 5 years (10 years
in Oregon). If this option is taken as a Variable Annuity, the Contract Owner
may at any time choose to receive the present value of the remaining payments
in a lump sum commuted at the assumed investment rate. Because this option is
not based on a life contingency, the Contract Owner will receive no benefit
from the deduction of the mortality risk charge.
 
OPTION 2--LIFE ANNUITY: Payments will be made for the life of the Annuitant.
Payments will cease with the last payment due prior to the Annuitant's death.
 
OPTION 3--LIFE ANNUITY WITH PAYMENTS GUARANTEED FOR 10 OR 20 YEARS: An Annuity
payable monthly during the lifetime of the Annuitant (no matter how long he or
she might live) with a guaranteed minimum number of monthly payments. If the
Annuitant dies before receiving the guaranteed number of payments, the
remaining payments for the guaranteed period chosen (10 or 20 years) will
continue to the designated beneficiary.
 
OPTION 4--JOINT AND SURVIVOR ANNUITY: An Annuity will be paid during the
lifetimes of the Annuitant and the Annuitant's spouse. The amount of such
payments will not change by reason of the first death. Payments will end with
the last payment due prior to the second death.
 
                                     AR 26
<PAGE>
 
                     ADDITIONAL VARIABLE ANNUITY PROVISIONS
 
FIRST VARIABLE ANNUITY PAYMENT--The dollar amount of the first monthly Annuity
payment will be determined by applying the amount to be annuitized to the
Annuity table applicable to the Annuity option chosen. If more than 1 Division
has been selected, the value of the interest in each Division is applied
separately to the Annuity table to determine the amount of the first Annuity
payment attributable to that Division. The Contract Owner may transfer amounts
from the Fixed Account to the Divisions for annuitization. Such amounts will be
invested as directed by the Contract Owner, up to a maximum of 5 Divisions. The
Annuity tables are in the Contract and are based on the 1983 Table "a" for
Individual Annuity Valuation with interest at 4% for the life of the Contract.
 
ASSUMED INVESTMENT RATE--A 4% assumed investment rate is built into the Annuity
tables in the Contract. A higher assumption would mean a higher first Annuity
payment but more slowly rising and more rapidly falling subsequent payments. A
lower assumption would have the opposite effect. If the actual net investment
rate is 4% annually, Annuity payments will be level.
 
NUMBER OF ANNUITY UNITS--The number of Annuity Units for each applicable
Division is the amount of the first monthly Variable Annuity payment
attributable to that Division divided by the value of an Annuity Unit for that
Division as of the Annuity Date. The number used in computing Annuity payments
will remain constant during the Annuity period unless a transfer is made.
 
VALUE OF EACH ANNUITY UNIT--The value of an Annuity Unit of each Division was
set at $10 when the Division was established. The value may increase or
decrease from one Valuation Period to the next. For any Valuation Period, the
value of an Annuity Unit of a particular Division is the value of that Annuity
Unit during the last Valuation Period, multiplied by the net investment factor
for that Division for the current Valuation Period. The result is then
multiplied by a factor that offsets the effect of the assumed investment rate.
 
SUBSEQUENT VARIABLE ANNUITY PAYMENTS--Subsequent monthly Annuity payments will
vary in amount according to the investment performance of the applicable
Division(s). The part of each subsequent Variable Annuity payment attributable
to a Division is the number of Annuity Units for that Division as determined in
the first Annuity payment (adjusted for transfers, if any) multiplied by the
value of an Annuity Unit for that Division for the Valuation Period immediately
preceding the Valuation Period in which payment is made. The amount of each
subsequent Annuity payment will not be affected by variations in expenses or
mortality experience.
 
                            MISCELLANEOUS PROVISIONS
 
NOTICES, CHANGES AND ELECTIONS--All notices, changes and elections under the
Contract must be in writing, signed by the proper party and received by the
Company to be effective, except account transfers may be made by telephone if
authorized in advance. All such notices and elections should include the
Allocation Options involved, the Contract Owner's Contract number, and any
other information necessary to process the request. If acceptable to the
Company, notices or elections relating to beneficiaries and ownership will take
effect as of the date signed unless the Company has already acted in reliance
on the prior status. The Company is not responsible for the validity of such
notices and elections.
 
AMENDMENT OF CONTRACT--A condition or provision of the Contract may be waived
or modified only in writing signed by the President, Vice President or
Secretary of the Company.
 
The Contract may be amended at any time as required to make it conform with any
law or regulation issued by any government agency to which the Contract is
subject.
 
 
                                     AR 27
<PAGE>
 
10 DAY RIGHT TO EXAMINE--Within 10 days of the receipt of a Contract it may be
returned to the Company for cancellation. Unless state law requires otherwise,
the Company will refund the Contract Value computed at the end of the Valuation
Period in which the Contract is received. The Contract Owner bears the
investment risk during the 10 day period.
 
RETIREMENT PLAN CONDITIONS--A Contract acquired in connection with a retirement
plan will be subject to the conditions of the retirement plan. Such plans may
impose restrictions or special taxation consequences in the event of
withdrawal, death, disability, separation from employment, premature
distributions or excess contributions. The Contract Owner should understand the
features of any retirement plan in which he or she participates and, if
necessary, seek an explanation thereof from a qualified tax adviser.
 
REPORTS TO CONTRACT OWNERS--At least once a year, a report which will set forth
information regarding the Contract Value will be sent to the Contract Owner.
The Contract Owner will also be furnished notices, proxies and solicitation
materials which relate to the Fund.
 
                           FEDERAL INCOME TAX STATUS
 
The operations of the Separate Account form part of the operations of the
Company but the Code provides that no federal income tax will be payable by the
Company on the investment income and capital gains of the Separate Account. If
the Contract is used with a retirement plan qualified for favorable tax
treatment ("Qualified Plan"), the Contract Owner may be permitted to deduct the
Purchase Payments made. Until distribution is made, no federal income tax is
payable by the Contract Owner on the investment earnings of a Contract
purchased for a Qualified Plan or by a natural person. Distributions from a
Qualified Plan to a participant who is age 50 before January 1, 1986, may be
eligible for capital gains treatment on a portion of the distribution and 5
year or 10 year forward averaging. The Annuitant will be allowed to recover
tax-free any portion of each Annuity payment representing Purchase Payments for
which no deductions were allowed. If, however, a surrender is made before age
59 1/2, with certain exceptions, it will be subject to a 10% penalty tax on the
amount withdrawn. Distributions from Qualified Plans may be eligible for a tax-
free rollover to another Qualified Plan.
 
Variable annuity contracts will be entitled to favorable tax treatment under
the Code so long as the investments of the separate accounts funding them are
"adequately diversified" under Section 817(h) of the Code. If the investments
of a separate account are determined to be not adequately diversified, contract
owners in the separate account would be treated as the owners of the underlying
assets and would be taxed currently on earnings and gains. The investments of
the Separate Account are now and it is intended that they will remain
adequately diversified under Section 817(h) of the Code.
 
The Company is required to withhold federal income tax on Annuity payments,
lump sum distributions, and partial surrenders. For certain distributions
("Eligible Rollover Distributions") made after December 31, 1992, payers are
required to withhold 20% of the amount of the distribution. An Eligible
Rollover Distribution means the taxable portion of any distribution from
certain types of Qualified Plans, other than required distributions and those
in prescribed forms of annuity payments. This withholding tax cannot be waived,
but it can be avoided by rolling the distribution over to another eligible
Qualified Plan or IRA, at the direction of the Contract Owner, in a direct
transfer. The plan administrator will notify Contract Owners who are to receive
Eligible Rollover Distributions of a more detailed explanation of their
distribution options and of how to elect a direct transfer of the distribution
to another eligible plan or IRA.
 
Recipients of other distributions are allowed to make an election not to have
federal income tax withheld. After an election is made with respect to Annuity
payments, an Annuitant may revoke the
 
                                     AR 28
<PAGE>
 
election at any time, and thereafter commence withholding. The Company will
notify the payee at least annually of his or her right to revoke the election.
 
Payees are required by law to provide the Company (as payor) with their correct
taxpayer identification number ("TIN"). If the payee is an individual, the TIN
is the same as his or her Social Security number.
 
                           HOW TO PURCHASE A CONTRACT
                                 (Distribution)
 
Contracts may be purchased by completing the application form and forwarding
it, along with the Purchase Payment, to the person from whom you received the
prospectus. This Contract may be sold only by broker-dealers who are licensed
insurance agents of the Company, either individually or through an insurance
agency. Sales commissions are paid by the Company on the sale of Contracts. The
commissions paid range from 0% to 6.2%.
 
American Republic Equities Corporation ("Equities Corporation"), located at 601
Sixth Avenue, Des Moines, Iowa 50334 serves as the principal underwriter of the
Contracts pursuant to an underwriting agreement. Equities Corporation, an
indirect wholly-owned subsidiary of the Company, is registered as a broker-
dealer under the Securities Exchange Act of 1934, as amended, and is a member
of the National Association of Securities Dealers, Inc. Equities Corporation
has entered into a Dealer Agreement with PaineWebber to accomplish the retail
distribution of Contracts.
 
                                 VOTING RIGHTS
 
Unless otherwise restricted by the retirement plan pursuant to which a Contract
is issued, each Contract Owner invested in Divisions of the Separate Account
will have the right to instruct the Company with respect to voting the shares
of the Fund which are the assets underlying his or her interest in the Separate
Account at all shareholders meetings.
 
The number of votes which may be cast by a Contract Owner is based on the
number of units owned as of the record date of the meeting. Shares for which no
instructions are received will be voted in the same proportion as the shares
for which instructions have been received. Contract Owners will periodically
receive various materials which relate to voting Fund shares such as proxy
materials and voting instruction forms. Contract Owners will also receive
periodic reports relating to the Fund Portfolio in which they have an interest.
 
                               OTHER INFORMATION
 
LEGAL PROCEEDINGS--There are no legal proceedings to which the Separate Account
is a party or to which the assets of the Separate Account are subject. The
Company is engaged in various kinds of routine litigation which, in the
Company's judgment, is not material to the Company's economic condition. None
of such litigation relates to the Separate Account.
 
CUSTODIAN OF ASSETS--The Company serves as the custodian of the assets of the
Separate Account.
 
CONTRACT OWNER INQUIRIES--Contract Owner inquiries may be made by writing to
the Company or by calling 1-800-367-6058.
 
                                     AR 29
<PAGE>
 
                               TABLE OF CONTENTS
 
                     (STATEMENT OF ADDITIONAL INFORMATION)
 
TOPIC                                                                       PAGE
 
American Republic Insurance Company........................................... 3
 
The Separate Account.......................................................... 3
 
The Fixed Account............................................................. 3
 
The Fund...................................................................... 3
 
The Contract.................................................................. 5
 
  Purchase Payments........................................................... 5
 
  Accumulation Provisions..................................................... 6
 
  Annuity Payments............................................................ 6
 
  Distribution of Contracts................................................... 7
 
Additional Federal Income Tax Information..................................... 8
 
  The Company and The Separate Account........................................ 8
 
  Non-Qualified Plans......................................................... 8
 
  Qualified Plans............................................................. 9
 
  Withholding.................................................................10
 
  Diversification Requirements................................................10
 
Other Information.............................................................10
 
  Reports to Contract Owners..................................................10
 
  Safekeeping of Assets.......................................................10
 
  Independent Auditors........................................................11
 
  Registration Statement......................................................11
 
Separate Account Performance..................................................11
 
Financial Statements..........................................................13
 
                                     AR 30
<PAGE>
 
                 SOME QUESTIONS AND ANSWERS ABOUT THE CONTRACT
 
 1. For whom is the Contract designed?
 
  The Contract is designed for anyone seeking to accumulate retirement income
  through managed investments. The Contract can be used for either private
  (non-qualified) plans or tax-qualified retirement plans. The Contract Owner
  must be the Annuitant unless the Contract is purchased by an entity which is
  not a natural person.
 
 2. How do you purchase a Contract?
 
  The Contract may be purchased through persons who are licensed to sell
  insurance products and securities on agreement with American Republic
  Insurance Company. A prospective purchaser must deliver a completed
  application, such other completed forms as required and the initial Purchase
  Payment to the licensed salesperson, who then forwards such payment and forms
  to the Company for acceptance. See "How to Purchase a Contract."
 
 3. What is the difference between a fixed annuity and a variable annuity?
 
  Under a fixed annuity, the amount of each annuity payment is fixed and
  guaranteed by the insurance company issuing the contract. With the variable
  annuity, the investment risk is borne by the investor to the extent that
  while the insurance company guarantees payments for life or a specified
  period, the amount of individual payments may vary. See "Variable and Fixed
  Annuity Provisions."
 
 4. Can an annuity contract provide both fixed and variable annuity payments?
 
  Yes. An annuity contract can be divided into two segments--the accumulation
  period where the purchaser is building retirement income and the annuity
  period where the contract owner receives payments based upon the amounts
  accumulated. Generally, if accumulation is on a fixed basis, the annuity
  payments would also be fixed. If, however, the accumulation is on a variable
  basis, a fixed annuity may still be paid by transferring the contract value
  to the general account of the insurance company when the annuity payments are
  to begin.
 
 5. What type of annuity is the Contract?
 
  The Contract provides an accumulation period with variable as well as fixed
  Allocation Options and offers a choice of either fixed or variable annuity
  payments after the Annuity Date. The fixed option during the accumulation
  period may not be available in certain states.
 
  The Contract Value invested in a variable option during the accumulation
  period varies to reflect the investment performance of the Division(s) to
  which that Contract Value is allocated. Thus, the investment risk is borne by
  the Contract Owner. The Contract Value invested in the fixed option during
  the accumulation period earns interest at a rate guaranteed by the Company.
 
  When the variable annuity payment is chosen, only the first monthly payment
  under the Contract is guaranteed in amount with subsequent payments varying
  with the investment performance of the Division(s) to which Contract Values
  are allocated.
 
  When the fixed annuity payment is chosen, the amount of each payment is
  determined on the Annuity Date and does not vary.
 
 6. What expenses are charged to the Contract?
 
  No initial sales charge is deducted from Purchase Payments. However, an early
  withdrawal charge may be deducted upon partial or complete withdrawal. For
  partial withdrawals, the early withdrawal charge is 5% of any amount
  withdrawn which represents Purchase Payments with an early withdrawal charge
  period remaining. For complete withdrawals, the early withdrawal
 
                                     AR 31
<PAGE>
 
  charge is 5% of Purchase Payments which have an early withdrawal charge
  period remaining. No early withdrawal charge is applied to any part of a
  withdrawal representing gain on the Contract or Purchase Payments with no
  early withdrawal charge period remaining. No early withdrawal charge is
  applied, after the first year, to total withdrawals in a calendar year not in
  excess of 10% of the Contract Value as of the last Valuation Day of the prior
  calendar year. The Fixed Account is also subject to a charge upon withdrawal.
  See "Withdrawal Charges."
 
  The Company deducts a distribution expense risk charge daily from each
  Division, at an annual rate of 0.15% of the total net assets of each
  Division, which is included in the 1.40% charge discussed below. The amount
  of any sales charge imposed (which includes both any early withdrawal charge
  and the distribution expense risk charge), when added to any previous sales
  charge, will not exceed 9% of all Purchase Payments. See "Distribution
  Expense Risk Charge."
 
  Charges totaling 1.40%, on a yearly basis, of each Division's total net
  assets are deducted from each Division in order to reimburse the Company for
  undertaking the mortality risk, expense risk and distribution risks in
  connection with the Contract. See "Contract Charges and Deductions."
 
  During the accumulation period, each Contract is assessed an annual contract
  maintenance charge of $30. This charge, which is guaranteed never to
  increase, is designed to reimburse the Company for the cost of administering
  the Contract. See "Contract Maintenance Charge."
 
  Transfers among the Allocation Options and withdrawals are permitted without
  limit in number. The Contract provides that each transfer in excess of 6 in a
  calendar year is subject to a charge of $10. The Company has waived this
  transfer charge until further notice. See "Transfer Charges."
 
  A withdrawal may be subject to a withdrawal transaction charge of $10 for
  each withdrawal in excess of 3 in any calendar year. See "Withdrawal
  Charges."
 
  The Fund is also subject to certain charges. Mitchell Hutchins serves as
  investment adviser to the Fund in return for a fee which is accrued daily and
  paid monthly and is based on an annual percentage of the net assets of each
  Portfolio of the Fund. See "The Fund."
 
  Any premium taxes with respect to a Contract will be paid when due.
 
 7. May the Contract Owner withdraw all or a portion of the Contract Value?
 
  All or a portion of the Contract Value may be withdrawn at any time during
  the accumulation period, with the following limits: (a) the minimum
  permissible amount of partial withdrawal is $500, and (b) no partial
  withdrawal may be made if it would result in a remaining Contract Value of
  less than the greater of $1,000 or the unassessed early withdrawal charge on
  any Purchase Payments with a remaining early withdrawal charge period.
  Withdrawals from TSAs are subject to special restrictions imposed by the
  Code. Subject to these limitations, the Contract Owner may make as many
  partial withdrawals as he or she wishes. In addition, a withdrawal may be
  subject to a withdrawal transaction charge of $10 for each withdrawal in
  excess of 3 in any calendar year. See "Withdrawals."
 
  No withdrawal is permitted following the commencement of annuity payments
  with the exception of Option 1 when taken as a variable annuity payment which
  allows for a lump sum payment of the present value of the remaining payments.
  See "Annuity Options."
 
  It should also be noted that a penalty tax may be imposed pursuant to Section
  72(q) of the Internal Revenue Code upon withdrawal of amounts accumulated
  under the Contract. For federal income tax consequences of partial or
  complete withdrawals, see "Federal Income Tax Status."
 
 8. How are the amounts of the variable annuity payments determined?
 
  The Contract Value available on the Annuity Date is used to provide annuity
  payments. The Contract Value may be reduced by withdrawal charges or premium
  taxes. An early withdrawal charge may be imposed on the Annuity Date unless
  an Annuity option involving lifetime
 
                                     AR 32
<PAGE>
 
  payments is elected. See "Withdrawal Charges" and "Annuity Options." The
  Contract Owner's values in the Divisions will be converted to Annuity Units.
  The Contract Owner may transfer amounts from the Fixed Account to the
  Divisions for annuitization. The Annuitant will receive annuity payments
  based on the Contract Value available, the annuity tables guaranteed by the
  Contract and the Annuity option selected. See "Annuity Options."
 
