ALLIANZ LIFE VARIABLE ACCOUNT A
497, 1996-05-23
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                SINGLE PREMIUM VARIABLE LIFE INSURANCE POLICY
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Issued By:                      Administered By:
Allianz Life Insurance Company  Valuemark Service Center
of North America                300 Berwyn Park , P.O. Box 3031
1750 Hennepin Avenue            Berwyn, PA  19312
Minneapolis, MN  55403          (800) 624-0197
(800) 542-5427
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This Prospectus describes a single premium variable life insurance policy
("Policy"or"Valuemark Life") offered by Allianz Life Insurance Company of
North America ("Company").  On April 1, 1993, the Company changed its name
from North American Life and Casualty Company ("NALAC") to its present name. 
The Policy has been designed to be used in connection with estate planning and
other insurance needs of individuals.

Upon acceptance, premiums will be allocated to Allianz Life Variable Account A
("Variable Account"), a separate account of the Company.  Prior to May 1,
1993, the name of the Variable Account was NALAC Variable Account A. The
Variable Account invests in shares of Franklin Valuemark Funds (the "Trust"). 
The Trust is a series fund with twenty-three Funds: the Money Market 
Fund,   the  Adjustable U.S. Government Fund,  the High Income 
Fund, the Investment Grade Intermediate Bond Fund, the Templeton Global 
Income Securities Fund, The U. S. Government Securities Fund, the 
Zero Coupon Funds-2000, 2005, 2010, the Growth and Income Fund, the Income 
Securities Fund, the Real Estate Securities Fund, the Rising Dividends 
Fund, the Templeton Global Asset Allocation Fund, the Utility Equity Fund, 
the Capital Growth Fund, the Precious Metals Fund, the Small Cap 
Fund, the Templeton Developing Markets Equity Fund, the Templeton Global 
Growth Fund,the Templeton International Equity Fund, the Templeton 
International Smaller Companies Fund and the Templeton Pacific Growth 
Fund. Prior to May 1, 1996, the Templeton Global Income Securities Fund was 
known as the Global Income Fund. SUBJECT TO REGULATORY APPROVAL, SHARES OF THE 
U.S. GOVERNMENT SECURITIES FUND WILL BE SUBSTITUTED FOR SHARES OF THE 
ADJUSTABLE U.S. GOVERNMENT FUND AND THE INVESTMENT GRADE INTERMEDIATE BOND 
FUND ON OCTOBER 25, 1996, OR AS SOON AS POSSIBLE THEREAFTER.  THUS, FOLLOWING 
THE SUBSTITUTION, THE ADJUSTABLE U.S. GOVERNMENT AND THE INVESTMENT GRADE 
INTERMEDIATE BOND FUNDS WILL NO LONGER BE AVAILABLE AS ELIGIBLE INVESTMENTS 
FOR OWNERS.  SEE "FRANKLIN VALUEMARK FUNDS - PROPOSED SUBSTITUTION 
TRANSACTION," BELOW. IN CALIFORNIA, THE CAPITAL GROWTH FUND AND THE TEMPLETON 
INTERNATIONAL SMALLER COMPANIES FUND ARE NOT AVAILABLE UNTIL 
APPROVED BY THE CALIFORNIA INSURANCE DEPARTMENT.  (CHECK WITH YOUR AGENT 
REGARDING AVAILABILITY.)  See "Highlights" and "Tax Status" for a discussion 
of owner control of the underlying investments in a variable life policy.

It may not be advantageous to purchase the Policy as a replacement for another
type of life insurance.

The Policy's single premium requirement is such that Policies issued on or
after June 21, 1988 are modified endowment contracts.  Loan proceeds and/or
surrenders from modified endowment contracts are fully taxable to the extent
of income in the Policy and may be subject to an additional 10% federal income
tax penalty.  (See "Tax Status".)

The Company intends to utilize a simplified underwriting method for the
majority of the Policies which are applied for. The Company has determined
that using the simplified underwriting method presents additional mortality
risks.  This additional mortality risk arises because, when using simplified
underwriting, the Company obtains only limited underwriting information. 
Therefore, the Company intends to charge all Policies issued pursuant to
simplified underwriting higher cost of insurance rates than those Policies
issued standard/fully underwritten.

Simplified underwriting will be used for all applicants who fall within the 
simplified underwriting limits unless the application discloses information 
which would require additional investigation and additional underwriting. 
(For information on the simplified underwriting limits, see "Cost of 
Insurance".)

The Company assesses a sales load through the Deferred Issue Charge. (See
"Deductions and Charges".)

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR
ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.

PLEASE READ THIS PROSPECTUS CAREFULLY AND RETAIN IT FOR FUTURE REFERENCE.
THIS PROSPECTUS MUST BE ACCOMPANIED BY OR PRECEDED BY A CURRENT PROSPECTUS FOR
FRANKLIN VALUEMARK FUNDS.  In the State of Oregon, all references to "Franklin
Valuemark Life" refer to "Valuemark Life."

Dated: May 1, 1996


                              Table of Contents


Definitions                                      Page    

Summary

The Company

The Variable Account

Franklin Valuemark Funds
     Description of The Funds
     General
     Substitution of Securities
  Proposed Substitution Transaction

Premium Payments
     Single Premium
     Grace Period
     Reinstatement
     Allocation of Premium

Deductions and Charges
     Mortality and Expense Risk Charge
     Administrative Charge
     Cost of Insurance
     Deferred Issue Charge
     Income Tax Charge
     Transfer Fee

Death Benefit
     Death Benefit
     Variable Insurance Amount
     Guaranteed Death Benefit

Account Value, Cash Surrender Value and Transfer Rights
     Account Value
     Method of Determining Sub-Account Values
     Cash Surrender Value
     Transfer Rights

Loan Provisions
     Policy Loan
     Effect of a Loan
     Payment of Interest, Loan Repayment and Policy Lapsation

Ownership
     Owner
     Transfer of Ownership
     Assignment

Beneficiary Provisions
     Beneficiary
     Change of Beneficiary
     Death of Beneficiary

Delay of Payments

Management of the Company

Administration of the Policies

Tax Status
     Introduction
     Diversification
     Tax Treatment of the Policy
     Policy Proceeds
     Tax Treatment of Loans and Surrenders
     Multiple Policies
     Tax Treatment of Assignments
     Qualified Plans

Variable Account Voting Rights
     Disregard of Voting Instructions

Distribution of the Policy

Reports to Owners

Legal Proceedings

Experts

Legal Opinions

Financial Statements

APPENDIX A
     Illustrations of Policy Values

APPENDIX B
     Table of Net Single Premium Factors



                                 Definitions

ACCOUNT VALUE - The sum of the Sub-Account values and the Loan Account value 
attributable to the Policy.

ATTAINED AGE - Age last birthday as of the most recent Policy Anniversary.

BENEFICIARY, CONTINGENT BENEFICIARY - The person or persons who will receive
any death benefit.  The Contingent Beneficiary, if any, will become the
Beneficiary should the Beneficiary die prior to the date of death of the
Insured.

CASH SURRENDER VALUE - The Account Value of the Policy less the sum of the
uncollected portion of any Deductions or accrued Deductions and any
Indebtedness.

DEDUCTIONS - Charges levied by the Company in connection with the Policy.

ELIGIBLE FUNDS - Those investments available under the Policy.

GENERAL ACCOUNT - The general investment account of the Company which contains
all of the Company's assets, except for the Variable Account and other
separate accounts.

GUARANTEED DEATH BENEFIT - The Company guarantees that the Policy will remain
in force regardless of investment experience, unless the Indebtedness exceeds
the Account Value less uncollected Deductions.  If there is no Indebtedness,
the Policy cannot lapse even if the Account Value is $0.

INDEBTEDNESS - The amount of any existing Policy loans plus the pro-rata
portion of any accrued interest.

INSURED - The person whose life is covered by the Policy.

ISSUE AGE - Attained Age on the Policy Date.

ISSUE DATE - The month, day and year that underwriting is completed and the
Company issues the Policy.

LOAN ACCOUNT - That portion of the Company's General Account that contains
Account Values attributable to Policy loans.

OWNER, JOINT OWNER, CONTINGENT OWNER - The Owner is the person having all
rights under the Policy.  Joint Owners are two or more natural persons who own
the Policy equally with a right of survivorship.  The Contingent Owner is the
person or persons who will own the Policy following the Owner's death or upon
the death of all the Joint Owners.

POLICY DATE - The date when the Insured's life is covered under the Policy.

POLICY PROCESSING DATE - The Policy Date and the same day of the month as the
Policy Date at the end of each successive 3-month period, (or, if that day
should fall on a day beyond the end of any month, then the first day of the
next month).  The Policy Processing Date is when the Company deducts charges
and recalculates the death benefit.

POLICY PROCESSING PERIOD - A period of time commencing on any Policy
Processing Date and ending on the day preceding the next Policy Processing
Date.

POLICY YEAR, POLICY ANNIVERSARY - The first Policy Year starts on the Policy
Date.  Future Policy Years start on the same month and day in each subsequent
year, known as a Policy Anniversary.

SERVICE OFFICE - The Company's Valuemark Service Center shown on the cover
page.

SUB-ACCOUNT - A segment of the Variable Account. Each Sub-Account is 
invested in shares of a Fund of an Eligible Investment.

VALUATION DATE - The Variable Account will be valued each day that the New
York Stock Exchange is open for trading which is Monday through Friday, except
for normal business holidays.

VALUATION PERIOD - The period commencing at the close of business of the New
York Stock Exchange on each Valuation Date and ending at the close of business
for the next succeeding Valuation Date.

VARIABLE ACCOUNT - A separate account maintained by the Company into which
premiums for the Policy and certain other policies are allocated. The Variable
Account has been designated "Allianz Life Variable Account A".  Prior to May
1, 1993, the name of the Variable Account was NALAC Variable Account A.



Summary
____________________________________________________________________________

The Policy

The Policy is a single premium variable life insurance policy.  Upon
acceptance, the premium is allocated to the Variable Account. During the Free
Look Period, the premium will be allocated to the Money Market Sub-Account
(see "Free-Look Period").

The Policy provides life insurance coverage on the Insured.  The Company
guarantees that the Policy will remain in force regardless of investment
experience, unless Indebtedness exceeds the Account Value less the uncollected
Deductions.  If there is no Indebtedness, the Policy cannot lapse even if the
Account Value is $0.

While the Policy is in force, the Account Value and, under certain
circumstances, the death benefit, will vary with the investment experience of
the Variable Account.  However, as long as the Policy is in force without
loan, the death benefit will never be less than the face amount of insurance
at issue.

During the life of the Insured, the Owner can surrender the Policy for the
Cash Surrender Value.  The Company does not guarantee any minimum Cash
Surrender Value.

The Policy has been designed to comply with the definition of life insurance
contained in Section 7702 of the Internal Revenue Code of 1986, as amended
(the "Code"). However, the law in this regard is very complex and unclear. 
While every attempt has been made to comply, there is the risk that the
Internal Revenue Service will not concur with the Company's interpretations of
Section 7702 that were made in determining such compliance.  For a further
discussion, see "Tax Status - Tax Treatment of the Policy".

Limitations on Surrenders and Loans

The Code alters the tax treatment accorded to loans and certain distributions
from life insurance policies which are deemed to be "modified endowment
contracts".

The Policy's single premium requirement is such that Policies issued on or
after June 21, 1988 are modified endowment contracts.

For modified endowment contracts, partial or full surrenders and/or loan
proceeds are taxable to the extent of income in the Policy.  Such
distributions are deemed to be on a last-in, first-out basis, which means the
taxable income is distributed first.  Loan proceeds and/or surrender payments
will also be subject to an additional 10% federal income tax penalty applied
to the income.  The penalty shall not, however, apply to any distribution: 
(1) made on or after the date on which the taxpayer reaches age 59 1/2; (2)
which is attributable to the taxpayer becoming disabled (within the meaning of
Section 72(m)(7) of the Code); or (3) which is part of a series of
substantially equal periodic payments made (not less frequently than annually)
for the life (or life expectancy) of the taxpayer or the joint lives (or joint
life expectancies) of such taxpayer and his beneficiary.  Policy Owners should
consult a tax adviser regarding the possible tax consequences of loans and/or
surrenders from the Policy. (See "Tax Status - Tax Treatment of Loans and
Surrenders".)

The Code further provides that multiple modified endowment contracts which are
issued within a calendar year period to the same Policy Owner by one company
or its affiliates are treated as one modified endowment contract for purposes
of determining the taxable portion of any loans or distributions.  Such
treatment may result in adverse tax consequences including more rapid taxation
of the loans or distributed amounts from such combination of contracts.

For Policies issued prior to June 21, 1988, material modification of the
Policy may result in the Policy being deemed to be a modified endowment
contract.

Policy Owners should seek competent tax advice on the tax consequences of
purchasing additional Policies, taking loans, surrendering any Policy issued,
or making any material modification to their Policies. (See "Tax Status".)

The Company intends to utilize a simplified underwriting method for the
majority of the Policies which are applied for. The Company has determined
that using the simplified underwriting method presents additional mortality
risks. BECAUSE OF THE ADDITIONAL RISKS TO THE COMPANY ASSOCIATED WITH
SIMPLIFIED UNDERWRITING, THE COMPANY TREATS APPLICANTS IN THIS CLASS AS
SUBSTANDARD AND THIS MAY RESULT IN AN APPLICANT PAYING A HIGHER COST OF
INSURANCE CHARGE.  THE COST OF INSURANCE CHARGE FOR BOTH THE SIMPLIFIED
UNDERWRITING AND THE STANDARD ISSUE CLASS IS BASED UPON THE COMMISSIONERS 1980
STANDARD ORDINARY MALE AND FEMALE, SMOKER AND NON-SMOKER MORTALITY TABLES
("1980 CSO TABLE").  FOR THE SIMPLIFIED UNDERWRITING CLASS THE GUARANTEED
RATES CONTAINED IN THE POLICY ARE APPROXIMATELY EQUAL TO 150% THEREOF. 
HOWEVER, THE COMPANY CURRENTLY USES LOWER, NON-GUARANTEED RATES WHICH ARE ALSO
BASED UPON THE 1980 CSO TABLE AND WHICH VARY ACCORDING TO THE AGE OF THE
INSURED.  THE CURRENT RATE IS EQUAL TO APPROXIMATELY 85% OF THE 1980 CSO
TABLE.  FOR THE STANDARD ISSUE CLASS THE MAXIMUM RATE IS 100% OF THE 1980 CSO
TABLE AND THE CURRENT RATE IS APPROXIMATELY 75% OF THE 1980 CSO TABLE.
HEALTHY PERSONS SUBMITTING TO SIMPLIFIED UNDERWRITING MAY BE ABLE TO 
OBTAIN A LOWER COST OF INSURANCE IN A DIFFERENT POLICY.  
WHEN A POLICY IS ISSUED STANDARD/FULLY UNDERWRITTEN, AN INSURED MUST SUPPLY 
MORE INFORMATION AND POSSIBLY SUBMIT TO A MEDICAL EXAM. THIS PROCESS 
NECESSARILY TAKES LONGER THAN SIMPLIFIED UNDERWRITING.  HOWEVER, SINCE THE 
COMPANY HAS MORE UNDERWRITING INFORMATION AVAILABLE TO IT, A POLICY CAN BE 
ISSUED WHICH MORE CLOSELY APPROACHES THE RISK CLASS OF THE INSURED.  THUS, AS 
A RESULT OF A STANDARD FULL UNDERWRITING, A HEALTHY PERSON CAN EXPECT TO PAY 
A LOWER COST OF INSURANCE AND A PERSON WHO IS RATED AS A SUBSTANDARD RISK CAN 
EXPECT TO PAY A HIGHER COST OF INSURANCE AND, DEPENDING UPON THE RATING CLASS,
MAY PAY A HIGHER COST OF INSURANCE THAN THAT PURSUANT TO SIMPLIFIED 
UNDERWRITING.

The Variable Account

The Variable Account is a separate account of the Company which was
established to hold the investments which underlie the Policy.  The Variable
Account is divided into Sub-Accounts.  Each of the Sub-Accounts is invested
solely in the shares of one of the twenty-three Funds of the Trust. 
(See "Franklin Valuemark Funds.")

The Treasury Department has indicated that guidelines may be forthcoming under
which a variable life insurance policy will not be treated as life insurance
for tax purposes if the Owner of the Policy has excessive control over the
investment underlying the Policy. The issuance of such guidelines may require
the Company to impose limitations on the Owner's right to control the
investment. It is not known whether any such guidelines would have a
retroactive effect. (See "Tax Status - Diversification".)

Deductions and Charges

The Company makes certain Deductions from the assets of the Variable Account
and the Account Value of the Policy.  These Deductions are made for mortality
and expense risks, for premium taxes, for Policy issue costs, for
administrative expenses, for sales charges and for providing life insurance
protection.

Mortality and Expense Risk Charge - This risk charge is equal, on an annual
basis, to 0.60% of the average daily net assets of each Sub-Account and is
deducted on each Valuation Date from the Sub-Account.

Administrative Charge - This charge is equal, on an annual basis, to 0.15% of
the average daily net assets of each Sub-Account and is deducted on each
Valuation Date from the Sub-Account.

Deferred Issue Charge - When the single premium is received by the Company, a
Deferred Issue Charge is accrued.  It is for premium taxes (2.5% of the single
premium), sales charge (4.0% of the single premium) and Policy issue charge
(0.5% of the single premium).  For policies issued in the state of California
only, the Deferred Issue Charge is for premium taxes (2.35% of the single
premium); sales charge (4.15% of the single premium); and Policy issue charge
(0.5% of the single premium).  This charge is deducted in ten equal annual
deductions on succeeding Policy Anniversaries for the first ten Policy Years. 
If the Policy is surrendered before the full amount is deducted, the
uncollected portion of this charge will be deducted from the proceeds.

Cost of Insurance - On each Policy Processing Date, the Company deducts from
the Policy's Account Value the cost of insurance for the past Policy
Processing Period.  This charge provides death benefit protection for the
period.

Transfer Fee - Under certain circumstances, there may be assessed a transfer
fee when an Owner transfers values from one Sub-Account to another (see
"Transfer Fee").

Other Expenses  - The Managers and Business Managers for the Trust are 
paid fees for their services based upon each Fund's net assets.  (See 
"Franklin Valuemark Funds" in this Prospectus and the Prospectus for the 
Trust.)

Surrenders

The Owner may surrender the Policy for its Cash Surrender Value at any time.
(See "Account Value, Cash Surrender Value and Transfer Rights".)

Free-Look Period

The Policy may be returned within 10 days after it is received (or for a
longer period in states where required)("Free-Look Period").  In states where
required, the Policy may be returned on the later of 45 days from the date on
the application or 10 days from the date of receipt of the Policy.  It can be
mailed or delivered to either the Company or the agent who sold it. Return of
the Policy by mail is effective on being postmarked, properly addressed and
postage prepaid.  The returned Policy will be treated as if the Company had
never issued it.  The Company will promptly pay the greater of the Policy's
Account Value as of the date the Company received the Policy or the premium
paid.  Any amounts refunded by the Company will include all Policy fees and
charges, including charges assessed against the Variable Account assets.  The
Company will allocate monies to the Money Market Sub-Account until the
expiration of the Free-Look Period. Upon the expiration of the Free-Look
Period, the Sub-Account value of the Money Market Sub-Account will be
allocated to the Variable Account(s) in accordance with the selection made by
the Policy Owner.

Exchange Provisions

The Policy may be exchanged for a policy with benefits that do not vary with
the investment results of a separate account.  The exchange must be elected
within 24 months from the Issue Date.  No evidence of insurability will be
required as long as the benefits under the new policy are equal to or less
than the benefits under the Policy at the time of exchange.



The Company
_____________________________________________________________________________

Allianz Life Insurance Company of North America (the "Company") is a stock
life insurance company organized under the laws of the state of Minnesota in
1896.  On April 1, 1993, the Company changed its name from North American Life
and Casualty Company ("NALAC") to its present name.  The Company is a
wholly-owned subsidiary of Allianz Versicherungs-AG Holding ("Allianz"). 
Allianz is headquartered in Munich, Germany, and has sales outlets throughout
the world.  Both NALAC and Fidelity Union Life Insurance Company of Dallas,
Texas had been owned by Allianz since 1979.  Over the last decade 
there has been a gradual consolidation of operations.  On May 31, 1993, 
Fidelity Union was consolidated into the Company.  The Company offers fixed 
and variable life insurance and annuities, and group life, accident and 
health insurance.

NALAC Financial Plans, Inc. is a wholly-owned subsidiary 
of the Company.  It provides marketing services for the Company and is the 
principal underwriter of the Policy.  NALAC Financial Plans, Inc. is 
reimbursed for expenses incurred in the distribution of the Policies.

Administration for the Policy is provided at the Company's Service Office:
Valuemark Service Center, 300 Berwyn Park, P.O. Box 3031, Berwyn, Pennsylvania
19312, (800) 624-0197.

The Variable Account
______________________________________________________________________________

The Board of Directors of the Company established the Variable Account on May
31, 1985.  The Variable Account is registered with the Securities and Exchange
Commission as a unit investment trust under the Investment Company Act of
1940, as amended (the "1940 Act").

The assets of the Variable Account are the property of the Company.  However,
the assets of the Variable Account equal to the reserves and other policy
liabilities with respect to the Variable Account are not chargeable with
liabilities arising out of any other business the Company may conduct. Income,
gains and losses, whether or not realized, are, in accordance with the
Policies, credited to or charged against the Variable Account without regard
to other income, gains or losses of the Company.  The Company's obligations
arising under the Policies are general corporate obligations.

The Variable Account meets the definition of a "separate account" under the
federal securities laws.

The Variable Account is divided into Sub-Accounts with the assets of each
Sub-Account invested in one Fund of Franklin Valuemark Funds.  Franklin
Valuemark Funds is comprised of twenty-three Funds.



Franklin Valuemark Funds
______________________________________________________________________________

Each of the twenty-three Sub-Accounts of the Variable Account is 
invested solely in the shares of one of the twenty-three Funds of 
Franklin Valuemark Funds ("Trust").  The Trust is an open-end management 
investment company registered under the 1940 Act. While a brief summary of the
investment objectives is set forth below, more comprehensive information, 
including a discussion of potential risks, is found in the prospectus for the
Trust which is included with this Prospectus. PURCHASERS SHOULD READ THIS 
PROSPECTUS AND THE ACCOMPANYING PROSPECTUS FOR THE TRUST CAREFULLY BEFORE 
INVESTING.

Franklin Advisers, Inc. ("Advisers"), 777 Mariners Island Blvd., San Mateo,
California 94404, serves as each Fund's (except the Templeton Global Growth
Fund, the Templeton Developing Markets Equity Fund, the Templeton Global
Asset Allocation Fund and the Templeton International Smaller Companies 
Fund) investment manager. The investment manager for the Templeton Global
Growth Fund and the Templeton Global Asset Allocation Fund is Templeton 
Global Advisors Limited, formerly known as Templeton, Galbraith & 
Hansberger, Ltd., Lyford Cay Nassau, N.P. Bahamas. As of October 1, 1995 the
investment manager for the Templeton Developing Markets Equity Fund is 
Templeton Asset Management Ltd., formerly known as Templeton Investment
Management (Singapore) Pte Ltd., 20  Raffles Place, Ocean Towers, Singapore.
The investment manager for the Templeton International Smaller Companies 
Fund is Templeton Investment Counsel, Inc., Broward Financial Centre, Fort 
Lauderdale, Florida.All investment managers or subadvisers are referred to
collectively as "Managers." The Managers are direct or indirect wholly-owned 
subsidiaries of Franklin Resources, Inc., a publicly-owned holding company. 
The Managers, subject to the overall policies,control and direction and review
of the Board of Trustees of the Trust, are responsible for recommending and 
providing advice with respect to each Fund's investments, and for determining
which securities will be purchased, retained or sold as well as for execution
of portfolio transactions. Certain Managers have retained one or more 
subadvisers.  Advisers acts as investment manager or administrator to
36 U.S. registered investment companies (119 separate series)
with aggregate assets of over $81billion.

Templeton Global Investors, Inc.("Business Manager"), Broward 
Financial Centre, Suite 2100, Ft.Lauderdale, Florida, provides certain 
administrative facilities and services for certain of the Funds.

Franklin Templeton Investor Services, Inc., 777 Mariners Island Blvd., San
Mateo, California 94404, also a wholly-owned subsidiary of Franklin Resources,
Inc., maintains the records of the Trust's shareholder accounts, processes
purchases and redemptions of shares, and serves as each Fund's dividend paying
agent.

DESCRIPTION OF THE FUNDS

FUND SEEKING STABILITY
OF PRINCIPAL AND INCOME


Money Market Fund

The Money Market Fund seeks high current income, consistent with capital
preservation and liquidity.  The Fund will pursue its objective by investing
exclusively in high quality money market instruments.  An investment in the 
Money Market Fund is neither insured nor guaranteed by the U.S. 
Government. The Money Market Fund attempts to maintain a stable net 
asset value of $1.00 per share, although no assurances can be given that the 
Fund will be able to do so.


FUNDS SEEKING CURRENT INCOME

Adjustable U.S. Government Fund

The Adjustable U.S. Government Fund seeks a high level of current income,
consistent with lower volatility of principal, by investing primarily in
adjustable rate securities which are issued or guaranteed by the U.S.
government, its agencies or instrumentalities.  SUBJECT TO REGULATORY 
APPROVAL, SHARES OF THE U.S. GOVERNMENT SECURITIES FUND WILL BE SUBSTITUTED 
FOR SHARES OF THE FUND ON OCTOBER 25, 1996, OR AS SOON AS POSSIBLE THEREAFTER, 
AND THUS, FOLLOWING THE SUBSTITUTION, THE FUND WOULD NO LONGER BE AVAILABLE AS 
AN ELIGIBLE INVESTMENT FOR OWNERS.  SEE "PROPOSED SUBSTITUTION TRANSACTION" 
BELOW.


High Income Fund

The High Income Fund seeks a high level of current income, with capital
appreciation as a secondary objective, by investing in debt obligations and
dividend-paying common and preferred stocks. Debt obligations include high
yield,  high risk, lower rated obligations (commonly referred to as "junk
bonds") which involve increased risks related to the creditworthiness of their
issuers.


Investment Grade Intermediate Bond Fund

The Investment Grade Intermediate Bond Fund seeks current income, consistent
with preservation of capital, primarily through investment in
intermediate-term, investment grade corporate obligations and in U.S.
government securities. SUBJECT TO REGULATORY APPROVAL, SHARES OF THE U.S. 
GOVERNMENT SECURITIES FUND WILL BE SUBSTITUTED FOR SHARES OF THE FUND ON 
OCTOBER 25, 1996, OR AS SOON AS POSSIBLE THEREAFTER, AND THUS, FOLLOWING 
THE SUBSTITUTION, THE FUND WOULD NO LONGER BE AVAILABLE AS AN ELIGIBLE 
INVESTMENT FOR OWNERS.  SEE "PROPOSED SUBSTITUTION TRANSACTION" BELOW.

Templeton Global Income Securities Fund

The Templeton Global Income Securities Fund (formerly the Global Income Fund) 
seeks a high level of current income, consistent with preservation of capital, 
with capital appreciation as a secondary consideration, through investing in 
foreign and domestic debt obligations, including up to 25% in high yield, high 
risk, lower rated debt obligations (commonly referred to as "junk bonds"), and 
related currency transactions. Investing in a non-diversified fund of global 
securities including those of developing markets issuers involves increased 
susceptibility to the special risks associated with foreign investing.

The U.S. Government Securities Fund

The U.S. Government Securities Fund seeks current income and safety of capital
by investing exclusively in obligations issued or guaranteed by the U.S.
government or its agencies or instrumentalities.

Zero Coupon Funds

There are three Zero Coupon Funds.  Each of the Funds matures in the 
specified target year as follows:

Zero Coupon Fund - 2000
Zero Coupon Fund - 2005
Zero Coupon Fund - 2010

The three Zero Coupon Funds seek a high investment return consistent 
with the preservation of capital, by investing primarily in zero coupon 
securities. In response to interest rate changes, these securities may 
experience greater fluctuations in market value than interest-paying 
securities of similar maturities.  The Funds may not be appropriate for 
short-term investors or those who intend to withdraw money before the 
maturity date.

Additional Zero Coupon Funds may be added to the Trust in the future.  Should
any such Funds be available for investment at the maturity date of any
existing Zero Coupon Fund, such Funds will be available as an investment
option for Owners who select such option.  If no selection has been
made by an Owner prior to the maturity date of a Zero Coupon Fund, the
Account Value held in the Sub-Account underlying the Owner's Policy will be
automatically transferred to the Money Market Sub-Account. The Company will
notify the Owner of a maturing Zero Coupon Fund in writing at least 30 days
prior to the maturity.  Included with the notification will be investment
options available at that time as well as the automatic Money Market option.
 The Zero Coupon Funds may not be appropriate for Owners who 
do not plan to have their premium payments invested in the Zero Coupon 
Sub-Accounts for the long-term or until maturity of the portfolio.


FUNDS SEEKING GROWTH AND INCOME

Growth and Income Fund

The Growth and Income Fund  seeks capital appreciation, with current 
income return as a secondary objective, by investing primarily in U.S. common
stocks, securities convertible into common stocks, and preferred 
stocks.

Income Securities Fund

The Income Securities Fund seeks to maximize income while maintaining
prospects for capital appreciation by investing in a diversified portfolio of
domestic and foreign, including developing markets, debt obligations and/or
equity securities.  Debt obligations include high yield, high risk, lower
rated obligations (commonly referred to as "junk bonds") which involve
increased risks related to the creditworthiness of their issuers.

Real Estate Securities Fund

The Real Estate Securities Fund seeks capital appreciation, with current 
income return as a secondary objective, by concentrating its investments 
in publicly traded securities of U.S. companies in the real estate industry.


Rising Dividends Fund

The Rising Dividends Fund seeks capital appreciation, primarily through
investment in the equity securities of companies that have paid consistently
rising dividends over the past ten years.  Preservation of capital is also an
important consideration.  The Fund seeks current income incidental to capital
appreciation.

Templeton Global Asset Allocation Fund
   
The Templeton Global Asset Allocation Fund seeks a high level of total return
through a flexible policy of investing in equity securities, debt obligations,
including up to 25% in high yield, high risk, lower rated debt 
obligations (commonly referred to as "junk bonds"),and money market 
instruments of issuers in any nation, including developing markets nations.
The mix of investments among the three market segments will be adjusted in an
attempt to capitalize on total return potential produced by changing economic
conditions throughout the world. Foreign investing involves special risks.
    
Utility Equity Fund

The Utility Equity Fund seeks both capital appreciation and current income by
investing in securities of domestic and foreign, including developing markets,
issuers engaged in the public utilities industry.

FUNDS SEEKING CAPITAL GROWTH

Capital Growth Fund

The Capital Growth Fund seeks capital appreciation, with current income as a 
secondary consideration.  The Fund invests primarily in equity securities, 
including common stocks and securities convertible into common stocks.


Precious Metals Fund

The Precious Metals Fund seeks capital appreciation, with current income
return as a secondary objective, by concentrating its investments in
securities of U.S. and foreign companies, including those in developing
markets, engaged in mining, processing or dealing in gold and other precious
metals.


Small Cap Fund

The Small Cap Fund seeks long-term capital growth.  The Fund seeks to
accomplish its objective by investing primarily in equity securities of small
capitalization growth companies.  The Fund may also invest in foreign
securities, including those of developing markets issuers.  Because of the
Fund's investments in small capitalization companies, an investment in the
Fund may involve greater risks and higher volatility and should not be
considered a complete investment program.

Templeton Developing Markets Equity Fund

The Templeton Developing Markets Equity Fund seeks long-term capital
appreciation.  The Fund seeks to achieve this objective by investing primarily
in equities of issuers in countries having developing markets.  The Fund is
subject to the heightened foreign securities investment risks that accompany
foreign developing markets and an investment in the Fund may be considered
speculative. 

Templeton Global Growth Fund

The Templeton Global Growth Fund seeks long-term capital growth.  The Fund
hopes to achieve its objective through a flexible policy of investing in
stocks and debt obligations of companies and governments of any nation,
including developing markets.  The realization of income, if any, is only
incidental to accomplishment of the Fund's objective of long-term capital
growth. Foreign investing involves special risks.

Templeton International Equity Fund

The Templeton International Equity Fund seeks long-term growth of capital. 
Under normal conditions, the Templeton International Equity Fund will 
invest at least 65% of its total assets in an internationally mixed portfolio 
of foreign equity securities which trade on markets in countries other than 
the U.S., including developing markets, and are (i) issued by companies 
domiciled in countries other than the U.S. or (ii) issued by companies that 
derive at least 50% of either their revenues or pre-tax income from activities 
outside of the U.S. Foreign investing involves special risks.

Templeton International Smaller Companies Fund

The Templeton International Smaller Companies Fund seeks long-term capital 
appreciation.  The Fund seeks to achieve this objective by investing primarily 
in equity securities of smaller companies outside the U.S., including 
developing markets.  Foreign investing involves special risks and smaller 
company investments may involve higher volatility.  An investment in the Fund 
may not be considered a complete investment program.

Templeton Pacific Growth Fund

The Templeton Pacific Growth Fund seeks long-term growth of capital, primarily
through investing at least 65% of its total assets in equity securities which
trade on markets in the Pacific Rim, including developing markets, and (i) are
issued by companies domiciled in the Pacific Rim or (ii) issued by companies
that derive at least 50% of either their revenues or pre-tax income from
activities in the Pacific Rim. Investing in a portfolio of geographically
concentrated foreign securities, including developing markets, involves
increased susceptibility to the special risks of foreign investing and an
investment in the Fund may be considered speculative.

THE TEMPLETON GLOBAL ASSET ALLOCATION FUND, TEMPLETON DEVELOPING MARKETS
EQUITY FUND, TEMPLETON GLOBAL GROWTH FUND, TEMPLETON GLOBAL INCOME 
SECURITIES FUND, GROWTH AND INCOME FUND, INCOME SECURITIES FUND, 
INVESTMENT GRADE INTERMEDIATE BOND FUND, TEMPLETON INTERNATIONAL EQUITY FUND,
TEMPLETON INTERNATIONAL SMALLER COMPANIES FUND, MONEY MARKET FUND,
TEMPLETON PACIFIC GROWTH FUND, PRECIOUS METALS FUND, SMALL CAP FUND AND 
UTILITY EQUITY FUND MAY INVEST MORE THAN 10% OF THEIR TOTAL NET ASSETS IN 
FOREIGN SECURITIES WHICH ARE SUBJECT TO SPECIAL AND ADDITIONAL RISKS RELATED
TO CURRENCY FLUCTUATIONS, MARKET VOLATILITY AND ECONOMIC, SOCIAL AND 
POLITICAL UNCERTAINTY; INVESTING IN DEVELOPING MARKETS INVOLVES SIMILAR BUT 
HEIGHTENED RISKS RELATED TO THE RELATIVELY SMALL SIZE AND LESSER LIQUIDITY OF
THESE MARKETS. SEE "HIGHLIGHTED RISK CONSIDERATIONS, FOREIGN TRANSACTIONS" IN
THE TRUST PROSPECTUS.

THE HIGH INCOME FUND AND THE INCOME SECURITIES FUND MAY INVEST UP TO 100% OF
THEIR RESPECTIVE NET ASSETS IN DEBT OBLIGATIONS RATED BELOW INVESTMENT GRADE,
COMMONLY KNOWN AS "JUNK BONDS", OR IN OBLIGATIONS WHICH HAVE NOT BEEN RATED BY
ANY RATING AGENCY.  INVESTMENTS RATED BELOW INVESTMENT GRADE INVOLVE GREATER
RISKS, INCLUDING PRICE VOLATILITY AND RISK OF DEFAULT THAN INVESTMENTS IN
HIGHER RATED OBLIGATIONS.  INVESTORS SHOULD CAREFULLY CONSIDER THE RISKS
ASSOCIATED WITH AN INVESTMENT IN THESE FUNDS IN LIGHT OF THE SECURITIES IN
WHICH THEY INVEST.  SEE "HIGHLIGHTED RISK CONSIDERATIONS, LOWER RATED DEBT
OBLIGATIONS" IN THE TRUST PROSPECTUS.

General 

There is no assurance that the investment objectives of any of the Funds will
be met.  Owners bear the complete investment risk for Account Values allocated
to a Sub-Account.

Additional Funds and/or additional Eligible Funds may, from time to time, be
made available as investments to underlie the Policy.  However, the right to
make such selections will be limited by the terms and conditions imposed on
such transactions by the Company, (See "Premium Payments - Allocation of
Premium").

Trust shares are issued and redeemed only in connection with variable annuity
contracts and variable life insurance policies issued through separate
accounts of the Company and its affiliates.  The Trust does not foresee any
disadvantage to Owners arising out of the fact that the Trust may be made
available to separate accounts which are used in connection with both variable
annuity and variable life insurance products.  Nevertheless, the Trust's Board
of Trustees intends to monitor events in order to identify any material
irreconcilable conflicts which may possibly arise and to determine what
action, if any, should be taken in response thereto.  If such a conflict were
to occur, one of the separate accounts might withdraw its investment in the
Trust.  This might force the Trust to sell portfolio securities at
disadvantageous prices.

Substitution of Securities 

If the shares of any Fund of the Trust should no longer be available for
investment by the Variable Account or, if in the judgement of the Company,
further investment in such shares should become inappropriate in view of the
purpose of the Policy, the Company may substitute shares of another Eligible
Fund (or Fund within the Trust).  No substitution of securities in any
Sub-Account may take place without prior approval of the Securities and
Exchange Commission and under such requirements as it may impose.

Proposed Substitution Transaction

1.DESCRIPTION. Under its authority described above, the Company has proposed a
substitution transaction (the "Substitution") such that shares of The U.S. 
Government Securities Fund("Government Fund") would be substituted for all 
shares of both the Adjustable U.S. Government Fund ("Adjustable Fund") and 
the Investment Grade Intermediate Bond Fund ("Bond Fund") held by Sub-Accounts 
of the Variable Account.  Owners' interests in the Adjustable and 
Bond Funds Sub-Accounts would be replaced by interests of equivalent value in 
the Government Fund Sub-Account.  As a result, the Adjustable Fund and Bond 
Fund Sub-Accounts would no longer be available to Owners.

In April, 1996, the Company and the Variable Account filed an application with 
the Securities and Exchange Commission requesting an order approving the 
Substitution.  Upon obtaining the order, and subject to any prior approval by 
applicable state insurance authorities, the Company and the Variable Account 
propose to complete the Substitution on October 25, 1996, or as soon as 
possible thereafter.

2.REASONS FOR SUBSTITUTION.  The Company has proposed the Substitution for 
several reasons:  the similarity of the affected Funds' investment objectives,
strategies and risks; the limited recent demand by Owners for
fixed-income investment choices; and the potential to benefit Owners 
through economies of scale, including potentially lower operating expenses, by
consolidating the affected Funds' assets.

3.EFFECT ON OWNERS.  Except as stated in this paragraph,Owners may continue 
to redeem or transfer their Account Value as stated under "Account Value, 
Cash Surrender Value and Transfer Rights - Transfer Rights."  Within five 
days after the Substitution, the Company will send to Owners a written 
notice showing the shares of the Adjustable Fund and the Bond Fund that have
been eliminated and the shares of the Government Fund that have been 
substituted (the "Notice").  For a 30-day period beginning on the date 
following the mailing of the Notice, transfers out of the Government 
Fund Sub-Account to any other available Sub-Account will not count toward 
the limit on the annual number of free transfers.  However, transfers 
pursuant to a "market timing" strategy will continue to be subject to the 
applicable restrictions on such transfers as described under "Transfer 
Rights."

OWNERS CONSIDERING NEW PURCHASES OR TRANSFERS TO EITHER THE 
ADJUSTABLE OR BOND FUNDS MAY ALSO WISH TO CONSIDER THE GOVERNMENT FUND, WHICH 
HAS SIMILAR INVESTMENT OBJECTIVES AND POLICIES, AND TO CONSULT WITH THEIR 
INVESTMENT REPRESENTATIVES.  SEE THE ACCOMPANYING FRANKLIN VALUEMARK FUNDS 
PROSPECTUS.

Immediately following the Substitution, the Company will treat the 
Sub-Accounts invested in shares of the Adjustable Fund, Bond Fund and 
Government Fund as a single Sub-Account of the Variable Account for 
administrative purposes.  The Company will effect the Substitution by 
simultaneously placing orders to redeem all shares of the Adjustable Fund and
Bond Fund and to purchase shares of the Government Fund equal in value to the
shares redeemed.  The net asset values of all affected shares will be 
determined as of the close of the business day immediately before the date of
these orders.  The Company will bear the expenses of the Substitution, and 
will send affected Owners a notice within five days after the Substitution.
The Company believes, based on its review of existing federal income tax 
laws and regulations, that the Substitution will not have any tax 
consequences to Owners.

FOR FURTHER INFORMATION, PLEASE CONTACT THE VALUEMARK SERVICE CENTER at 
(800) 624-0197.

Premium Payments
______________________________________________________________________________

Single Premium 

The single premium is due on the Policy Date.  Before the Policy will take
effect, the application and the premium must be in good order as determined by
the Company's administrative rules.  The minimum single premium which the
Company will accept is $10,000.

Grace Period 

The Policy will lapse if the total Indebtedness exceeds the Account Value less
the uncollected Deductions.  If there is no Indebtedness, the Policy cannot
lapse even if the Account Value equals $0.  If the Policy lapses, a grace
period of 31 days shall be allowed for the Owner to repay the loan by at least
an amount which provides sufficient Cash Surrender Value to keep the Policy in
force for three Policy Processing Periods.  If such loan repayment is not made
by the end of the grace period, the Policy will lapse and all coverage under
the Policy will terminate without value.  The Company will mail the notice
that the grace period is in effect to the Owner and any assignee of record to
the last known addresses.  The Policy will continue in force during the grace
period.  If the Insured dies during the grace period, the death benefit will
be the death benefit in effect immediately prior to the start of the grace
period less any accrued Deductions and less any Indebtedness.

Reinstatement 

Subject to the following conditions, the Policy may be reinstated during the
lifetime of the Insured, unless it was surrendered for cash.  The requirements
for reinstatement are:

1.  the Service Office must receive a properly executed application for
reinstatement;

2.  evidence of insurability satisfactory to the Company must be submitted;

3.  a minimum premium sufficient to keep the Policy in force for three Policy
Processing Periods must be paid; and

4.  any Indebtedness must be paid.

The Policy Date of a reinstated Policy will be the Policy Processing Date on
or next following the date the Company approves the reinstatement application.

For those states that allow it, the suicide and incontestability provisions
will apply from the Policy Date of reinstatement.  Otherwise, the suicide and
incontestability provisions will only apply from the initial Policy Date.  If
the Policy has been in force for two years during the lifetime of the Insured,
it will be contestable only as to statements made in the reinstatement
application.

Allocation of Premium 

The premium is allocated to one or more of the Sub-Accounts of the Variable
Account.  During the Free Look Period, the single premium is allocated to the
Money Market Sub-Account.  SUBJECT TO REGULATORY APPROVAL, SHARES OF THE 
U.S. GOVERNMENT SECURITIES FUND WILL BE SUBSTITUTED FOR SHARES OF THE 
ADJUSTABLE U.S. GOVERNMENT FUND AND THE INVESTMENT GRADE INTERMEDIATE BOND 
FUND ON OCTOBER 25, 1996, OR AS SOON AS POSSIBLE THEREAFTER.  THUS, FOLLOWING 
THE SUBSTITUTION, THE ADJUSTABLE AND THE INTERMEDIATE BOND FUNDS WILL NO 
LONGER BE AVAILABLE AS ELIGIBLE INVESTMENTS FOR OWNERS.  SEE 
"FRANKLIN VALUEMARK FUNDS - PROPOSED SUBSTITUTION TRANSACTION," ABOVE.
IN CALIFORNIA, THE CAPITAL GROWTH FUND AND THE TEMPLETON INTERNATIONAL SMALLER
COMPANIES FUND ARE NOT AVAILABLE UNTIL APPROVED BY THE CALIFORNIA INSURANCE 
DEPARTMENT (CHECK WITH YOUR AGENT REGARDING AVAILABILITY).

At the end of the Free Look Period, the Account Value will be allocated to one
or more of the Sub-Accounts in accordance with the premium allocation on
record.  This allocation is not deemed to be a transfer subject to the
transfer fee provision (see "Transfer Fee").  The Company reserves the right
to limit the number of allocations that an Owner can have at any one time.

Deductions and Charges
______________________________________________________________________________

The Deductions under the Policy will be made as follows:

Mortality and Expense Risk Charge 

The Company deducts a Mortality and Expense Risk Charge from each Sub-Account 
on each Valuation Date.  This risk charge is equal, on an annual basis, to 
0.60% of the average daily net assets of the Sub-Account.  This risk charge
compensates the Company for assuming the mortality and expense risks under the
Policy. The mortality risk assumed by the Company is that the Insureds, as a
group, may not live as long as expected.  The expense risk assumed by the
Company is that actual expenses may be greater than those assumed.  The
Company is responsible for all administration of the Policies and the Variable
Account.  The Company expects to profit from this charge.

Administrative Charge 

The Company deducts an Administrative Charge from each Sub-Account on each
Valuation Date.  This risk charge is equal, on an annual basis, to 0.15% of
the average daily net assets of the Sub-Account.  This charge reimburses the
Company for expenses incurred in the administration of the Policies and the
Variable Account.  Such expenses include but are not limited to: 
confirmations, annual reports and account statements, maintenance of Policy
records, maintenance of Variable Account records, administrative personnel
costs, mailing costs, data processing costs, legal fees, accounting fees,
filing fees, the costs of other services necessary for Policy Owner servicing
and all accounting, valuation, regulatory and updating requirements.  The
Company will not profit from this charge. This charge will be reduced to the
extent that the amount of this charge is in excess of that necessary to
reimburse the Company for its administrative expenses.  Should this charge
prove to be insufficient, the Company will not increase this charge and will
incur the loss.

Cost of Insurance 

On each Policy Processing Date, the Company deducts a charge for the Cost of
Insurance for the past Policy Processing Period.  This charge is deducted from
the Account Value and provides death benefit protection for the Policy
Processing Period.

This charge is deducted from each Sub-Account in the same proportion that the
Policy's Account Value in the Sub-Account bears to the Policy's non-loaned
Account Value.

The current cost of insurance for a Policy Processing Period is:

1.  the current cost of insurance rate, multiplied by

2.  the net amount at risk for the Policy Processing Period.

The Company intends to use for standard (fully underwritten) risks a current
cost of insurance rate which may vary from time to time.  However, the cost of
insurance rate will never be more than the guaranteed maximum cost of
insurance rates.  The guaranteed maximum cost of insurance rates vary by sex
(in states where permitted), Attained Age and underwriting class.  The
guaranteed maximum cost of insurance rates are shown in the Policy Schedule
and are equal to 100% of the Commissioners Standard 1980 Ordinary Male and
Female, Smoker and Non-smoker Mortality Tables.

The net amount at risk is approximately equal to the death benefit minus the
sum of the Cash Surrender Value and the Loan Account Value attributable to the
Policy.

Insurance underwriting is designed to group applicants of the same age and sex
(in states where permitted) into classifications which can be expected to
produce mortality experience consistent with the actuarial structure for that
class.  The Company intends to utilize a simplified underwriting method for
the majority of the Policies which are applied for.  The following table shows
the Policies eligible for simplified underwriting.

<TABLE>

<CAPTION>
Simplified Underwriting Limits-
<BTB>
Issue Age  Single Premium
<C>        <S>
    30-39  50,000
    40-49  100,000
    50-75  150,000
</TABLE>

The Company has determined that using the simplified underwriting method
presents additional mortality risks.  Because of the additional risks to the
Company associated with simplified underwriting, the Company treats applicants
in this class as substandard.  Therefore, the Company intends to charge all
Policies issued pursuant to simplified underwriting a higher cost of insurance
rate than those Policies issued standard/fully underwritten.  The cost of
insurance charge for both the simplified underwriting class and the standard
issue class is based upon the Commissioners 1980 Standard Ordinary Male and
Female, Smoker and Non-smoker Mortality Tables ("1980 CSO Table").  For the
simplified underwriting class, the guaranteed rates contained in the Policy
are approximately equal to 150% thereof.  However, the Company currently uses
lower, non-guaranteed rates which are also based upon the 1980 CSO Table and
which vary according to the age of the Insured.  The current rate is
approximately 85% of the 1980 CSO Table.  Policy Owners will be notified of
any change, prior to implementation, in the current rates to be charged.

For Policies that are not issued pursuant to simplified underwriting, the
Company will require more comprehensive information.  The Company will then
determine the underwriting class to which the Policy belongs.  For all
Policies fully underwritten and determined to be standard risk, the current
cost of insurance rates described above will be used.  The current rate for
standard risk policies is approximately 75% of the 1980 CSO Table.  The
current rate varies according to the age of the Insured.

Deferred Issue Charge 

When the single premium is received at the Company, a Deferred Issue Charge is
accrued.  The Company deducts this charge in ten equal annual deductions on
succeeding Policy Anniversaries for the first ten Policy Years. If the Owner
surrenders the Policy before the full amount is deducted, the uncollected
portion of this charge is deducted from the Account Value.  The Deferred Issue
Charge is for premium taxes (2.5% of the single premium); sales charge (4.0%
of the single premium); and Policy issue charge (0.5% of the single premium).
For policies issued in the state of California only, the Deferred Issue Charge
is for premium taxes (2.35% of the single premium); sales charge (4.15% of the
single premium); and Policy issue charge (0.5% of the single premium).

Premium Taxes - All states and certain jurisdictions, such as cities and
counties, tax premium payments.  Premium taxes vary from state to state and
are generally in the range of 2% to 3%.

Sales Charge - This sales charge reimburses the Company for expenses incurred
in connection with the promotion, sale and distribution of the Policy.  This
charge from the single premium is not expected to cover the distribution
costs.  To the extent that this charge is insufficient to cover the
distribution costs, the Company may make up the difference from the general
assets of the Company including the profit it expects from the Mortality and
Expense Risk Charge.