  There can be no assurance that the Contract Value during the accumulation
  period or the aggregate amount of annuity payments after the Annuity Date
  will equal or exceed the aggregate Purchase Payments.
 
 9. What if the Annuitant dies during the accumulation period?
 
  If the Annuitant dies prior to the Annuity Date, the Company will pay the
  designated beneficiaries a minimum death benefit equal to the greatest of (1)
  the aggregate Purchase Payments adjusted for withdrawals, charges and
  deductions, (2) the Contract Value next determined following receipt of due
  proof of death and payment election by the Company at its home office, or (3)
  the Contract Value (adjusted for previous Purchase Payments, withdrawals,
  charges and deductions) calculated as of the first Valuation Day of each 5
  year period. For Contracts issued before May 1, 1989, the first 5 year period
  starts at the end of the sixth year. For Contracts issued on or after May 1,
  1989, the first 5 year period starts at the end of the fifth year. See "Death
  Benefit."
 
10. What are the mortality risks assumed under the Contract by the Company?
 
  Under the Contract, the Company guarantees that during the accumulation
  period the death benefit will be the amounts as determined in response to
  question 9 above.
 
  The Company further guarantees that annuity payments will not be affected by
  a change in the death rate assumed in establishing its obligation to provide
  annuity payments under the Contract. This means that the Annuitant under a
  life option will continue to receive annuity payments no matter how long he
  or she lives.
 
11. What is the nature of the security described in the prospectus?
 
  Because the value of an Accumulation Unit of each Division of the Separate
  Account during the accumulation period is based upon the changing net asset
  value of the shares of the underlying Fund Portfolio, the Contract Owner
  bears the investment risks and rewards. Therefore, the Contract is considered
  a security under federal law and is required to be registered under the
  Securities Act of 1933. In addition, the Separate Account is registered with
  the Securities and Exchange Commission under the Investment Company Act of
  1940 as a unit investment trust.
 
12. Does the Annuitant have the right to examine and reject the Contract?
 
  Unless state law requires otherwise, if after receiving the Contract the
  Annuitant is not satisfied with it and returns the Contract within 10 days
  after receipt, the Company will refund to the Contract Owner his or her
  Contract Value. No withdrawal charges will be assessed.
 
13. May additional payments be made to the Contract after it is established?
 
  Yes, additional payments of at least $500 for non-qualified retirement plans
  and $100 under qualified retirement plans may be made to the Contract at any
  time prior to the Annuity Date. The Company may waive these minimum payments
  for certain plans including automatic payment plans.
 
14. Can transfers be made among the Separate Account Divisions?
 
  Transfers among Separate Account Divisions can be made at any time. See
  "Transfer Charges."
 
                                     AR 33
<PAGE>
 
15. Can transfers be made between the Separate Account Divisions and the Fixed
Account?
 
  Yes, in states where the Fixed Account is available, transfers between the
  Separate Account Divisions and the Fixed Account will be allowed at any time
  prior to the Annuity Date. See "The Fixed Account" and "Transfer Charges."
 
16. How can Contract inquiries be made?
 
  For further information concerning the Contract, write American Republic
  Insurance Company at P.O. Box 1, Des Moines, Iowa 50301 or call 1-800-367-
  6058.
 
                                     AR 34
<PAGE>
 
      ----------------------------

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

      ----------------------------
 
                               AMERICAN REPUBLIC INSURANCE COMPANY
 
                               ANNUITY ADMINISTRATION
 
                               P.O. BOX 1
 
                               DES MOINES, IOWA 50301
 
- -- -- -- -- -- -- -- -- -- -- -- -- -- -- -- -- -- -- -- -- -- -- -- -- -- --

               
            Please send me, at no charge, the Statement of
            Additional Information, dated May 1, 1996, for the
            Individual Deferred Variable Annuity Contract issued
            by the American Republic Variable Annuity Account.
                

            (PLEASE PRINT OR TYPE AND FILL IN ALL INFORMATION.)


            -------------------------------------------------------
            Name

            -------------------------------------------------------
            Address

            -------------------------------------------------------
            City/State/Zip
               
            115 1435 0596     
<PAGE>
 
 
 
 
 
          [LOGO OF AMERICAN REPUBLIC INSURANCE COMPANY APPEARS HERE]

                      AMERICAN REPUBLIC INSURANCE COMPANY

                 National Headquarters: Des Moines, Iowa 50334
                      
                   (C)1996 American Republic Insurance Company     
                      
                   114 0408 0596     
<PAGE>
 
 
                      STATEMENT OF ADDITIONAL INFORMATION
 
                                  MAY 1, 1996
 
                  AMERICAN REPUBLIC VARIABLE ANNUITY ACCOUNT
 
                               ----------------
 
                              ADVANTAGE ANNUITY/SM/
 
               AN INDIVIDUAL DEFERRED VARIABLE ANNUITY CONTRACT
 
                               ----------------
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                               601 SIXTH AVENUE
                            DES MOINES, IOWA 50334
 
This Statement of Additional Information is not a prospectus. It should be
read only in conjunction with the American Republic Variable Annuity Account
prospectus dated May 1, 1996, a copy of which may be obtained without charge
by writing to American Republic Insurance Company.
 
 
<PAGE>
 
                               TABLE OF CONTENTS
 
<TABLE>
<CAPTION>
         TOPIC                                                              PAGE
         -----                                                              ----
<S>                                                                         <C>
AMERICAN REPUBLIC INSURANCE COMPANY........................................   3
THE SEPARATE ACCOUNT.......................................................   3
THE FIXED ACCOUNT..........................................................   3
THE FUND...................................................................   3
THE CONTRACT...............................................................   5
  Purchase Payments........................................................   5
  Accumulation Provisions..................................................   6
  Annuity Payments.........................................................   6
  Distribution of Contracts................................................   7
ADDITIONAL FEDERAL INCOME TAX INFORMATION..................................   8
  The Company and the Separate Account.....................................   8
  Non-Qualified Plans......................................................   8
  Qualified Plans..........................................................   9
  Withholding..............................................................  10
  Diversification Requirements.............................................  10
OTHER INFORMATION..........................................................  10
  Reports to Contract Owners...............................................  10
  Safekeeping of Assets....................................................  10
  Independent Auditors.....................................................  11
  Registration Statement...................................................  11
SEPARATE ACCOUNT PERFORMANCE...............................................  11
FINANCIAL STATEMENTS.......................................................  13
</TABLE>
 
                                       2
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
  American Republic Insurance Company ("Company") is a mutual life insurance
company organized under the laws of the State of Iowa in April 1929. The
executive offices of the Company are at 601 Sixth Avenue, Des Moines, Iowa
50334.
 
  The Company is engaged in the issuance and sale of accident and health
insurance, cash value life insurance, term insurance and annuity contracts on
both a participating and non-participating basis. It is presently licensed to
do business in the District of Columbia and all states, except New York. The
Company markets the individual variable annuity contracts described in this
Statement of Additional Information in all jurisdictions in which it is
admitted to conduct life insurance business.
 
  The employees of the Company are covered under a life insurance company
blanket bond in the aggregate amount of $2,000,000.
 
                             THE SEPARATE ACCOUNT
 
  American Republic Variable Annuity Account ("Separate Account") was
established by the Company in October 1986, pursuant to the provisions of Iowa
law, as a segregated investment account of the Company. The Separate Account
has 7 Divisions, each of which invests in shares of a designated Portfolio of
PaineWebber Series Trust ("Fund"). The Separate Account and each Division
therein is administered as a part of the general business of the Company; but
the income, gains and losses of each Division are credited to or charged
against the assets held for that Division in accordance with the terms of the
Contract, without regard to other income, gains or losses of any other
Divisions or arising out of any other business the Company may conduct. The
assets within each Division are not chargeable with liabilities arising out of
the business conducted by any other Divisions, nor will the Separate Account
as a whole be chargeable with liabilities arising out of any other business
the Company may conduct.
 
  The Separate Account is registered with the Securities and Exchange
Commission as a unit investment trust under the Investment Company Act of 1940
("1940 Act"). Such registration does not involve supervision of the management
of the Separate Account or the Company by the Securities and Exchange
Commission.
 
                               THE FIXED ACCOUNT
 
  The Fixed Account (not available in Oregon) is an Allocation Option for
Purchase Payments and Contract Value which is invested in the General Account
of American Republic Insurance Company. Contract Value allocated to the Fixed
Account does not vary with the investment experience of the Separate Account.
 
                                   THE FUND
 
  The Fund is organized as a Massachusetts business trust and is registered as
an open-end management investment company under the 1940 Act. The Fund, which
was organized in November 1986, consists of 9 Portfolios. The 7 Portfolios
offered by the Separate Account are: the Money Market Portfolio, the Growth
Portfolio, the Growth and Income Portfolio, the Global Growth Portfolio, the
Global Income Portfolio, the Strategic Fixed Income Portfolio, and the
Balanced Portfolio (formerly named the Asset Allocation Portfolio). The Global
Income Portfolio is managed as a non-diversified investment company; the other
Portfolios are all managed as diversified investment companies. The Trustees
of the Fund may establish additional Portfolios at any time. Portfolio assets
are segregated and a Contract Owner's interest is limited to the Portfolio(s)
in which the Contract Owner's Purchase Payments are invested.
 
                                       3
<PAGE>
 
  Each Portfolio has, and is subject to, certain investment policies and
restrictions which may not be changed without a majority vote of shareholders
in that Portfolio.
 
  The Fund will offer its shares to insurance company separate accounts only.
 
  Mitchell Hutchins Asset Management Inc. ("Mitchell Hutchins") acts as the
investment adviser and administrator for each Portfolio and the Fund, and as
such provides a continuous investment program for the Portfolios and
supervision of all matters relating to the operations of the Fund. Mitchell
Hutchins is a Delaware corporation and a wholly-owned subsidiary of
PaineWebber Incorporated, which is in turn a wholly-owned subsidiary of Paine
Webber Group Inc., a publicly held financial services holding company. As
compensation for its services, Mitchell Hutchins receives a fee from the Fund,
accrued daily and paid monthly, based on the average daily net assets of each
Portfolio. Certain Portfolios have subadvisers to Mitchell Hutchins who
provide day-to-day management services for those Portfolios.
 
  A summary of the investment objective of, and the investment advisory fees
charged, each Portfolio of the Fund available for purchase is described below.
MORE DETAILED INFORMATION IS CONTAINED IN THE CURRENT PROSPECTUS OF THE FUND
WHICH ACCOMPANIES THE SEPARATE ACCOUNT PROSPECTUS.
 
  The MONEY MARKET PORTFOLIO seeks maximum current income consistent with
liquidity and conservation of capital. This Portfolio invests in high grade
money market instruments and repurchase agreements secured by such
instruments. As compensation for its services, the Money Market Portfolio pays
the investment adviser a fee at the annual rate of .50% of average daily net
assets.
 
  The GROWTH PORTFOLIO seeks long-term capital appreciation. This Portfolio
invests primarily in equity securities of companies that, in the judgment of
Mitchell Hutchins, have substantial potential for capital growth. As
compensation for its services, the Growth Portfolio pays the investment
adviser a fee at the annual rate of .75% of average daily net assets.
 
  The GROWTH AND INCOME PORTFOLIO seeks current income and capital growth. The
Portfolio invests primarily in dividend-paying equity securities believed by
Mitchell Hutchins to have the potential for rapid earnings growth. As
compensation for its services, the Growth and Income Portfolio pays the
investment adviser a fee at the annual rate of .70% of average daily net
assets.
 
  The GLOBAL GROWTH PORTFOLIO seeks long-term capital appreciation. This
Portfolio invests primarily in common stocks of companies based in the U.S.,
Europe, Japan and the Pacific Basin. As compensation for its services, the
Global Growth Portfolio pays the investment adviser a fee at the annual rate
of .75% of average daily net assets.
 
  The GLOBAL INCOME PORTFOLIO primarily seeks high current income and
secondarily seeks capital appreciation. This Portfolio invests principally in
high quality debt securities of foreign and U.S. issuers. As compensation for
its services, the Global Income Portfolio pays the investment adviser a fee at
the annual rate of .75% of average daily net assets.
 
  The STRATEGIC FIXED INCOME PORTFOLIO seeks total return consisting of
capital appreciation and income. This Portfolio invests primarily in fixed
income securities of varying maturities with a dollar-weighted average
portfolio duration between three and eight years. As compensation for its
services, the Strategic Fixed Income Portfolio pays the investment adviser a
fee at the annual rate of .50% of average daily net assets.
 
  The BALANCED PORTFOLIO (FORMERLY NAMED THE ASSET ALLOCATION PORTFOLIO) seeks
a high total return with low volatility. This Portfolio invests primarily in a
combination of equity securities, investment grade debt obligations and money
market instruments, based on Mitchell Hutchins' assessment of the optimal
allocation of the Portfolio's assets. As compensation for its services, the
Balanced Portfolio pays the investment adviser a fee at the annual rate of
 .75% of the average daily net assets.
 
                                       4
<PAGE>
 
                                 THE CONTRACT
 
  The variable Allocation Options are funded by investments in the various
Divisions of the Separate Account. The fixed Allocation Option is invested in
the General Account of American Republic Insurance Company. All obligations
arising under a Contract, including the guarantee to make Annuity payments,
are general obligations of the Company, and all of the Company's assets are
available to meet its expenses and obligations under the Contract. While the
Company is obligated to make the Variable Annuity payments under the Contract,
the amount of such payments is not guaranteed. The Contract Value in the
Divisions of the Separate Account and the amount of Variable Annuity payments
will vary with the investment experience of the Division(s) in which the
Contract Owner's account is invested. The Contract Value in the Fixed Account
will earn interest at a rate declared in advance by the Company.
 
  No initial sales charge is deducted from Purchase Payments. However, an
early withdrawal charge is deducted in the event of withdrawal of the Contract
Value or upon annuitization. For partial withdrawals, the early withdrawal
charge is 5% of any amount withdrawn which represents Purchase Payments with
an early withdrawal charge period remaining. For complete withdrawals, the
early withdrawal charge is 5% of Purchase Payments which have an early
withdrawal charge period remaining. No early withdrawal charge is applied to
any part of a withdrawal representing gain on the Contract or Purchase
Payments with no early withdrawal charge period remaining. There is no early
withdrawal charge applied, after the first year, to total withdrawals in a
calendar year not in excess of 10% of the Contract Value as of the last
Valuation Day of the prior calendar year. The Company also deducts a daily
distribution expense risk charge from each Division at an annual rate of 0.15%
of the total net assets of each Division. The amount of any sales charge
imposed (which includes both any early withdrawal charge and the distribution
expense risk charge), when added to any previous sales charge, will not exceed
9% of all Purchase Payments. A withdrawal transaction charge of $10 may be
imposed on all withdrawals in excess of 3 per calendar year. For more
information regarding the withdrawal charges, see "Contract Charges and
Deductions" in the prospectus.
 
PURCHASE PAYMENTS
 
  The minimum Purchase Payment for a Contract which is not a part of a plan
qualified for special tax treatment under the Internal Revenue Code
("Qualified Plan") is $5,000 for the initial payment and $500 for subsequent
payments. For Qualified Plan Contracts, the minimum Purchase Payment is $1,000
and the minimum additional payment is $100. The Company reserves the right to
waive the minimum Purchase Payment amounts on certain Qualified Plans, certain
automatic purchase plans, and for Contracts issued to officers, directors,
agents, or full-time employees of the Company, the investment adviser to the
Fund, or the distributor and agents of the distributor. Purchase Payments in
excess of $1,000,000 must be approved in writing by an appropriate officer of
the Company before they can be accepted. Purchase Payments will be allocated
to each of the 7 Divisions of the Separate Account or to the Fixed Account as
directed by the Contract Owner. Contract Owners may be invested in no more
than 5 Allocation Options at any one time.
 
  In the event that an application fails to recite all of the information
necessary to record the account properly, the Company will promptly request
that the Contract Owner furnish further instructions and will hold the initial
Purchase Payment in a suspense account, without interest, for a period not
exceeding 5 business days after receipt of the application by the Company. If
the necessary information is not received within 5 business days, the Company
will return the initial Purchase Payment to the prospective Contract Owner,
unless the prospective Contract Owner, after being informed of the reasons for
the delay, specifically consents to the Company retaining the initial Purchase
Payment until the application is made complete.
 
  If the Contract Owner forwards a subsequent Purchase Payment and does not
specifically indicate into which Allocation Option(s) the Purchase Payment is
to be invested, or improperly completes the allocations, the Company will
credit the Purchase Payment based upon the last existing allocation made by
the Contract Owner. Subsequent Purchase Payments may be made at any time
without prior notice. The Contract will not be in default
 
                                       5
<PAGE>
 
if no subsequent Purchase Payments are made. The Company reserves the right to
reject any applications or Purchase Payments.
 
ACCUMULATION PROVISIONS
 
  ACCUMULATION UNITS--The number of a Division's Accumulation Units purchased
by a Contract Owner with respect to his or her initial Purchase Payment is
determined by dividing the amount credited to the Division by the Accumulation
Unit value for that Division next computed following acceptance of the
application (generally the next business day after receipt of the Purchase
Payment by the Company). The number of Accumulation Units purchased with
respect to subsequent Purchase Payments is determined by dividing the amount
credited to the Division by the applicable Accumulation Unit value for the
Valuation Period next determined following receipt of the Purchase Payment by
the Company. The Accumulation Unit value of each Division varies in accordance
with the investment experience of that Division.
 
  VALUE OF AN ACCUMULATION UNIT--The value of an Accumulation Unit of each
Division was set at $10 when the Division was established. The value may
increase or decrease from one Valuation Period to the next. The value of an
Accumulation Unit is determined by multiplying the value of an Accumulation
Unit for the last Valuation Period by the net investment factor for that
Division for the current Valuation Period. The Contract Owner bears the
investment risk that the Contract Value may at any time be less than, equal
to, or more than the amounts invested in the Separate Account.
 
ANNUITY PAYMENTS
 
  ANNUITY PAYMENTS--The Contract Owner's value in the Allocation Options may
be applied to provide either a Variable Annuity or a Fixed Annuity as selected
by the Contract Owner. (The Contract Owner's value in the Fixed Account may be
transferred to the Separate Account Divisions if a Variable Annuity is
selected.) The dollar amount of Variable Annuity payments will reflect the
investment experience of the Separate Account Division(s) in which the
Contract Owner is invested but will not be affected by adverse mortality
experience which may exceed the mortality risk charge provided for under the
Contract.
 