Policy Issue Charge - This charge is designed to cover the administrative
expenses incurred in connection with issuing a Policy.  Such expenses include
initial underwriting review, medical examinations, inspection reports,
attending physicians' statements, insurance underwriting costs, Policy
issuance costs, establishing permanent Policy records, preparation of
illustrations, preparation of riders and the initial confirmation of the
transaction.

Income Tax Charge 

The Company does not currently assess any charge for income taxes incurred by
the Company as a result of the operations of the Sub-Accounts of the Variable
Account.  The Company reserves the right to assess a charge for such taxes
against the Sub-Accounts if the Company determines that such taxes will be
incurred.

Transfer Fee 

Currently, the Company permits twelve transfers per Policy Year without the
imposition of any charge.  For transfers in excess of that number the Company
currently charges $25 per transfer (or 2% of the amount transferred, if less).
The transfer fee at any given time will not be set at a level greater than
its cost and will contain no element of profit.

Death Benefit
______________________________________________________________________________

Death Benefit 

The death benefit is the greater of the face amount at the Policy Date or the
variable insurance amount as of the date the Service Office receives proof of
death of the Insured.  The death benefit will be paid to the Beneficiary upon
receipt of due proof of the Insured's death.  The amount payable will be the
death benefit reduced by any Indebtedness and any accrued Deductions, and
increased by amounts due from riders.

Variable Insurance Amount 

The variable insurance amount on the Policy Date equals the face amount.
Thereafter, the variable insurance amount will be the Account Value of the
Policy less the uncollected Deductions multiplied by the net single premium
factor for the Insured's Attained Age and sex (in states where permitted) as
of such date.  Appendix B is a Table of Net Single Premium Factors as is also
contained in the Policy.

The amount of insurance purchased by $1.00 decreases with the age of an
Insured.  Therefore, the death benefit under such a Policy will decrease
unless the Account Value has increased during the period. Therefore, when
divided into the Account Value of a Policy, it will reduce the death benefit
under such a Policy unless the Account Value has increased at a greater rate
than the increase in the applicable net single premium factor.

Guaranteed Death Benefit 

If there is no Indebtedness under the Policy, it will not lapse even if the
Account Value is $0.  This Policy will terminate without value, as described
in the Grace Period provision, if Indebtedness on the Policy is greater than
the Account Value less the uncollected Deductions.

Account Value, Cash Surrender Value and
Transfer Rights
______________________________________________________________________________

Account Value 

On any Valuation Date, the Account Value of the Policy is equal to the sum of
the Sub-Account values and the Loan Account attributable to the Policy.

Method of Determining Sub-Account Values 

Sub-Account values will fluctuate in accordance with the investment experience
of the applicable underlying Fund held within the Sub-Account.  In order to
determine these Sub-Account values, the Company utilizes Sub-Account valuation
units.  The value of a unit applicable during any Valuation Period is
determined at the end of that Period.

When the first shares of the Funds were purchased for the Sub-Accounts, each
Sub-Account valuation unit was valued at $10.  The value of a unit within each
Sub-Account on any Valuation Date thereafter is determined by dividing (a) by 
(b), where:

(a) is equal to:

1.  total value of the net assets in the Sub-Account; minus

2.  the daily charge for assuming the mortality and expense risks; minus

3.  the daily charge for administrative expenses; plus or minus

4.  a charge or credit for any tax provision established for the Sub-Account.

and (b) is the total number of units applicable to that Sub-Account at the end
of the Valuation Period.

A valuation unit may increase or decrease in value from Valuation Date to
Valuation Date.

Cash Surrender Value 

The Policy may be surrendered for its Cash Surrender Value by submitting a
written request to the Service Office.  The Cash Surrender Value is equal to
the Account Value of the Policy less the sum of:

1.  the uncollected portion of any Deductions or accrued Deductions; and

2.  any Indebtedness.

Surrendering the Policy will cancel it.  There are no partial surrenders
allowed under the Policy.

This Policy is considered to be a modified endowment contract under TAMRA.
Surrender payments are fully taxable to the extent of income in the Policy and
may further be subject to an additional 10% tax penalty.  The penalty shall
not apply, however, to any distribution:  (a) made on or after the date on
which the taxpayer reaches age 59 1/2;(b) which is attributable to the
taxpayer becoming disabled (within the meaning of Section 72(m)(7) of the
Code); or (c) which is part of a series of substantially equal periodic
payments made not less frequently than annually for the life (or life
expectancy) of the taxpayer or the joint lives (or joint life expectancies) of
such taxpayer and his beneficiary.


Transfer Rights 

The Owner may transfer by telephone or written request non-loaned Account
Values among the Sub-Accounts subject to the following:

1.  the minimum value that may be transferred from any Sub-Account is $500 (or
the total value if it is less than $500);

2.  the deduction from the Account Value of any transfer fee charge that the
Company may assess.  The Company currently allows twelve (12) free transfers
per Policy Year.  For additional transfers there is a $25 transfer fee (or 2%
of the amount transferred, if less);

3.  any limit on the number of transfers per Policy Year that the Company may
impose.  Currently the only limits are as set out in 2 above.

Upon regulatory approval of the proposed Substitution transaction,
Owners who have selected the Adjustable U.S. Government Fund or the Investment
Grade Intermediate Bond Fund may be entitled to certain special transfer 
rights.  See "Franklin Valuemark Funds - Proposed Substitution Transaction," 
above.

Neither the Variable Account nor the Trust are designed for professional
market timing organizations, other entities, or individuals using programmed,
large, or frequent transfers.  A pattern of exchanges that coincides with a
"market timing" strategy may be disruptive to the Fund and may be refused.
Accounts under common ownership or control may be aggregated for purposes of
transfer limits.  In coordination with the Trust, the Company reserves 
the right to restrict the transfer privilege or reject any specific premium
allocation request for any person whose transactions seem to follow a timing
pattern.

An Owner may elect to make transfers by telephone.  To elect this option the
Owner must do so in writing to the Company.  If there are Joint Owners, unless
the Company is informed to the contrary, instructions will be accepted from
either one of the Joint Owners.  The Company will use reasonable procedures to
confirm that instructions communicated by telephone are genuine.  If it does
not, the Company may be liable for any losses due to unauthorized or
fraudulent instructions.  The Company tape records all telephone transactions.

Loan Provisions
______________________________________________________________________________

Policy Loan 

The Owner may borrow money from the Company while the Policy is in effect. The
Policy will be the only security the Company will require for the Policy loan.
The minimum loan amount is $1,000 where permitted by state law.  The maximum
loan value is 90% of the Cash Surrender Value.  The Company calculates the
Cash Surrender Value as of the end of the Valuation Period during which the
loan request is received in good order at the Service Office.  Any existing
loan will be added to the new loan to determine the total loan.

This Policy is considered to be a modified endowment contract under the Code.
Loan payments are fully taxable to the extent of income in the Policy and may
further be subject to an additional 10% tax penalty.  The penalty shall not
apply, however, to any distribution:  (a) made on or after the date on which
the taxpayer reaches age 59 1/2; (b) which is attributable to the taxpayer
becoming disabled (within the meaning of Section 72(m)(7) of the Code); or (c)
which is part of a series of substantially equal periodic payments made not
less frequently than annually for the life (or life expectancy) of the
taxpayer or the joint lives (or joint life expectancies) of such taxpayer and
his beneficiary.

The Code also provides that multiple modified endowment contracts that are
issued within a calendar year period to the same owner by one company or its
affiliates are treated as one modified endowment contract for purposes of
determining the tax consequences of any loans or distributions.  Such
treatment may result in adverse tax consequences including more rapid taxation
of the loans or distributed amounts from such combination of policies.  Owners
should consult a tax advisor prior to purchasing more than one modified
endowment contract in any calendar year period.

Effect of a Loan 

A Policy loan will result in valuation units being redeemed from the
Sub-Accounts and the proceeds being transferred to the Loan Account.  The
Company will pay interest on the Loan Account at an annual rate of 4.0%.  If
the Owner does not specify from which Sub-Account(s) the loan is to be made,
the loan will be made from the Sub-Accounts in the same proportion as the
value in each Sub-Account bears to the non-loaned Account Value.

A Policy loan, whether or not repaid, will have a permanent effect on the
death benefits and Policy values, because the amount of the Policy loan will
not share in the investment results of the Sub-Accounts in which it had been
invested.  If not repaid, the Policy loan will reduce the amount of death
benefit and Cash Surrender Value.

Payment of Interest, Loan Repayment and 
Policy Lapsation 

The interest rate for a Policy loan is 4.75% annually.  The interest is
payable in arrears on each Policy Anniversary for the past Policy Year.  If
interest is not paid when it is due, it will be added to the Policy loan and
charged the same interest rate as the Policy loan.  The additional interest
will be deducted from the Sub-Accounts in the proportion that the value of
each Sub-Account bears to the non-loaned Account Value.

An Owner may repay all or part of the Policy loan at any time while the
Insured is living.  The minimum permissible amount of repayment is $1,000. The
repayment will be transferred from the Loan Account to the Sub-Accounts in
accordance with the Policy Owner's instructions.  If no such instructions are
on record, the repayment will be allocated in the proportion that the value of
each Sub-Account bears to the non-loaned Account Value as of the date of
repayment.

If the Indebtedness exceeds the Account Value less the uncollected Deductions,
the Company will terminate the Policy.  The Company will not do this, however,
until 31 days after it mails notice of intent to terminate.  The Company will
notify, at the last known address, the Owner and anyone who holds the Policy
as collateral.

Ownership
______________________________________________________________________________

Owner 

The Owner, any Joint Owner and any Contingent Owner are named in the
application.  If more than one person is named as Owner or Contingent Owner
and the designation does not state otherwise, the Company will treat such
persons as Joint Owners with rights of survivorship.  Any designations may be
changed by the Owner.

While the Insured is alive, the Owner may exercise all the rights of the
Policy subject to the rights of:

1.  any assignee under an assignment filed with the Service Office; and

2.  any irrevocably named Beneficiary.

If the Owner dies, the Owner's rights will pass to any surviving Joint 
Owner(s); otherwise to any Contingent Owner(s) then alive; otherwise to the 
Owner's estate.

Transfer of Ownership 

While the Insured is living, the Owner may transfer ownership of the Policy. A
written request, dated and signed by the Owner, must be sent to the Service
Office.  The Company may require that the Policy be returned for an
endorsement. The transfer will take effect as of the date the request was
signed.

Any transfer of ownership terminates the interest of any existing Contingent
Owner. It does not change the Beneficiary, nor transfer the Beneficiary's
interest.  Any change or transfer of ownership is subject to any benefit
payment made by the Company before endorsement.

Assignment 

The Owner may assign the Policy. A copy of any assignment must be filed with
the Service Office.  The Company is not responsible for the validity of any
assignment.  If the Owner assigns the Policy, the Owner's rights and those of
any revocably-named person will be subject to the assignment.  An assignment
will not affect any payments the Company may make or actions it may take
before such assignment has been recorded at the Service Office.

Beneficiary Provisions
______________________________________________________________________________

Beneficiary 

The Beneficiary and any Contingent Beneficiary are named in the application.
They may be changed by the Owner.

Change of Beneficiary 

While the Insured is living, the Owner may change the Beneficiary.  A written
request, dated and signed by the Owner, must be filed at the Service Office.
After the change is recorded, it will take effect as of the date the request
was signed.  If the request reaches the Service Office after the Insured dies
but before any benefit payment is made, the change will be valid.

Death of Beneficiary 

If all of the named Beneficiaries die prior to the Insured's death, the
Company will pay the death benefit in one sum to the Owner's estate.

Delay of Payments
______________________________________________________________________________

The Company will generally pay Policy proceeds within seven business days of
receipt of a completed request for such payment.  The Company reserves the
right to suspend or postpone any type of payment from the Variable Account for
any period when:

a.  the New York Stock Exchange is closed (other than customary weekend and
holiday closings);

b.  trading on the New York Stock Exchange is restricted;

c.  an emergency exists as a result of which disposal of securities held in
the Variable Account is not reasonably practicable or it is not reasonably
practicable to determine the value of the Variable Account's net assets; or

d.  the Securities and Exchange Commission, by order, so permits delay for the
protection of Owners.

The applicable rules of the Securities and Exchange Commission will govern as
to whether the conditions described in (b) and (c) exist.

Management of the Company
______________________________________________________________________________

The directors and officers of the Company and their principal occupations for
the past 5 years are as follows:
<TABLE>

<CAPTION>
<BTB>
                       Principal Occupations During the
Name                   Past Five Years
<S>                    <C>
Lowell C. Anderson     Chairman, President and Chief
                       Executive Officer 
                       of the Company since October,
                       1988. From 1985 to 1988, Mr.
                       Anderson was President and Chief
                       Operating Officer of the Company.

Herbert F. Hansmeyer   Chairman, AZOAC.   Member
                       of the Board of Management of
                       Allianz Versicherungs-AG, Munich,
                       Germany, since 1986; formerly
                       Chief Executive Officer of
                       Allianz Insurance Company, Los
                       Angeles, California.  Formerly
                       President & CEO of FFIC.

Dr. Jerry E.Robertson  Former Executive Vice President,
                       3M/Life Sciences Sector.

Dr. Gerhard Rupprecht  Chairman of the Board of
                       Management - Allianz
                       Lebensversicherungs since 1979.

Michael P. Sullivan    President, Chief Executive Officer
                       and Director of International
                       Dairy Queen, Inc. since 1987.

Alan A. Grove          Vice President - Corporate Legal
                       Officer and Secretary of the Company.

Robert S. James        President - Individual Marketing
                       Division of the Company since
                       March 31, 1995. Previously
                       President of Financial Markets
                       Division.

Edward J. Bonach       Senior Vice President -
                       Chief Financial Officer
                       and Treasurer of the Company since
                       1993. Senior Vice President and
                       Chief Actuary previously.

Ronald L. Wobbeking    President - Mass Marketing
                       Division of the Company since
                       September 1991. Previously Senior
                       Vice President Mass Marketing.

Rev. Dennis J. Dease   President, University of St. Thomas.

James R. Campbell      Executive Vice President of 
                       Norwest Corporation.
</TABLE>

Administration of the Policies
______________________________________________________________________________

While the Company has primary responsibility for all administration of the
Policies and the Variable Account, it has retained the services of Delaware
Valley Financial Services, Inc. ("DVFS" or "Valuemark Service Center")
pursuant to an Administrative Agreement.  Such administrative services include
issuance of the Policies and maintenance of Policy Owners' records.  The
Company pays all charges and fees assessed by DVFS.  DVFS serves as the
administrator to various insurance companies offering variable and fixed
annuity and variable life insurance contracts.  The Company's ability to
administer the Policies could be adversely affected should DVFS elect to
terminate the Agreement.

Tax Status
______________________________________________________________________________

NOTE:  The following description is based upon the Company's understanding of
current federal income tax law applicable to life insurance in general.  The
Company cannot predict the probability that any changes in such laws will be
made.  Purchasers are cautioned to seek competent tax advice regarding the
possibility of such changes.  Section 7702 of the Internal Revenue Code of
1986, as amended ("Code"), defines the term "life insurance contract" for
purposes of the Code.  The Company believes that the Policies to be issued
will qualify as "life insurance contracts" under Section 7702.  The Company
does not guarantee the tax status of the Policies.  Purchasers bear the
complete risk that the Policies may not be treated as "life insurance" under
federal income tax laws.  Purchasers should consult their own tax advisers. 
It should be further understood that the following discussion is not
exhaustive and that special rules not described in this Prospectus may be
applicable in certain situations.

Introduction 

The discussion contained herein is general in nature and is not intended as
tax advice.  Each person concerned should consult a competent tax adviser.  No
attempt is made to consider any applicable state or other tax laws.  Moreover,
the discussion herein is based upon the Company's understanding of current
federal income tax laws as they are currently interpreted.  No representation
is made regarding the likelihood of continuation of those current federal
income tax laws or of the current interpretations by the Internal Revenue
Service.

The Company is taxed as a life insurance company under the Code.  For federal
income tax purposes, the Variable Account is not a separate entity from the
Company and its operations form a part of the Company.

Diversification 

Section 817(h) of the Code imposes certain diversification standards on the
underlying assets of variable life insurance policies.  The Code provides that
a variable life insurance policy will not be treated as life insurance for any
period (and any subsequent period) for which the investments are not, in
accordance with regulations prescribed by the United States Treasury
Department ("Treasury Department"), adequately diversified.  Disqualification
of the Policy as a life insurance contract would result in imposition of
federal income tax to the Owner with respect to earnings allocable to the
Policy prior to the receipt of payments under the Policy.  The Code contains a
safe harbor provision which provides that life insurance policies such as the
Policies meet the diversification requirements if, as of the close of each
quarter, the underlying assets meet the diversification standards for a
regulated investment company and no more than fifty-five (55%) percent of the
total assets consist of cash, cash items, U.S. Government securities and
securities of other regulated investment companies.  There is an exception for
securities issued by the U.S. Treasury in connection with variable life
insurance policies.

On March 2, 1989, the Treasury Department issued Regulations (Treas. Reg.
Section 1.817-5),  which established diversification requirements for the
investment portfolios underlying variable contracts such as the Policies.  The
Regulations amplify the diversification requirements for variable contracts
set forth in the Code and provide an alternative to the safe harbor provision
described above.  Under the Regulations, an investment portfolio will be
deemed adequately diversified if:  (i) no more than 55% of the value of the
total assets of the portfolio is represented by any one investment; (ii) no
more than 70% of the value of the total assets of the portfolio is represented
by any two investments; (iii) no more than 80% of the value of the total
assets of the portfolio is represented by any three investments; and (iv) no
more than 90% of the value of the total assets of the portfolio is represented
by any four investments. For purposes of these Regulations, all securities of
the same issuer are treated as a single investment.

The Code provides that, for purposes of determining whether or not the
diversification standards imposed on the underlying assets of variable
contracts by Section 817(h) of the Code have been met, "each United States
government agency or instrumentality shall be treated as a separate issuer".

The Company intends that each Fund of the Trust underlying the Policies will
be managed by the Managers for the Trust in such a manner as to comply with
these diversification requirements.

The Treasury Department has indicated that the diversification Regulations do
not provide guidance regarding the circumstances in which Owner control of the
investments of the Variable Account will cause the Owner to be treated as the
owner of the assets of the Variable Account, thereby resulting in the loss of
favorable tax treatment for the Policy. At this time it cannot be determined
whether additional guidance will be provided and what standards may be
contained in such guidance.

The amount of Owner control which may be exercised under the Policy is
different in some respects from the situations addressed in published rulings
issued by the Internal Revenue Service in which it was held that the policy
owner was not the owner of the assets of the separate account.  It is unknown
whether these differences, such as the Owner's ability to transfer among
investment choices or the number and type of investment choices available,
would cause the Owner to be considered as the owner of the assets of the
Variable Account.

In the event any forthcoming guidance or ruling is considered to set forth a
new position, such guidance or ruling will generally be applied only
prospectively. However, if such ruling or guidance was not considered to set
forth a new position, it may be applied retroactively resulting in the Owner
being retroactively determined to be the owner of the assets of the Variable
Account.

Due to the uncertainty in this area, the Company reserves the right to modify
the Policy in an attempt to maintain favorable tax treatment.

Tax Treatment of the Policy 

The Policy has been designed to comply with the definition of life insurance
contained in Section 7702 of the Code. Although some interim guidance has been
provided and proposed regulations have  been issued, final regulations have
not been adopted. Section 7702 of the Code requires the use of reasonable
mortality and other expense charges. In establishing these charges, the
Company has relied on the interim guidance provided in IRS Notice 88-128  and
proposed regulations issued on July 5, 1991. Currently, there is even less
guidance as to a Policy issued on a substandard risk basis and thus it is even
less clear whether a Policy issued on such basis would meet the requirements
of Section 7702 of the Code.

While the Company has attempted to comply with Section 7702, the law in this
area is very complex and unclear.  There is a risk, therefore, that the
Internal Revenue Service will not concur with the Company's interpretations of
Section 7702 that were made in determining such compliance. In the event the
Policy is determined not to so comply, it would not qualify for the favorable
tax treatment usually accorded life insurance policies.  Owners should consult
their tax advisers with respect to the tax consequences of purchasing the
Policy.

Policy Proceeds 

Loan proceeds and/or surrender payments from the Policies are fully taxable to
the extent of income in the Policy and may further be subject to an additional
10% federal income tax penalty. (See "Tax Treatment of Loans and Surrenders".)
Otherwise, the Policy should receive the same federal income tax treatment as
any other type of life insurance.  As such, the death benefit thereunder is
excludable from the gross income of the Beneficiary under Section 101(a) of
the Code.  Also, the Owner is not deemed to be in constructive receipt of the
Account Value or Cash Surrender Value, including increments thereon, under a
Policy until surrender thereof.

Federal, state and local estate, inheritance and other tax consequences of
ownership, or receipt of Policy proceeds, depend on the circumstances of each
Policy Owner or Beneficiary.

Tax Treatment of Loans and Surrenders 

The Code alters the tax treatment accorded to loans and certain distributions
from life insurance policies which are deemed to be "modified endowment
contracts". The Policy's single premium requirement is such that Policies
issued on or after June 21, 1988 are modified endowment contracts.  A Policy
received in exchange for a modified endowment contract is also a modified
endowment contract regardless of whether it meets the 7-pay test.

The status of an exchange of a contract issued before June 21, 1988 is
unclear. However, the Internal Revenue Service has taken the position in a
Private Letter Ruling that a contract received in an exchange on or after June
21, 1988 will be considered as entered into as of the date of the exchange and
therefore subject to Section 7702A.

A Policy that was entered into prior to June 21, 1988 may be deemed to be a
modified endowment contract if it is materially changed and fails to meet the
7-pay test.  A Policy fails to meet the 7-pay test when the cumulative amount
paid under the Policy at any time during the first 7 Policy Years exceeds the
sum of the net level premiums which would have been paid on or before such
time if the Policy provided for paid-up future benefits after the payment of
seven (7) level annual premiums.  A material change would include any increase
in the future benefits provided under a policy unless the increase is
attributable to: (1) the payment of premiums necessary to fund the lowest
death benefit and qualified additional benefits payable in the first seven
policy years; or (2) the crediting of interest or other earnings (including
policyholder dividends) with respect to such premiums.

In that the Policy is a modified endowment contract, surrenders and/or loan
proceeds are taxable to the extent of income in the Policy.  Such
distributions are deemed to be on a last-in, first-out basis, which means the
taxable income is distributed first.  Loan proceeds and/or surrender payments
may also be subject to an additional 10% federal income tax penalty applied to
the income portion of such distribution. The penalty shall not apply, however,
to any distribution: (1) made on or after the date on which the taxpayer
reaches age 59 1/2;(2) which is attributable to the taxpayer becoming
disabled (within the meaning of Section 72(m)(7) of the Code); or (3) which is
part of a series of substantially equal periodic payments made not less
frequently than annually for the life (or life expectancy) of the taxpayer or
the joint lives (or joint life expectancies) of such taxpayer and his
beneficiary.

Policy Owners should seek competent tax advice on the tax consequences of
taking loans, surrendering any Policy issued since June 21, 1988, or making
any material modifications to their Policies.

Multiple Policies 

The Code further provides that multiple modified endowment contracts that are
issued within a calendar year period to the same owner by one company or its
affiliates are treated as one modified endowment contract for purposes of
determining the taxable portion of any loans or distributions.  Such treatment
may result in adverse tax consequences including more rapid taxation of the
loans or distributed amounts from such combination of contracts.  Policy
Owners should consult a tax adviser prior to purchasing more than one modified
endowment contract in any calendar year period.

Tax Treatment of Assignments 

An assignment of a Policy may be a taxable event.  Policy Owners should
therefore consult competent tax advisers should they wish to assign their
Policies.

Qualified Plans 

The Policies may be used in conjunction with certain Qualified Plans.  Because
the rules governing such use are complex, a purchaser should not do so until
he has consulted a competent Qualified Plans consultant.

Variable Account Voting Rights
______________________________________________________________________________

In accordance with its view of present applicable law, the Company will vote
the shares of the Trust held in the Variable Account at special meetings of
the shareholders of the Trust in accordance with instructions received from
Owners (or Beneficiaries if applicable) having the voting interest in the
Variable Account. The Company will vote shares for which it has not received
instructions in the same proportion as it votes shares for which it has
received instructions. The Company will vote shares it owns in the same
proportion as it votes shares for which it has received instructions. The
Trust does not hold regular meetings of shareholders.

If the 1940 Act or any regulation thereunder should be amended or if the
present interpretation thereof should change, and as a result the Company
determines that it is permitted to vote the shares of the Trust in its own
right, it may elect to do so.

The voting interests of the Owner (or the Beneficiary if applicable) in the
Trust will be determined as follows:  Owners may cast one vote for each $100
of Account Value of the Policy allocated to the Sub-Account on the record date
for the shareholder meeting of the Trust.  Fractional votes are counted.

The number of shares which a person has a right to vote will be determined as
of the date to be chosen by the Company not more than sixty (60) days prior to
the meeting of the Trust.  Voting instructions will be solicited by written
communication at least fourteen (14) days prior to such meeting.

Each Owner (or Beneficiary if applicable) having the voting interest in the
Variable Account will receive periodic reports relating to the Trust in which
he or she has an interest, proxy material and a form with which to give such
voting instructions with respect to the proportion of the shares held in the
Variable Account corresponding to his or her interest in the Variable Account.

Disregard of Voting Instructions 

The Company may, when required to do so by state insurance authorities, vote
shares of the Trust without regard to instructions from Owners if such
instructions would require such shares to be voted to cause any Fund of the
Trust to make (or refrain from making) investments which would result in
changes in the sub-classification or investment objectives of the Trust or a
Fund. The Company may also disapprove changes in the investment policy
initiated by the Owners or trustees of the Trust, if such disapproval is
reasonable and is based on a good faith determination by the Company that the
change would violate state or federal law or the change would not be
consistent with the investment objectives of the Trust or a Fund or which
varies from the general quality and nature of investments and investment
techniques used by other funds with similar investment objectives underlying
other separate accounts of the Company or of an affiliated life insurance
company.  In the event the Company does disregard voting instructions, a
summary of this action and the reasons for such action will be included in the
next semi-annual report to Owners.

Distribution of the Policy
______________________________________________________________________________

The Policy is sold by licensed insurance agents, where the Policy may be
lawfully sold, who are registered representatives of broker-dealers which are
registered under the Securities Exchange Act of 1934 and are members of the
National Association of Securities Dealers, Inc.

The Policy is distributed through the Principal Underwriter for the Variable
Account, NALAC Financial Plans, Inc., 1750 Hennepin Avenue, Minneapolis, MN, a
wholly-owned subsidiary of the Company.

Commissions will be paid to broker-dealers who sell the Policies.
Broker-dealers will be paid commissions at the time of purchase up to 5.25% of
the single premium. Broker-dealers are also paid a trail commission of up to
25 basis points of the Policy Account Value. In addition, under certain
circumstances, the Company may pay certain sellers production bonuses which
will take into account, among other things, the total premiums which have been
paid under Policies associated with the broker-dealer. Additional payments may
be made for other services not directly related to the sale of the Policies.

Reports to Owners
______________________________________________________________________________

The Company will send to each Owner semi-annual and annual reports of the
Variable Account.  Within 30 days after each Policy Anniversary, an annual
statement will be sent to each Owner.  The statement will show the current
amount of death benefit payable under the Policy, the current Account Value,
the current Cash Surrender Value, current Indebtedness and will show all
transactions previously confirmed.  The statement will also show premiums
paid, investment returns and all charges deducted during the Policy Year.

Confirmations will be mailed to Policy Owners within seven days of the
transaction of:  (a) the receipt of premium; (b) any transfer between
Sub-Accounts; (c) any loan, interest repayment, or loan repayment; (d) any
surrender; (e) exercise of the free look privilege; (f) any exchange of the
Policy; and (g) payment of the death benefit under the Policy.  Upon request,
a Policy Owner shall be entitled to a receipt of premium payment.

Legal Proceedings
______________________________________________________________________________

There are no legal proceedings to which the Variable Account or the
Distributor is a party or to which the assets of the Variable Account are
subject. The Company is not involved in any litigation that is of material
importance in relation to its total assets or that relates to the Variable
Account.

Experts
______________________________________________________________________________

The financial statements of Allianz Life Variable Account A and the
consolidated financial statements of the Company included in this Prospectus
have been audited by KPMG Peat Marwick LLP, independent auditors, as indicated
in their reports included in this Prospectus, and are included herein, in
reliance upon such reports and upon the authority of said firm as experts in
accounting and auditing.

Legal Opinions
______________________________________________________________________________

Legal matters in connection with the Policy described herein are being passed
upon by the law firm of Blazzard, Grodd & Hasenauer, P.C., Westport,
Connecticut.

Financial Statements
______________________________________________________________________________

The consolidated financial statements of the Company that are included herein
should be considered only as bearing upon the ability of the Company to meet
its obligations under the Policy.





                       ALLIANZ LIFE VARIABLE ACCOUNT A

                                      of

               ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA


                             Financial Statements


                              December 31, 1995

<PAGE>

ALLIANZ LIFE VARIABLE ACCOUNT A
OF ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

INDEPENDENT AUDITORS' REPORT

The  Board of Directors of Allianz Life Insurance Company of North America and
Policyholders of Allianz Life Variable Account A:


We  have  audited the accompanying statements of assets and liabilities of the
sub-accounts  of  Allianz Life Variable Account A as of December 31, 1995, and
the related statements of operations and changes in net assets for each of the
years in the three-year period then ended.  These financial statements are the
responsibility of the Variable 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. 
Investment  securities held in custody for the benefit of the Variable Account
were  confirmed to us by the Franklin Valuemark Funds.  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 assets and liabilities of the sub-accounts of
Allianz Life Variable Account A at December 31, 1995, and the results of their
operations  and  the  changes in their net assets for each of the years in the
three-year period then ended, in conformity with generally accepted accounting
principles.



                                             KPMG Peat Marwick LLP


Minneapolis, Minnesota
January 22, 1996
<PAGE>

<TABLE>

<CAPTION>
                                        ALLIANZ LIFE VARIABLE ACCOUNT A
                                                       of
                                ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                      Statements of Assets and Liabilities

                                               December 31, 1995

                                                                                                         U.S.
                                               Money    Growth and  Precious    High     Real Estate  Government
                                               Market     Income     Metals    Income    Securities   Securities
                                                Fund       Fund       Fund      Fund        Fund         Fund
                                              --------  ----------  --------  ---------  -----------  ----------
<S>                                           <C>       <C>         <C>       <C>        <C>          <C>
Investments at net asset value:

 Franklin Valuemark Funds:
  Money Market Fund, 688,783
   shares, cost $688,783                      $688,783           -         -          -            -           -
  Growth and Income Fund,
   61,923 shares, cost $784,975                      -   1,061,358         -          -            -           -
  Precious Metals Fund,
   11,972 shares, cost $155,552                      -           -   168,569          -            -           -
  High Income Fund, 94,672
   shares, cost $1,083,932                           -           -         -  1,293,220            -           -
  Real Estate Securities Fund,
   9,253 shares, cost $129,563                       -           -         -          -      161,011           -
  U.S. Government Securities Fund,
   46,630 shares, cost $493,541                      -           -         -          -            -     652,815
                                              --------  ----------  --------  ---------  -----------  ----------

     Total assets                              688,783   1,061,358   168,569  1,293,220      161,011     652,815
                                              --------  ----------  --------  ---------  -----------  ----------

Liabilities:

 Accrued mortality and expense risk charges      5,545       6,553     3,028      8,702        1,189       4,693
 Accrued administrative charges                  1,386       1,639       757      2,176          297       1,173
                                              --------  ----------  --------  ---------  -----------  ----------

     Total liabilities                           6,931       8,192     3,785     10,878        1,486       5,866
                                              --------  ----------  --------  ---------  -----------  ----------

     Net assets                               $681,852   1,053,166   164,784  1,282,342      159,525     646,949
                                              ========  ==========  ========  =========  ===========  ==========

Policy owners' equity (note 5)                $681,852   1,053,166   164,784  1,282,342      159,525     646,949
                                              ========  ==========  ========  =========  ===========  ==========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                              ALLIANZ LIFE VARIABLE ACCOUNT A
                                            of
                      ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                     Statements of Assets and Liabilities (Continued)

                                     December 31, 1995

                                                           Zero     Zero     Zero
                                               Utility    Coupon   Coupon   Coupon   Global
                                                Equity    Fund -   Fund -   Fund -   Income
                                                 Fund      2000     2005     2010     Fund
                                              ----------  -------  -------  -------  ------
<S>                                           <C>         <C>      <C>      <C>      <C>
Investments at net asset value:

 Franklin Valuemark Funds:
  Utility Equity Fund, 87,060
   shares, cost $1,090,116                    $1,558,380        -        -        -       -
  Zero Coupon Fund - 2000,
   22,437 shares, cost $242,285                        -  352,928        -        -       -
  Zero Coupon Fund - 2005,
   19,602 shares, cost $206,775                        -        -  340,680        -       -
  Zero Coupon Fund - 2010,
   6,514 shares, cost $87,335                          -        -        -  117,505       -
  Global Income Fund,
   6,678 shares, cost $83,776                          -        -        -        -  89,882
                                              ----------  -------  -------  -------  ------

     Total assets                              1,558,380  352,928  340,680  117,505  89,882
                                              ----------  -------  -------  -------  ------

Liabilities:

 Accrued mortality and expense risk charges        9,966    2,805    2,816    1,415     683
 Accrued administrative charges                    2,492      701      704      354     171
                                              ----------  -------  -------  -------  ------

     Total liabilities                            12,458    3,506    3,520    1,769     854
                                              ----------  -------  -------  -------  ------

     Net assets                               $1,545,922  349,422  337,160  115,736  89,028
                                              ==========  =======  =======  =======  ======

Policy owners' equity (note 5)                $1,545,922  349,422  337,160  115,736  89,028
                                              ==========  =======  =======  =======  ======

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                            ALLIANZ LIFE VARIABLE ACCOUNT A
                                                           of
                                    ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                    Statements of Assets and Liabilities (Continued)

                                                   December 31, 1995

                                               Investment                Adjustable  Templeton               Templeton
                                                  Grade        Income       U.S.      Pacific    Rising    International
                                              Intermediate   Securities  Government   Growth    Dividends     Equity
                                                Bond Fund       Fund        Fund       Fund       Fund         Fund
                                              -------------  ----------  ----------  ---------  ---------  -------------
<S>                                           <C>            <C>         <C>         <C>        <C>        <C>
Investments at net asset value:

 Franklin Valuemark Funds:
  Investment Grade Intermediate Bond
   Fund, 4,694 shares, cost $62,378           $      65,953           -           -          -          -              -
  Income Securities Fund,
   32,025 shares, cost $485,185                           -     527,453           -          -          -              -
  Adjustable U.S. Government Fund,
   2,355 shares, cost $25,140                             -           -      25,340          -          -              -
  Templeton Pacific Growth Fund,
   21,600 shares, cost $283,997                           -           -           -    300,461          -              -
  Rising Dividends Fund,
   10,919 shares, cost $121,353                           -           -           -          -    138,230              -
  Templeton International Equity Fund,
   41,923 shares, cost $541,531                           -           -           -          -          -        558,415
                                              -------------  ----------  ----------  ---------  ---------  -------------

     Total assets                                    65,953     527,453      25,340    300,461    138,230        558,415
                                              -------------  ----------  ----------  ---------  ---------  -------------

Liabilities:

 Accrued mortality and expense risk charges             771       2,710         380      1,958        881          2,511
 Accrued administrative charges                         192         677          95        489        220            628
                                              -------------  ----------  ----------  ---------  ---------  -------------

     Total liabilities                                  963       3,387         475      2,447      1,101          3,139
                                              -------------  ----------  ----------  ---------  ---------  -------------

     Net assets                               $      64,990     524,066      24,865    298,014    137,129        555,276
                                              =============  ==========  ==========  =========  =========  =============

Policy owners' equity (note 5)                $      64,990     524,066      24,865    298,014    137,129        555,276
                                              =============  ==========  ==========  =========  =========  =============

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                              ALLIANZ LIFE VARIABLE ACCOUNT A
                                            of
                      ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                     Statements of Assets and Liabilities (Continued)

                                     December 31, 1995

                                               Templeton              Templeton
                                              Developing   Templeton    Global
                                                Markets     Global      Asset       Total
                                                Equity      Growth    Allocation     All
                                                 Fund        Fund        Fund       Funds
                                              -----------  ---------  ----------  ---------
<S>                                           <C>          <C>        <C>         <C>
Investments at net asset value:

 Franklin Valuemark Funds:
  Templeton Developing Markets Equity
   Fund, 21,362 shares, cost $207,452         $   208,923          -           -
  Templeton Global Growth Fund,
   29,782 shares, cost $326,613                         -    349,937           -
  Templeton Global Asset Allocation
   Fund, 21 shares, cost $236                           -          -         221
                                              -----------  ---------  ----------           

     Total assets                                 208,923    349,937         221  8,660,064
                                              -----------  ---------  ----------  ---------

Liabilities:

 Accrued mortality and expense risk charges           883      1,262           1     58,752
 Accrued administrative charges                       221        316           -     14,688
                                              -----------  ---------  ----------  ---------

     Total liabilities                              1,104      1,578           1     73,440
                                              -----------  ---------  ----------  ---------

     Net assets                               $   207,819    348,359         220  8,586,624
                                              ===========  =========  ==========  =========

Policy owners' equity (note 5)                $   207,819    348,359         220  8,586,624
                                              ===========  =========  ==========  =========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                           ALLIANZ LIFE VARIABLE ACCOUNT A
                                                          of
                                   ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                               Statements of Operations

                                 For the years ended December 31, 1995, 1994 and 1993

                                                                                          Growth    Growth    Growth
                                                         Money       Money      Money      and       and        and
                                                         Market     Market     Market     Income    Income    Income
                                                          Fund       Fund       Fund       Fund      Fund      Fund
                                                       ----------  ---------  ---------  --------  --------  ---------
                                                          1995       1994       1993       1995      1994      1993
                                                       ----------  ---------  ---------  --------  --------  ---------
<S>                                                    <C>         <C>        <C>        <C>       <C>       <C>
Investment income:
  Dividends reinvested in fund shares                  $  33,164     14,466      9,437    10,179     4,301      5,989 
                                                       ----------  ---------  ---------  --------  --------  ---------

Expenses:
  Mortality and expense risk charges                       4,898      2,689      2,266     5,842     3,726      4,110 
  Administrative charges                                   1,225        672        567     1,460       932      1,028 
                                                       ----------  ---------  ---------  --------  --------  ---------

     Total expenses                                        6,123      3,361      2,833     7,302     4,658      5,138 
                                                       ----------  ---------  ---------  --------  --------  ---------

     Investment income (loss), net                        27,041     11,105      6,604     2,877      (357)       851 

Realized gains (losses) and unrealized
 appreciation (depreciation) on investments:
  Realized capital gain distributions on mutual funds          -          -          -    22,157     8,957          - 
                                                       ----------  ---------  ---------  --------  --------  ---------

  Realized gains (losses) on sales of investments:
   Proceeds from sales                                   965,636    513,009    202,473    97,576   114,661    228,561 
   Cost of investments sold                             (965,636)  (513,009)  (202,473)  (77,218)  (94,631)  (188,907)
                                                       ----------  ---------  ---------  --------  --------  ---------

     Total realized gains (losses) on
      sales of investments, net                                -          -          -    20,358    20,030     39,654 
                                                       ----------  ---------  ---------  --------  --------  ---------

     Realized gains (losses) on investments, net               -          -          -    42,515    28,987     39,654 

  Net change in unrealized appreciation
   (depreciation) on investments                               -          -          -   184,273   (45,642)    19,332 
                                                       ----------  ---------  ---------  --------  --------  ---------

     Total realized gains (losses) and unrealized
      appreciation (depreciation) on investments, net          -          -          -   226,788   (16,655)    58,986 
                                                       ----------  ---------  ---------  --------  --------  ---------

Net increase (decrease) in net assets from operations  $  27,041     11,105      6,604   229,665   (17,012)    59,837 
                                                       ==========  =========  =========  ========  ========  =========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                           ALLIANZ LIFE VARIABLE ACCOUNT A
                                                         of
                                   ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                        Statements of Operations (Continued)

                                For the years ended December 31, 1995, 1994 and 1993

                                                        Precious   Precious   Precious     High      High      High
                                                         Metals     Metals     Metals     Income    Income    Income
                                                          Fund       Fund       Fund       Fund      Fund      Fund
                                                       ----------  ---------  ---------  --------  --------  --------
                                                          1995       1994       1993       1995      1994      1993
                                                       ----------  ---------  ---------  --------  --------  --------
<S>                                                    <C>         <C>        <C>        <C>       <C>       <C>
Investment income:
  Dividends reinvested in fund shares                  $   3,600        626      1,029    78,044    44,601    37,831 
                                                       ----------  ---------  ---------  --------  --------  --------

Expenses:
  Mortality and expense risk charges                       2,489        700        999     7,709     6,671     6,406 
  Administrative charges                                     622        175        250     1,927     1,668     1,602 
                                                       ----------  ---------  ---------  --------  --------  --------

     Total expenses                                        3,111        875      1,249     9,636     8,339     8,008 
                                                       ----------  ---------  ---------  --------  --------  --------

     Investment income (loss), net                           489       (249)      (220)   68,408    36,262    29,823 

Realized gains (losses) and unrealized
 appreciation (depreciation) on investments:
  Realized capital gain distributions on mutual funds      2,665          -          -         -     6,061         - 
                                                       ----------  ---------  ---------  --------  --------  --------

  Realized gains (losses) on sales of investments:
   Proceeds from sales                                   161,878     11,123    220,760    47,176    51,287    40,079 
   Cost of investments sold                             (146,847)    (9,528)  (208,874)  (39,566)  (45,931)  (35,650)
                                                       ----------  ---------  ---------  --------  --------  --------

     Total realized gains (losses) on
      sales of investments, net                           15,031      1,595     11,886     7,610     5,356     4,429 
                                                       ----------  ---------  ---------  --------  --------  --------

     Realized gains (losses) on investments, net          17,696      1,595     11,886     7,610    11,417     4,429 

  Net change in unrealized appreciation
   (depreciation) on investments                         (10,144)    (2,094)    49,249   122,964   (81,774)  110,533 
                                                       ----------  ---------  ---------  --------  --------  --------

     Total realized gains (losses) and unrealized
      appreciation (depreciation) on investments, net      7,552       (499)    61,135   130,574   (70,357)  114,962 
                                                       ----------  ---------  ---------  --------  --------  --------

Net increase (decrease) in net assets from operations  $   8,041       (748)    60,915   198,982   (34,095)  144,785 
                                                       ==========  =========  =========  ========  ========  ========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                                ALLIANZ LIFE VARIABLE ACCOUNT A
                                                               of
                                        ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                              Statements of Operations (Continued)

                                      For the years ended December 31, 1995, 1994 and 1993

                                                       Real         Real         Real         U.S.         U.S.         U.S.
                                                      Estate       Estate       Estate     Government   Government   Government
                                                    Securities   Securities   Securities   Securities   Securities   Securities
                                                       Fund         Fund         Fund         Fund         Fund         Fund
                                                   ------------  -----------  -----------  -----------  -----------  -----------
                                                       1995         1994         1993         1995         1994         1993
                                                   ------------  -----------  -----------  -----------  -----------  -----------
<S>                                                <C>           <C>          <C>          <C>          <C>          <C>
Investment income:
  Dividends reinvested in fund shares              $     3,875          613          603       41,763       29,171       24,746 
                                                   ------------  -----------  -----------  -----------  -----------  -----------

Expenses:
  Mortality and expense risk charges                       833          672          385        3,974        3,380        4,158 
  Administrative charges                                   208          168           96          994          845        1,039 
                                                   ------------  -----------  -----------  -----------  -----------  -----------

     Total expenses                                      1,041          840          481        4,968        4,225        5,197 
                                                   ------------  -----------  -----------  -----------  -----------  -----------

     Investment income (loss), net                       2,834         (227)         122       36,795       24,946       19,549 

Realized gains (losses) and unrealized
 appreciation (depreciation) on investments:
  Realized capital gain
   distributions on mutual funds                             -            -            -            -        2,285        3,795 
                                                   ------------  -----------  -----------  -----------  -----------  -----------

  Realized gains (losses) on
   sales of investments:
   Proceeds from sales                                  22,803        5,838       10,124       33,799      131,317       22,770 
   Cost of investments sold                            (19,244)      (4,033)      (7,269)     (26,326)     (99,718)     (16,285)
                                                   ------------  -----------  -----------  -----------  -----------  -----------

     Total realized gains (losses) on
      sales of investments, net                          3,559        1,805        2,855        7,473       31,599        6,485 
                                                   ------------  -----------  -----------  -----------  -----------  -----------

     Realized gains (losses) on investments, net         3,559        1,805        2,855        7,473       33,884       10,280 

  Net change in unrealized appreciation
   (depreciation) on investments                        14,488          759        5,891       56,173      (91,983)      27,413 
                                                   ------------  -----------  -----------  -----------  -----------  -----------

     Total realized gains (losses) and
      unrealized appreciation (depreciation)
      on investments, net                               18,047        2,564        8,746       63,646      (58,099)      37,693 
                                                   ------------  -----------  -----------  -----------  -----------  -----------

Net increase (decrease) in
 net assets from operations                        $    20,881        2,337        8,868      100,441      (33,153)      57,242 
                                                   ============  ===========  ===========  ===========  ===========  ===========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                           ALLIANZ LIFE VARIABLE ACCOUNT A
                                                         of
                                   ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                        Statements of Operations (Continued)

                                For the years ended December 31, 1995, 1994 and 1993

                                                                                           Zero       Zero     Zero
                                                         Utility    Utility    Utility    Coupon     Coupon   Coupon
                                                         Equity     Equity     Equity     Fund -     Fund -   Fund -
                                                          Fund       Fund       Fund       1995       1995     1995
                                                        ---------  ---------  ---------  ---------  --------  -------
                                                          1995       1994       1993       1995       1994     1993
                                                        ---------  ---------  ---------  ---------  --------  -------
<S>                                                     <C>        <C>        <C>        <C>        <C>       <C>
Investment income:
  Dividends reinvested in fund shares                   $ 70,912     44,904     25,962     17,379    15,282   15,253 
                                                        ---------  ---------  ---------  ---------  --------  -------

Expenses:
  Mortality and expense risk charges                       8,983      6,698      8,255       (594)    1,529    1,574 
  Administrative charges                                   2,246      1,674      2,064       (149)      383      394 
                                                        ---------  ---------  ---------  ---------  --------  -------

     Total expenses                                       11,229      8,372     10,319       (743)    1,912    1,968 
                                                        ---------  ---------  ---------  ---------  --------  -------

     Investment income (loss), net                        59,683     36,532     15,643     18,122    13,370   13,285 

Realized gains (losses) and unrealized
 appreciation (depreciation) on investments:
  Realized capital gain distributions on mutual funds          -      7,958        138         86       625    3,220 
                                                        ---------  ---------  ---------  ---------  --------  -------

  Realized gains (losses) on sales of investments:
   Proceeds from sales                                   112,297    183,473    185,645    273,701     4,692    5,351 
   Cost of investments sold                              (88,887)  (138,153)  (121,008)  (236,082)   (3,908)  (4,170)
                                                        ---------  ---------  ---------  ---------  --------  -------

     Total realized gains (losses) on
      sales of investments, net                           23,410     45,320     64,637     37,619       784    1,181 
                                                        ---------  ---------  ---------  ---------  --------  -------

     Realized gains (losses) on investments, net          23,410     53,278     64,775     37,705     1,409    4,401 

  Net change in unrealized appreciation
   (depreciation) on investments                         259,686   (253,440)    47,455    (37,457)  (14,916)  (1,412)
                                                        ---------  ---------  ---------  ---------  --------  -------

     Total realized gains (losses) and unrealized
      appreciation (depreciation) on investments, net    283,096   (200,162)   112,230        248   (13,507)   2,989 
                                                        ---------  ---------  ---------  ---------  --------  -------

 Net increase (decrease) in net assets from operations  $342,779   (163,630)   127,873     18,370      (137)  16,274 
                                                        =========  =========  =========  =========  ========  =======

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                        ALLIANZ LIFE VARIABLE ACCOUNT A
                                                      of
                                ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                     Statements of Operations (Continued)

                             For the years ended December 31, 1995, 1994 and 1993

                                                         Zero      Zero     Zero     Zero      Zero      Zero
                                                        Coupon    Coupon   Coupon   Coupon    Coupon    Coupon
                                                        Fund -    Fund -   Fund -   Fund -    Fund -    Fund -
                                                         2000      2000     2000     2005      2005      2005
                                                       --------  --------  -------  -------  --------  --------
                                                         1995      1994     1993     1995      1994      1993
                                                       --------  --------  -------  -------  --------  --------
<S>                                                    <C>       <C>       <C>      <C>      <C>       <C>
Investment income:
  Dividends reinvested in fund shares                  $13,993    14,292   12,537   12,928    11,417    12,406 
                                                       --------  --------  -------  -------  --------  --------

Expenses:
  Mortality and expense risk charges                     2,179     1,769    1,943    2,227     1,741     2,279 
  Administrative charges                                   545       442      486      557       435       570 
                                                       --------  --------  -------  -------  --------  --------

     Total expenses                                      2,724     2,211    2,429    2,784     2,176     2,849 
                                                       --------  --------  -------  -------  --------  --------

     Investment income (loss), net                      11,269    12,081   10,108   10,144     9,241     9,557 

Realized gains (losses) and unrealized
 appreciation (depreciation) on investments:
  Realized capital gain distributions on mutual funds        -     2,038      637        -     3,569       138 
                                                       --------  --------  -------  -------  --------  --------

  Realized gains (losses) on sales of investments:
   Proceeds from sales                                   3,895    14,723    6,582    4,311    75,603    47,063 
   Cost of investments sold                             (2,731)  (10,946)  (4,419)  (2,816)  (52,536)  (30,041)
                                                       --------  --------  -------  -------  --------  --------

     Total realized gains (losses) on
      sales of investments, net                          1,164     3,777    2,163    1,495    23,067    17,022 
                                                       --------  --------  -------  -------  --------  --------

     Realized gains (losses) on investments, net         1,164     5,815    2,800    1,495    26,636    17,160 