    1. FIRST ANNUITY PAYMENT: The amount used to establish the first monthly
  payment consists of the Contract Owner's values in the Allocation Options
  as of the Annuity Date adjusted for charges and deductions. The Contract
  contains tables showing monthly payment factors and annuity premium rates
  per $1,000 of the amount applied.
 
    At the time the first monthly Variable Annuity payment is determined, a
  number of Annuity Units for each Division is established for the Annuitant
  by dividing the monthly payment derived from the tables by the Annuity Unit
  value for the Division as of the date the first Annuity payment is due. Any
  value in the Fixed Account will be used to purchase Annuity Units in the
  Division(s) as directed by the Contract Owner. The number of Annuity Units
  forming the basis of an Annuity payment will not change during the Annuity
  period unless Annuity Units are transferred to another Division. The value
  of the Annuity Units, however, will change based upon investment results.
 
    2. SUBSEQUENT VARIABLE ANNUITY PAYMENTS: The amount of monthly payments
  after the first for any Division will be determined by multiplying the
  number of Annuity Units for that Division determined for the first payment
  (adjusted for transfers, if any) by the Annuity Unit value for that
  Division for the Valuation Period immediately preceding the Valuation
  Period in which the subsequent payment is made. It will be the Company's
  practice to mail Variable Annuity payments no later than 7 days after the
  last day of the Valuation Period upon which they are based or the monthly
  anniversary thereof.
 
  ASSUMED INVESTMENT RATE--The tables set forth in the Contract are based upon
the 1983 Table "a" for Individual Annuity Valuation, with an assumed
investment rate of 4%. Variable Annuity payments will vary from payments based
on the assumed investment rate depending on whether the investment experience
of the Division(s) in which the Contract Owner is invested is better or worse
than the assumed investment rate. Over a period of time, if the Division(s)
achieved a net investment result equal to the assumed investment rate, the
 
                                       6
<PAGE>
 
Annuity Units would not change in value, and the amount of the Annuity
payments would be level. However, if the Division(s) achieved a net investment
result greater than the assumed investment rate, the Annuity Units would
increase in value and the amount of the Annuity payments would increase.
Similarly, if the Division(s) achieved a net investment result smaller than
the assumed investment rate, the Annuity Units would decrease in value and the
amount of the Annuity payments would decrease.
 
  ELECTION OF ANNUITY DATE AND FORM OF ANNUITY--The Annuity Date and the form
of Annuity payment are elected by the Contract Owner. Unless a different
Annuity Date is elected, Annuity payments will begin on the first day of the
month following the Annuitant's 85th birthday. Contracts issued under
Qualified Plans may require an earlier Annuity Date. To the extent not
prohibited by any Qualified Plan requirements, an optional Annuity Date may be
elected; such date may be the first day of any month prior to the normal
Annuity Date. The election must be made at least 30 days before the optional
Annuity Date elected.
 
  ANNUITY OPTIONS--Subject to the provisions of the Internal Revenue Code
("Code") and the retirement plan under which a Contract is purchased, the
Contract Owner may elect any one of the Annuity Options listed below. If the
Annuitant does not elect otherwise, Annuity payments will be made under Option
3, a life Annuity with 10 years' payments certain. Changes in the optional
form of Annuity payment may be made at any time up to 30 days prior to the
date on which Annuity payments are to begin. All Options are available as
fixed or variable payment annuities. The Annuity payments described below are
determined on the basis of (i) the mortality table specified in the Contract,
(ii) the age and, where permitted, the sex of the Annuitant, (iii) the type of
Annuity payment option(s) selected, and (iv) the assumed investment rate.
 
    OPTION 1--PAYMENTS FOR A GUARANTEED FIXED PERIOD: An Annuity payable
  monthly for a specified period of time. The period must be at least 5 years
  (10 years on Oregon). If this option is taken as a Variable Annuity, the
  Contract Owner may at any time choose to receive the present value of the
  remaining payments in a lump sum commuted at the assumed investment rate.
 
    OPTION 2--LIFE ANNUITY: Payments will be made for the life of the
  Annuitant. Payments will cease with the last payment due prior to the
  Annuitant's death.
 
    OPTION 3--LIFE ANNUITY WITH PAYMENTS GUARANTEED FOR 10 OR 20 YEARS: An
  Annuity payable monthly during the lifetime of the Annuitant (no matter how
  long he or she might live) with a guaranteed minimum number of monthly
  payments. If the Annuitant dies before receiving the guaranteed number of
  payments, the remaining payments for the guaranteed period chosen (10 or 20
  years) will continue to the designated beneficiary.
 
    OPTION 4--JOINT AND SURVIVOR ANNUITY: An Annuity will be paid during the
  lifetimes of the Annuitant and the Annuitant's spouse. The amount of such
  payments will not change by reason of the first death. Payments will end
  with the last payment due prior to the second death.
 
  FREQUENCY OF PAYMENT--Payments under all options will be made on a monthly
basis, unless a different arrangement has been requested by the Contract Owner
and agreed to by the Company. If at any time any payments to be made to any
Annuitant are less than $100 each, the Company shall have the right to
decrease the frequency of payments to such interval as will result in a
payment of at least $100.
 
  ANNUITY UNIT VALUES--The value of an Annuity Unit of each Division was set
at $10 when the Division was established. The value may increase or decrease
from one Valuation Period to the next. For any Valuation Period, the value of
an Annuity Unit of a particular Division is the value of that Annuity Unit
during the last Valuation Period, multiplied by the net investment factor for
that Division for the current Valuation Period. The result is then multiplied
by a factor that offsets the effect of the assumed investment rate.
 
DISTRIBUTION OF CONTRACTS
 
  Contracts are offered through licensed insurance agents of the Company (who
are also either broker-dealers or persons associated with broker-dealers),
either individually or through an insurance agency. Sales
 
                                       7
<PAGE>
 
commissions will be paid by the Company. The commissions paid by the Company
will range from 0% to 6.2%.
 
  American Republic Equities Corporation, Inc. ("AREC"), located at 601 Sixth
Avenue, Des Moines, Iowa 50334, serves as the principal underwriter of the
Contracts pursuant to an underwriting agreement ("Underwriting Agreement").
AREC is registered as a broker-dealer under the Securities Exchange Act of
1934, and is a member of the National Association of Securities Dealers, Inc.
("NASD"). The employees of AREC are covered under a Broker's Blanket Bond in
the aggregate amount of $25,000. The Company indirectly owns 100% of the
common stock of AREC. AREC has entered into a Dealer Agreement with
PaineWebber to accomplish the retail distribution of Contracts.
 
  The Underwriting Agreement may be terminated by the Company on behalf of the
Separate Account at any time on 60 days' written notice without payment of any
penalty. The Underwriting Agreement may be terminated at any time by AREC
without payment of any penalty on 60 days' written notice to the Separate
Account and the Company. The Underwriting Agreement automatically terminates
in the event of its assignment. For the fiscal year ended December 31, 1995,
AREC received compensation amounting to $12,000.
 
                   ADDITIONAL FEDERAL INCOME TAX INFORMATION
 
THE COMPANY AND THE SEPARATE ACCOUNT
 
  Under current law, the Company is taxed as a life insurance company under
Subchapter L of the Code. It is intended that the operations of the Separate
Account form, and be taxed as, a part of the total operations of the Company.
The Contracts issued will meet the definition of a "variable contract" under
Section 817(d) of the Code. The Code provides that if the Separate Account
meets certain diversification requirements, set forth in Treasury Regulations
under Section 817(h) of the Code, the income from the assets of the Separate
Account used to fund the annuities will not be subject to current federal
income tax. See "Diversification Requirements". There is no short-term or
long-term capital gain or loss recognized with respect to the assets of the
Separate Account.
 
NON-QUALIFIED PLANS
 
  ACCUMULATION PERIOD--The Contract may be issued to individuals in connection
with personal retirement plans which do not qualify for the tax benefits which
are available to Qualified Plans. A non-Qualified Plan may be established by
an individual seeking to accumulate funds for retirement or by an employer for
one or more employees. With certain exceptions a Contract held by a non-
natural person will not be treated as an Annuity contract. The tax
consequences of participation in a non-Qualified Plan will vary from plan to
plan. Income credited to a non-Qualified Contract is not includible in the
gross income of the Contract Owner. Amounts received before the Annuity Date
are includible as ordinary income to the extent Contract Value exceeds the
Contract Owner's Purchase Payments.
 
  WITHDRAWALS--A partial or complete withdrawal of a non-Qualified Contract
before commencement of Annuity payments will be treated first as a withdrawal
of income earned on investments to the extent of such income, then as a tax-
free return of capital. Moreover, amounts received upon assignment or pledge
of the Contract will be treated as amounts withdrawn under the Contract and
therefore subject to income taxes. A withdrawal before the Contract Owner
attains age 59 1/2 will be subject to an additional income tax of 10% of the
income withdrawn. This penalty would not apply where the withdrawal is made on
account of the Contract Owner's death or disability or where substantially
equal Annuity payments are received over the life of the Contract Owner or the
lives of the Contract Owner and a designated beneficiary. After the Annuity
Date, the Annuitant is allowed to recover tax-free any portion of each Annuity
payment representing Purchase Payments.
 
 
                                       8
<PAGE>
 
QUALIFIED PLANS
 
  TAX ADVANTAGES--Certain tax advantages are available under a Qualified Plan
(a retirement plan which satisfies the requirements of Sections 401(a),
403(b), 408(b) or 457 of the Code). The tax advantages available under a
Qualified Plan include: the deductibility of employer or Contract Owner
contributions; the inclusion of contributions and their earnings in the
participant's gross income only when received or made available to the
participant; and, within certain limits, the exclusion from the decedent's
gross estate and from the beneficiary's gross income of distributions to the
beneficiary of a deceased employee. A general information outline with respect
to each type is provided below. If the contract is to be used to fund a
Qualified Plan, competent tax advice should be sought.
 
    1. PLANS FOR CORPORATIONS AND SELF-EMPLOYED INDIVIDUALS: Under Section
  401(a) of the Code, contributions may be made on behalf of the participants
  up to the limits provided by Section 415 and the payments will be
  deductible as provided by Section 404. Participants are also permitted to
  make non-deductible voluntary contributions subject to certain non-
  discrimination rules.
 
    A plan established by an organization which primarily benefits "key
  employees" (known as a "top-heavy" plan) will be subject to special rules
  on: vesting, minimum contributions and benefits for non-key employees,
  compensation which may be taken into account to determine contributions or
  benefits for key employees, the aggregate limit on contributions and
  benefits, and rollovers. A key employee is any employee who during the plan
  year or the preceding four plan years was: an officer whose compensation
  exceeded 1 1/2 times the dollar limit on contributions, one of the ten
  employees owning the largest interests in the employer and whose
  compensation exceeded the dollar limit on contributions, a 5% owner of the
  employer, or a 1% owner of the employer whose compensation exceeded
  $150,000.
 
    The tax treatment of plans established by self-employed individuals
  (known as "Keogh" or "H.R. 10" plans) is essentially the same as corporate
  plans. Some special restrictions apply to self-employed individuals who are
  "owner-employees." An owner-employee is a sole proprietor or a partner who
  owns more than a 10% capital or profits interest in the partnership.
 
    2. TAX-SHELTERED ANNUITIES: Contributions made by public school systems,
  churches and certain tax-exempt organizations made to purchase contracts on
  behalf of their employees are excludible from the employees' gross income,
  within certain limits, if the requirements of Section 403(b) of the Code
  are met.
 
    3. DEFERRED COMPENSATION PLANS FOR STATE AND LOCAL GOVERNMENT EMPLOYEES:
  Section 457 of the Code provides special tax treatment for certain deferred
  compensation plans for employees of state and local governments, their
  political subdivisions, agencies, instrumentalities and affiliates, and
  certain tax-exempt rural electric cooperatives. Such plans permit the
  employees to specify the form of investment for their deferred
  compensation, which can include investment in the Contract. However, the
  investments will be owned by, and subject to, the claims of the general
  creditors of the employer.
 
    4. INDIVIDUAL RETIREMENT ANNUITIES: Section 408(b) of the Code permits
  individuals to establish an Individual Retirement Annuity ("IRA"). No more
  than $2,000 or 100% of compensation may be contributed to an IRA. Under
  Section 219 of the Code the entire amount is deductible if the individual
  is not a participant in an employer's Qualified Plan. If the individual
  participates in an employer's Qualified Plan, all, a portion, or none of
  the contribution may be deductible, depending on adjusted gross income. An
  IRA is subject to penalty and excise taxes on excess contributions and
  insufficient distributions, as well as early distributions (see below).
 
  DISTRIBUTIONS--A participant who has attained age 50 before January 1, 1986,
may elect favorable tax treatment for a lump-sum distribution from a Section
401(a) plan. This may include capital gains treatment on the pre-1974 portion
and 5-year or 10-year forward averaging. A distribution before age 59 1/2 from
a Qualified Plan (except a Section 457 plan) will be subject to a 10%
additional income tax on the amount of the distribution. The penalty does not
apply to a distribution: of an Annuity for life or life expectancy, on early
retirement under the plan at age 55, used to pay medical expenses, and after
death. Distributions from Tax-Sheltered Annuities are subject to special
restrictions imposed by Section 403(b)(11) of the Code. See "Withdrawals" in
the prospectus. A participant who receives an eligible rollover distribution
from a Qualified Plan can make a "tax-
 
                                       9
<PAGE>
 
free rollover" of the distribution within 60 days into another employer's
Qualified Plan, in certain circumstances, or into an IRA and continue to defer
taxation of the amount rolled over. Except for the recovery of nondeductible
contributions, the entire amount of Annuity payments will be included in the
participant's gross income. The participant is entitled to recover tax-free
any portion of each Annuity payment representing non-deductible contributions.
 
WITHHOLDING
 
  With certain exceptions, withholding on Annuity payments and other
distributions is required. However, recipients of Annuity payments or other
distributions not eligible for rollover to a Qualified Plan or IRA are allowed
to make an election not to have federal income tax withheld. After such
election is made with respect to Annuity payments, a payee may revoke the
election at any time, and thereafter, commence withholding. In such a case,
the Company will notify the payee at least annually of his or her right to
change such election.
 
  For Annuity payments, distributions from non-Qualified Plans, and
distributions from Qualified Plans not eligible for rollover treatment, the
withholding rate followed by the Company will be applied only against the
taxable portion of the Annuity payments or distribution. This rate will be
determined based upon the nature of the distribution(s). Federal income tax
will be withheld from Annuity payments pursuant to the recipient's withholding
certificate. If no withholding certificate is filed with the Company, federal
income tax will be withheld from Annuity payments on the basis that the payee
is married with three withholding exemptions. On non-periodic payments or
distributions, federal income tax will be withheld at a flat 10% rate.
 
  IF A DISTRIBUTION FROM A QUALIFIED PLAN ELIGIBLE FOR ROLLOVER TREATMENT IS
NOT PAID DIRECTLY TO ANOTHER QUALIFIED PLAN OR IRA, FEDERAL INCOME TAX WILL BE
WITHHELD AT A FLAT 20% RATE. THE RECIPIENT MAY NOT ELECT TO WAIVE THIS
WITHHOLDING.
 
DIVERSIFICATION REQUIREMENTS
 
  Non-Qualified variable contracts funded through segregated asset accounts,
such as the Separate Account, will not be treated as annuities under the Code
unless they are "adequately diversified." Whether the Separate Account is
adequately diversified is presently determined from the regulations issued by
the Treasury Department in September 1989. It is intended that the Fund and
the Separate Account will be operated in such a manner as to satisfy the
requirements of the temporary regulations, and any final regulations which
follow, so that the Contracts qualify as annuities under the Code.
 
                               OTHER INFORMATION
 
REPORTS TO CONTRACT OWNERS
 
  The Company will maintain all records which relate to the Contract. At least
once a year, a report which will set forth information regarding the Contract
Value will be sent to the Contract Owners. The Contract Owner will also be
furnished notices, proxies and solicitation materials which relate to the
Fund.
 
SAFEKEEPING OF ASSETS
 
  The Company maintains custody of the assets of the Separate Account. The
Fund shares owned by the Separate Account will be held in "book" form. That
is, actual certificates will not be issued by the Fund, rather, the record of
shares issued to the Separate Account will be recorded on the books of the
Fund by the Fund's transfer agent. The Company also maintains the records of
portfolio transactions of the Separate Account.
 
 
                                      10
<PAGE>
 
INDEPENDENT AUDITORS
 
  Ernst & Young LLP, Des Moines, Iowa, serves as independent auditors for the
Separate Account and the Company and its subsidiaries and performs audit and
accounting services for the Separate Account and the Company.
 
REGISTRATION STATEMENT
 
  A registration statement has been filed with the Securities and Exchange
Commission under the Securities Act of 1933, with respect to the Contract. The
Prospectus and this Statement of Additional Information do not contain all
information set forth in the registration statement, its amendments and
exhibits, reference to which is made for further information concerning the
Separate Account, the Company and the Contract. Statements contained in this
Statement of Additional Information and the related Prospectus as to the
content of the Contract and other legal instruments are summaries. For a
complete statement of the terms thereof, reference is made to such instruments
as filed.
 
                         SEPARATE ACCOUNT PERFORMANCE
 
  From time to time the Separate Account may advertise the individual Division
"yields," "effective yields," or "average total return." These figures are
based on historical earnings and are not intended to indicate future
performance.
   
  (a) YIELD--The yield quotation is based on a seven-day period. If the seven-
day period falls on a non-valuation day, a calculation will be made as if the
seventh day were a valuation day for this purpose only. The yield is computed
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 Division at the beginning of the period, subtracting a hypothetical charge
reflecting deductions from contract owner accounts, and dividing the
difference by the value of the Division at the beginning of the base period to
obtain the base period return, and then multiplying the base period return by
365/7 with the resulting yield figure carried to at least the nearest
hundredth of one percent. Recurring charges are prorated among the Divisions
by multiplying the flat fee by a fraction, the numerator of which is the
average number of contract owner accounts that have money allocated to the
Division and the denominator of which is the sum of the average number of
contract owner accounts that have money allocated to each of the Divisions. A
Division's prorated flat fee is divided by the average number of accumulation
units per contract owner in that Division in order to equate the flat fee to a
one-unit basis.     
   