  Net change in unrealized appreciation
   (depreciation) on investments                        44,013   (41,764)  30,329   68,320   (72,608)   44,629 
                                                       --------  --------  -------  -------  --------  --------

     Total realized gains (losses) and unrealized
      appreciation (depreciation) on investments, net   45,177   (35,949)  33,129   69,815   (45,972)   61,789 
                                                       --------  --------  -------  -------  --------  --------

Net increase (decrease) in net assets from operations  $56,446   (23,868)  43,237   79,959   (36,731)   71,346 
                                                       ========  ========  =======  =======  ========  ========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                       ALLIANZ LIFE VARIABLE ACCOUNT A
                                                      of
                               ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                     Statements of Operations (Continued)

                             For the years ended December 31, 1995, 1994 and 1993

                                                         Zero      Zero     Zero
                                                        Coupon    Coupon   Coupon    Global   Global   Global
                                                        Fund -    Fund -   Fund -    Income   Income   Income
                                                         2010      2010     2010      Fund     Fund     Fund
                                                       --------  --------  -------  --------  -------  -------
                                                         1995      1994     1993      1995     1994     1993
                                                       --------  --------  -------  --------  -------  -------
<S>                                                    <C>       <C>       <C>      <C>       <C>      <C>
Investment income:
  Dividends reinvested in fund shares                  $ 3,109     7,316    5,501     2,871      494      798 
                                                       --------  --------  -------  --------  -------  -------

Expenses:
  Mortality and expense risk charges                       916       926      827       470      129      151 
  Administrative charges                                   229       231      207       118       32       38 
                                                       --------  --------  -------  --------  -------  -------

     Total expenses                                      1,145     1,157    1,034       588      161      189 
                                                       --------  --------  -------  --------  -------  -------

     Investment income (loss), net                       1,964     6,159    4,467     2,283      333      609 

Realized gains (losses) and unrealized
 appreciation (depreciation) on investments:
  Realized capital gain distributions on mutual funds        -     3,560      224         -      204      259 
                                                       --------  --------  -------  --------  -------  -------

  Realized gains (losses) on sales of investments:
   Proceeds from sales                                   1,827    79,261    3,258    15,642    2,577      449 
   Cost of investments sold                             (1,569)  (81,331)  (2,479)  (15,250)  (2,445)    (429)
                                                       --------  --------  -------  --------  -------  -------

     Total realized gains (losses) on
      sales of investments, net                            258    (2,070)     779       392      132       20 
                                                       --------  --------  -------  --------  -------  -------

     Realized gains (losses) on investments, net           258     1,490    1,003       392      336      279 

  Net change in unrealized appreciation
   (depreciation) on investments                        32,162   (29,320)  10,850     6,634   (2,030)   2,156 
                                                       --------  --------  -------  --------  -------  -------

     Total realized gains (losses) and unrealized
      appreciation (depreciation) on investments, net   32,420   (27,830)  11,853     7,026   (1,694)   2,435 
                                                       --------  --------  -------  --------  -------  -------

Net increase (decrease) in net assets from operations  $34,384   (21,671)  16,320     9,309   (1,361)   3,044 
                                                       ========  ========  =======  ========  =======  =======

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                                 ALLIANZ LIFE VARIABLE ACCOUNT A
                                                               of
                                         ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                              Statements of Operations (Continued)

                                      For the years ended December 31, 1995, 1994 and 1993

                                                Investment     Investment     Investment
                                                  Grade           Grade          Grade        Income       Income       Income
                                               Intermediate   Intermediate   Intermediate   Securities   Securities   Securities
                                                Bond Fund       Bond Fund      Bond Fund       Fund         Fund         Fund
                                              --------------  -------------  -------------  -----------  -----------  -----------
                                                   1995           1994           1993          1995         1994         1993
                                              --------------  -------------  -------------  -----------  -----------  -----------
<S>                                           <C>             <C>            <C>            <C>          <C>          <C>
Investment income:
  Dividends reinvested in fund shares         $       3,949            253            195       19,772        2,467          813 
                                              --------------  -------------  -------------  -----------  -----------  -----------

Expenses:
  Mortality and expense risk charges                    529            169             51        2,265          963          221 
  Administrative charges                                132             42             13          566          241           55 
                                              --------------  -------------  -------------  -----------  -----------  -----------

     Total expenses                                     661            211             64        2,831        1,204          276 
                                              --------------  -------------  -------------  -----------  -----------  -----------

     Investment income (loss), net                    3,288             42            131       16,941        1,263          537 

Realized gains (losses) and unrealized
 appreciation (depreciation) on investments
  Realized capital gain
   distributions on mutual funds                          -             36             32        1,592          367          118 
                                              --------------  -------------  -------------  -----------  -----------  -----------

  Realized gains (losses)
   on sales of investments:
   Proceeds from sales                               44,251            577             85       55,949       29,910        5,434 
   Cost of investments sold                         (43,145)          (565)           (77)     (55,228)     (30,339)      (4,871)
                                              --------------  -------------  -------------  -----------  -----------  -----------

     Total realized gains (losses) on
      sales of investments, net                       1,106             12              8          721         (429)         563 
                                              --------------  -------------  -------------  -----------  -----------  -----------

     Realized gains (losses)
      on investments, net                             1,106             48             40        2,313          (62)         681 

  Net change in unrealized appreciation
   (depreciation) on investments                      2,630            150            419       47,314       (9,527)       4,145 
                                              --------------  -------------  -------------  -----------  -----------  -----------

     Total realized gains (losses)
      and unrealized appreciation
      (depreciation) on investments, net              3,736            198            459       49,627       (9,589)       4,826 
                                              --------------  -------------  -------------  -----------  -----------  -----------

Net increase (decrease) in
 net assets from operations                   $       7,024            240            590       66,568       (8,326)       5,363 
                                              ==============  =============  =============  ===========  ===========  ===========
</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                               ALLIANZ LIFE VARIABLE ACCOUNT A
                                                             of
                                       ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                            Statements of Operations (Continued)

                                    For the years ended December 31, 1995, 1994 and 1993

                                                    Adjustable   Adjustable   Adjustable   Templeton   Templeton   Templeton
                                                       U.S.         U.S.         U.S.       Pacific     Pacific     Pacific
                                                    Government   Government   Government     Growth      Growth      Growth
                                                       Fund         Fund         Fund         Fund        Fund        Fund
                                                   ------------  -----------  -----------  ----------  ----------  ----------
                                                       1995         1994         1993         1995        1994        1993
                                                   ------------  -----------  -----------  ----------  ----------  ----------
<S>                                                <C>           <C>          <C>          <C>         <C>         <C>
Investment income:
  Dividends reinvested in fund shares              $     1,373          184          192       4,502         347           - 
                                                   ------------  -----------  -----------  ----------  ----------  ----------

Expenses:
  Mortality and expense risk charges                       139           27           34       1,485         689         315 
  Administrative charges                                    35            7            9         371         172          79 
                                                   ------------  -----------  -----------  ----------  ----------  ----------

     Total expenses                                        174           34           43       1,856         861         394 
                                                   ------------  -----------  -----------  ----------  ----------  ----------

     Investment income (loss), net                       1,199          150          149       2,646        (514)       (394)

Realized gains (losses) and unrealized
 appreciation (depreciation) on investments
  Realized capital gain
   distributions on mutual funds                             -            -            -       1,872         672           - 
                                                   ------------  -----------  -----------  ----------  ----------  ----------

  Realized gains (losses)
   on sales of investments:
   Proceeds from sales                                  11,606        8,733           82      60,917     116,746         743 
   Cost of investments sold                            (11,571)      (8,814)         (80)    (59,672)   (108,205)       (666)
                                                   ------------  -----------  -----------  ----------  ----------  ----------

     Total realized gains (losses) on
      sales of investments, net                             35          (81)           2       1,245       8,541          77 
                                                   ------------  -----------  -----------  ----------  ----------  ----------

     Realized gains (losses) on investments, net            35          (81)           2       3,117       9,213          77 

  Net change in unrealized appreciation
   (depreciation) on investments                           240          (98)         (25)     13,125     (24,505)     28,189 
                                                   ------------  -----------  -----------  ----------  ----------  ----------

     Total realized gains (losses)
      and unrealized appreciation
      (depreciation) on investments, net                   275         (179)         (23)     16,242     (15,292)     28,266 
                                                   ------------  -----------  -----------  ----------  ----------  ----------

Net increase (decrease) in
 net assets from operations                        $     1,474          (29)         126      18,888     (15,806)     27,872 
                                                   ============  ===========  ===========  ==========  ==========  ==========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                               ALLIANZ LIFE VARIABLE ACCOUNT A
                                                              of
                                       ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                             Statements of Operations (Continued)

                                     For the years ended December 31, 1995, 1994 and 1993

                                             Rising       Rising      Rising      Templeton       Templeton       Templeton
                                            Dividends   Dividends   Dividends   International   International   International
                                              Fund         Fund        Fund      Equity Fund     Equity Fund     Equity Fund
                                           -----------  ----------  ----------  --------------  --------------  --------------
                                              1995         1994        1993          1995            1994            1993
                                           -----------  ----------  ----------  --------------  --------------  --------------
<S>                                        <C>          <C>         <C>         <C>             <C>             <C>
Investment income:
  Dividends reinvested in fund shares      $    1,695         601          99           6,289              71               - 
                                           -----------  ----------  ----------  --------------  --------------  --------------

Expenses:
  Mortality and expense risk charges              587         227         208           2,178             323              93 
  Administrative charges                          147          57          52             545              81              23 
                                           -----------  ----------  ----------  --------------  --------------  --------------

     Total expenses                               734         284         260           2,723             404             116 
                                           -----------  ----------  ----------  --------------  --------------  --------------

     Investment income (loss), net                961         317        (161)          3,566            (333)           (116)

Realized gains (losses) and
 unrealized appreciation
 (depreciation) on investments:
  Realized capital gain
   distributions on mutual funds                    -           -           -           7,792              95               - 
                                           -----------  ----------  ----------  --------------  --------------  --------------

  Realized gains (losses)
   on sales of investments:
   Proceeds from sales                          6,910         752         394          37,517             895          88,730 
   Cost of investments sold                    (6,447)       (796)       (402)        (36,911)           (878)        (84,735)
                                           -----------  ----------  ----------  --------------  --------------  --------------

     Total realized gains (losses) on
      sales of investments, net                   463         (44)         (8)            606              17           3,995 
                                           -----------  ----------  ----------  --------------  --------------  --------------

     Realized gains (losses)
      on investments, net                         463         (44)         (8)          8,398             112           3,995 

  Net change in unrealized appreciation
   (depreciation) on investments               19,701      (2,053)     (1,565)         19,054          (3,562)          1,391 
                                           -----------  ----------  ----------  --------------  --------------  --------------

     Total realized gains (losses)
      and unrealized appreciation
      (depreciation) on investments, net       20,164      (2,097)     (1,573)         27,452          (3,450)          5,386 
                                           -----------  ----------  ----------  --------------  --------------  --------------

Net increase (decrease) in
 net assets from operations                $   21,125      (1,780)     (1,734)         31,018          (3,783)          5,270 
                                           ===========  ==========  ==========  ==============  ==============  ==============
</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                              ALLIANZ LIFE VARIABLE ACCOUNT A
                                                            of
                                      ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                           Statements of Operations (Continued)

                                   For the years ended December 31, 1995, 1994 and 1993

                                                    Templeton     Templeton   Templeton
                                                    Developing   Developing   Developing  Templeton   Templeton   Templeton
                                                     Markets       Markets     Markets      Global      Global     Global
                                                      Equity       Equity       Equity      Growth      Growth     Growth
                                                       Fund         Fund         Fund        Fund        Fund       Fund
                                                   ------------  -----------  ----------  ----------  ----------  ---------
                                                       1995         1994         1993        1995        1994       1993
                                                   ------------  -----------  ----------  ----------  ----------  ---------
<S>                                                <C>           <C>          <C>         <C>         <C>         <C>
Investment income:
  Dividends reinvested in fund shares              $       562            -            -      1,137           -           -
                                                   ------------  -----------  ----------  ----------  ----------  ---------

Expenses:
  Mortality and expense risk charges                     3,898        3,197            -      1,255          65           -
  Administrative charges                                   975          799            -        314          16           -
                                                   ------------  -----------  ----------  ----------  ----------  ---------

     Total expenses                                      4,873        3,996            -      1,569          81           -
                                                   ------------  -----------  ----------  ----------  ----------  ---------

     Investment income (loss), net                      (4,311)      (3,996)           -       (432)        (81)          -

Realized gains (losses) and unrealized
 appreciation (depreciation) on investments:
  Realized capital gain
   distributions on mutual funds                           132            -            -          -           -           -
                                                   ------------  -----------  ----------  ----------  ----------  ---------

  Realized gains (losses)
   on sales of investments:
   Proceeds from sales                                  37,410        2,518            -     28,814       3,901           -
   Cost of investments sold                            (37,995)      (2,585)           -    (28,227)     (3,952)          -
                                                   ------------  -----------  ----------  ----------  ----------  ---------

     Total realized gains (losses) on
      sales of investments, net                           (585)         (67)           -        587         (51)          -
                                                   ------------  -----------  ----------  ----------  ----------  ---------

     Realized gains (losses) on investments, net          (453)         (67)           -        587         (51)          -

  Net change in unrealized appreciation
   (depreciation) on investments                         4,422       (2,951)           -     23,468        (144)          -
                                                   ------------  -----------  ----------  ----------  ----------  ---------

     Total realized gains (losses)
      and unrealized appreciation
      (depreciation) on investments, net                 3,969       (3,018)           -     24,055        (195)          -
                                                   ------------  -----------  ----------  ----------  ----------  ---------

Net increase (decrease) in
 net assets from operations                        $      (342)      (7,014)           -     23,623        (276)          -
                                                   ============  ===========  ==========  ==========  ==========  =========
</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                             ALLIANZ LIFE VARIABLE ACCOUNT A
                                                           of
                                     ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                          Statements of Operations (Continued)

                                  For the years ended December 31, 1995, 1994 and 1993

                                                Templeton    Templeton   Templeton
                                                  Global       Global      Global
                                                  Asset        Asset       Asset        Total        Total       Total
                                                Allocation   Allocation  Allocation      All          All         All
                                                   Fund         Fund        Fund        Funds        Funds       Funds
                                               ------------  ----------  ----------  -----------  -----------  ----------
                                                   1995         1994        1993        1995         1994         1993
                                               ------------  ----------  ----------  -----------  -----------  ----------
<S>                                            <C>           <C>         <C>         <C>          <C>          <C>
Investment income:
  Dividends reinvested in fund shares          $         4            -           -     331,100      191,406     153,391 
                                               ------------  ----------  ----------  -----------  -----------  ----------

Expenses:
  Mortality and expense risk charges                    25            -           -      52,287       36,290      34,275 
  Administrative charges                                 6            -           -      13,073        9,072       8,572 
                                               ------------  ----------  ----------  -----------  -----------  ----------

     Total expenses                                     31            -           -      65,360       45,362      42,847 
                                               ------------  ----------  ----------  -----------  -----------  ----------

     Investment income (loss), net                     (27)           -           -     265,740      146,044     110,544 

Realized gains (losses) and unrealized
 appreciation (depreciation) on investments:
  Realized capital gain
   distributions on mutual funds                         -            -           -      36,296       36,427       8,561 
                                               ------------  ----------  ----------  -----------  -----------  ----------
  Realized gains (losses)
   on sales of investments:
   Proceeds from sales                                 168            -           -   2,024,083    1,351,596   1,068,583 
   Cost of investments sold                           (151)           -           -  (1,901,519)  (1,212,303)   (912,835)
                                               ------------  ----------  ----------  -----------  -----------  ----------

     Total realized gains (losses) on
      sales of investments, net                         17            -           -     122,564      139,293     155,748 
                                               ------------  ----------  ----------  -----------  -----------  ----------

     Realized gains (losses)
      on investments, net                               17            -           -     158,860      175,720     164,309 

  Net change in unrealized appreciation
   (depreciation) on investments                       (15)           -           -     871,051     (677,502)    378,979 
                                               ------------  ----------  ----------  -----------  -----------  ----------

     Total realized gains (losses)
      and unrealized appreciation
      (depreciation) on investments, net                 2            -           -   1,029,911     (501,782)    543,288 
                                               ------------  ----------  ----------  -----------  -----------  ----------

Net increase (decrease) in
 net assets from operations                    $       (25)           -           -   1,295,651     (355,738)    653,832 
                                               ============  ==========  ==========  ===========  ===========  ==========
</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                         ALLIANZ LIFE VARIABLE ACCOUNT A
                                                       of
                                 ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                       Statements of Changes in Net Assets

                              For the years ended December 31, 1995, 1994 and 1993

                                                                                    Growth     Growth    Growth
                                                   Money       Money     Money       and        and        and
                                                  Market      Market     Market     Income     Income    Income
                                                   Fund        Fund       Fund       Fund       Fund      Fund
                                                -----------  ---------  --------  ----------  --------  ---------
                                                   1995        1994       1993       1995       1994      1993
                                                -----------  ---------  --------  ----------  --------  ---------
<S>                                             <C>          <C>        <C>       <C>         <C>       <C>
Increase (decrease) in net assets:
 Operations:
  Investment income (loss), net                 $   27,041     11,105     6,604       2,877      (357)       851 
  Realized gains (losses) on investments, net            -          -         -      42,515    28,987     39,654 
  Net change in unrealized appreciation
   (depreciation) on investments                         -          -         -     184,273   (45,642)    19,332 
                                                -----------  ---------  --------  ----------  --------  ---------

     Net increase (decrease) in net assets
      from operations                               27,041     11,105     6,604     229,665   (17,012)    59,837 
                                                -----------  ---------  --------  ----------  --------  ---------
 Contract transactions (note 5):
  Purchase payments                              1,140,571    835,456         -     233,408    15,811          - 
  Transfers between funds                         (843,539)  (442,767)   16,604     111,030    97,056    (88,021)
  Surrenders and terminations                      (48,126)  (101,035)  (66,017)    (54,886)  (49,775)   (67,969)
  Other transactions (note 2)                     (124,660)   (81,114)   (6,376)    (92,033)  (49,647)       400 
                                                -----------  ---------  --------  ----------  --------  ---------

     Net increase (decrease) in net assets
      resulting from contract transactions         124,246    210,540   (55,789)    197,519    13,445   (155,590)
                                                -----------  ---------  --------  ----------  --------  ---------

Increase (decrease) in net assets                  151,287    221,645   (49,185)    427,184    (3,567)   (95,753)
                                                -----------  ---------  --------  ----------  --------  ---------

Net assets at beginning of year                    530,565    308,920   358,105     625,982   629,549    725,302 
                                                -----------  ---------  --------  ----------  --------  ---------

Net assets at end of year                       $  681,852    530,565   308,920   1,053,166   625,982    629,549 
                                                ===========  =========  ========  ==========  ========  =========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                          ALLIANZ LIFE VARIABLE ACCOUNT A
                                                         of
                                  ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                  Statements of Changes in Net Assets (Continued)

                                For the years ended December 31, 1995, 1994 and 1993

                                                 Precious   Precious   Precious      High        High        High
                                                  Metals     Metals     Metals      Income      Income      Income
                                                   Fund       Fund       Fund        Fund        Fund        Fund
                                                ----------  ---------  ---------  ----------  ----------  ----------
                                                   1995       1994       1993        1995        1994        1993
                                                ----------  ---------  ---------  ----------  ----------  ----------
<S>                                             <C>         <C>        <C>        <C>         <C>         <C>
Increase (decrease) in net assets:
 Operations:
  Investment income (loss), net                 $     489       (249)      (220)     68,408      36,262      29,823 
  Realized gains (losses) on investments, net      17,696      1,595     11,886       7,610      11,417       4,429 
  Net change in unrealized appreciation
   (depreciation) on investments                  (10,144)    (2,094)    49,249     122,964     (81,774)    110,533 
                                                ----------  ---------  ---------  ----------  ----------  ----------

     Net increase (decrease) in net assets
      from operations                               8,041       (748)    60,915     198,982     (34,095)    144,785 
                                                ----------  ---------  ---------  ----------  ----------  ----------
 Contract transactions (note 5):
  Purchase payments                                24,963        988          -      44,935       4,791           - 
  Transfers between funds                          23,956     89,216   (102,112)     37,055     (10,182)     (1,243)
  Surrenders and terminations                     (81,139)    (8,168)         -     (14,331)    (14,141)          - 
  Other transactions (note 2)                     (12,332)    (2,128)      (140)    (30,818)     (7,272)    (11,334)
                                                ----------  ---------  ---------  ----------  ----------  ----------

     Net increase (decrease) in net assets
      resulting from contract transactions        (44,552)    79,908   (102,252)     36,841     (26,804)    (12,577)
                                                ----------  ---------  ---------  ----------  ----------  ----------

Increase (decrease) in net assets                 (36,511)    79,160    (41,337)    235,823     (60,899)    132,208 
                                                ----------  ---------  ---------  ----------  ----------  ----------

Net assets at beginning of year                   201,295    122,135    163,472   1,046,519   1,107,418     975,210 
                                                ----------  ---------  ---------  ----------  ----------  ----------

Net assets at end of year                       $ 164,784    201,295    122,135   1,282,342   1,046,519   1,107,418 
                                                ==========  =========  =========  ==========  ==========  ==========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                               ALLIANZ LIFE VARIABLE ACCOUNT A
                                                             of
                                       ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                       Statements of Changes in Net Assets (Continued)

                                    For the years ended December 31, 1995, 1994 and 1993

                                                    Real         Real         Real         U.S.         U.S.         U.S.
                                                   Estate       Estate       Estate     Government   Government   Government
                                                 Securities   Securities   Securities   Securities   Securities   Securities
                                                    Fund         Fund         Fund         Fund         Fund         Fund
                                                ------------  -----------  -----------  -----------  -----------  -----------
                                                    1995         1994         1993         1995         1994         1993
                                                ------------  -----------  -----------  -----------  -----------  -----------
<S>                                             <C>           <C>          <C>          <C>          <C>          <C>
Increase (decrease) in net assets:
 Operations:
  Investment income (loss), net                 $     2,834         (227)         122       36,795       24,946       19,549 
  Realized gains (losses) on investments, net         3,559        1,805        2,855        7,473       33,884       10,280 
  Net change in unrealized appreciation
   (depreciation) on investments                     14,488          759        5,891       56,173      (91,983)      27,413 
                                                ------------  -----------  -----------  -----------  -----------  -----------

     Net increase (decrease) in net assets
      from operations                                20,881        2,337        8,868      100,441      (33,153)      57,242 
                                                ------------  -----------  -----------  -----------  -----------  -----------
 Contract transactions (note 5):
  Purchase payments                                  53,203        7,592            -       25,128        1,041            - 
  Transfers between funds                            38,779       14,088       (4,205)      24,109     (111,346)      (8,013)
  Surrenders and terminations                        (8,139)           -            -      (18,462)           -            - 
  Other transactions (note 2)                       (23,508)      (3,026)       1,380      (18,318)      (8,820)      (9,256)
                                                ------------  -----------  -----------  -----------  -----------  -----------

     Net increase (decrease) in net assets
      resulting from contract transactions           60,335       18,654       (2,825)      12,457     (119,125)     (17,269)
                                                ------------  -----------  -----------  -----------  -----------  -----------

Increase (decrease) in net assets                    81,216       20,991        6,043      112,898     (152,278)      39,973 
                                                ------------  -----------  -----------  -----------  -----------  -----------

Net assets at beginning of year                      78,309       57,318       51,275      534,051      686,329      646,356 
                                                ------------  -----------  -----------  -----------  -----------  -----------

Net assets at end of year                       $   159,525       78,309       57,318      646,949      534,051      686,329 
                                                ============  ===========  ===========  ===========  ===========  ===========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                         ALLIANZ LIFE VARIABLE ACCOUNT A
                                                        of
                                 ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                 Statements of Changes in Net Assets (Continued)

                               For the years ended December 31, 1995, 1994 and 1993

                                                                                       Zero       Zero      Zero
                                                  Utility     Utility     Utility     Coupon     Coupon    Coupon
                                                  Equity       Equity      Equity     Fund -     Fund -    Fund -
                                                   Fund         Fund        Fund       1995       1995      1995
                                                -----------  ----------  ----------  ---------  --------  --------
                                                   1995         1994        1993       1995       1994      1993
                                                -----------  ----------  ----------  ---------  --------  --------
<S>                                             <C>          <C>         <C>         <C>        <C>       <C>
Increase (decrease) in net assets:
 Operations:
  Investment income (loss), net                 $   59,683      36,532      15,643     18,122    13,370    13,285 
  Realized gains (losses) on investments, net       23,410      53,278      64,775     37,705     1,409     4,401 
  Net change in unrealized appreciation
   (depreciation) on investments                   259,686    (253,440)     47,455    (37,457)  (14,916)   (1,412)
                                                -----------  ----------  ----------  ---------  --------  --------

     Net increase (decrease) in net assets
      from operations                              342,779    (163,630)    127,873     18,370      (137)   16,274 
                                                -----------  ----------  ----------  ---------  --------  --------
 Contract transactions (note 5):
  Purchase payments                                116,016      11,599           -          -         -         - 
  Transfers between funds                          124,589     (62,456)    (19,863)  (270,886)        -         - 
  Surrenders and terminations                      (35,449)    (23,338)    (91,320)         -         -         - 
  Other transactions (note 2)                      (76,186)    (39,723)    (18,834)    (2,815)   (3,292)   (3,050)
                                                -----------  ----------  ----------  ---------  --------  --------

     Net increase (decrease) in net assets
      resulting from contract transactions         128,970    (113,918)   (130,017)  (273,701)   (3,292)   (3,050)
                                                -----------  ----------  ----------  ---------  --------  --------

Increase (decrease) in net assets                  471,749    (277,548)     (2,144)  (255,331)   (3,429)   13,224 
                                                -----------  ----------  ----------  ---------  --------  --------

Net assets at beginning of year                  1,074,173   1,351,721   1,353,865    255,331   258,760   245,536 
                                                -----------  ----------  ----------  ---------  --------  --------

Net assets at end of year                       $1,545,922   1,074,173   1,351,721          -   255,331   258,760 
                                                ===========  ==========  ==========  =========  ========  ========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                      ALLIANZ LIFE VARIABLE ACCOUNT A
                                                     of
                              ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                              Statements of Changes in Net Assets (Continued)

                            For the years ended December 31, 1995, 1994 and 1993

                                                  Zero       Zero      Zero      Zero      Zero       Zero
                                                 Coupon     Coupon    Coupon    Coupon    Coupon     Coupon
                                                 Fund -     Fund -    Fund -    Fund -    Fund -     Fund -
                                                  2000       2000      2000      2005      2005       2005
                                                ---------  --------  --------  --------  ---------  --------
                                                  1995       1994      1993      1995      1994       1993
                                                ---------  --------  --------  --------  ---------  --------
<S>                                             <C>        <C>       <C>       <C>       <C>        <C>
Increase (decrease) in net assets:
 Operations:
  Investment income (loss), net                 $ 11,269    12,081    10,108    10,144      9,241     9,557 
  Realized gains (losses) on investments, net      1,164     5,815     2,800     1,495     26,636    17,160 
  Net change in unrealized appreciation
   (depreciation) on investments                  44,013   (41,764)   30,329    68,320    (72,608)   44,629 
                                                ---------  --------  --------  --------  ---------  --------

     Net increase (decrease) in net assets
      from operations                             56,446   (23,868)   43,237    79,959    (36,731)   71,346 
                                                ---------  --------  --------  --------  ---------  --------
 Contract transactions (note 5):
  Purchase payments                                    -         -         -         -          -         - 
  Transfers between funds                         10,631         -         -         -    (41,224)  (31,627)
  Surrenders and terminations                          -    (7,535)        -         -    (28,826)        - 
  Other transactions (note 2)                     (3,895)   (5,488)   (3,880)   (4,312)    (3,853)   (2,637)
                                                ---------  --------  --------  --------  ---------  --------

     Net increase (decrease) in net assets
      resulting from contract transactions         6,736   (13,023)   (3,880)   (4,312)   (73,903)  (34,264)
                                                ---------  --------  --------  --------  ---------  --------

Increase (decrease) in net assets                 63,182   (36,891)   39,357    75,647   (110,634)   37,082 
                                                ---------  --------  --------  --------  ---------  --------

Net assets at beginning of year                  286,240   323,131   283,774   261,513    372,147   335,065 
                                                ---------  --------  --------  --------  ---------  --------

Net assets at end of year                       $349,422   286,240   323,131   337,160    261,513   372,147 
                                                =========  ========  ========  ========  =========  ========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                     ALLIANZ LIFE VARIABLE ACCOUNT A
                                                    of
                             ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                             Statements of Changes in Net Assets (Continued)

                           For the years ended December 31, 1995, 1994 and 1993

                                                  Zero       Zero       Zero
                                                 Coupon     Coupon     Coupon    Global   Global   Global
                                                 Fund -     Fund -     Fund -    Income   Income   Income
                                                  2010       2010       2010      Fund     Fund     Fund
                                                ---------  ---------  --------  --------  -------  -------
                                                  1995       1994       1993      1995     1994     1993
                                                ---------  ---------  --------  --------  -------  -------
<S>                                             <C>        <C>        <C>       <C>       <C>      <C>
Increase (decrease) in net assets:
 Operations:
  Investment income (loss), net                 $  1,964      6,159     4,467     2,283      333      609 
  Realized gains (losses) on investments, net        258      1,490     1,003       392      336      279 
  Net change in unrealized appreciation
   (depreciation) on investments                  32,162    (29,320)   10,850     6,634   (2,030)   2,156 
                                                ---------  ---------  --------  --------  -------  -------

     Net increase (decrease) in net assets
      from operations                             34,384    (21,671)   16,320     9,309   (1,361)   3,044 
                                                ---------  ---------  --------  --------  -------  -------
 Contract transactions (note 5):
  Purchase payments                                    -          -         -    42,908    1,813        - 
  Transfers between funds                              -    (74,884)   90,077    18,457   21,778        - 
  Surrenders and terminations                          -          -         -    (6,040)       -        - 
  Other transactions (note 2)                     (1,826)    (3,577)   (1,956)  (18,424)  (1,388)    (348)
                                                ---------  ---------  --------  --------  -------  -------

     Net increase (decrease) in net assets
      resulting from contract transactions        (1,826)   (78,461)   88,121    36,901   22,203     (348)
                                                ---------  ---------  --------  --------  -------  -------

Increase (decrease) in net assets                 32,558   (100,132)  104,441    46,210   20,842    2,696 
                                                ---------  ---------  --------  --------  -------  -------

Net assets at beginning of year                   83,178    183,310    78,869    42,818   21,976   19,280 
                                                ---------  ---------  --------  --------  -------  -------

Net assets at end of year                       $115,736     83,178   183,310    89,028   42,818   21,976 
                                                =========  =========  ========  ========  =======  =======

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                            ALLIANZ LIFE VARIABLE ACCOUNT A
                                                           of
                                    ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                    Statements of Changes in Net Assets (Continued)

                                  For the years ended December 31, 1995, 1994 and 1993

                                       Investment     Investment     Investment
                                         Grade           Grade          Grade        Income       Income       Income
                                      Intermediate   Intermediate   Intermediate   Securities   Securities   Securities
                                       Bond Fund       Bond Fund      Bond Fund       Fund         Fund         Fund
                                     --------------  -------------  -------------  -----------  -----------  -----------
                                          1995           1994           1993          1995         1994         1993
                                     --------------  -------------  -------------  -----------  -----------  -----------
<S>                                  <C>             <C>            <C>            <C>          <C>          <C>
Increase (decrease) in net assets:
 Operations:
  Investment income (loss), net      $       3,288             42            131       16,941        1,263          537 
  Realized gains (losses)
   on investments, net                       1,106             48             40        2,313          (62)         681 
  Net change in unrealized
   appreciation (depreciation)
   on investments                            2,630            150            419       47,314       (9,527)       4,145 
                                     --------------  -------------  -------------  -----------  -----------  -----------

     Net increase (decrease) in
       net assets from operations            7,024            240            590       66,568       (8,326)       5,363 
                                     --------------  -------------  -------------  -----------  -----------  -----------
 Contract transactions (note 5):
  Purchase payments                         14,163          1,391              -      223,737       22,483            - 
  Transfers between funds                    8,123         75,010              -      186,849      153,200        7,985 
  Surrenders and terminations              (40,771)             -              -      (14,487)           -            - 
  Other transactions (note 2)               (7,440)          (908)           (84)    (109,005)     (33,608)        (341)
                                     --------------  -------------  -------------  -----------  -----------  -----------

     Net increase (decrease) in
      net assets resulting from
      contract transactions                (25,925)        75,493            (84)     287,094      142,075        7,644 
                                     --------------  -------------  -------------  -----------  -----------  -----------

Increase (decrease) in net assets          (18,901)        75,733            506      353,662      133,749       13,007 
                                     --------------  -------------  -------------  -----------  -----------  -----------

Net assets at beginning of year             83,891          8,158          7,652      170,404       36,655       23,648 
                                     --------------  -------------  -------------  -----------  -----------  -----------

Net assets at end of year            $      64,990         83,891          8,158      524,066      170,404       36,655 
                                     ==============  =============  =============  ===========  ===========  ===========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                             ALLIANZ LIFE VARIABLE ACCOUNT A
                                                            of
                                     ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                     Statements of Changes in Net Assets (Continued)

                                   For the years ended December 31, 1995, 1994 and 1993

                                                 Adjustable   Adjustable   Adjustable   Templeton   Templeton   Templeton
                                                    U.S.         U.S.         U.S.       Pacific     Pacific     Pacific
                                                 Government   Government   Government     Growth      Growth      Growth
                                                    Fund         Fund         Fund         Fund        Fund        Fund
                                                ------------  -----------  -----------  ----------  ----------  ----------
                                                    1995         1994         1993         1995        1994        1993
                                                ------------  -----------  -----------  ----------  ----------  ----------
<S>                                             <C>           <C>          <C>          <C>         <C>         <C>
Increase (decrease) in net assets:
 Operations:
  Investment income (loss), net                 $     1,199          150          149       2,646        (514)       (394)
  Realized gains (losses) on investments, net            35          (81)           2       3,117       9,213          77 
  Net change in unrealized appreciation
   (depreciation) on investments                        240          (98)         (25)     13,125     (24,505)     28,189 
                                                ------------  -----------  -----------  ----------  ----------  ----------

     Net increase (decrease) in net assets
      from operations                                 1,474          (29)         126      18,888     (15,806)     27,872 
                                                ------------  -----------  -----------  ----------  ----------  ----------
 Contract transactions (note 5):
  Purchase payments                                  12,633        5,636            -     141,914      13,634           - 
  Transfers between funds                            11,222       (2,444)           -      74,887      91,481     109,893 
  Surrenders and terminations                             -            -            -     (10,270)          -           - 
  Other transactions (note 2)                        (7,891)        (358)         (81)    (92,189)    (67,497)       (543)
                                                ------------  -----------  -----------  ----------  ----------  ----------

     Net increase (decrease) in net assets
      resulting from contract transactions           15,964        2,834          (81)    114,342      37,618     109,350 
                                                ------------  -----------  -----------  ----------  ----------  ----------

Increase (decrease) in net assets                    17,438        2,805           45     133,230      21,812     137,222 
                                                ------------  -----------  -----------  ----------  ----------  ----------

Net assets at beginning of year                       7,427        4,622        4,577     164,784     142,972       5,750 
                                                ------------  -----------  -----------  ----------  ----------  ----------

Net assets at end of year                       $    24,865        7,427        4,622     298,014     164,784     142,972 
                                                ============  ===========  ===========  ==========  ==========  ==========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                            ALLIANZ LIFE VARIABLE ACCOUNT A
                                                           of
                                    ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                    Statements of Changes in Net Assets (Continued)

                                  For the years ended December 31, 1995, 1994 and 1993

                                                                            Templeton       Templeton       Templeton
                                       Rising       Rising      Rising    International   International   International
                                      Dividends   Dividends   Dividends       Equity          Equity          Equity
                                        Fund         Fund        Fund          Fund            Fund            Fund
                                     -----------  ----------  ----------  --------------  --------------  --------------
                                        1995         1994        1993          1995            1994            1993
                                     -----------  ----------  ----------  --------------  --------------  --------------
<S>                                  <C>          <C>         <C>         <C>             <C>             <C>
Increase (decrease) in net assets:
 Operations:
  Investment income (loss), net      $      961         317        (161)          3,566            (333)           (116)
  Realized gains (losses)
   on investments, net                      463         (44)         (8)          8,398             112           3,995 
  Net change in unrealized
   appreciation (depreciation)
   on investments                        19,701      (2,053)     (1,565)         19,054          (3,562)          1,391 
                                     -----------  ----------  ----------  --------------  --------------  --------------

     Net increase (decrease) in
      net assets from operations         21,125      (1,780)     (1,734)         31,018          (3,783)          5,270 
                                     -----------  ----------  ----------  --------------  --------------  --------------
 Contract transactions (note 5):
  Purchase payments                      52,764       4,169           -         297,409          32,269               - 
  Transfers between funds                38,476       5,960      18,787         206,753         104,241          11,738 
  Surrenders and terminations              (264)          -           -          (9,230)              -               - 
  Other transactions (note 2)           (19,499)     (1,199)       (393)       (111,967)         (8,365)            (77)
                                     -----------  ----------  ----------  --------------  --------------  --------------

     Net increase (decrease) in
      net assets resulting from
      contract transactions              71,477       8,930      18,394         382,965         128,145          11,661 
                                     -----------  ----------  ----------  --------------  --------------  --------------

Increase (decrease) in net assets        92,602       7,150      16,660         413,983         124,362          16,931 
                                     -----------  ----------  ----------  --------------  --------------  --------------

Net assets at beginning of year          44,527      37,377      20,717         141,293          16,931               - 
                                     -----------  ----------  ----------  --------------  --------------  --------------

Net assets at end of year            $  137,129      44,527      37,377         555,276         141,293          16,931 
                                     ===========  ==========  ==========  ==============  ==============  ==============

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                            ALLIANZ LIFE VARIABLE ACCOUNT A
                                                           of
                                    ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                    Statements of Changes in Net Assets (Continued)

                                  For the years ended December 31, 1995, 1994 and 1993

                                                 Templeton     Templeton   Templeton
                                                 Developing   Developing   Developing  Templeton   Templeton   Templeton
                                                  Markets       Markets     Markets      Global      Global     Global
                                                   Equity       Equity       Equity      Growth      Growth     Growth
                                                    Fund         Fund         Fund        Fund        Fund       Fund
                                                ------------  -----------  ----------  ----------  ----------  ---------
                                                    1995         1994         1993        1995        1994       1993
                                                ------------  -----------  ----------  ----------  ----------  ---------
<S>                                             <C>           <C>          <C>         <C>         <C>         <C>
Increase (decrease) in net assets:
 Operations:
  Investment income (loss), net                     ($4,311)      (3,996)           -       (432)        (81)          -
  Realized gains (losses) on investments, net          (453)         (67)           -        587         (51)          -
  Net change in unrealized appreciation
   (depreciation) on investments                      4,422       (2,951)           -     23,468        (144)          -
                                                ------------  -----------  ----------  ----------  ----------  ---------

     Net increase (decrease) in net assets
      from operations                                  (342)      (7,014)           -     23,623        (276)          -
                                                ------------  -----------  ----------  ----------  ----------  ---------
 Contract transactions (note 5):
  Purchase payments                                 169,165       19,997            -    237,156      27,117           -
  Transfers between funds                            63,297       44,206            -    114,188      45,458           -
  Surrenders and terminations                       (18,763)           -            -     (6,710)          -           -
  Other transactions (note 2)                       (61,489)      (1,238)           -    (86,658)     (5,539)          -
                                                ------------  -----------  ----------  ----------  ----------  ---------

     Net increase (decrease) in net assets
      resulting from contract transactions          152,210       62,965            -    257,976      67,036           -
                                                ------------  -----------  ----------  ----------  ----------  ---------

Increase (decrease) in net assets                   151,868       55,951            -    281,599      66,760           -
                                                ------------  -----------  ----------  ----------  ----------  ---------

Net assets at beginning of year                      55,951            -            -     66,760           -           -
                                                ------------  -----------  ----------  ----------  ----------  ---------

Net assets at end of year                       $   207,819       55,951            -    348,359      66,760           -
                                                ============  ===========  ==========  ==========  ==========  =========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

<TABLE>

<CAPTION>
                                            ALLIANZ LIFE VARIABLE ACCOUNT A
                                                           of
                                    ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                                    Statements of Changes in Net Assets (Continued)

                                  For the years ended December 31, 1995, 1994 and 1993

                                                 Templeton    Templeton   Templeton
                                                   Global       Global      Global
                                                   Asset        Asset       Asset       Total       Total       Total
                                                 Allocation   Allocation  Allocation     All         All         All
                                                    Fund         Fund        Fund       Funds       Funds       Funds
                                                ------------  ----------  ----------  ----------  ----------  ----------
                                                    1995         1994        1993        1995        1994        1993
                                                ------------  ----------  ----------  ----------  ----------  ----------
<S>                                             <C>           <C>         <C>         <C>         <C>         <C>
Increase (decrease) in net assets:
 Operations:
  Investment income (loss), net                        ($27)           -           -    265,740     146,044     110,544 
  Realized gains (losses) on investments, net            17            -           -    158,860     175,720     164,309 
  Net change in unrealized appreciation
   (depreciation) on investments                        (15)           -           -    871,051    (677,502)    378,979 
                                                ------------  ----------  ----------  ----------  ----------  ----------

     Net increase (decrease) in net assets
      from operations                                   (25)           -           -  1,295,651    (355,738)    653,832 
                                                ------------  ----------  ----------  ----------  ----------  ----------
 Contract transactions (note 5):
  Purchase payments                                       -            -           -  2,830,073   1,005,787           - 
  Transfers between funds                               311            -           -    (21,713)     (3,609)          - 
  Surrenders and terminations                             -            -           -   (367,067)   (232,818)   (225,306)
  Other transactions (note 2)                           (66)           -           -   (905,331)   (328,040)    (57,550)
                                                ------------  ----------  ----------  ----------  ----------  ----------

     Net increase (decrease) in net assets
      resulting from contract transactions              245            -           -  1,535,962     441,320    (282,856)
                                                ------------  ----------  ----------  ----------  ----------  ----------

Increase (decrease) in net assets                       220            -           -  2,831,613      85,582     370,976 
                                                ------------  ----------  ----------  ----------  ----------  ----------

Net assets at beginning of year                           -            -           -  5,755,011   5,669,429   5,298,453 
                                                ------------  ----------  ----------  ----------  ----------  ----------

Net assets at end of year                       $       220            -           -  8,586,624   5,755,011   5,669,429 
                                                ============  ==========  ==========  ==========  ==========  ==========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

                       ALLIANZ LIFE VARIABLE ACCOUNT A

                                      of

               ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA

                        Notes to Financial Statements

                              December 31, 1995

1.  ORGANIZATION

Allianz  Life Variable Account A (Variable Account) is a segregated investment
account of Allianz Life Insurance Company of North America (Allianz Life)
registered  with  the  Securities and Exchange Commission as a unit investment
trust  pursuant  to  the  provisions of the Investment Company Act of 1940 (as
amended).   The Variable Account was established on May 31, 1985 and commenced
operations September 8, 1987.  Accordingly, it is an accounting entity wherein
all segregated account transactions are reflected.

The  Variable  Account's  assets are the property of Allianz Life and are held
for  the  benefit  of  the owners and other persons entitled to payments under
variable life policies issued through the Variable Account and underwritten by
Allianz  Life.   The assets of the Variable Account, equal to the reserves and
other liabilities of the Variable Account, are not chargeable with liabilities
that arise from any other business which Allianz Life may conduct.

The Variable Account's sub-accounts may invest, at net asset values, in one or
more  of  the funds of the Franklin Valuemark Funds (FVF), managed by Franklin
Advisers,  Inc.,  in  accordance with the selection made by the policy owner. 
Not all funds are available as investment options for the products which
comprise the Variable Account.

Certain officers and trustees of the FVF are also officers and/or directors of
Franklin Advisers, Inc. and/or Allianz Life.

2.  SIGNIFICANT ACCOUNTING POLICIES

USE OF ESTIMATES

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

INVESTMENTS

Investments of the Variable Account are valued daily at market value using net
asset values provided by Franklin Advisers, Inc.

Realized  investment  gains  include realized gain distributions received from
the respective funds and gains on the sale of fund shares as determined by the
average cost method.

Realized  gain distributions are reinvested in the respective funds.  Dividend
distributions received from the FVF are reinvested in additional shares of the
FVF and are recorded as income to the Variable Account on the ex-dividend
date.

A Fixed Account investment option is available to variable universal life
policy owners.  This account is comprised of equity and fixed income
investments which are part of the general assets of Allianz Life.  The
liabilities of the Fixed Account are part of the general obligations of
Allianz  Life  and  are  not included in the Variable Account.  The guaranteed
minimum rate of return on the Fixed Account is 3.5%.


The Templeton Developing Markets Equity Fund, Templeton Global Growth Fund and
Fixed Account were added as available investment options on July 1, 1994.  The
Templeton Global Asset Allocation Fund and Small Cap Fund were added as
available investment options on May 1, 1995 and November 1, 1995,
respectively.  The Small Cap Fund had no investment activity during 1995.  The
Zero Coupon - 1995 Fund matured and was closed on December 15, 1995.

In  April  1995,  the Equity Growth Fund name was changed to Growth and Income
Fund.

EXPENSES

ASSET BASED EXPENSES

A mortality and expense risk charge is deducted from the Variable Account on a
daily  basis equal, on an annual basis, to .60% of the daily net assets of the
Variable Account.

An administrative charge is deducted from the Variable Account on a daily
basis equal, on an annual basis, to .15% of the daily net assets of the
Variable Account.

CONTRACT BASED EXPENSES

A cost of insurance charge is deducted against each policy by liquidating
units.    The  amount of the charge is based upon age, sex, rate class and net
amount at risk (death benefit less total cash surrender value).  Total cost of
insurance  charges  paid by the policy owners for the years ended December 31,
1995, 1994 and 1993 were $581,193, $123,231 and $46,026, respectively.

A  deferred  issue charge is deducted annually, at the end of the policy year,
from  each  single premium variable life policy for the first ten policy years
by  liquidating  units.   The amount of the charge is 7% of the single premium
consisting  of  2.5% for premium taxes, 4% for sales charge and .5% for policy
issue charge (in the State of California, 2.35%, 4.15% and .5%, respectively).
If the policy is surrendered before the full amount is collected, the
uncollected  portion of this charge is deducted from the account value.  Total
deferred  issue charges paid by the policy owners for the years ended December
31, 1995, 1994 and 1993 were $28,613, $32,516 and $34,016, respectively.

A policy charge is deducted on each monthly anniversary date from each
variable universal life policy by liquidating units.  The amount of the charge
is  equal to 2.5% of each premium payment for premium taxes plus $20 per month
for  the first policy year and $9 per month guaranteed thereafter.  Currently,
Allianz  Life has agreed to voluntarily limit the charge to $5 per month after
the first policy year.  Total policy charges paid by the policy owners for the
years ended December 31, 1995 and 1994 were $292,695 and $64,030,
respectively.    There  were no variable universal life policies issued during
the year ended December 31, 1993.

Twelve  free  transfers are permitted each contract year.  Thereafter, the fee
is  the  lesser  of  $25 or 2% of the amount transferred.  No transfer charges
were  paid by the policy owners during the years ended December 31, 1995, 1994
and 1993, respectively.  Transfers to the Fixed Account during the years ended
December 31, 1995 and 1994 were $21,713 and $3,609, respectively.

The  cost  of  insurance, deferred issue, policy and transfer charges paid are
reflected in the Statements of Changes in Net Assets as other transactions.


3.  INVESTMENT TRANSACTIONS

The  sub-account  purchases of fund shares, including reinvestment of dividend
distributions, were as follows during the year ended December 31, 1995:

<TABLE>

<CAPTION>

<S>                                       <C>
Money Market Fund                         $1,122,415
Growth and Income Fund                       326,793
Precious Metals Fund                         123,585
High Income Fund                             162,053
Real Estate Securities Fund                   86,588
U.S. Government Securities Fund               88,014
Utility Equity Fund                          312,133
Zero Coupon Fund - 1995                       17,464
Zero Coupon Fund - 2000                       24,625
Zero Coupon Fund - 2005                       12,928
Zero Coupon Fund - 2010                        3,109
Global Income Fund                            55,385
Investment Grade Intermediate Bond Fund       22,252
Income Securities Fund                       363,976
Adjustable U.S. Government Fund               28,937
Templeton Pacific Growth Fund                180,053
Rising Dividends Fund                         80,078
Templeton International Equity Fund          434,389
Templeton Developing Markets Equity Fund     180,752
Templeton Global Growth Fund                 285,990
Templeton Global Asset Allocation Fund           387

</TABLE>

4.  FEDERAL INCOME TAXES

Operations of the Variable Account form a part of, and are taxed with,
operations  of  Allianz Life, which is taxed as a life insurance company under
the Internal Revenue Code.