  (b) EFFECTIVE YIELD--The effective yield quotation is based on a seven-day
period. If the seven-day period falls on a non-valuation day, a calculation
will be made as if the seventh day were a valuation day for this purpose only.
The effective yield is computed 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 Division at the beginning of the
period, subtracting a hypothetical charge reflecting deductions from contract
owner accounts, and dividing the difference by the value of the Division at
the beginning of the base period to obtain the base period return, and then
compounding the base period return by adding 1, raising the sum to a power
equal to 365 divided by 7, and subtracting 1 from the result.     
 
  Recurring charges are prorated among the Divisions by multiplying the flat
fee by a fraction, the numerator of which is the average number of contract
owner accounts that have money allocated to the Division and the denominator
of which is the sum of the average number of contract owner accounts that have
money allocated to each of the Divisions. A Division's prorated flat fee is
divided by the average number of accumulation units per contract owner in that
Division in order to equate the flat fee to a one-unit basis.
   
  (c) TOTAL RETURN--In general, the total return is computed by finding the
average annual compounded rates of return over the 1-, 5-, and 10-year
periods, or from the inception date if the Division has been in effect less
    
                                      11
<PAGE>
 
   
than the stated periods, that would equate the initial amount invested to the
ending redeemable value. The total return quotation computed below is based on
the following periods:     
     
   1-year: December 31, 1994 to December 31, 1995 for all Divisions.     
     
   5-year: December 31, 1990 to December 31, 1995 for all Divisions except
  Growth and Income.     
     
  10-year: Inception date to December 31, 1995 for all Divisions.     
 
  Recurring charges are prorated among the Divisions by multiplying the flat
fee by a fraction, the numerator of which is the average number of contract
owner accounts that have money allocated to the Division and the denominator
of which is the sum of the average number of contract owner accounts that have
money allocated to each of the Divisions. A Division's prorated flat fee is
divided by the average account value per $1,000 per contract owner in that
Division in order to equate the flat fee to a $1,000 account size basis.
   
  (d) TOTAL RETURN NOT INCLUDING EARLY WITHDRAWAL CHARGES--In general, the
total return not including early withdrawal charges is computed by finding the
average annual compounded rates of return over the 1-, 5-, and 10-year
periods, or from the inception date if the Division has been in effect less
than the stated periods, that would equate the initial amount invested to an
ending value. The total return quotation computed below is based on the
following periods:     
     
   1-year: December 31, 1994 to December 31, 1995 for all Divisions.     
     
   5-year: December 31, 1990 to December 31, 1995 for all Divisions except
  Growth and Income.     
     
  10-year: Inception date to December 31, 1995 for all Divisions.     
 
  Recurring charges are prorated among the Divisions by multiplying the flat
fee by a fraction, the numerator of which is the average number of contract
owner accounts that have money allocated to the Division and the denominator
of which is the sum of the average number of contract owner accounts that have
money allocated to each of the Divisions. A Division's prorated flat fee is
divided by the average account value per $1,000 per contract owner in that
Division in order to equate the flat fee to a $1,000 account size basis.
 
                                      12
<PAGE>
 
                                  PERFORMANCE
 
                           YIELD AND EFFECTIVE YIELD
                    SEVEN-DAY PERIOD ENDED DECEMBER 31, 1995
 
<TABLE>
<CAPTION>
                                                                       EFFECTIVE
     DIVISION (INCEPTION DATE)                                   YIELD   YIELD
     -------------------------                                   ----- ---------
     <S>                                                         <C>   <C>
     Money Market (3/4/87)...................................... 3.49%   3.55%
</TABLE>
 
                          AVERAGE ANNUAL TOTAL RETURN
                         PERIOD ENDED DECEMBER 31, 1995
                         (Based on a $1,000 investment)
 
<TABLE>
<CAPTION>
                                                                       SINCE
       DIVISION (INCEPTION DATE)                      1 YEAR 5 YEARS INCEPTION
       -------------------------                      ------ ------- ---------
     <S>                                              <C>    <C>     <C>
     Global Growth (3/4/87)
      With Early Withdrawal Charges.................. -9.85%   .49%    3.86%
      Without Early Withdrawal Charges............... -4.85%  1.45%    3.86%
     Growth (3/4/87)
      With Early Withdrawal Charges.................. 25.64% 13.81%   11.64%
      Without Early Withdrawal Charges............... 30.64% 14.40%   11.64%
     Growth and Income (12/30/91)
      With Early Withdrawal Charges.................. 23.76%     NA    2.87%
      Without Early Withdrawal Charges............... 28.76%     NA    3.99%
     Balanced (formerly named Asset Allocation)
      (5/1/88)
      With Early Withdrawal Charges.................. 16.62%  7.73%    7.52%
      Without Early Withdrawal Charges............... 21.62%  8.46%    7.52%
     Global Income (5/1/88)
      With Early Withdrawal Charges..................  6.92%  4.62%    6.71%
      Without Early Withdrawal Charges............... 11.92%  5.44%    6.71%
     Strategic Fixed Income (5/1/89)
      With Early Withdrawal Charges.................. 11.87%  6.73%    6.81%
      Without Early Withdrawal Charges............... 16.87%  7.49%    6.81%
</TABLE>
 
                              FINANCIAL STATEMENTS
 
  The financial statements of the Company included in the Statement of
Additional Information should be distinguished from the financial statements of
the Separate Account and should be considered only as bearing on the ability of
American Republic Insurance Company to meet its obligations under the
Contracts. They should not be considered as bearing on the investment
performance of the assets held in the Separate Account.
 
  The name of the Asset Allocation Division was changed to "Balanced Division"
on January 26, 1996. Since the change became effective after December 31, 1995,
references in the financial statements of the American Republic Variable
Annuity Account are to the name of the Division on December 31, 1995.
 
                                       13
<PAGE>
 
                      [THIS PAGE INTENTIONALLY LEFT BLANK]
 
                                       14
<PAGE>
 
                        REPORT OF INDEPENDENT AUDITORS
 
The Board of Directors
 American Republic Insurance Company
 
  We have audited the accompanying statement of assets and liability of
American Republic Variable Annuity Account [comprising, respectively, the
Money Market, Growth, Growth and Income (formerly Dividend Growth), Global
Growth, Global Income, Strategic Fixed Income (formerly Government), and Asset
Allocation Divisions] as of December 31, 1995, and the related statements of
operations for the year then ended and changes in net assets for each of the
two years in the period then ended. These financial statements are the
responsibility of the Account'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, 1995
by correspondence with the transfer agent. 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 each of the respective
divisions constituting the American Republic Variable Annuity Account at
December 31, 1995, and the results of their operations for the year then ended
and the changes in their net assets for each of the two years in the period
then ended in conformity with generally accepted accounting principles.
 
                                          /s/ Ernst & Young LLP
 
Des Moines, Iowa
January 26, 1996
 
                                      15
<PAGE>
 
                   AMERICAN REPUBLIC VARIABLE ANNUITY ACCOUNT
 
                       STATEMENT OF ASSETS AND LIABILITY
 
                               DECEMBER 31, 1995
 
<TABLE>
<CAPTION>
                                                                      MONEY
                                                                     MARKET
                                                       COMBINED     DIVISION
                                                     ------------  -----------
<S>                                                  <C>           <C>
ASSETS
Investments at net asset value:
  PaineWebber Series Trust Money Market Portfolio,
   15,041,268 shares at $1.00 per share (cost--
   $15,041,268).....................................  $15,041,268  $15,041,268
  PaineWebber Series Trust Growth Portfolio,
   1,312,432 shares at $17.57 per share (cost--
   $19,486,434).....................................   23,059,432          --
  PaineWebber Series Trust Growth and Income
   Portfolio, 626,559 shares at $11.83 per share
   (cost--$6,230,454)...............................    7,412,192          --
  PaineWebber Series Trust Global Growth Portfolio,
   1,014,848 shares at $12.00 per share (cost--
   $12,588,793).....................................   12,178,300          --
  PaineWebber Series Trust Global Income Portfolio,
   1,887,368 shares at $11.20 per share (cost--
   $21,583,765).....................................   21,138,527          --
  PaineWebber Series Trust Strategic Fixed Income
   Portfolio, 769,460 shares at $10.61 per share
   (cost--$8,713,623)...............................    8,163,973          --
  PaineWebber Series Trust Asset Allocation
   Portfolio, 1,391,426 shares at $10.70 per share
   (cost--$14,891,636)..............................   14,888,260          --
                                                     ------------  -----------
Total investments (cost--$98,535,973)...............  101,881,952   15,041,268
Accrued investment income...........................    6,971,423          --
                                                     ------------  -----------
Total assets........................................  108,853,375   15,041,268
LIABILITY
Payable to American Republic Insurance Company......     (339,691)         (85)
                                                     ------------  -----------
Total net assets.................................... $108,513,684  $15,041,183
                                                     ============  ===========
Net assets represented by:
  Currently payable annuity contracts:
    Money Market Division...........................                $   26,423
    Growth Division.................................                    66,689
    Growth and Income Division......................                    18,005
    Global Growth Division..........................                    30,178
    Global Income Division..........................                   105,184
    Strategic Fixed Income Division.................                    28,940
    Asset Allocation Division.......................                    82,547
                                                                   -----------
                                                                       357,966
</TABLE>
 
<TABLE>
<CAPTION>
                                                    UNITS   VALUE
                                                  --------- ------
<S>                                               <C>       <C>    <C>
  Contracts in accumulation period:
    Money Market Division........................ 1,110,864 $13.52   15,014,760
    Growth Division..............................   950,154  26.48   25,161,847
    Growth and Income Division...................   638,291  11.71    7,473,207
    Global Growth Division.......................   866,648  14.02   12,148,122
    Global Income Division....................... 1,395,936  16.50   23,030,241
    Strategic Fixed Income Division..............   581,739  15.53    9,034,109
    Asset Allocation Division....................   933,061  17.46   16,293,432
                                                                   ------------
                                                                    108,155,718
                                                                   ------------
                                                                   $108,513,684
                                                                   ============
</TABLE>
                            See accompanying notes.
 
 
                                       16
<PAGE>
 
 
 
 
<TABLE>
<CAPTION>
               GROWTH     GLOBAL      GLOBAL     STRATEGIC      ASSET
  GROWTH     AND INCOME   GROWTH      INCOME    FIXED INCOME ALLOCATION
 DIVISION     DIVISION   DIVISION    DIVISION     DIVISION    DIVISION
 --------    ----------  --------    --------   ------------ ----------
<S>          <C>        <C>         <C>         <C>          <C>
$       --   $      --  $       --  $       --   $      --   $       --
 23,059,432         --          --          --          --           --
        --    7,412,192         --          --          --           --
        --          --   12,178,300         --          --           --
        --          --          --   21,138,527         --           --
        --          --          --          --    8,163,973          --
        --          --          --          --          --    14,888,260
- -----------  ---------- ----------- -----------  ----------  -----------
 23,059,432   7,412,192  12,178,300  21,138,527   8,163,973   14,888,260
  2,169,104      79,020         --    1,996,898   1,238,682    1,487,719
- -----------  ---------- ----------- -----------  ----------  -----------
 25,228,536   7,491,212  12,178,300  23,135,425   9,402,055   16,375,979
- -----------  ---------- ----------- -----------  ----------  -----------
        --          --          --          --     (339,606)         --
- -----------  ---------- ----------- -----------  ----------  -----------
$25,228,536  $7,491,212 $12,178,300 $23,135,425  $9,063,049  $16,375,979
===========  ========== =========== ===========  ==========  ===========
</TABLE>
 
                                       17
<PAGE>
 
                   AMERICAN REPUBLIC VARIABLE ANNUITY ACCOUNT
 
                            STATEMENT OF OPERATIONS
 
                          YEAR ENDED DECEMBER 31, 1995
 
<TABLE>
<CAPTION>
                                                           MONEY
                                                          MARKET      GROWTH
                                             COMBINED    DIVISION    DIVISION
                                            -----------  ---------  ----------
<S>                                         <C>          <C>        <C>
NET INVESTMENT INCOME (LOSS)
Income:
  Dividends................................ $ 4,441,136  $ 884,980  $  105,423
  Capital gains distributions..............   3,740,549        --    2,147,451
Expenses (Note 2):
  Administrative charges...................    (441,836)   (53,838)    (93,314)
  Mortality, distribution and expense risk.  (1,757,215)  (237,465)   (362,992)
                                            -----------  ---------  ----------
Net investment income (loss)...............   5,982,634    593,677   1,796,568
REALIZED AND UNREALIZED GAIN (LOSS) ON IN-
 VESTMENTS (NOTE 4)
Net realized gain (loss) on investments....   1,399,704        --    1,447,141
Change in net unrealized appreciation/
 depreciation of investments...............   9,362,541        --    3,601,633
                                            -----------  ---------  ----------
Net increase (decrease) in net assets re-
 sulting from operations................... $16,744,879  $ 593,677  $6,845,342
                                            ===========  =========  ==========
</TABLE>
 
 
                            See accompanying notes.
 
                                       18
<PAGE>
 
 
 
 
<TABLE>
<CAPTION>
  GROWTH          GLOBAL               GLOBAL             STRATEGIC             ASSET
AND INCOME        GROWTH               INCOME            FIXED INCOME         ALLOCATION
 DIVISION        DIVISION             DIVISION             DIVISION            DIVISION
- ----------       --------             --------           ------------         ----------
<S>             <C>                  <C>                 <C>                  <C>
$   63,153      $       --           $2,238,410           $  663,042          $  486,128
    15,867              --                  --               575,640           1,001,591
   (35,610)         (55,989)           (120,654)             (45,656)            (36,775)
  (110,515)        (219,349)           (406,655)            (169,646)           (250,593)
- ----------      -----------          ----------           ----------          ----------
   (67,105)        (275,338)          1,711,101            1,023,380           1,200,351
   358,226         (570,494)            176,900              (10,538)             (1,531)
 1,666,194         (351,624)          1,295,090              835,190           2,316,058
- ----------      -----------          ----------           ----------          ----------
$1,957,315      $(1,197,456)         $3,183,091           $1,848,032          $3,514,878
==========      ===========          ==========           ==========          ==========
</TABLE>
 
                                       19
<PAGE>
 
                   AMERICAN REPUBLIC VARIABLE ANNUITY ACCOUNT
 
                      STATEMENTS OF CHANGES IN NET ASSETS
 
                     YEARS ENDED DECEMBER 31, 1995 AND 1994
 
<TABLE>
<CAPTION>
                                                                       MONEY
                                                                      MARKET
                                                        COMBINED     DIVISION
                                                      ------------  -----------
<S>                                                   <C>           <C>
NET ASSETS AT JANUARY 1, 1994.......................  $236,762,317  $13,593,487
INCREASE (DECREASE) IN NET ASSETS
Operations:
  Net investment income (loss)......................     5,332,139      238,028
  Net realized gain (loss) on investments...........     4,846,546          --
  Change in net unrealized appreciation/depreciation
   of investments...................................   (28,920,719)         --
                                                      ------------  -----------
Net increase (decrease) in net assets resulting from
 operations.........................................   (18,742,034)     238,028
Changes from principal transactions:
  Purchase payments.................................     2,089,401       55,464
  Contract distributions and terminations...........   (75,929,884)  (5,838,683)
  Transfer payments (to) from other divisions.......    (3,226,799)   8,158,041
  Annuity payments..................................       (50,070)        (156)
  Actuarial adjustment in reserves for currently
   payable annuity contracts........................       160,419           62
                                                      ------------  -----------
Increase (decrease) in net assets derived from prin-
 cipal transactions.................................   (76,956,933)   2,374,728
                                                      ------------  -----------
Total increase (decrease)...........................   (95,698,967)   2,612,756
                                                      ------------  -----------
Net assets at December 31, 1994.....................   141,063,350   16,206,243
INCREASE (DECREASE) IN NET ASSETS
Operations:
  Net investment income (loss)......................     5,982,634      593,677
  Net realized gain (loss) on investments...........     1,399,704          --
  Change in net unrealized appreciation/depreciation
   of investments...................................     9,362,541          --
                                                      ------------  -----------
Net increase (decrease) in net assets resulting from
 operations.........................................    16,744,879      593,677
Changes from principal transactions:
  Purchase payments.................................       280,426        3,774
  Contract distributions and terminations...........   (52,752,906) (11,064,141)
  Transfer payments (to) from other divisions.......     3,186,809    9,277,404
  Annuity payments..................................       (64,757)      (2,078)
  Actuarial adjustment in reserves for currently
   payable annuity contracts........................        55,883       26,304
                                                      ------------  -----------
Decrease in net assets derived from principal trans-
 actions............................................   (49,294,545)  (1,758,737)
                                                      ------------  -----------
Total decrease......................................   (32,549,666)  (1,165,060)
                                                      ------------  -----------
Net assets at December 31, 1995.....................  $108,513,684  $15,041,183
                                                      ============  ===========
</TABLE>
 
                            See accompanying notes.
 