Allianz Life does not expect to incur any federal income taxes in the
operation  of  the Variable Account.  If in the future Allianz Life determines
that the Variable Account may incur federal income taxes, it may then assess a
charge against the Variable Account for such taxes.
<PAGE>

5.  CONTRACT TRANSACTIONS - UNIT ACTIVITY

Transactions  in  units  for  each fund for the years ended December 31, 1995,
1994 and 1993, were as follows:

<TABLE>
<CAPTION>
                                                           Growth                              Real         U.S.
                                                Money       and      Precious      High       Estate     Government
                                               Market      Income     Metals      Income    Securities   Securities
                                                Fund        Fund       Fund        Fund        Fund         Fund
                                              ---------  ----------  ---------  ----------  -----------  -----------
<S>                                           <C>        <C>         <C>        <C>         <C>          <C>
Units outstanding at December 31, 1992          26,464      36,756     16,401      65,825        3,450       39,596 
Contract transactions:
 Transfers between funds                         1,266      (4,296)    (8,477)        (59)        (272)        (451)
 Surrenders and terminations                    (4,833)     (3,404)         -           -            -            - 
 Other transactions                               (467)         84          9        (701)          87         (533)
                                              ---------  ----------  ---------  ----------  -----------  -----------
     Net increase (decrease) in units
      resulting from contract transactions      (4,034)     (7,616)    (8,468)       (760)        (185)        (984)
                                              ---------  ----------  ---------  ----------  -----------  -----------

Units outstanding at December 31, 1993          22,430      29,140      7,933      65,065        3,265       38,612 
                                              =========  ==========  =========  ==========  ===========  ===========

Accumulation unit value
 per unit at December 31, 1993                $ 13.773      21.604     15.396      17.020       17.556       17.775 
                                              =========  ==========  =========  ==========  ===========  ===========

Contract transactions:
 Purchase payments                              59,285         751         67         265          419           62 
 Transfers between funds                       (31,325)      4,606      6,162        (637)         861       (6,440)
 Surrenders and terminations                    (7,250)     (2,364)      (578)       (869)           -            - 
 Other transactions                             (5,759)     (2,338)      (143)       (444)        (177)        (520)
                                              ---------  ----------  ---------  ----------  -----------  -----------
     Net increase (decrease) in units
      resulting from contract transactions      14,951         655      5,508      (1,685)       1,103       (6,898)
                                              ---------  ----------  ---------  ----------  -----------  -----------

Units outstanding at December 31, 1994          37,381      29,795     13,441      63,380        4,368       31,714 
                                              =========  ==========  =========  ==========  ===========  ===========

Accumulation unit value
 per unit at December 31, 1994                $ 14.194      21.010     14.977      16.512       17.928       16.840 
                                              =========  ==========  =========  ==========  ===========  ===========

Contract transactions:
 Purchase payments                              77,441       9,561      1,662       2,463        2,884        1,355 
 Transfers between funds                       (57,166)      4,664      1,698       1,925        2,056        1,281 
 Surrenders and terminations                    (3,275)     (2,237)    (5,150)       (772)        (427)        (965)
 Other transactions                             (8,613)     (3,762)      (820)     (1,663)      (1,253)        (983)
                                              ---------  ----------  ---------  ----------  -----------  -----------
     Net increase (decrease) in units
      resulting from contract transactions       8,387       8,226     (2,610)      1,953        3,260          688 
                                              ---------  ----------  ---------  ----------  -----------  -----------

Units outstanding at December 31, 1995          45,768      38,021     10,831      65,333        7,628       32,402 
                                              =========  ==========  =========  ==========  ===========  ===========

Accumulation unit value
 per unit at December 31, 1995                $ 14.898      27.700     15.214      19.628       20.913       19.966 
                                              =========  ==========  =========  ==========  ===========  ===========

Accumulation net assets at December 31, 1995  $681,852   1,053,166    164,784   1,282,342      159,525      646,949 
                                              =========  ==========  =========  ==========  ===========  ===========
</TABLE>
<PAGE>

5.  CONTRACT TRANSACTIONS - UNIT ACTIVITY (CONTINUED)

<TABLE>

<CAPTION>

                                                             Zero      Zero      Zero      Zero
                                                Utility     Coupon    Coupon    Coupon    Coupon   Global
                                                Equity      Fund -    Fund -    Fund -    Fund -   Income
                                                 Fund        1995      2000      2005      2010     Fund
                                              -----------  --------  --------  --------  --------  -------
<S>                                           <C>          <C>       <C>       <C>       <C>       <C>
Units outstanding at December 31, 1992            72,790    14,686    15,439    17,524     3,968    1,562 
Contract transactions:
 Transfers between funds                            (998)        -         -    (1,326)    3,524        - 
 Surrenders and terminations                      (4,617)        -         -         -         -        - 
 Other transactions                                 (934)     (175)     (190)     (156)      (84)     (25)
                                              -----------  --------  --------  --------  --------  -------
     Net increase (decrease) in units
      resulting from contract transactions        (6,549)     (175)     (190)   (1,482)    3,440      (25)
                                              -----------  --------  --------  --------  --------  -------

Units outstanding at December 31, 1993            66,241    14,511    15,249    16,042     7,408    1,537 
                                              ===========  ========  ========  ========  ========  =======

Accumulation unit value
 per unit at December 31, 1993                $   20.406    17.832    21.191    23.198    24.745   14.297 
                                              ===========  ========  ========  ========  ========  =======

Contract transactions:
 Purchase payments                                   654         -         -         -         -      133 
 Transfers between funds                          (3,468)        -         -    (1,953)   (3,442)   1,607 
 Surrenders and terminations                      (1,253)        -      (379)   (1,348)        -        - 
 Other transactions                               (2,205)     (186)     (276)     (182)     (162)    (102)
                                              -----------  --------  --------  --------  --------  -------
     Net increase (decrease) in units
      resulting from contract transactions        (6,272)     (186)     (655)   (3,483)   (3,604)   1,638 
                                              -----------  --------  --------  --------  --------  -------

Units outstanding at December 31, 1994            59,969    14,325    14,594    12,559     3,804    3,175 
                                              ===========  ========  ========  ========  ========  =======

Accumulation unit value
 per unit at December 31, 1994                $   17.912    17.823    19.614    20.821    21.866   13.483 
                                              ===========  ========  ========  ========  ========  =======

Contract transactions:
 Purchase payments                                 5,744         -         -         -         -    2,992 
 Transfers between funds                           6,185   (14,174)      458         -         -    1,333 
 Surrenders and terminations                      (1,893)        -         -         -         -     (416)
 Other transactions                               (3,807)     (151)     (178)     (177)      (69)  (1,283)
                                              -----------  --------  --------  --------  --------  -------
     Net increase (decrease) in units
      resulting from contract transactions         6,229   (14,325)      280      (177)      (69)   2,626 
                                              -----------  --------  --------  --------  --------  -------

Units outstanding at December 31, 1995            66,198         -    14,874    12,382     3,735    5,801 
                                              ===========  ========  ========  ========  ========  =======

Accumulation unit value
 per unit at December 31, 1995                $   23.353         -    23.491    27.229    30.991   15.347 
                                              ===========  ========  ========  ========  ========  =======

Accumulation net assets at December 31, 1995  $1,545,922         -   349,422   337,160   115,736   89,028 
                                              ===========  ========  ========  ========  ========  =======
</TABLE>

<PAGE>

5.  CONTRACT TRANSACTIONS - UNIT ACTIVITY (CONTINUED)

<TABLE>

<CAPTION>

                                                Investment
                                                  Grade                    Adjustable   Templeton
                                               Intermediate     Income        U.S.       Pacific      Rising
                                                   Bond       Securities   Government     Growth    Dividends
                                                   Fund          Fund         Fund         Fund        Fund
                                              --------------  -----------  -----------  ----------  ----------
<S>                                           <C>             <C>          <C>          <C>         <C>
Units outstanding at December 31, 1992                  588        1,598          410         586       1,899 
Contract transactions:
 Transfers between funds                                  -          527            -       9,382       1,714 
 Surrenders and terminations                              -            -            -           -           - 
 Other transactions                                      (6)         (21)          (7)        (44)        (37)
                                              --------------  -----------  -----------  ----------  ----------
     Net increase (decrease) in units
      resulting from contract transactions               (6)         506           (7)      9,338       1,677 
                                              --------------  -----------  -----------  ----------  ----------

Units outstanding at December 31, 1993                  582        2,104          403       9,924       3,576 
                                              ==============  ===========  ===========  ==========  ==========

Accumulation unit value
 per unit at December 31, 1993                $      14.017       17.423       11.481      14.407      10.453 
                                              ==============  ===========  ===========  ==========  ==========

Contract transactions:
 Purchase payments                                      100        1,334          495         998         418 
 Transfers between funds                              5,385        9,100         (213)      6,850         601 
 Surrenders and terminations                              -            -            -           -           - 
 Other transactions                                     (65)      (2,024)         (31)     (5,137)       (121)
                                              --------------  -----------  -----------  ----------  ----------
     Net increase (decrease) in units
      resulting from contract transactions            5,420        8,410          251       2,711         898 
                                              --------------  -----------  -----------  ----------  ----------

Units outstanding at December 31, 1994                6,002       10,514          654      12,635       4,474 
                                              ==============  ===========  ===========  ==========  ==========

Accumulation unit value
 per unit at December 31, 1994                $      13.978       16.208       11.374      13.042       9.952 
                                              ==============  ===========  ===========  ==========  ==========

Contract transactions:
 Purchase payments                                      963       12,397        1,060      10,718       4,625 
 Transfers between funds                                562       10,593          966       5,757       3,323 
 Surrenders and terminations                         (2,761)        (783)           -        (779)        (23)
 Other transactions                                    (507)      (6,107)        (667)     (7,009)     (1,699)
                                              --------------  -----------  -----------  ----------  ----------
     Net increase (decrease) in units
      resulting from contract transactions           (1,743)      16,100        1,359       8,687       6,226 
                                              --------------  -----------  -----------  ----------  ----------

Units outstanding at December 31, 1995                4,259       26,614        2,013      21,322      10,700 
                                              ==============  ===========  ===========  ==========  ==========

Accumulation unit value
 per unit at December 31, 1995                $      15.260       19.691       12.352      13.977      12.816 
                                              ==============  ===========  ===========  ==========  ==========

Accumulation net assets at December 31, 1995  $      64,990      524,066       24,865     298,014     137,129 
                                              ==============  ===========  ===========  ==========  ==========
</TABLE>
<PAGE>

5.  CONTRACT TRANSACTIONS - UNIT ACTIVITY (CONTINUED)

<TABLE>

<CAPTION>

                                                                Templeton                Templeton
                                                 Templeton     Developing   Templeton     Global
                                               International     Markets      Global       Asset       Total
                                                  Equity         Equity       Growth    Allocation      All
                                                   Fund           Fund         Fund        Fund        Funds
                                              ---------------  -----------  ----------  -----------  ----------
<S>                                           <C>              <C>          <C>         <C>          <C>
Units outstanding at December 31, 1992                     -            -           -            -     319,542 
Contract transactions:
 Transfers between funds                               1,375            -           -            -       1,909 
 Surrenders and terminations                               -            -           -            -     (12,854)
 Other transactions                                       (7)           -           -            -      (3,207)
                                              ---------------  -----------  ----------  -----------  ----------
     Net increase (decrease) in units
      resulting from contract transactions             1,368            -           -            -     (14,152)
                                              ---------------  -----------  ----------  -----------  ----------

Units outstanding at December 31, 1993                 1,368            -           -            -     305,390 
                                              ===============  ===========  ==========  ===========  ==========

Accumulation unit value
 per unit at December 31, 1993                $       12.375            -           -            - 
                                              ===============  ===========  ==========  ===========            

Contract transactions:
 Purchase payments                                     2,526        2,054       2,721            -      72,282 
 Transfers between funds                               8,168        4,590       4,585            -       5,037 
 Surrenders and terminations                               -            -           -            -     (14,041)
 Other transactions                                     (659)        (545)       (558)           -     (21,634)
                                              ---------------  -----------  ----------  -----------  ----------
     Net increase (decrease) in units
      resulting from contract transactions            10,035        6,099       6,748            -      41,644 
                                              ---------------  -----------  ----------  -----------  ----------

Units outstanding at December 31, 1994                11,403        6,099       6,748            -     347,034 
                                              ===============  ===========  ==========  ===========  ==========

Accumulation unit value
 per unit at December 31, 1994                $       12.390        9.173       9.894            - 
                                              ===============  ===========  ==========  ===========            

Contract transactions:
 Purchase payments                                    22,647       18,183      22,517            -     197,212 
 Transfers between funds                              15,984        6,624      11,063           27       3,159 
 Surrenders and terminations                            (691)      (2,067)       (627)           -     (22,866)
 Other transactions                                   (8,513)      (6,629)     (8,230)          (6)    (62,126)
                                              ---------------  -----------  ----------  -----------  ----------
     Net increase (decrease) in units
      resulting from contract transactions            29,427       16,111      24,723           21     115,379 
                                              ---------------  -----------  ----------  -----------  ----------

Units outstanding at December 31, 1995                40,830       22,210      31,471           21     462,413 
                                              ===============  ===========  ==========  ===========  ==========

Accumulation unit value
 per unit at December 31, 1995                $       13.600        9.357      11.069       10.637 
                                              ===============  ===========  ==========  ===========            

Accumulation net assets at December 31, 1995  $      555,276      207,819     348,359          220   8,586,624 
                                              ===============  ===========  ==========  ===========  ==========
</TABLE>
<PAGE>





               ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA
                               AND SUBSIDIARIES

                      Consolidated Financial Statements


                          December 31, 1995 and 1994
<PAGE>

KPMG Peat Marwick LLP
4200 Norwest Center
90 South Seventh Street
Minneapolis, MN  55402







                         INDEPENDENT AUDITORS' REPORT




The Board of Directors
Allianz Life Insurance Company of North America:


We  have  audited the accompanying consolidated balance sheets of Allianz Life
Insurance  Company  of  North America (a wholly owned subsidiary of Allianz of
America, Inc.) and subsidiaries as of December 31, 1995 and 1994, and the
related consolidated statements of income, stockholder's equity and cash flows
for  each of the years in the three-year period ended December 31, 1995. These
consolidated financial statements are the responsibility of the Company's
management.  Our responsibility is to express an opinion on these consolidated
financial statements based on our audits.

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

In our opinion, the consolidated financial statements referred to above
present  fairly, in all material respects, the consolidated financial position
of Allianz Life Insurance Company of North America and subsidiaries as of
December 31, 1995 and 1994, and the results of their operations and changes in
stockholder's  equity  and  cash flows for each of the years in the three-year
period ended December 31, 1995, in conformity with generally accepted
accounting principles.

In  1994, as discussed in note 1 to the consolidated financial statements, the
Company  adopted  the provisions of the Financial Accounting Standards Board's
Statement  of  Financial Accounting Standards  No. 115, Accounting for Certain
Investments  in Debt and Equity Securities.  In 1993, as discussed in notes 1,
8  and  10  to  the consolidated financial statements, the Company adopted the
provisions of the Financial Accounting Standards Board's Statements of
Financial Accounting Standards No. 106, Accounting for Postretirement Benefits
Other Than Pensions and No. 109, Accounting for Income Taxes.


                                             KPMG Peat Marwick LLP



February 6, 1996
<PAGE>

<TABLE>

<CAPTION>
                  ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA
                                 AND SUBSIDIARIES

                            Consolidated Balance Sheets

                            December 31, 1995 and 1994
                         (in thousands except share data)

Assets                                                         1995         1994
- ----------------------------------------------------------  -----------  ----------
<S>                                                         <C>          <C>
Investments:
    Fixed maturities, at amortized cost                     $         0      90,615
    Fixed maturities, at market                               2,549,598   1,906,208
    Equity securities, at market                                254,458     131,712
    Mortgage loans on real estate                               203,128     163,099
    Real estate, at cost                                          8,806       4,685
    Investment in real estate partnerships, at equity            11,975      12,551
    Certificates of deposit and short-term securities            31,501     155,307
    Policy loans                                                104,184     101,899
    Other long-term investments                                     650       1,117
                                                            -----------  ----------
             Total investments                                3,164,300   2,567,193

Cash                                                             10,936      63,883
Accrued investment income                                        36,858      34,786
Receivables (net of allowance for uncollectible
    accounts of $7,697 in 1995 and $9,607 in 1994)              124,700     111,400
Reinsurance receivable:
    Funds held on deposit                                     1,060,566     927,353
    Recoverable on future policy benefit reserves                43,248      35,387
    Recoverable on unpaid claims                                109,075     105,603
    Receivable on paid claims                                    22,172      26,736
Prepaid insurance premiums                                        4,078       4,317
Home office property and equipment (net of accumulated
    depreciation of $21,256 in 1995 and $28,547 in 1994)          8,790      11,612
Deferred acquisition costs                                      826,994     798,442
Federal income tax recoverable                                    3,947       3,794
Other assets                                                     11,048       9,818
                                                            -----------  ----------
             Assets, exclusive of separate account assets     5,426,712   4,700,324

Separate account assets                                       8,402,003   6,965,755
                                                            -----------  ----------

             Total assets                                   $13,828,715  11,666,079
                                                            ===========  ==========
</TABLE>

See accompanying notes to consolidated financial statements.
<PAGE>

<TABLE>

<CAPTION>
                        ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA
                                        AND SUBSIDIARIES

                             Consolidated Balance Sheets, continued

                                   December 31, 1995 and 1994
                                (in thousands except share data)

Liabilities and Stockholder's Equity                                       1995         1994
- ---------------------------------------------------------------------  ------------  -----------
<S>                                                                    <C>           <C>
Liabilities:
    Future policy benefit reserves:
        Life                                                           $ 1,088,964    1,022,537 
        Annuity                                                          2,601,943    2,304,560 
    Policy and contract claims                                             371,898      355,411 
    Unearned premiums                                                       34,181       40,376 
    Reinsurance payable                                                     72,838       81,507 
    Deferred income taxes                                                  140,174        5,807 
    Accrued expenses                                                        41,266       29,006 
    Commissions due and accrued                                             22,979       24,190 
    Other policyholder funds                                                82,138       73,509 
    Other liabilities                                                       19,137       76,314 
                                                                       ------------  -----------
             Liabilities, exclusive of separate account liabilities      4,475,518    4,013,217 

    Separate account liabilities                                         8,402,003    6,965,755 
                                                                       ------------  -----------

             Total liabilities                                          12,877,521   10,978,972 
                                                                       ------------  -----------

Minority interest in subsidiary                                                  0        7,662 
                                                                       ------------  -----------

Stockholder's equity:
    Common stock, $1 par value, 20,000,000 shares
        authorized, issued and outstanding                                  20,000       20,000 
    Preferred stock, $1 par value, cumulative, 200 million
        shares authorized, 25 million shares issued and outstanding
        in 1995 and 40 million shares issued and outstanding in 1994        25,000       40,000 
    Additional paid-in capital                                             407,088      406,494 
    Net unrealized holding gain (loss) on securities
        available-for-sale, net of deferred federal income taxes           139,204      (62,073)
    Net unrealized Canadian currency loss                                   (3,455)      (3,787)
    Retained earnings                                                      363,357      278,811 
                                                                       ------------  -----------
             Total stockholder's equity                                    951,194      679,445 
                                                                       ------------  -----------

Commitments and contingencies (notes 7 and 12)

             Total liabilities and stockholder's equity                $13,828,715   11,666,079 
                                                                       ============  ===========
</TABLE>

See accompanying notes to consolidated financial statements.
<PAGE>

<TABLE>

<CAPTION>
                       ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA
                                      AND SUBSIDIARIES

                              Consolidated Statements of Income

                        Years Ended December 31, 1995, 1994 and 1993
                                       (in thousands)

                                                               1995        1994       1993
                                                            -----------  ---------  ---------
<S>                                                         <C>          <C>        <C>
Revenue:
    Life insurance premiums                                 $  257,647    234,295    217,717 
    Other life policy considerations                            93,158     92,254     88,003 
    Annuity considerations                                     147,112    120,240     69,583 
    Accident and health premiums                               527,059    547,508    508,785 
                                                            -----------  ---------  ---------
             Total premiums and considerations               1,024,976    994,297    884,088 
    Premiums ceded                                             223,226    244,208    202,904 
                                                            -----------  ---------  ---------
             Net premiums and considerations                   801,750    750,089    681,184 

    Investment income, net                                     201,158    181,291    174,831 
    Realized investment gains, net                              29,202        829     28,318 
    Other                                                       10,140     12,703      9,347 
                                                            -----------  ---------  ---------
             Total revenue                                   1,042,250    944,912    893,680 
                                                            -----------  ---------  ---------
Benefits and expenses:
    Life insurance benefits                                    268,163    254,326    233,694 
    Annuity benefits                                           145,636    131,793    113,500 
    Accident and health insurance benefits                     374,743    379,122    341,676 
                                                            -----------  ---------  ---------
             Total benefits                                    788,542    765,241    688,870 
    Benefit recoveries                                         210,702    212,144    155,043 
                                                            -----------  ---------  ---------
             Net benefits                                      577,840    553,097    533,827 

    Commissions and other agent compensation                   233,939    313,715    398,161 
    General and administrative expenses                        115,419    111,116    109,333 
    Taxes, licenses and fees                                    17,672     22,514     25,239 
    Increase in deferred acquisition costs, net                (28,552)  (132,090)  (253,234)
    Minority interest in income of consolidated subsidiary         (30)       (66)         0 
                                                            -----------  ---------  ---------
             Total benefits and expenses                       916,288    868,286    813,326 
                                                            -----------  ---------  ---------

             Income from operations before income taxes        125,962     76,626     80,354 
                                                            -----------  ---------  ---------
Income tax expense (benefit):
    Current                                                     12,993      5,098     30,215 
    Deferred                                                    25,772     16,053     (6,496)
                                                            -----------  ---------  ---------
             Total income tax expense                           38,765     21,151     23,719 
                                                            -----------  ---------  ---------
Income before cumulative effect of
                 changes in accounting                          87,197     55,475     56,635 
Cumulative effect of changes in accounting                           0          0     26,875 
                                                            -----------  ---------  ---------
             Net income                                     $   87,197     55,475     83,510 
                                                            ===========  =========  =========
</TABLE>

See accompanying notes to consolidated financial statements.
<PAGE>

<TABLE>

<CAPTION>
                      ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA
                                      AND SUBSIDIARIES

                      Consolidated Statements of Stockholder's Equity

                        Years Ended December 31, 1995, 1994 and 1993
                                       (in thousands)

                                                                1995       1994       1993
                                                              ---------  ---------  --------
<S>                                                           <C>        <C>        <C>
Common stock:
    Balance at beginning and end of year                      $ 20,000     20,000    20,000 
                                                              ---------  ---------  --------

Preferred Stock:
    Balance at beginning of year                                40,000          0         0 
    Issuance of stock during the year                                0     40,000         0 
    Redemption of stock during the year                        (15,000)         0         0 
                                                              ---------  ---------  --------
    Balance at end of year                                      25,000     40,000         0 
                                                              ---------  ---------  --------

Additional paid-in capital:
    Balance at beginning of year                               406,494    401,304   401,304 
    Additional contribution from parent                            594      5,190         0 
                                                              ---------  ---------  --------
    Balance at end of year                                     407,088    406,494   401,304 
                                                              ---------  ---------  --------

Net unrealized gain (loss) on investments:
    Balance at beginning of year                               (62,073)     9,071    12,071 
    Cumulative effect of implementation of Statement
        No. 115, net of deferred federal income taxes                0     74,866         0 
    Net unrealized gain on securities transferred
        from held-to-maturity to available-for-sale
        classification, net of deferred federal income taxes     1,789          0         0 
    Net unrealized gain (loss) during the year,
        net of deferred federal income taxes                   199,488   (146,010)   (3,000)
                                                              ---------  ---------  --------
    Balance at end of year                                     139,204    (62,073)    9,071 
                                                              ---------  ---------  --------

Net unrealized Canadian currency gain (loss):
    Balance at beginning of year                                (3,787)    (2,708)   (1,835)
    Net unrealized gain (loss) during the year,
        net of deferred federal income taxes                       332     (1,079)     (873)
                                                              ---------  ---------  --------
    Balance at end of year                                      (3,455)    (3,787)   (2,708)
                                                              ---------  ---------  --------

Retained earnings:
    Balance at beginning of year                               278,811    223,749   140,239 
    Net income                                                  87,197     55,475    83,510 
    Cash dividend to stockholder                                (2,651)      (413)        0 
                                                              ---------  ---------  --------
    Balance at end of year                                     363,357    278,811   223,749 
                                                              ---------  ---------  --------

              Total stockholder's equity                      $951,194    679,445   651,416 
                                                              =========  =========  ========
</TABLE>

See accompanying notes to consolidated financial statements.
<PAGE>

<TABLE>

<CAPTION>
                  ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA
                                  AND SUBSIDIARIES

                       Consolidated Statements of Cash Flows

                    Years Ended December 31, 1995, 1994 and 1993
                                   (in thousands)

                                                       1995       1994       1993
                                                    ----------  ---------  ---------
 <S>                                                <C>         <C>        <C>
Cash flows used in operating activities:
    Net income                                      $  87,197     55,475     83,510 
                                                    ----------  ---------  ---------

    Adjustments to reconcile net income to net
     cash used in operating activities:
     Realized gains on investments                    (29,202)      (829)   (28,318)
     Deferred federal income tax (benefit) expense     25,772     16,053     (6,496)
     Cumulative effect of changes in accounting             0          0    (26,875)
     Charges to policy account balances              (120,254)  (125,488)  (105,912)
     Interest credited to policy account balances     169,151    150,490    147,983 
     Change in:
        Accrued investment income                      (2,072)      (764)    (2,725)
        Receivables                                   (13,300)    12,040    (20,206)
        Reinsurance receivables                      (190,953)   (93,453)  (107,809)
        Deferred acquisition costs                    (28,552)  (132,090)  (253,234)
        Future policy benefit reserves                 66,932     20,791     (9,557)
        Policy and contract claims                     25,116     25,072     40,211 
        Unearned premiums                              (6,195)    (1,194)    (2,111)
        Reinsurance payable                            (8,669)    19,779     31,653 
        Current tax recoverable                          (153)    (6,255)     1,085 
        Deferred tax liability                              0          0     15,936 
        Accrued expenses and other liabilities        (43,867)    54,626     14,657 
        Commissions due and accrued                    (1,211)     3,316      1,461 
     Depreciation and amortization                    (23,391)   (11,498)    (7,681)
     Other, net                                           916        (86)     2,303 
                                                    ----------  ---------  ---------
             Total adjustments                       (179,932)   (69,490)  (315,635)
                                                    ----------  ---------  ---------

             Net cash used in operating activities    (92,735)   (14,015)  (232,125)
                                                    ----------  ---------  ---------
</TABLE>

See accompanying notes to consolidated financial statements.
<PAGE>

<TABLE>

<CAPTION>
                         ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA
                                        AND SUBSIDIARIES

                        Consolidated Statements of Cash Flows, continued

                          Years Ended December 31, 1995, 1994 and 1993
                                         (in thousands)

                                                                 1995        1994        1993
                                                             ------------  ---------  -----------
<S>                                                          <C>           <C>        <C>
Cash flows used in investing activities:
    Purchase of fixed maturities, at amortized cost          $         0          0   (1,191,749)
    Purchase of fixed maturities, at market                   (1,533,290)  (928,532)           0 
    Purchase of equity securities                               (166,701)  (145,267)    (205,345)
    Purchase of other long-term investments                            0       (467)        (650)
    Funding of mortgage loans                                    (66,301)   (64,808)     (20,097)
    Sale of fixed maturities, at amortized cost                        0          0      666,893 
    Sale of fixed maturities, at market                        1,242,988    791,659            0 
    Matured or redeemed fixed maturities, at amortized cost        7,022      4,342      314,223 
    Matured fixed maturities, at market                           38,991     32,508            0 
    Sale of equity securities                                     97,619    150,347      217,524 
    Repayment of mortgage loans                                   25,563     28,206       15,989 
    Sale of minority interest in subsidiary                            0          0        8,189 
    Purchase of minority interest's shares in subsidiary          (7,903)         0            0 
    Net change in certificates of deposit and
        short-term securities                                    123,806    (96,344)      33,330 
    Other                                                         (2,851)    (6,232)         782 
                                                             ------------  ---------  -----------

             Net cash used in investing activities              (241,057)  (234,588)    (160,911)
                                                             ------------  ---------  -----------


Cash flows used in financing activities:
    Policyholders' deposits to account balances              $   553,699    526,918      639,633 
    Policyholders' withdrawals from account balances            (291,102)  (235,309)    (164,911)
    Change in assets held under reinsurance agreements            36,354    (59,349)     (75,658)
    Net change in mortgage notes payable                          (1,049)       (39)         (36)
    Additional paid-in capital from parent                           594      5,190            0 
    Preferred stock transactions                                 (15,000)    40,000            0 
    Cash dividends paid                                           (2,651)      (413)           0 
                                                             ------------  ---------  -----------

            Net cash used in financing activities                280,845    276,998      399,028 
                                                             ------------  ---------  -----------

            Net change in cash                                   (52,947)    28,395        5,992 

Cash at beginning of year                                         63,883     35,488       29,496 
                                                             ------------  ---------  -----------

Cash at end of year                                          $    10,936     63,883       35,488 
                                                             ============  =========  ===========
</TABLE>

See accompanying notes to consolidated financial statements.
<PAGE>

               ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA
                               AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements

                       December 31, 1995, 1994 and 1993
                                (in thousands)

(1)  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Allianz Life Insurance Company of North America (the Company) is a wholly
owned subsidiary of Allianz of America, Inc. (AZOA), a majority-owned
subsidiary of Allianz A.G. Holding, a Federal Republic of Germany company.