                                       20
<PAGE>
 
 
<TABLE>
<CAPTION>
               GROWTH AND      GLOBAL        GLOBAL      STRATEGIC       ASSET
   GROWTH        INCOME        GROWTH        INCOME     FIXED INCOME   ALLOCATION
  DIVISION      DIVISION      DIVISION      DIVISION      DIVISION      DIVISION
  --------     -----------  ------------  ------------  ------------  ------------
<S>            <C>          <C>           <C>           <C>           <C>
 $50,253,256   $15,240,674  $ 33,828,342  $ 64,810,741  $22,995,627   $ 36,040,190
   1,872,437       (96,449)      717,385      (123,414)     856,524      1,867,628
   3,655,404      (162,412)    1,200,166      (510,529)     (17,573)       681,490
 (10,931,403)     (664,330)   (6,149,843)   (3,283,902)  (2,237,421)    (5,653,820)
- ------------   -----------  ------------  ------------  -----------   ------------
  (5,403,562)     (923,191)   (4,232,292)   (3,917,845)  (1,398,470)    (3,104,702)
     325,336       295,480       730,927       295,671      242,868        143,655
 (15,963,886)   (4,522,601)   (9,994,757)  (20,691,737)  (6,345,335)   (12,572,885)
  (2,268,997)     (929,416)      553,883    (5,806,041)  (1,600,276)    (1,333,993)
      (5,331)         (976)       (5,311)      (20,099)      (2,352)       (15,845)
      36,719           (23)       36,167        35,281        2,058         50,155
- ------------   -----------  ------------  ------------  -----------   ------------
 (17,876,159)   (5,157,536)   (8,679,091)  (26,186,925)  (7,703,037)   (13,728,913)
- ------------   -----------  ------------  ------------  -----------   ------------
 (23,279,721)   (6,080,727)  (12,911,383)  (30,104,770)  (9,101,507)   (16,833,615)
- ------------   -----------  ------------  ------------  -----------   ------------
  26,973,535     9,159,947    20,916,959    34,705,971   13,894,120     19,206,575
   1,796,568       (67,105)     (275,338)    1,711,101    1,023,380      1,200,351
   1,447,141       358,226      (570,494)      176,900      (10,538)        (1,531)
   3,601,633     1,666,194      (351,624)    1,295,090      835,190      2,316,058
- ------------   -----------  ------------  ------------  -----------   ------------
   6,845,342     1,957,315    (1,197,456)    3,183,091    1,848,032      3,514,878
     103,801         9,799        74,869        26,580       17,467         44,136
 (10,497,600)   (2,731,763)   (5,618,216)  (10,317,894)  (5,998,732)    (6,524,560)
   1,796,703      (911,170)   (1,989,120)   (4,443,434)    (694,719)       151,145
     (11,214)       (2,558)       (5,161)      (23,118)      (2,475)       (18,153)
      17,969         9,642        (3,575)        4,229         (644)         1,958
- ------------   -----------  ------------  ------------  -----------   ------------
  (8,590,341)   (3,626,050)   (7,541,203)  (14,753,637)  (6,679,103)    (6,345,474)
- ------------   -----------  ------------  ------------  -----------   ------------
  (1,744,999)   (1,668,735)   (8,738,659)  (11,570,543)  (4,831,071)    (2,830,596)
- ------------   -----------  ------------  ------------  -----------   ------------
 $25,228,536   $ 7,491,212  $ 12,178,300  $ 23,135,425  $ 9,063,049   $ 16,375,979
============   ===========  ============  ============  ===========   ============
</TABLE>
 
                                       21
<PAGE>
 
                  AMERICAN REPUBLIC VARIABLE ANNUITY ACCOUNT
 
                         NOTES TO FINANCIAL STATEMENTS
 
                               DECEMBER 31, 1995
 
1. INVESTMENT AND ACCOUNTING POLICIES
 
  American Republic Variable Annuity Account was organized by American
Republic Insurance Company (the Company) in accordance with the provisions of
Iowa Insurance laws and is a part of the total operations of the Company. The
assets and liabilities of the American Republic Variable Annuity Account are
clearly identified and distinguished from the other assets and liabilities of
the Company. The American Republic Variable Annuity Account invests solely in
specified portfolios of PaineWebber Series Trust, an open-end management
investment company under the Investment Company Act of 1940, as directed by
eligible contract owners. All series of shares are diversified except Global
Income Portfolio. Investments are stated at the closing net asset values per
share on December 31, 1995.
 
  Effective August 14, 1995, the name of the Dividend Growth Division changed
to Growth and Income Division. Effective September 21, 1995, the name of the
Government Division changed to Strategic Fixed Income Division.
 
  The average cost method is used to determine realized gains and losses.
Dividends are taken into income on an accrual basis as of the ex-dividend
date.
 
  Currently payable annuity contract reserves are computed according to the
Individual Annuity Valuation 1983 Table using an assumed interest rate of
4.0%. If the amount paid to the contractholder is less than originally
estimated, charges paid for mortality and expense risks are reimbursed to the
Company. If additional amounts are required, the Company reimburses the
American Republic Variable Annuity Account.
 
2. EXPENSES
 
  The Company is compensated for certain expenses. Mortality, distribution,
and expense risks assumed by the Company are compensated for by a charge
equivalent to an annual rate of 1.40% of the total net assets of each
division. These charges amounted to $1,757,215 in 1995.
 
  An annual contract administration charge of $30 is deducted on the last
valuation date of each calendar year, upon full withdrawal of a contract's
value or upon commencement of annuity payments if such withdrawal is made or
annuity payments commence prior to the last valuation date of the year. A
transfer charge of $10 will be imposed on each transfer between divisions
(portfolios) of the account in excess of six in any one calendar year.
However, the Company has waived this charge until further notice. An early
withdrawal charge may be imposed in the event of withdrawal of any portion of
the contract value or upon annuitization. The early withdrawal charge is 5% of
the amount withdrawn for purchase payments made within six years prior to the
date of withdrawal. Purchase payments made after May 1, 1989 will have an
early withdrawal charge period of five years. A withdrawal transaction charge
of $10 will be imposed on each withdrawal in excess of three per calendar
year. Total administrative charges amounted to $441,836 in 1995.
 
3. FEDERAL INCOME TAXES
 
  Operations of the American Republic Variable Annuity Account are part of the
operations of the Company which is taxed as a life insurance company under the
Internal Revenue Code. Under current law, no federal income taxes are payable
with respect to operations of American Republic Variable Annuity Account.
 
                                      22
<PAGE>
 
                   AMERICAN REPUBLIC VARIABLE ANNUITY ACCOUNT
 
                   NOTES TO FINANCIAL STATEMENTS--(CONTINUED)
 
4. PURCHASES AND SALES OF INVESTMENT SECURITIES
 
  The aggregate cost of purchases and proceeds from sales of investments were
as follows:
 
<TABLE>
<CAPTION>
                                      YEAR ENDED               YEAR ENDED
                                   DECEMBER 31, 1995       DECEMBER 31, 1994
                                ----------------------- ------------------------
                                 PURCHASES     SALES     PURCHASES     SALES
                                ----------- ----------- ----------- ------------
<S>                             <C>         <C>         <C>         <C>
Portfolio:
  Money Market................. $13,486,067 $14,581,530 $21,001,060 $ 18,426,316
  Growth.......................   4,661,090  11,690,448   9,271,243   25,402,705
  Growth and Income............   2,457,874   6,131,168   2,388,387    7,505,899
  Global Growth................   2,443,083   9,104,616   4,286,596   12,233,136
  Global Income................   1,329,829  15,774,620   7,279,888   27,738,323
  Strategic Fixed Income.......   2,307,139   7,687,957   5,441,089   11,686,036
  Asset Allocation.............   3,233,706   7,649,701   4,731,209   14,807,034
                                ----------- ----------- ----------- ------------
                                $29,918,788 $72,620,040 $54,399,472 $117,799,449
                                =========== =========== =========== ============
</TABLE>
 
5. SUMMARY OF CHANGES FROM UNIT TRANSACTIONS
 
  Transactions in units were as follows:
 
<TABLE>
<CAPTION>
                                             YEAR ENDED          YEAR ENDED
                                          DECEMBER 31, 1995   DECEMBER 31, 1994
                                         ------------------- -------------------
                                         PURCHASED REDEEMED  PURCHASED REDEEMED
                                         --------- --------- --------- ---------
<S>                                      <C>       <C>       <C>       <C>
Division:
  Money Market.......................... 1,211,551 1,346,061 1,848,647 1,668,991
  Growth................................   238,060   617,038   514,293 1,344,268
  Growth and Income.....................   313,034   681,018   311,337   854,600
  Global Growth.........................   135,760   687,329   446,973 1,021,485
  Global Income.........................    35,535   988,705   194,588 1,944,138
  Strategic Fixed Income................   125,057   587,044   364,692   934,735
  Asset Allocation......................   109,536   508,722   124,029 1,028,791
                                         --------- --------- --------- ---------
                                         2,168,533 5,415,917 3,804,559 8,797,008
                                         ========= ========= ========= =========
</TABLE>
 
6. NET ASSETS
 
  Net assets at December 31, 1995 consisted of the following:
 
<TABLE>
<CAPTION>
                                         MONEY                  GROWTH      GLOBAL       GLOBAL      STRATEGIC      ASSET
                                        MARKET      GROWTH    AND INCOME    GROWTH       INCOME     FIXED INCOME ALLOCATION
                           COMBINED    DIVISION    DIVISION    DIVISION    DIVISION     DIVISION      DIVISION    DIVISION
                         ------------ ----------- ----------- ----------  -----------  -----------  ------------ -----------
<S>                      <C>          <C>         <C>         <C>         <C>          <C>          <C>          <C>
Unit transactions....... $ 93,878,776 $14,569,585 $21,467,242 $6,399,919  $10,872,244  $19,815,468   $8,033,804  $12,720,514
Accumulated net
 investment income......   11,288,929     471,598     188,296    (90,445)   1,716,549    3,765,195    1,578,895    3,658,841
Net unrealized
 appreciation
 (depreciation) of
 investments............    3,345,979         --    3,572,998  1,181,738     (410,493)    (445,238)    (549,650)      (3,376)
                         ------------ ----------- ----------- ----------  -----------  -----------   ----------  -----------
                         $108,513,684 $15,041,183 $25,228,536 $7,491,212  $12,178,300  $23,135,425   $9,063,049  $16,375,979
                         ============ =========== =========== ==========  ===========  ===========   ==========  ===========
</TABLE>
 
 
                                       23
<PAGE>
 
                        REPORT OF INDEPENDENT AUDITORS
 
The Board of Directors
 American Republic Insurance Company
 
  We have audited the accompanying balance sheets of American Republic
Insurance Company as of December 31, 1995 and 1994, and the related statements
of operations, changes in surplus and cash flows for each of the three years
in the period ended December 31, 1995. 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. 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 American Republic
Insurance Company at December 31, 1995 and 1994, and the results of its
operations and its cash flows for each of the three years in the period ended
December 31, 1995, in conformity with generally accepted accounting principles
and with accounting practices prescribed or permitted by the Insurance
Division of the Commerce Department of the State of Iowa.
 
                                          /s/ Ernst & Young LLP
 
Des Moines, Iowa
March 15, 1996
 
                                      24
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                                 BALANCE SHEETS
 
<TABLE>
<CAPTION>
                                                             DECEMBER 31
                                                      -------------------------
                                                          1995         1994
                                                      ------------ ------------
<S>                                                   <C>          <C>
ADMITTED ASSETS
Bonds--at amortized cost (Note 3).................... $270,228,629 $261,209,919
Common stock of subsidiaries--at net asset value
 (cost: 1995 and 1994--$7,800,731) (Note 9)..........    8,273,876    8,223,395
Common stock of unaffiliated companies--at market
 (cost: 1995--$2,101,334; 1994--$1,101,000)..........      249,737      238,725
Mortgage loans on real estate........................    5,156,212    6,117,774
Policy loans.........................................    5,358,754    5,027,533
Real estate--at cost, less accumulated depreciation
 (1995--$4,156,219; 1994--$3,872,774):
  Home office properties.............................    7,756,972    8,017,122
  Investment properties..............................      315,699      318,307
  Acquired in satisfaction of debt...................    1,145,579      700,000
                                                      ------------ ------------
                                                         9,218,250    9,035,429
Other invested assets................................      181,386          --
Cash and cash equivalents:
  Short-term investments (Note 3)....................    2,253,068   10,640,892
  Certificates of deposit............................      883,469    1,269,430
  Cash...............................................   11,435,046   10,011,261
                                                      ------------ ------------
                                                        14,571,583   21,921,583
                                                      ------------ ------------
Total cash and investments...........................  313,238,427  311,774,358
Electronic data processing equipment--at cost, less
 accumulated depreciation (1995--$2,730,173; 1994--
 $2,427,515).........................................    1,018,404    1,197,450
Premiums deferred and uncollected....................    1,414,156    1,516,972
Investment income due and accrued....................    4,993,360    5,122,362
Federal income taxes recoverable (Note 4)............      900,000      500,000
Funds held with ceding reinsurer (Note 10)...........    2,549,104    2,915,655
Other admitted assets................................    2,411,144    1,966,195
Separate account assets (Note 7).....................  108,853,373  141,064,042
                                                      ------------ ------------
Total admitted assets................................ $435,377,968 $466,057,034
                                                      ============ ============
</TABLE>
 
                            See accompanying notes.
 
                                       25
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                                 BALANCE SHEETS
 
<TABLE>
<CAPTION>
                                                              DECEMBER 31
                                                       -------------------------
                                                           1995         1994
                                                       ------------ ------------
<S>                                                    <C>          <C>
LIABILITIES AND SURPLUS
Liabilities:
  Policy reserves:
    Life and annuity (Note 5)......................... $ 85,019,607 $ 94,159,240
    Accident and health (Note 6)......................   74,306,119   73,168,337
    Policy proceeds left at interest..................       36,451       37,530
    Policyholders' dividend accumulations.............    3,198,855    3,140,551
                                                       ------------ ------------
                                                        162,561,032  170,505,658
  Policy and contract claims..........................   37,406,678   42,316,799
  Other policyholders' funds:
    Dividends payable.................................      610,490      625,259
    Premium deposit funds and other...................    3,866,820    3,353,470
                                                       ------------ ------------
                                                          4,477,310    3,978,729
  Other liabilities (Note 8)..........................   18,484,718   17,483,421
  Asset valuation reserve.............................    3,369,029    3,335,128
  Interest maintenance reserve........................      376,807      631,445
  Separate account liabilities (Notes 5 and 7)........  108,486,468  139,370,131
                                                       ------------ ------------
Total liabilities.....................................  335,162,042  377,621,311
Commitment and contingencies (Note 12)
Surplus:
  Permanent guaranty fund.............................    1,000,000    1,000,000
  Claim fluctuation reserve...........................    5,650,000    5,650,000
  Annuity stabilization reserve.......................      350,000      350,000
  Unassigned surplus..................................   93,215,926   81,435,723
                                                       ------------ ------------
Total surplus.........................................  100,215,926   88,435,723
                                                       ------------ ------------
Total liabilities and surplus......................... $435,377,968 $466,057,034
                                                       ============ ============
</TABLE>
 
                            See accompanying notes.
 
                                       26
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                            STATEMENTS OF OPERATIONS
 
<TABLE>
<CAPTION>
                                               YEAR ENDED DECEMBER 31
                                       ----------------------------------------
                                           1995          1994          1993
                                       ------------  ------------  ------------
<S>                                    <C>           <C>           <C>
Premiums and other considerations:
  Life...............................  $ 10,444,788  $ 10,005,975  $ 10,077,747
  Accident and health................   220,885,176   210,246,093   195,789,104
  Annuity deposits...................     1,745,172     6,455,712     7,439,140
  Policy proceeds and dividends left
   with the Company..................       193,853       211,098       208,825
                                       ------------  ------------  ------------
                                        233,268,989   226,918,878   213,514,816
  Net investment income (Note 3).....    21,386,060    20,070,501    19,305,113
  Miscellaneous income...............    10,584,603     9,430,928     8,004,360
                                       ------------  ------------  ------------
                                        265,239,652   256,420,307   240,824,289
Benefits and expenses:
  Benefits paid or provided for:
    Death benefits...................     4,719,749     5,242,917     4,127,297
    Matured endowments...............        55,117        59,548        61,289
    Annuity benefits.................     2,672,057     2,781,362     2,196,280
    Accident and health and disabil-
     ity benefits....................   141,133,960   126,871,989   115,355,461
    Surrender benefits...............    62,441,386    86,179,586    46,152,700
    Payments from funds left at in-
     terest..........................       363,970       391,704       349,290
    Increase (decrease) in policy re-
     serves..........................    (7,944,626)   (1,939,000)      476,900
                                       ------------  ------------  ------------
                                        203,441,613   219,588,106   168,719,217
  Insurance expenses:
    Commissions......................    43,102,549    44,385,230    38,404,543
    General insurance expenses.......    35,509,641    33,643,306    31,940,209
    Insurance taxes, licenses and
     fees............................     6,630,969     6,372,159     6,019,566
    Net transfers (from) separate ac-
     count (Note 7)..................   (49,427,576)  (77,420,959)  (28,708,457)
                                       ------------  ------------  ------------
                                         35,815,583     6,979,736    47,655,861
                                       ------------  ------------  ------------
                                        239,257,196   226,567,842   216,375,078
                                       ------------  ------------  ------------
Gain from operations before dividends
 to policyholders, federal income
 taxes and net realized capital gains
 (losses)............................    25,982,457    29,852,465    24,449,211
Dividends to policyholders...........       597,959       611,915       608,322
                                       ------------  ------------  ------------
Gain from operations before federal
 income taxes and net realized capi-
 tal gains (losses)..................    25,384,498    29,240,550    23,840,889
Federal income taxes (Note 4)........    10,841,460     9,591,731     8,074,548
                                       ------------  ------------  ------------
Net gain from operations before net
 realized capital gains (losses).....    14,543,038    19,648,819    15,766,341
Net realized capital gains (losses)
 (Note 3)............................           --        (29,670)    1,991,612
                                       ------------  ------------  ------------
Net income...........................  $ 14,543,038  $ 19,619,149  $ 17,757,953
                                       ============  ============  ============
</TABLE>
 
                            See accompanying notes.
 
                                       27
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                        STATEMENTS OF CHANGES IN SURPLUS
 
<TABLE>
<CAPTION>
                                               YEAR ENDED DECEMBER 31
                                        --------------------------------------
                                            1995         1994         1993
                                        ------------  -----------  -----------
<S>                                     <C>           <C>          <C>
Balance at beginning of year........... $ 88,435,723  $73,523,474  $63,070,390
Add (deduct):
  Net income...........................   14,543,038   19,619,149   17,757,953
  Net unrealized capital gains
   (losses)............................     (972,544)    (845,354)     115,373
  Decrease (increase) in asset
   valuation reserve...................      (33,901)     396,109   (1,142,738)
  Decrease (increase) in non-admitted
   assets..............................      106,260   (2,235,225)  (2,109,844)
  Decrease in surplus of separate
   account.............................   (1,327,006)  (2,436,475)  (1,963,547)
  Decrease in reserves resulting from
   change in valuation basis...........          --           --    (2,339,784)
  Postretirement transition obligation
   (Note 8)............................     (495,241)         --           --
  Prior year's federal income taxes....      (40,403)     414,045      135,671
                                        ------------  -----------  -----------
Balance at end of year................. $100,215,926  $88,435,723  $73,523,474
                                        ============  ===========  ===========
</TABLE>
 
 
 
 
                            See accompanying notes.
 
                                       28
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                            STATEMENTS OF CASH FLOWS
 
<TABLE>
<CAPTION>
                                             YEAR ENDED DECEMBER 31
                                    -------------------------------------------
                                        1995           1994           1993
                                    -------------  -------------  -------------
<S>                                 <C>            <C>            <C>
OPERATING ACTIVITIES
Premiums and other considerations.  $ 233,885,155  $ 227,089,553  $ 214,275,161
Investment income, less expenses..     22,756,052     21,560,266     20,738,148
Benefits..........................   (217,367,114)  (227,416,904)  (159,427,717)
Insurance expenses................    (84,666,547)   (83,331,723)   (74,514,864)
Dividends to policyholders........       (612,728)      (627,087)      (676,685)
Net transfers from (to) separate
 account..........................     49,427,576     77,420,959     28,708,457
Federal income taxes..............    (11,329,403)    (9,021,139)   (10,314,115)
Miscellaneous income..............     10,361,330      9,092,835      7,787,968
                                    -------------  -------------  -------------
Net cash provided by operating ac-
 tivities (Note 11)...............      2,454,323     14,766,760     26,576,353
INVESTING ACTIVITIES
Proceeds from investments sold,
 matured or repaid:
  Bonds...........................     36,410,973     48,354,972     78,121,869
  Mortgage loans on real estate...        589,857      2,065,460      3,785,283
  Real estate.....................            --             --       3,375,921
  Other invested assets...........        150,000            --             --
                                    -------------  -------------  -------------
                                       37,150,830     50,420,432     85,283,073
Cost of investments acquired:
  Bonds...........................    (46,511,868)   (52,127,522)  (113,176,963)
  Common stocks...................     (1,000,334)      (100,000)    (1,000,000)
  Mortgage loans on real estate...        (47,834)           --         (63,980)
  Real estate.....................        (29,950)      (327,940)    (4,466,193)
  Other invested assets...........       (331,386)           --             --
  Decrease (increase) in policy
   loans--net.....................       (331,221)       (53,665)      (292,071)
                                    -------------  -------------  -------------
                                      (48,252,593)   (52,609,127)  (118,999,207)
Other.............................      1,297,440     (4,853,213)    (3,414,346)
                                    -------------  -------------  -------------
Net cash used in investing activi-
 ties.............................     (9,804,323)    (7,041,908)   (37,130,480)
                                    -------------  -------------  -------------
Increase (decrease) in cash and
 cash equivalents.................     (7,350,000)     7,724,852    (10,554,127)
Cash and cash equivalents at be-
 ginning of year..................     21,921,583     14,196,731     24,750,858
                                    -------------  -------------  -------------
Cash and cash equivalents at end
 of year..........................  $  14,571,583  $  21,921,583  $  14,196,731
                                    =============  =============  =============
SUPPLEMENTAL DISCLOSURE OF NONCASH
 INVESTING ACTIVITIES
Acquisition of real estate by
 foreclosure of mortgage loan, net
 of related write-down of $60,859
 in 1993..........................  $     419,539  $         --   $     700,000
</TABLE>
 
                            See accompanying notes.
 
                                       29
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                         NOTES TO FINANCIAL STATEMENTS
 
                               DECEMBER 31, 1995
 
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
 
 Organization
 
  American Republic Insurance Company (the Company) is domiciled in Iowa and
has two wholly-owned subsidiaries, American Benefit Life Insurance Company and
Action Reaction, Inc. The Company offers major medical insurance, Medicare
supplement and other individual and family health coverages. It also offers
universal life, single premium whole life and various annuity products. The
products are primarily marketed through managing general agents and general
agents. The Company is licensed in 49 states and the District of Columbia.
 
 Basis of Presentation
 
  The financial statements have been prepared in conformity with accounting
practices prescribed or permitted by the Insurance Division of the Commerce
Department of the State of Iowa. Such statutory accounting practices are
currently regarded as generally accepted accounting principles (GAAP) for
mutual life insurance companies.
 
  Beginning in 1996, however, under the requirements of Financial Accounting
Standards Board (FASB) Interpretation No. 40, Applicability of Generally
Accepted Accounting Principles to Mutual Life Insurance and Other Enterprises,
as amended, financial statements prepared on the basis of statutory accounting
practices will no longer be described as prepared "in conformity with GAAP".
The Accounting Standards Executive Committee of the American Institute of
Certified Public Accountants and the FASB issued authoritative accounting and
reporting pronouncements in January 1995, effective for calendar year 1996,
addressing how mutual life insurance companies should account for certain
insurance activities, including those from which the Company is currently
exempt. Applying the provisions of these authoritative accounting and
reporting pronouncements may result in surplus and net income that differ from
the amounts reported under existing statutory accounting practices. The
Company has not yet determined the impact of these newly issued pronouncements
on its financial statements. The Company has also not yet determined whether
for general purposes it will continue to issue statutory-basis financial
statements or statements adopting all applicable authoritative GAAP
pronouncements. If the Company decides that their financial statements will be
prepared in accordance with GAAP rather than statutory accounting practices,
the financial statements included herein would have to be restated to reflect
all applicable authoritative GAAP pronouncements. These statutory-basis
financial statements, however, will continue to be required by insurance
regulatory authorities.
 
  The National Association of Insurance Commissioners (NAIC) currently is in
the process of recodifying statutory accounting practices, the result of which
is expected to constitute the only source of "prescribed" statutory accounting
practices. Accordingly, that project, which is not expected to be completed
before 1997, will likely change, to some extent, prescribed statutory
accounting practices and may result in changes to the accounting practices
that the Company uses to prepare its statutory-basis financial statements.
 
 Use of Estimates
 
  The preparation of financial statements of insurance companies requires
management to make estimates and assumptions that affect amounts reported in
the financial statements and accompanying notes. Such estimates and
assumptions could change in the future as more information becomes known,
which could impact the amounts reported and disclosed herein.
 
                                      30
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                  NOTES TO FINANCIAL STATEMENTS--(CONTINUED)
 
 Investments
 
  Investments in bonds, mortgage loans on real estate, short-term investments,
certificates of deposit and other invested assets are reported principally at
cost adjusted for amortization of premiums and accrual of discounts. The
discounts or premiums on bonds are amortized using the scientific (interest)
method, which results in a constant yield over the investments' expected
lives. The amortization of premiums and accretion of discounts of bonds backed
by mortgages and other loans is adjusted annually for changes in the expected
prepayment rate of the loans using the prospective method. Common stocks of
subsidiaries are carried at equity in statutory net assets (all 100% owned).
Common stocks of unaffiliated companies are carried at market. Real estate is
reported at cost, less accumulated depreciation. Depreciation expense is
computed on the basis of straight-line and accelerated methods over the
estimated useful lives of the assets. Policy loans are reported at unpaid
principal. Other admitted assets are valued as required or permitted by the
Iowa Insurance Laws.
 
  Realized gains and losses on investments are determined on the basis of
specific identification and are recorded in the statement of operations net of
related federal income taxes and amounts transferred to the interest
maintenance reserve. Unrealized capital gains and losses on investments are
taken directly to surplus. The Asset Valuation Reserve (AVR) is established by
the Company to provide for anticipated losses in the event of default by
issuers of certain invested assets. These amounts are determined using a
formula prescribed by the NAIC and are reported as a liability. The formula
for the AVR provides for a corresponding adjustment for realized gains and
losses, net of amounts attributed to changes in the general level of interest
rates. Under a formula prescribed by the NAIC, the Company defers, in the
Interest Maintenance Reserve (IMR), the portion of realized gains and losses
on sales of fixed income investments, principally bonds and mortgage loans,
attributable to changes in the general level of interest rates and amortizes
those deferrals over the remaining period to maturity of the security.
 
 Cash and Cash Equivalents
 
  For purposes of the statement of cash flows, the Company considers all
highly liquid investments with a maturity of one year or less when purchased
to be cash equivalents.
 
 Policy Reserves
 
  The reserves for life and accident and health policies, all developed by
actuarial methods, are established and maintained on the basis of published
mortality or morbidity tables using assumed interest rates which are graded
and range from 2.5% to 11.0% and valuation methods that will provide, in the
aggregate, reserves that are greater than the minimum valuation required by
law.
 
  The annuity policy reserves are established and maintained using assumed
interest rates and valuation methods that will provide, in the aggregate,
reserves that are greater than the minimum valuation required by law or
guaranteed policy cash values.
 
  Policy and contract claims represent estimates of the ultimate net costs of
all losses, reported and unreported, which remain unpaid at December 31 of
each year. Unpaid claims are estimated using individual claim evaluations and
statistical analyses. Accident and health unpaid claims have been discounted
to the estimated present value. These estimates are necessarily subject to the
impact of future changes in claim severity, frequency and other factors. In
spite of the variability inherent in such situations, management believes that
the unpaid claim amounts are adequate. The estimates are continuously reviewed
and as adjustments to these amounts become necessary, such adjustments are
reflected in current operations.
 
 
                                      31
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                  NOTES TO FINANCIAL STATEMENTS--(CONTINUED)
 Recognition of Premium Revenue and Costs
 
  Premiums are recognized as revenue over the premium-paying period and all
costs related to the acquisition of new business are charged to operations as
incurred.
 
 Dividends
 
  Dividends payable to policyholders in the following year are charged to
operations and are established by the Company's Board of Directors.
 
 Reinsurance
 
  Reinsurance premiums and losses are accounted for on bases consistent with
those used in accounting for the original policies issued and the terms of the
reinsurance contracts. Premiums, losses and the reserves for losses and
unearned premiums are reported net of reinsured amounts. The Company is
contingently liable with respect to reinsurance ceded to other companies in
the event the reinsurer is unable to meet the obligations that it has assumed.
 
 Separate Accounts
 
  Separate account assets and liabilities represent funds held for the
exclusive benefit of variable annuity contractholders. Fees are received for
administrative expenses and for assuming certain mortality, distribution and
expense risks. The statement of operations includes the premiums, benefits and
other items (including transfers to and from the separate account) arising
from the operations of the separate account. The statement of surplus reflects
the gain (loss) from operations arising from the difference between the fair
market value of assets and the policy reserves of the separate account.
 
2. FAIR VALUES OF FINANCIAL INSTRUMENTS
 
  Statement of Financial Accounting Standards (SFAS) No. 107, "Disclosures
about Fair Value of Financial Instruments", requires disclosure of fair value
information about financial instruments, whether or not recognized in the
balance sheet, for which it is practicable to estimate that value. In cases
where quoted market prices are not available, fair values are based on
estimates using present value or other valuation techniques. Those techniques
are significantly affected by the assumptions used including the discount rate
and estimates of future cash flows. In that regard, the derived fair value
estimates cannot be substantiated by comparisons to independent markets and,
in many cases, could not be realized in immediate settlement of the
instrument. SFAS 107 excludes certain financial instruments and all
nonfinancial instruments from its disclosure requirements. Accordingly, the
aggregate fair value amounts presented do not represent the underlying value
of the Company.
 
  The following methods and assumptions were used by the Company in estimating
the "fair value" disclosures for "financial instruments":
 
    Cash and cash equivalents: The carrying amounts reported on the balance
  sheet for these financial instruments approximate their fair values.
 
    Investment securities: The fair values for bonds are based on market
  values prescribed by the securities valuation office of the NAIC or quoted
  market prices, where available. For bonds not actively traded, fair values
  are estimated using values obtained from independent pricing services. The
  fair values for common stocks of subsidiaries are based on the net asset
  value of the wholly-owned subsidiaries. The fair value of common stocks of
  unaffiliated companies and separate account assets are based on quoted
  market prices.
 
    Mortgage loans, policy loans and other invested assets: The fair values
  for mortgage loans, policy loans and other invested assets approximate the
  carrying amounts when using discounted cash flows based on interest rates
  currently being offered for similar investments with similar maturities.
 
                                      32
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                  NOTES TO FINANCIAL STATEMENTS--(CONTINUED)
 
    Investment contracts: Fair values for the Company's liabilities under
  investment-type insurance contracts, including separate account
  liabilities, are based on the cash surrender values of the underlying
  contracts.
 
    Insurance contracts: The fair values for the Company's insurance
  contracts other than investment-type contracts are not required to be
  disclosed. However, the fair values of liabilities under all insurance
  contracts are taken into consideration in the Company's overall management
  of interest rate risk, such that the Company's exposure to changing
  interest rates is minimized through the matching of investment maturities
  with amounts due under insurance contracts.
 
  The following sets forth a comparison of the fair values and carrying values
of the Company's financial instruments subject to the provisions of SFAS
No.107:
 
<TABLE>
<CAPTION>
                                                 DECEMBER 31
                             ---------------------------------------------------
                                       1995                      1994
                             ------------------------- -------------------------
                               CARRYING                  CARRYING
                                AMOUNT     FAIR VALUE     AMOUNT     FAIR VALUE
                             ------------ ------------ ------------ ------------
<S>                          <C>          <C>          <C>          <C>
Cash and cash equivalents..  $ 14,571,583 $ 14,571,583 $ 21,921,583 $ 21,921,583
Bonds......................   270,228,629  282,201,638  261,209,919  252,609,871
Common stock--subsidiaries.     8,273,876    8,273,876    8,223,395    8,223,395
Common stock--unaffiliated.       249,737      249,737      238,725      238,725
Mortgage loans.............     5,156,212    5,156,212    6,117,774    6,117,774
Policy loans...............     5,358,754    5,358,754    5,027,533    5,027,533
Other invested assets......       181,386      181,386          --           --
Separate account assets....   108,853,373  108,853,373  141,064,042  141,064,042
Investment-type contracts..   120,971,000  120,892,000  162,422,000  162,118,000
</TABLE>
 
3. INVESTMENT OPERATIONS
 
  At December 31, 1995 and 1994, the amortized cost and estimated market
values of the Company's portfolio of debt securities is as follows:
 
<TABLE>
<CAPTION>
                                               GROSS      GROSS      ESTIMATED
                                AMORTIZED   UNREALIZED  UNREALIZED     MARKET
                                   COST        GAINS      LOSSES       VALUE
                               ------------ ----------- ----------  ------------
<S>                            <C>          <C>         <C>         <C>
DECEMBER 31, 1995
Bonds:
  United States Government and
   agencies:
    Mortgage-backed securi-
     ties..................... $  2,251,340 $    89,382 $     --    $  2,340,722
    Other.....................    5,205,865     391,490       --       5,597,355
  State, municipal and other
   government:
    Mortgage-backed securi-
     ties.....................   12,802,237     776,405   (12,439)    13,566,203
    Other.....................    9,361,528      72,611       --       9,434,139
  Public utilities............   64,780,636   2,496,095  (149,589)    67,127,142
  Industrial and miscellane-
   ous:
    Other.....................  175,827,023   9,005,867  (696,813)   184,136,077
                               ------------ ----------- ---------   ------------
                                270,228,629  12,831,850  (858,841)   282,201,638
  Short-term investments:
    Industrial and miscellane-
     ous......................    2,087,732         --        --       2,087,732
    Banks, trust and insurance
     companies................      165,336         --        --         165,336
                               ------------ ----------- ---------   ------------
                                  2,253,068         --        --       2,253,068
                               ------------ ----------- ---------   ------------
                               $272,481,697 $12,831,850 $(858,841)  $284,454,706
                               ============ =========== =========   ============
</TABLE>
 
                                      33
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                  NOTES TO FINANCIAL STATEMENTS--(CONTINUED)
<TABLE>
<CAPTION>
                                            GROSS       GROSS       ESTIMATED
                              AMORTIZED   UNREALIZED  UNREALIZED      MARKET
                                 COST       GAINS       LOSSES        VALUE
                             ------------ ---------- ------------  ------------
<S>                          <C>          <C>        <C>           <C>
DECEMBER 31, 1994
BONDS:
  United States Government
   and agencies:
    Mortgage-backed securi-
     ties................... $    744,837 $   54,579 $    (14,163) $    785,253
    Other...................    6,192,316     22,781     (212,724)    6,002,373
  State, municipal and other
   government:
    Mortgage-backed securi-
     ties...................   10,894,590     31,295     (971,146)    9,954,739
    Other...................    8,205,724     25,309      (60,000)    8,171,033
  Public utilities..........   55,690,646    454,437   (2,558,113)   53,586,970
  Industrial and miscellane-
   ous:
    Other...................  179,481,806  1,538,755   (6,911,058)  174,109,503
                             ------------ ---------- ------------  ------------
                              261,209,919  2,127,156  (10,727,204)  252,609,871
Short-term investments:
  Public utilities..........    2,497,591        --           --      2,497,591
  Industrial and miscellane-
   ous......................    5,933,356        --           --      5,933,356
  Banks, trust and insurance
   companies................    2,209,945        --           --      2,209,945
                             ------------ ---------- ------------  ------------
                               10,640,892        --           --     10,640,892
                             ------------ ---------- ------------  ------------
                             $271,850,811 $2,127,156 $(10,727,204) $263,250,763
                             ============ ========== ============  ============
</TABLE>
 
  The amortized cost and estimated market value of bonds and short-term
investments at December 31, 1995, 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>
                                                                    ESTIMATED
                                                       AMORTIZED      MARKET
                                                          COST        VALUE
                                                      ------------ ------------
<S>                                                   <C>          <C>
Due in one year or less.............................. $ 26,924,421 $ 27,184,628
Due after one year through five years................  118,415,562  121,871,756
Due after five years through ten years...............  103,722,247  110,919,384
Due after ten years..................................    8,365,890    8,572,013
                                                      ------------ ------------
                                                       257,428,120  268,547,781
Mortgage-backed securities...........................   15,053,577   15,906,925
                                                      ------------ ------------
                                                      $272,481,697 $284,454,706
                                                      ============ ============
</TABLE>
 
  The gross unrealized loss was $1,851,597 and $862,275 on common stock of
unaffiliated companies at December 31, 1995 and 1994, respectively. There was
no gross unrealized gains at December 31, 1995 or 1994.
 
                                      34
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                  NOTES TO FINANCIAL STATEMENTS--(CONTINUED)
 
  Realized investment gains (losses) for investments are as follows:
 
<TABLE>
<CAPTION>
                                                   YEAR ENDED DECEMBER 31
                                               --------------------------------
                                                 1995      1994        1993
                                               --------  ---------  -----------
<S>                                            <C>       <C>        <C>
Debt securities............................... $(67,030) $(416,615) $ 1,709,538
Real estate...................................      --     (29,670)   1,883,365
Related federal income taxes..................   23,460    145,815     (560,452)
Transfer (to) from IMR........................   43,569    270,800   (1,040,839)
                                               --------  ---------  -----------
Total realized gains (loss)................... $    --   $ (29,670) $ 1,991,612
                                               ========  =========  ===========
</TABLE>
 
  The net realized gain (loss) for debt securities includes gross gains on the
sale, maturity or prepayment of debt securities of $167,866, $569,429 and
$1,750,737 and gross losses on the sale, maturity or prepayment of debt
securities of $234,896, $986,044 and $41,199 for the years ended December 31,
1995, 1994 and 1993, respectively.
 
  Major categories of net investment income are summarized as follows:
 
<TABLE>
<CAPTION>
                                               1995        1994        1993
                                            ----------- ----------- -----------
<S>                                         <C>         <C>         <C>
Bonds.....................................  $19,702,039 $18,751,359 $18,502,022
Increase (decrease) in equity in
 undistributed net assets of subsidiaries.       50,481     104,395    (545,000)
Mortgage loans on real estate.............      562,646     653,128   1,077,097
Policy loans..............................      284,762     287,139     271,048
Real estate including (1995--$2,087,758;
 1994--$2,107,824; 1993--$2,017,496) for
 Company's occupancy of its own buildings.    2,387,168   2,391,664   2,249,120
Short-term investments....................      468,263     430,916     464,858
Certificates of deposit...................       42,740      57,258      79,220
Cash......................................      911,387     513,350     349,823
Other invested assets.....................       11,996         --          --
Miscellaneous.............................       96,463      69,852      72,158
                                            ----------- ----------- -----------
                                             24,517,945  23,259,061  22,520,346
Less investment expenses..................    3,131,885   3,188,560   3,215,233
                                            ----------- ----------- -----------
Net investment income.....................  $21,386,060 $20,070,501 $19,305,113
                                            =========== =========== ===========
</TABLE>
 
  At December 31, 1995, affidavits of deposits covering investments with a par
value of $259,151,321 were on deposit with state agencies to meet regulatory
requirements.
 
4. FEDERAL INCOME TAXES
 
  The Company and its life insurance subsidiary file a consolidated federal
tax return. Under a written agreement, the Company collects from or refunds to
the subsidiary the amount of taxes or benefits determined as if the Company
and its subsidiary filed separate returns. Amounts due from the subsidiary for
federal income taxes were $132,000 and $61,000 at December 31, 1995 and 1994,
respectively.
 
  The Company is taxed at usual corporate rates on taxable income based on
existing laws that may result in a provision for federal income taxes which
does not have the customary relationship of taxes to income as shown in the
statements of operations.
 
                                      35
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                  NOTES TO FINANCIAL STATEMENTS--(CONTINUED)
 
  The effective tax rate is different than the prevailing federal income tax
rate of 35% for 1995, 1994 and 1993 principally due to the following:
 
<TABLE>
<CAPTION>
                                             1995         1994         1993
                                          -----------  -----------  ----------
<S>                                       <C>          <C>          <C>
Federal income tax at statutory rate..... $ 8,884,574  $10,234,193  $8,334,311
Tax increase (decrease) from:
  Separate account gain (loss)...........    (464,452)    (852,766)   (687,241)
  Market discount on bonds--net..........     (94,574)    (132,806)    (83,641)
  Adjustment of differential earnings
   amount................................   2,051,456          --     (574,563)
  Agents' balances.......................       6,532      (53,977)   (128,921)
  Policy acquisition costs--tax basis....     126,727       35,534     164,299
  Unearned premium reserve...............     212,489      212,489     212,489
  Other items............................    (118,708)     149,064     837,815
                                          -----------  -----------  ----------
Federal income taxes..................... $10,841,460  $ 9,591,731  $8,074,548
                                          ===========  ===========  ==========
</TABLE>
 
5. ANNUITY RESERVES
 
  A portion of the Company's policy reserves and other policyholders' funds
(including separate account liabilities) relate to liabilities established on
a variety of the Company's products that are not subject to significant
mortality and morbidity risk; however, there may be certain restrictions
placed upon the amount of funds that can be withdrawn without penalty. The
amount of reserves on these products, by withdrawal characteristics, and the
related percentage of the total are summarized as follows:
 
<TABLE>
<CAPTION>
                                                  DECEMBER 31
                                -----------------------------------------------
                                         1995                    1994
                                ----------------------- -----------------------
                                   AMOUNT    PERCENTAGE    AMOUNT    PERCENTAGE
                                ------------ ---------- ------------ ----------
<S>                             <C>          <C>        <C>          <C>
Subject to discretionary with-
 drawal at book value less
 surrender charge.............  $115,927,072     93%    $155,949,287     94%
Subject to discretionary with-
 drawal at book value with
 minimal or no charge or ad-
 justment.....................     6,899,248      6        8,293,854      5
Not subject to discretionary
 withdrawal...................     1,343,185      1        1,319,292      1
                                ------------    ---     ------------    ---
Total annuity reserves and de-
 posit fund liabilities.......  $124,169,505    100%    $165,562,433    100%
                                ============    ===     ============    ===
</TABLE>
 
6. LIABILITY FOR UNPAID ACCIDENT AND HEALTH CLAIMS
 
  Activity in the liability for unpaid accident and health claims is
summarized as follows:
 
<TABLE>
<CAPTION>
                                        1995           1994           1993
                                    -------------  -------------  -------------
<S>                                 <C>            <C>            <C>
Balance at January 1............... $  58,777,677  $  64,284,624  $  58,419,531
Incurred related to:
  Current year.....................   145,728,274    133,184,529    118,808,201
  Prior years......................    (6,327,520)    (8,163,963)    (3,224,777)
                                    -------------  -------------  -------------
Total incurred.....................   139,400,754    125,020,566    115,583,424
Paid related to:
  Current year.....................  (111,578,119)   (88,429,777)   (69,858,211)
  Prior years......................   (34,150,155)   (42,097,736)   (39,860,120)
                                    -------------  -------------  -------------
Total paid.........................  (145,728,274)  (130,527,513)  (109,718,331)
                                    -------------  -------------  -------------
Balance at December 31............. $  52,450,157  $  58,777,677  $  64,284,624
                                    =============  =============  =============
</TABLE>
 
 
                                      36
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                  NOTES TO FINANCIAL STATEMENTS--(CONTINUED)
7. SEPARATE ACCOUNTS
 
  A reconciliation of the amounts transferred to and from the separate account
at December 31, 1995 is presented below:
 
<TABLE>
<S>                                                               <C>
Transfers as reported in the summary of operations of the sepa-
 rate account statement:
  Transfers to separate account.................................. $  3,462,571
  Transfers (from) separate account..............................  (54,985,220)
                                                                  ------------
Net transfers (from) separate account............................  (51,522,649)
Reconciling adjustments:
  General account annuity management fee income..................    1,725,785
  Separate account miscellaneous income..........................       30,757
  Other..........................................................      338,531
                                                                  ------------
Transfers as reported in the summary of operations of the life,
 accident and health annual statement............................ $(49,427,576)
                                                                  ============
</TABLE>
 
8. BENEFIT AND RETIREMENT PLANS
 
  The Company and its wholly-owned subsidiaries maintain a defined benefit
pension plan covering substantially all of their employees. The Company makes
annual contributions to the plan equal to the amounts accrued for pension
expense, including amortization of the unfunded supplemental liability over 40
years. During 1995, 1994 and 1993, the annual contribution was not made due to
overfunding of the plan and, as a result, no expense was recorded. Accumulated
plan benefit information, as estimated by Company actuaries, and plan net
assets as of the latest available date are:
 
<TABLE>
<CAPTION>
                                                               JANUARY 1
                                                        -----------------------
                                                           1995        1994
                                                        ----------- -----------
<S>                                                     <C>         <C>
Actuarial present value of accumulated plan benefits:
  Vested............................................... $16,043,697 $14,959,085
  Nonvested............................................   2,060,539   2,130,072
                                                        ----------- -----------
                                                        $18,104,236 $17,089,157
                                                        =========== ===========
Net assets available for benefits...................... $27,554,609 $28,538,501
                                                        =========== ===========
</TABLE>
 
  The assumed rate of return used in determining the actuarial present value
of accumulated plan benefits was 7.93% for 1995 and 8% for 1994.
 
  In addition, the Company has a non-qualified defined benefit pension plan
covering certain employees. The total expense recorded related to this plan is
$27,957 for 1995, $0 for 1994, and $257,456 for 1993. The Company also
maintains a defined contribution plan for substantially all employees. The
plan provides for contributions based on current year's increase in surplus or
such an amount as the Board of Directors may authorize with a maximum
contribution of 15% of compensation. Contributions under the plan were
$1,773,000 for 1995, $1,684,000 for 1994, and $1,693,000 for 1993.
 
 
  The Company maintains non-qualified deferred compensation plans for regional
vice presidents, district managers, agency managers, employees and directors.
Amounts are credited to individual participants based on annual determinations
by the Board of Directors. The plans are administered by the Company and the
related liability of $4,821,831 and $4,311,743 in 1995 and 1994, respectively,
is included in the financial statements in other liabilities. Increases in the
liabilities plus payments made related to these plans were $641,000 for 1995,
$150,000 for 1994, and $775,000 for 1993.
 
 
                                      37
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                  NOTES TO FINANCIAL STATEMENTS--(CONTINUED)
  In addition to benefits offered under the aforementioned defined benefit
plans, the Company sponsors a plan that provides postretirement medical
benefits to eligible retired employees who retire with 20 years of service or
with full benefits under the defined benefit plan. The plan provides for
discounts on the cost of health insurance premiums.
 
  As of January 1, 1995, the Company changed its method of accounting for the
cost of the retiree benefit plans from the pay-as-you-go method (cash basis)
to the accrual method. The Company has elected to recognize the transition
obligation of retirees, fully eligible or vested participants and active non-
vested participants as a one-time cumulative charge to surplus. The Company
has chosen not to fund any amounts in excess of current benefits.
 
  The following table sets forth the amounts recognized in the Company's
balance sheet at December 31, 1995:
 
<TABLE>
<S>                                                                   <C>
Accumulated postretirement benefit obligations:
  Retirees and vested plan participants (of which $211,713 is for
   vested participants).............................................. $259,312
  Active non-vested plan participants................................  327,618
                                                                      --------
                                                                       586,930
  Unrecognized net loss from change in assumptions...................  (37,633)
                                                                      --------
Accrued postretirement benefit cost.................................. $549,297
                                                                      ========
</TABLE>
 
  Net periodic postretirement benefit costs in the statement of operations for
the year ended December 31, 1995 is as follows:
 
<TABLE>
<S>                                                                     <C>
Service cost........................................................... $20,795
Interest cost..........................................................  44,516
                                                                        -------
Net periodic postretirement benefit cost............................... $65,311
                                                                        =======
</TABLE>
 
  The weighted-average annual assumed rate of increase in the per capita cost
of health care benefits (i.e., health care cost trend rate) used in
determining the actuarial present value of the accumulated postretirement
benefit obligation was 7.6% at December 31, 1995, with the rate to be graded
down to 4% over 10 years. The health care cost trend rate assumption has a
significant effect on the amounts reported. For example, increasing the
assumed health care trend rates by one percent would increase the accumulated
postretirement benefit obligation as of December 31, 1995 by $116,089 and net
periodic postretirement benefit costs for the year ended December 31, 1995 by
$8,224. The discount rate used in determining the accumulated postretirement
benefit obligation was 6.54% at December 31, 1995.
 
9. WHOLLY-OWNED SUBSIDIARIES
 
  The Company owns 100% of the outstanding stock of Action Reaction, Inc.
Action Reaction, Inc. has a wholly-owned subsidiary, American Republic
Equities Corporation. Operations of American Republic Equities Corporation and
Action Reaction, Inc. are immaterial to the Companys financial statements.
 
  The Company also owns 100% of the outstanding stock of American Benefit Life
Insurance Company. At December 31, 1995 and 1994, the Companys investment in
American Benefit Life aggregated $8,193,522 and $7,954,833, respectively, with
an original cost of $7,000,000. Operations of American Benefit Life Insurance
Company are immaterial to the Company's financial statements.
 
 
                                      38
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                  NOTES TO FINANCIAL STATEMENTS--(CONTINUED)
  The Company shares administrative, clerical and data processing services
with its subsidiaries and is reimbursed on the basis of allocated costs.
 
10. REINSURANCE/SERVICE AGREEMENTS
 
  The Company has entered into third-party and corporate administrative
agreements with PaineWebber Life Insurance Company (PaineWebber) to provide
services for new business processing and account maintenance of their variable
annuity contracts. PaineWebber paid the Company $695,000 and $724,000 for
these services in 1995 and 1994, respectively.
 
  The Company also entered into a reinsurance agreement with PaineWebber to
assume a specified percentage of the risks associated with their variable
annuity contracts. Under this agreement, the Company receives from PaineWebber
the reinsurance percentage of charges and deductions collected on the
reinsured policies. The Company in return pays PaineWebber an expense
allowance for certain developmental, new business and maintenance costs on the
reinsured contracts. Also, in connection with the reinsurance agreement, the
Company has funds held on deposit equal to the reinsurance percentage of the
surplus of the variable annuity contracts. During 1995 and 1994, the Company
received reinsurance premiums of $1,565,425 and $4,235,056, respectively.
 
11. RECONCILIATION OF NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES
 
<TABLE>
<CAPTION>
                                              YEAR ENDED DECEMBER 31
                                        -------------------------------------
                                           1995         1994         1993
                                        -----------  -----------  -----------
<S>                                     <C>          <C>          <C>
Net income............................. $14,543,038  $19,619,149  $17,757,953
Adjustments to reconcile net income to
 net cash provided by operating
 activities:
  Decrease in premiums deferred and
   uncollected.........................     102,816      103,548      265,430
  Decrease (increase) in investment
   income due and accrued..............     129,002      (18,374)    (185,200)
  Change in federal income taxes.......    (400,000)         --    (1,830,000)
  Increase (decrease) in policy
   reserves............................  (7,944,626)  (1,939,000)     476,900
  Increase (decrease) in policy and
   contract claims.....................  (4,910,121)  (2,940,915)   5,493,543
  Increase in other policyholder funds.     498,581       51,955      426,552
  Net realized capital (gains) losses,
   before related federal income taxes.      67,030      446,285   (3,592,903)
  Increase (decrease) in interest
   maintenance reserve.................    (254,638)    (539,863)     850,167
  Undistributed net income of
   subsidiaries........................     (50,481)    (104,395)     545,000
  Provision for amortization of
   investment discounts and premiums...   1,298,599    1,602,310      928,542
  Provision for depreciation...........   1,571,195    1,566,964    1,363,086
  Increase (decrease) in funds paid to
   reinsurers..........................    (366,551)  (2,915,655)         --
  Other................................  (1,802,525)    (165,249)   4,077,283
                                        -----------  -----------  -----------
  Net cash provided by operating
   activities.......................... $ 2,454,323  $14,766,760  $26,576,353
                                        ===========  ===========  ===========
</TABLE>
 
12. COMMITMENTS AND CONTINGENCIES
 
  The Company is involved in various pending or threatened legal proceedings
arising from the normal course of its business operations. In managements
opinion, after consultation with counsel and a review of available facts,
these proceedings will be ultimately resolved without materially affecting the
financial condition of the Company.
 
 
                                      39
<PAGE>
 
                      AMERICAN REPUBLIC INSURANCE COMPANY
 
                  NOTES TO FINANCIAL STATEMENTS--(CONTINUED)
  From time to time, assessments are levied on the Company by life and health
guaranty associations of most states in which the Company is licensed to cover
losses to policyholders of insolvent or rehabilitated insurance companies. In
some states, these assessments can be partially recovered through a reduction
in future premium taxes. Additionally, many states allow companies to
establish admitted assets when paid and amortize such assets over periods of
time dictated by the individual states at the time of payment. Assessments
have not been material to the Company's financial statements in the past;
however, the economy and other factors have recently caused a number of
failures of substantially larger companies. The Company's policy is to accrue
for such assessments only when notice of such assessment is received from a
state guaranty fund; accordingly, no amounts have been provided for in the
accompanying financial statements for future estimated assessments.
 
13. MANAGING GENERAL AGENTS AND THIRD-PARTY ADMINISTRATORS
 
  The Company has direct premiums written through managing general agents or
third-party administrators. The following summarizes information related to
these managing general agents and third-party administrators:
 
<TABLE>
<CAPTION>
NAME OF MANAGING GENERAL                                                  TOTAL
        AGENT OR                                              TYPE OF    DIRECT
      THIRD-PARTY         EXCLUSIVE                          AUTHORITY   WRITTEN
     ADMINISTRATOR        CONTRACT  TYPE OF BUSINESS WRITTEN GRANTED*    PREMIUM
- ------------------------  --------- ------------------------ --------- -----------
<S>                       <C>       <C>                      <C>       <C>
International
 Underwriters Services,
 Inc....................     No       Term Life Insurance      U, P    $ 7,371,478
The Buddy Crump Ins.
 Agency, Inc............     No       Major Medical            U, C      7,268,363
W. C. Kummerow &
 Company................     No       Major Medical            U, C      6,147,941
Southwestern
 Underwriters Agency....     No       Major Medical            U, C     10,038,044
W. M. McGinley, Inc.....     No       Major Medical            U, C      9,079,870
The Thompson Agency,
 Inc....................     No       Major Medical            U, C      8,296,759
Others..................                                                     2,823
                                                                       -----------
                                                                       $48,205,278
                                                                       ===========
</TABLE>
- --------
 . U--underwriting, C--claim payments and P--premium collection.
 
                                      40
<PAGE>
 
                                    PART C



Other Information

Item 24.  Financial Statements and Exhibits

a)    Financial Statements contained herein

      1)     American Republic Variable Annuity Account
                Part A - Condensed Financial Information
                Part B - Separate Account's financial statements with notes

      2)     American Republic Insurance Company
                Part B - Depositor's financial statements with notes

<TABLE> 
<CAPTION> 
b)   Exhibits
         <S>    <C>                                                            <C> 
         1)     Resolutions Establishing Registrant........................... previously filed November 1986
         3)(a)  Principal Underwriter Agreement............................... previously filed November 1986
           (b)  Selling Agreement............................................. previously filed November 1986
         4)     Form of Variable Annuity Contract as endorsed................. previously filed May 1, 1989
         5)     Form of Application for Variable Annuity Contract............. previously filed May 1, 1989
         6)     Copies of Articles of Incorporation and By-laws
                of the Depositor.............................................. previously filed November 1986
         8)     Fund Participation Agreement.................................. previously filed November 1986
         9)     Opinion and Consent of Counsel................................ previously filed March 1987
        10)     Consent of Independent Auditors............................... herewith
        11)     Financial Statements Omitted From Item 23..................... not applicable
        12)     Power of Attorney............................................. previously filed May 1, 1993
        27)     Financial Data Schedule....................................... herewith
</TABLE> 

        Previously filed exhibits are hereby incorporated by reference.

Item 25.  Directors and Officers of the Depositor

The officers and directors of American Republic Insurance Company are listed
below. Their principal business address is 601 Sixth Avenue, Des Moines, Iowa
50334.


_____Name________________        Positions and Offices with Depositor

Watson W. Powell, Jr.            Chairman of the Board

Watson W. Powell, III            Vice Chairman and Chief Executive Officer

Michael E. Abbott                Director, President and Chief Financial Officer

Brent B. Green                   Director, Vice President and General Counsel
<PAGE>
 
Robert G. Harper                 Director

Burdette N. Heikens              Director

Diane K. Powell                  Director 

Mary K. Durand                   Secretary

Douglas J. Barakat               Senior Vice President and Director of 
                                 Agency Sales

Lawrence A. Battani              Senior Vice President and Director of
                                 Marketing

Michael A. Landwehr              Senior Vice President and Chief
                                 Administrative Officer

Ronald P. Morden                 Senior Vice President and Treasurer

G. Fritz Sheldon                 Senior Vice President, Investments

Roy E. Townsend                  Senior Vice President, MGA Sales and
                                 Director of Sales Administration


Item 26.  Persons Controlled by or under Common Control with Depositor of
          Registrant

     The Registrant is a Separate Account of American Republic Insurance Company
     (Depositor). Depositor is a mutual insurance company which is owned by
     policyholders. Action/Reaction, Inc., American Benefit Life Insurance
     Company and American Republic Equities Corporation are all direct or
     indirect wholly-owned subsidiaries of American Republic Insurance Company.
     Action/Reaction, Inc. and American Republic Equities Corporation are Iowa
     corporations, American Benefit Life Insurance Company is a New York
     corporation. The balance sheets of American Republic Insurance Company as
     of December 31, 1994 and December 31, 1995 include assets of $8,223,395 and
     $8,273,876 respectively which represent the combined equity of American
     Republic Insurance Company in its subsidiary companies as of those dates.
     Action/Reaction, Inc. is engaged in the business of leasing
     telecommunications equipment. American Republic Equities Corporation is the
     principal underwriter for the Registrant. American Benefit Life Insurance
     Company conducts life insurance business in the State of New York.

Item 27.  Number of Contractowners

     As of March 8, 1996 the Registrant had 2,456 contractowners.

Item 28.  Indemnification
<PAGE>
 
     The following is a copy of Division X of the By-Laws of American Republic
     Insurance Company, adopted on December 21, 1983.

     Section 33. The company shall indemnify each person made a party to any
action by, or in the right of, the company to procure a judgment in his favor by
reason of the fact that he, his testator or intestate, is or was a director,
officer, or employee of the company, against the reasonable expenses, including
attorney's fees, actually and necessarily incurred by him in connection with
defense of such action or in connection with any appeal therein, except in
relation to matters as to which such director, officer or employee is adjudged
to have breached his duty to the company; provided, however, that in no event
shall such indemnification include (a) amounts paid in settling or otherwise
disposing of a threatened action or a pending action with or without court
approval or (b) expenses incurred in defending a threatened action or a pending
action which is settled or disposed of without court approval. The company shall
indemnify any person made or threatened to be made a party to any action or
proceeding, civil or criminal (other than one by, or in the right of, the
company to procure a judgment in its favor but including an action by, or in the
right of, any other corporation, domestic or foreign or any partnership, joint
venture, trust, employee benefit plan or other enterprise, which any director,
officer or employee of the company served in any capacity at the request of the
company), by reason of the fact that he, his testator or intestate, was a
director, officer or employee of the company, or served with other corporation,
partnership, joint venture, trust, employee benefit plan or other enterprise in
any capacity, against judgments, fines, amounts paid in settlement and
reasonable expenses, including attorneys' fees, actually and necessarily
incurred as a result of such action or proceeding, or any appeal therein, if
such director, officer or employee acted in good faith for a purpose which he
reasonably believed to be in the best interests of the company, or, in case of
service for any other corporation or any partnership, joint venture, trust,
employee benefit plan or other enterprise, not opposed to, and, in any criminal
action or proceeding, had no reasonable cause to believe that his conduct was
unlawful. Any such person who has been wholly successful, on the merits or
otherwise, in the defense of a civil or criminal action or proceeding of the
character described hereinbefore shall be entitled to indemnification as
hereinbefore provided. The foregoing right to indemnification shall be in
addition to any other rights to which any such person may be entitled as a
matter of law.

                  * * * * *

     Insofar as indemnification for liability arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the registrant of expenses incurred
or paid by a director, officer or controlling person of the registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such 
<PAGE>
 
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

Item 29.  Principal Underwriters

     American Republic Equities Corporation is the principal underwriter for
     American Republic Variable Annuities.

     The following are the directors and officers of American Republic Equities
     Corporation. Their principal business address is 601 Sixth Avenue, Des
     Moines, Iowa 50334.

       Name                Positions and Offices with Underwriter

     Michael E. Abbott     Director, President and Secretary
     Ronald P. Morden      Director, Vice President and Treasurer
     G. Fritz Sheldon      Director


Name of        Net Underwriting      Compensation on
Principal        Discount and         Redemption or     Brokerage
Underwriter       Commissions         Annuitization    Commissions  Compensation

American             None                 None             None        $12,000
Republic
Equities
Corporation

Item 30.  Location of Accounts and Records

     American Republic Equities Corporation, underwriter for the registrant, is
     located at 601 Sixth Avenue, Des Moines, Iowa 50334. It maintains those
     accounts and records required to be maintained by it pursuant to Section
     31(a) of the Investment Company Act and the rules promulgated thereunder.

     American Republic Insurance Company, the depositor for the registrant, is
     located at 601 Sixth Avenue, Des Moines, Iowa 50334. It maintains those
     accounts and records required to be maintained by it pursuant to Section
     31(a) of the Investment Company Act and the rules promulgated thereunder.

     American Republic Insurance Company performs substantially all of the
     recordkeeping and administrative services in connection with the
     registrant.
<PAGE>
 
Item 31.  Management Services

     None

Item 32.  Undertakings

     Registrant hereby undertakes to file a post-effective amendment to this
     registration statement as frequently as is necessary to ensure that the
     audited financial statements in the registration statement are never more
     than 16 months old for so long as payments under the variable annuity
     contracts may be accepted. Registrant further undertakes that a postcard or
     similar written communication will be affixed to or included in the
     prospectus for the contracts which are the subject of this registration
     statement that the applicant can remove and send for a Statement of
     Additional Information. Registrant further undertakes to deliver a
     Statement of Additional Information and any financial statements required
     to be made available under this Form N-4 promptly upon written or oral
     request.

Representations pursuant to 403(b) of the Internal Revenue Code

     The Company represents that it is relying upon a November 28, 1988 
Securities and Exchange Commission no-action letter issued to the American 
Council of Life Insurance (ACLI) and that the provisions of paragraphs 1-4 of 
the no-action letter have been complied with.

     SIGNATURES

     As required by the Securities Act of 1933 and the Investment Company Act of
1940, the Registrant 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 Des Moines and State of Iowa on this 5th day of March,
1996.


                                           AMERICAN REPUBLIC VARIABLE
                                           ANNUITY ACCOUNT
                                                     Registrant

                                           By:  AMERICAN REPUBLIC INSURANCE
                                                COMPANY
                                                     Depositor

                                           By:  /s/ Watson W. Powell, III
                                              -------------------------------
                                                    Watson W. Powell, III
                                                 Principal Executive Officer

     As required by the Securities Act of 1933, this Post-Effective Amendment to
the Registration Statement has been signed by the following persons in the 
capacities and on the dates indicated.

Signature                    Title                          Date

/s/ Watson W. Powell, III    Principal Executive            March 5, 1996
- --------------------------
Watson W. Powell, III        Officer and Director
<PAGE>
 
/s/ Michael E. Abbott        Principal Financial            March 5, 1996
- --------------------------   Officer and Principal 
Michael E. Abbott            Accounting Officer 

/s/ Watson W. Powell, Jr.    Chairman of the Board          March 5, 1996
- --------------------------
Watson W. Powell, Jr.

/s/ Burdette N. Heikens      Director                       March 5, 1996
- --------------------------
Burdette N. Heikens

/s/ Brent B. Green           Director                       March 5, 1996
- --------------------------
Brent B. Green

/s/ Robert G. Harper         Director                       March 5, 1996
- --------------------------
Robert G. Harper

/s/ Diane K. Powell          Director                       March 5, 1996
- --------------------------
Diane K. Powell

<PAGE>
 
                                                              Exhibit 10



                        Consent of Independent Auditors



We consent to the reference to our firm under the caption "Independent Auditors"
and to the use of our reports dated January 26, 1996, with respect to American
Republic Variable Annuity Account and March 15, 1996, with respect to American
Republic Insurance Company in this Post Effective Amendment No. 13 to the
Registration Statement (Form N-4 No. 33-10417) and related Prospectus of
American Republic Variable Annuity Account dated May 1, 1996.



                                            /s/ Ernst & Young LLP





Des Moines, Iowa

April 22, 1996

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 6
<SERIES>
   <NUMBER> 1
   <NAME> AMERICAN REPUBLIC VARIABLE ANNUITY ACCOUNT MONEY MARKET DIVISION
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                       15,041,268
<INVESTMENTS-AT-VALUE>                      15,041,268
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                              15,041,268
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                           85
<TOTAL-LIABILITIES>                                 85
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    15,041,183
<SHARES-COMMON-STOCK>                        1,110,864
<SHARES-COMMON-PRIOR>                        1,245,374
<ACCUMULATED-NII-CURRENT>                      471,598
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                15,041,183
<DIVIDEND-INCOME>                              884,980
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                 291,303
<NET-INVESTMENT-INCOME>                        593,677
<REALIZED-GAINS-CURRENT>                             0
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                          593,677
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      1,211,551
<NUMBER-OF-SHARES-REDEEMED>                  1,346,061
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                     (1,165,060)
<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>                            13.01
<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>                              13.52
<EXPENSE-RATIO>                                      0
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 6
<SERIES>
   <NUMBER> 2
   <NAME> AMERICAN REPUBLIC VARIABLE ANNUITY ACCOUNT GROWTH DIVISION
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                       19,486,434
<INVESTMENTS-AT-VALUE>                      23,059,432
<RECEIVABLES>                                2,169,104
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                              25,228,536
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                            0
<TOTAL-LIABILITIES>                                  0
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    25,228,536
<SHARES-COMMON-STOCK>                          950,154
<SHARES-COMMON-PRIOR>                        1,329,132
<ACCUMULATED-NII-CURRENT>                      188,296
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                     3,572,998
<NET-ASSETS>                                25,228,536
<DIVIDEND-INCOME>                              105,423
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                               2,147,451
<EXPENSES-NET>                                 456,306
<NET-INVESTMENT-INCOME>                      1,796,568
<REALIZED-GAINS-CURRENT>                     1,447,141
<APPREC-INCREASE-CURRENT>                    3,601,633
<NET-CHANGE-FROM-OPS>                        6,845,342
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                        238,060
<NUMBER-OF-SHARES-REDEEMED>                    617,038
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                     (1,744,999)
<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>                            20.26
<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>                              26.48
<EXPENSE-RATIO>                                      0
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        


</TABLE>

<TABLE> <S> <C>

<PAGE>
 
<ARTICLE> 6
<SERIES>
   <NUMBER> 3
   <NAME> AMERICAN REPUBLIC VARIABLE ANNUITY ACCOUNT GROWTH AND INCOME 
DIVISION <F1>
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                        6,230,454
<INVESTMENTS-AT-VALUE>                       7,412,192
<RECEIVABLES>                                   79,020
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                               7,491,212
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                            0
<TOTAL-LIABILITIES>                                  0
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                     7,491,212
<SHARES-COMMON-STOCK>                          638,291
<SHARES-COMMON-PRIOR>                        1,006,275
<ACCUMULATED-NII-CURRENT>                     (90,445)
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                     1,181,738
<NET-ASSETS>                                 7,491,212
<DIVIDEND-INCOME>                               63,153
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                  15,867
<EXPENSES-NET>                                 146,125
<NET-INVESTMENT-INCOME>                       (67,105)
<REALIZED-GAINS-CURRENT>                       358,226
<APPREC-INCREASE-CURRENT>                    1,666,194
<NET-CHANGE-FROM-OPS>                        1,957,315
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                        313,034
<NUMBER-OF-SHARES-REDEEMED>                    681,018
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                     (1,668,735)
<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>                             9.10
<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>                              11.71
<EXPENSE-RATIO>                                      0
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        
<FN> 
<F1>Division was formerly named Dividend Growth Division
</FN> 

</TABLE>

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 6
<SERIES>
   <NUMBER> 4
   <NAME> AMERICAN REPUBLIC VARIABLE ANNUITY ACCOUNT GLOBAL GROWTH DIVISION
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                       12,588,793
<INVESTMENTS-AT-VALUE>                      12,178,300
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                              12,178,300
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                            0
<TOTAL-LIABILITIES>                                  0
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    12,178,300
<SHARES-COMMON-STOCK>                          866,648
<SHARES-COMMON-PRIOR>                        1,418,217
<ACCUMULATED-NII-CURRENT>                    1,716,549
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                     (410,493)
<NET-ASSETS>                                12,178,300
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                 275,338
<NET-INVESTMENT-INCOME>                      (275,338)
<REALIZED-GAINS-CURRENT>                     (570,494)
<APPREC-INCREASE-CURRENT>                    (351,624)
<NET-CHANGE-FROM-OPS>                      (1,197,456)
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                        135,760
<NUMBER-OF-SHARES-REDEEMED>                    687,329
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                     (8,738,659)
<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>                            14.72
<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>                              14.02
<EXPENSE-RATIO>                                      0
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 6
<SERIES>
   <NUMBER> 5
   <NAME> AMERICAN REPUBLIC VARIABLE ANNUITY ACCOUNT GLOBAL INCOME DIVISION
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                       21,583,765
<INVESTMENTS-AT-VALUE>                      21,138,527
<RECEIVABLES>                                1,996,898
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                              23,135,425
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                            0
<TOTAL-LIABILITIES>                                  0
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    23,135,425
<SHARES-COMMON-STOCK>                        1,395,936
<SHARES-COMMON-PRIOR>                        2,349,106
<ACCUMULATED-NII-CURRENT>                    3,765,195
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                     (445,238)
<NET-ASSETS>                                23,135,425
<DIVIDEND-INCOME>                            2,238,410
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                 527,309
<NET-INVESTMENT-INCOME>                      1,711,101
<REALIZED-GAINS-CURRENT>                       176,900
<APPREC-INCREASE-CURRENT>                    1,295,090
<NET-CHANGE-FROM-OPS>                        3,183,091
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                         35,535
<NUMBER-OF-SHARES-REDEEMED>                    988,705
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                    (11,570,543)
<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>                            14.73
<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>                              16.50
<EXPENSE-RATIO>                                      0
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<PAGE>
 
<ARTICLE> 6
<SERIES>
   <NUMBER> 6
   <NAME> AMERICAN REPUBLIC VARIABLE ANNUITY ACCOUNT STRATEGIC FIXED INCOME 
DIVISION <F1>
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                        8,713,623
<INVESTMENTS-AT-VALUE>                       8,163,973
<RECEIVABLES>                                1,238,682
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                               9,402,055
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                      339,606
<TOTAL-LIABILITIES>                            339,606
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                     9,063,049
<SHARES-COMMON-STOCK>                          581,739
<SHARES-COMMON-PRIOR>                        1,043,726
<ACCUMULATED-NII-CURRENT>                    1,578,895
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                     (549,650)
<NET-ASSETS>                                 9,063,049
<DIVIDEND-INCOME>                              663,042
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                 575,640
<EXPENSES-NET>                                 215,302
<NET-INVESTMENT-INCOME>                      1,023,380
<REALIZED-GAINS-CURRENT>                      (10,538)
<APPREC-INCREASE-CURRENT>                      835,190
<NET-CHANGE-FROM-OPS>                        1,848,032
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                        125,057
<NUMBER-OF-SHARES-REDEEMED>                    587,044
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                     (4,831,071)
<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>                            13.29
<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>                              15.53
<EXPENSE-RATIO>                                      0
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        
<FN> 
<F1>Division was formerly named Government Division.
</FN> 


</TABLE>

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 6
<SERIES>
   <NUMBER> 7
   <NAME> AMERICAN REPUBLIC VARIABLE ANNUITY ACCOUNT ASSET ALLOCATION DIVISION
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                       14,891,636
<INVESTMENTS-AT-VALUE>                      14,888,260
<RECEIVABLES>                                1,487,719
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                              16,375,979
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                            0
<TOTAL-LIABILITIES>                                  0
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                     1,637,979
<SHARES-COMMON-STOCK>                          933,061
<SHARES-COMMON-PRIOR>                        1,332,247
<ACCUMULATED-NII-CURRENT>                    3,658,841
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                       (3,376)
<NET-ASSETS>                                16,375,979
<DIVIDEND-INCOME>                              486,128
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                               1,001,591
<EXPENSES-NET>                                 287,368
<NET-INVESTMENT-INCOME>                      1,200,351
<REALIZED-GAINS-CURRENT>                       (1,531)
<APPREC-INCREASE-CURRENT>                    2,316,058
<NET-CHANGE-FROM-OPS>                        3,514,878
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                        109,536
<NUMBER-OF-SHARES-REDEEMED>                    508,722
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                     (2,830,596)
<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>                            14.36
<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>                              17.46
<EXPENSE-RATIO>                                      0
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>


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