The  Company  is a life insurance company which is licensed to sell both group
and  individual  life,  annuity and accident and health policies in the United
States, Canada and several U.S. territories.  Based on 1995 gross premium
volume, 13%, 71% and 16% of the Company's business is life, annuity and
accident and health, respectively.  The Company's primary distribution
channels  are  through  strategic alliances with other insurance companies and
third party marketing organizations.  The Company has a significant
relationship as of December 31, 1995 with a mutual fund company and its
broker/dealer network related to sales of its variable life and variable
annuity products and another significant administration, marketing and
reinsurance relationship with an unrelated insurance company.

Following is a summary of the significant accounting policies reflected in the
accompanying consolidated financial statements.

BASIS OF PRESENTATION

The  consolidated  financial  statements have been prepared in accordance with
generally accepted accounting principles (GAAP) which vary in certain respects
from  accounting  rules  prescribed or permitted by state insurance regulatory
authorities.  The accounts of the Company's major subsidiaries, Preferred Life
Insurance  Company of New York and Canadian American Financial Corporation and
other  less  significant subsidiaries have been consolidated.  All significant
intercompany balances and transactions have been eliminated in consolidation. 
Certain amounts as previously reported have been reclassified to be consistent
with the current year's presentation.

The preparation of financial statements in conformity with GAAP requires
management to make certain estimates and assumptions that affect reported
assets  and liabilities including reporting or disclosure of contingent assets
and liabilities as of the balance sheet date and the reported amounts of
revenues  and expenses during the reporting period.  Actual results could vary
significantly from management's estimates.

RECOGNITION OF TRADITIONAL LIFE, GROUP LIFE AND GROUP ACCIDENT AND HEALTH
REVENUE

Traditional life products include products with guaranteed premiums and
benefits  and  consist  principally of whole life and term insurance policies,
limited payment contracts and certain annuity products with life
contingencies.

Premiums  on traditional life and group life products are recognized as income
when due. Group accident and health premiums are recognized as earned on a pro
rata basis over the risk coverage periods. Benefits and expenses for
traditional and group products are matched with earned premiums so that
profits  are recognized over the premium paying periods of the contracts. This
matching is accomplished by establishing provisions for future policy benefits
and  policy  and  contract claims, and deferring and amortizing related policy
acquisition costs.

<PAGE>

RECOGNITION OF NONTRADITIONAL AND VARIABLE LIFE AND ANNUITY REVENUE

Nontraditional  and  variable  life insurance and interest sensitive contracts
that have significant mortality or morbidity risk are accounted for in
accordance with the retrospective deposit method.  Interest sensitive
contracts that do not have significant mortality or morbidity risk are
accounted for in a manner consistent with interest bearing financial
instruments.    For  both types of contracts, premium receipts are reported as
deposits  to  the  contractholder's  account while revenues consist of amounts
assessed against contractholders including surrender charges and earned
administrative service fees.  Mortality or morbidity charges are also
accounted  for as revenue on those contracts containing mortality or morbidity
risk.  Benefits  consist of interest credited to contractholder's accounts and
claims or benefits incurred in excess of the contractholder's balance.

DEFERRED ACQUISITION COSTS

Acquisition  costs,  consisting of commissions and other costs which vary with
and  are  primarily  related  to production of new business, are deferred. For
traditional  life  and  group life products, such costs are amortized over the
revenue-producing period of the related policies using the same actuarial
assumptions used in computing future policy benefit reserves. Acquisition
costs  for  accident  and health insurance policies are deferred and amortized
over  the lives of the policies in the same manner as premiums are earned. For
interest  sensitive  products,  acquisition costs are amortized in relation to
the present value of expected future gross profits from investment margins and
mortality, morbidity and expense charges. Deferred acquisition costs amortized
during 1995, 1994 and 1993 were $117,782, $108,676 and $72,431, respectively.

FUTURE POLICY BENEFIT RESERVES

Future  policy  benefit  reserves on traditional life products are computed by
the  net  level  premium  method based upon estimated future investment yield,
mortality and withdrawal assumptions, commensurate with the Company's
experience,  modified  as  necessary  to reflect anticipated trends, including
possible  unfavorable  deviations.  Most life reserve interest assumptions are
graded from 9% to 5.5%.

Future  policy  benefit reserves for interest sensitive products are generally
carried at accumulated contract values. Reserves on some deferred annuity
contracts are computed based on contractholder cash value accumulations,
adjusted for mortality, withdrawal and interest margin assumptions.

Fair values of investment contracts, which include deferred annuities and
other annuities without significant mortality risk, were determined by testing
amounts  payable  on demand against discounted cash flows using interest rates
commensurate  with  the  risks  involved.  Fair values are based on the amount
payable on demand at December 31, 1995 and 1994.

POLICY AND CONTRACT CLAIMS

Policy and contract claims represent an estimate of claims and claim
adjustment  expenses  on  accident and health and life insurance policies that
have  been  reported  but not yet paid and incurred but not yet reported as of
December 31.

REINSURANCE

Insurance liabilities are reported before the effects of reinsurance.  Amounts
paid  or  deemed to have been paid for claims covered by reinsurance contracts
are recorded as reinsurance receivable. Reinsurance receivables are recognized
in a manner consistent with the liabilities related to the underlying
reinsured contracts.

<PAGE>

INVESTMENTS

On January 1, 1994, the Company adopted Statement of Financial Accounting
Standards (SFAS) No. 115, Accounting for Certain Investments in Debt and
Equity Securities which addresses the accounting and reporting for investments
in  equity  securities  that have readily determinable fair values and for all
investments  in  debt  securities.  Those investments are classified in one of
three  categories.    Debt securities that the Company has the positive intent
and ability to hold to maturity are classified as "held-to-maturity
securities" and reported at amortized cost.  Debt and equity securities bought
and held principally for the purpose of selling them in the near term are
classified as "trading securities" and reported at fair value, with unrealized
gains and losses included in earnings.  Debt and equity securities not
classified as either "held-to-maturity securities" or "trading securities" are
classified as "available-for-sale securities" and reported at fair value, with
unrealized  gains and losses reported as a separate component of stockholders'
equity, net of deferred taxes.  SFAS No. 115 did not permit retroactive
application  of  its  provisions.   The Company classified the majority of its
investment  portfolio as "available-for-sale securities" with a limited number
of securities classified as "held-to-maturity" at January 1, 1994.

At  December  31,  1995, the Company transferred all of its securities with an
amortized cost of $83,357 classified as "held-to-maturity' to the
"available-for-sale"  classifications  as provided in the Financial Accounting
Standards  Board (FASB) Special Report on the implementation of SFAS No. 115. 
The effect of this transfer was an increase in stockholder's equity of $1,789.
All of the Company's investment portfolio is classified as
"available-for-sale" at December 31, 1995.

Short-term investments are carried at amortized cost which approximates
market.  Policy loans are reflected at their unpaid principal balances.
Mortgage loans are reflected at unpaid principal balances adjusted for premium
and discount amortization and an allowance for uncollectible balances.  During
1995, the Company adopted SFAS No. 114, Accounting by Creditors for Impairment
of a Loan and SFAS No. 118, Accounting by Creditors for Impairment of a
Loan-Income Recognition and Disclosures.  SFAS No. 114 addresses accounting by
creditors  for  impairment  of certain loans.  It requires that impaired loans
within  the  scope  of the Statement be measured based on the present value of
expected  future  cash  flows discounted at the loan's effective interest rate
or,  alternatively, at the loan's observable market price of the fair value of
supporting  collateral.   The Company analyzes loan impairment at least once a
year when assessing the adequacy of the allowance for possible credit losses. 
SFAS  No.  118 permits existing income recognition practices to continue.  The
Company  does  not accrue interest on impaired loans and accounts for interest
income on a cash basis.  The adoption of these Statements did not have a
material impact on the Company's net income or financial position.

Investments in real estate are reflected at the lower of cost or market value.
Real  estate  occupied  by  the Company is reflected at cost, less accumulated
depreciation.  Investments in real estate, exclusive of land, are being
depreciated  on a straight-line basis over estimated useful lives ranging from
3 to 30 years.

Realized  gains  and  losses are computed based on the specific identification
method.

As of December 31, 1995 and 1994, investments with a carrying value of $37,879
and $44,337, respectively, were held on deposit with various insurance
departments as required by statutory regulations.

The  fair values of invested assets, excluding investments in real estate, are
deemed  by  management  to approximate their estimated market values. The fair
value of mortgage loans has been calculated using discounted cash flows and is
based on pertinent information available to management as of year end.  Policy
loan balances which are supported by the underlying cash value of the policies
approximate  fair  value.  Changes in market conditions subsequent to year end
<PAGE>

may cause estimates of fair values to differ from the amounts presented
herein.

INCOME TAXES

Deferred tax assets and liabilities are recognized for the future tax
consequences attributable to differences between the financial statement
carrying  amounts  of existing assets and liabilities and their respective tax
bases.    Deferred  tax  assets and liabilities are measured using enacted tax
rates expected to apply to taxable income in the years in which those
temporary  differences are expected to be recovered or settled.  The effect on
deferred  tax assets and liabilities of a change in tax rates is recognized in
income in the period that includes the enactment date.

SEPARATE ACCOUNTS

Separate  accounts  represent funds for which investment income and investment
gains  and  losses  accrue directly to the policyholders and contractholders. 
Each  account has specific investment objectives and the assets are carried at
market  value.   The assets of each account are legally segregated and are not
subject to claims which arise out of any other business of the Company.

Fair values of separate accounts assets were determined using the market value
of  the investments held in segregated fund accounts.  Fair values of separate
accounts  liabilities  were  determined using the cash surrender values of the
policyholder's and contractholder's account.

RECEIVABLES

Receivable balances approximate estimated fair values. This is based on
pertinent  information  available  to  management as of year end including the
financial condition and credit worthiness of the parties underlying the
receivables.  Changes  in  market  conditions subsequent to year end may cause
estimates of fair values to differ from the amounts presented herein.

ACCOUNTING CHANGES

The impact of implementation of SFAS No. 115 in 1994 was an increase in equity
of $74,866 at January 1, 1994.

<TABLE>

<CAPTION>
The table below presents the cumulative effect of changes, net of tax, in
accounting principles implemented in 1993 on after tax net income:

<S>                                                                       <C>       
SFAS No. 106, Accounting for Postretirement Benefits Other Than Pensions  $(4,006)
SFAS No. 109, Accounting for Income Taxes                                  30,881 
                                                                          --------

Total cumulative effect on after tax net income                           
     of changes in accounting principles                                  $26,875 
                                                                          ========
</TABLE>

ACCOUNTING PRONOUNCEMENTS TO BE ADOPTED

In  March 1995, the FASB issued SFAS No. 121, Accounting for the Impairment of
Long-Lived  Assets and for Long-Lived Assets to Be Disposed Of, which requires
impairment  losses to be recorded on long-lived assets used in operations when
indicators of impairment are present and the undiscounted cash flows estimated
to  be  generated  by those assets are less than the assets' carrying amount. 
SFAS    No.  121  also addresses the accounting for long-lived assets that are
expected  to be disposed of by a company.  The Company will adopt SFAS No. 121
in  the  first  quarter  of 1996 and, based on current circumstances, does not
believe the effect of adoption will be material.
<PAGE>



(2)  BUSINESS COMBINATION

On May 31, 1993, the Company acquired the majority of the assets and
liabilities  of Fidelity Union Life Insurance Company (FULICO), a wholly owned
subsidiary  of  AZOA,  through  an assumption reinsurance arrangement.  FULICO
remained  in  existence  retaining only its corporate charter and those assets
necessary  to  maintain its charter and licenses to conduct life insurance and
annuity business until it was sold in 1994.

The  Company accounted for this transaction as an "as-if pooling of interests"
involving the combination of entities under the common control of AZOA. 
Accordingly, all financial data for periods prior to May 31, 1993 were
restated to include the operations of FULICO and all intercompany transactions
were eliminated.

<TABLE>

<CAPTION>
Total  revenues  and net income, before adoption of any changes in accounting,
of the separate companies for the five-months ended May 31, 1993 were:

                                 Allianz Life   FULICO  Combined
                                 -------------  ------  --------
<S>                              <C>            <C>     <C>
Five-months ended May 31, 1993:
     Total revenue               $     309,159  78,814   387,973
      Net income                        19,224  12,944    32,168
</TABLE>


(3)  INVESTMENTS

<TABLE>

<CAPTION>
Investments at December 31, 1995 consist of:

                                                                               Amount
                                                       Amortized   Estimated  shown on
                                                          cost       fair      balance
                                                        or cost      value      sheet
                                                       ----------  ---------  ---------
<S>                                                    <C>         <C>        <C>
Fixed maturities - Available-for-sale:
    U.S. government                                    $  793,311    867,793    867,793
    States and political subdivisions                         469        481        481
    Foreign government                                    254,457    265,797    265,797
    Public utilities                                       32,100     36,728     36,728
    Corporate securities                                  709,906    747,609    747,609
    Mortgage backed securities                            516,538    548,182    548,182
    Collateralized mortgage obligations                    80,949     83,008     83,008
                                                       ----------  ---------  ---------

       Total fixed maturities                          $2,387,730  2,549,598  2,549,598
                                                       ----------  ---------  ---------
Equity securities - Available-for-sale:
    Common stocks:
       Public utilities                                     9,305     10,377     10,377
       Banks, trusts and insurance companies                6,305      7,108      7,108
       Industrial and miscellaneous                       171,163    221,002    221,002
    Nonredeemable preferred stocks                         14,835     15,971     15,971
                                                       ----------  ---------  ---------

       Total equity securities                         $  201,608    254,458    254,458
                                                       ----------  ---------  ---------
<PAGE>


Other investments:
    Mortgage loans on real estate                         203,128  XXXXXXXXX    203,128
    Real estate:
       Investment properties                                8,806  XXXXXXXXX      8,806
       Partnerships                                        11,975  XXXXXXXXX     11,975
    Certificates of deposit and short term securities      31,501  XXXXXXXXX     31,501
    Policy loans                                          104,184  XXXXXXXXX    104,184
    Other long term investments                               650  XXXXXXXXX        650
                                                       ----------  ---------  ---------

       Total other investments                         $  360,244  XXXXXXXXX    360,244
                                                       ----------  ---------  ---------

       Total investments                               $2,949,582  XXXXXXXXX  3,164,300
                                                       ==========  =========  =========
</TABLE>

<TABLE>

<CAPTION>
At December 31, 1995 and 1994, the amortized cost, gross unrealized gains, gross
unrealized losses and estimated fair values of marketable securities are as follows:

                                         Amortized     Gross       Gross     Estimated
                                            cost     unrealized  unrealized    fair
                                          or cost      gains       losses      value
                                         ----------  ----------  ----------  ---------
<S>                                      <C>         <C>         <C>         <C>
1995:
Available-for-sale:
    U.S. government                      $  793,311      74,482           0    867,793
    States and political subdivisions           469          12           0        481
    Foreign government                      254,457      11,613         273    265,797
    Public utilities                         32,100       4,628           0     36,728
    Corporate securities                    709,906      41,746       4,043    747,609
    Mortgage backed securities              516,538      31,644           0    548,182
    Collateralized mortgage obligations      80,949       2,751         692     83,008
                                         ----------  ----------  ----------  ---------
      Total fixed maturities              2,387,730     166,876       5,008  2,549,598
    Equity securities                       201,608      61,753       8,903    254,458
                                         ----------  ----------  ----------  ---------
      Total                              $2,589,338     228,629      13,911  2,804,056
                                         ==========  ==========  ==========  =========
1994:
Held-to maturity:
    Corporate securities                 $   90,615         110       5,166     85,559
                                         ----------  ----------  ----------  ---------
      Total held-to-maturity                 90,615         110       5,166     85,559
                                         ----------  ----------  ----------  ---------
Available-for-sale:
    U.S. government                         495,048          49      31,403    463,694
    States and political subdivisions           519           3          24        498
    Foreign government                       44,818         562       1,886     43,494
    Public utilities                         79,170       1,154         322     80,002
    Corporate securities                  1,099,623       7,034      63,790  1,042,867
    Mortgage backed securities              228,894           0       7,815    221,079
    Collateralized mortgage obligations      57,739           0       3,165     54,574
                                         ----------  ----------  ----------  ---------
      Total fixed maturities              2,005,811       8,802     108,405  1,906,208
    Equity securities                       127,048      18,556      13,892    131,712
                                         ----------  ----------  ----------  ---------
      Total available-for-sale            2,132,859      27,358     122,297  2,037,920
                                         ----------  ----------  ----------  ---------
      Total                              $2,223,474      27,468     127,463  2,123,479
                                         ==========  ==========  ==========  =========
</TABLE>
<PAGE>


The changes in unrealized gains (losses) on fixed maturities
available-for-sale  securities were $261,471 and $(214,245) and the changes in
unrealized  losses on held-to-maturity securities were $0 and $(8,783) for the
years ended December 31, 1995 and 1994, respectively.  The change in
unrealized gains from fixed maturities was $33,645 for the year ended December
31, 1993.

The  changes in unrealized gains (losses) in equity investments, which include
common  stocks  and nonredeemable preferred stocks, and other investments were
$48,186, $(9,587) and $(2,468) for the years ended December 31, 1995, 1994 and
1993, respectively.

<TABLE>

<CAPTION>
The  amortized  cost  and estimated fair value of fixed maturities 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.

                                            Amortized   Estimated
                                               cost     fair value
                                            ----------  ----------
<S>                                         <C>         <C>
Available-for-sale:
    Due in one year or less                 $    3,494       3,552
    Due after one year through five years      282,290     295,698
    Due after five years through ten years   1,252,516   1,337,963
    Due after ten years                        251,943     281,195
    Mortgage backed securities                 597,487     631,190
                                            ----------  ----------

    Totals                                  $2,387,730   2,549,598
                                            ==========  ==========
</TABLE>

Gross gains of $41,962 and $26,848 and gross losses of $14,607 and $26,805
were realized on sales of available-for-sale securities in 1995 and 1994,
respectively; related taxes were $9,574 and $715 in 1995 and 1994,
respectively.  Proceeds from redemptions of held-to-maturity securities
during 1995 and 1994 were $7,022 and $4,342, respectively, with no gain
or loss realized on the transactions.  Proceeds from sales of fixed
maturity securities in 1993 were $666,893.  Gross gains of $25,229 and
gross losses of $2,102 were realized on sales of fixed maturities in 1993;
related taxes were $8,094.

<TABLE>

<CAPTION>
Net realized investment gains (losses) for the respective years ended December
31 are summarized as follows:

                                       1995     1994     1993
                                     --------  -------  -------
 <S>                                 <C>       <C>      <C>
Fixed maturities, at amortized cost  $     0        0   23,127 
Fixed maturities, at market           21,877   (2,712)       0 
Equity securities                      5,478    2,745    5,876 
Mortgage loans                          (687)  (1,667)    (189)
Real estate                            2,530    2,067     (513)
Other                                      4      396       17 
                                     --------  -------  -------
         Net gains before taxes       29,202      829   28,318 

<PAGE>

Tax expense on net realized gains     10,218      352   10,329 
                                     --------  -------  -------

         Net gains after taxes       $18,984      477   17,989 
                                     ========  =======  =======
</TABLE>

In 1995, in conjunction with an expanded marketing agreement, the Company
provided  an  unrelated  insurance  company with $30 million in exchange for a
fifteen year convertible debenture paying 5% interest for the first five years
with  the  interest  rate reset annually thereafter at the one-year LIBOR plus
1%.  If converted, the Company would obtain approximately 10% equity ownership
in the unrelated company.  The Company has no intention of converting the
debenture in the near term.

During 1995 and 1994, the Company entered into mortgage backed security
reverse repurchase transactions ("dollar rolls") with certain securities
dealers.  Under this program, the Company sells certain securities for
delivery in the current month and simultaneously contracts with the same
dealer  to  repurchase  similar,  but not identical, securities on a specified
future date.  The Company gives up the right to receive principal and interest
on the securities sold. As of December 31, 1995 there were no outstanding
amounts  under  the  Company's  dollar roll program.  As of December 31, 1994,
mortgage  backed securities underlying the agreements were carried at a market
value  of  $58,174  and  other liabilities included $58,150 for funds received
under these agreements.  Average balances outstanding were $67,735 and $66,110
and  weighted  average interest rates were 7.4% and 6.5% during 1995 and 1994,
respectively.

During  1995 and 1994 the Company participated in a securities lending program
that  is  administered  by Allianz Investment Corporation (AIC), an affiliated
company.  Under this program, the Company loans U.S. Treasury Notes to
qualified third parties.  The Company obtains collateral for the loan equal to
102  percent  of the estimated market value and accrued interest on the loaned
securities  and  receives a portion of the interest earned on the collateral. 
In  addition,  the  Company  maintains full ownership rights to the securities
loaned, including investment income and has the ability to sell the securities
while they are on loan with the consent of the borrower.  There were no
securities on loan at December 31, 1995.  As of December 31, 1994, the
estimated  market  value of the loaned securities was $110,063, collateralized
by investments in FNMA securities.

<TABLE>

<CAPTION>
Impaired mortgage loans are defined as those where it is probable that amounts
due according to contractual terms, including principal and interest, will not
be collected.  Impaired mortgage loans are measured by the Company at the fair
value  of  collateral.  Interest income on impaired mortgage loans is recorded
on a cash basis.  Below is a summary of impaired mortgage loans as of December
31, 1995.

                              Impaired          Impaired        Total
                           mortgage loans    mortgage loans    impaired
                           with a related   without a related  mortgage
                              allowance         allowance       loans
                           ---------------  -----------------  --------
<S>                        <C>              <C>                <C>
Balance                    $         9,210              8,541    17,751

Related allowance                    3,580                  -     3,580
                           ---------------  -----------------  --------

Balance, net of allowance  $         5,630              8,541    14,171
                           ===============  =================  ========
</TABLE>
<PAGE>


<TABLE>

<CAPTION>
Below is a summary of interest income on impaired mortgage loans.

                                                                      1995
                                                                     -------
<S>                                                                  <C>
Average impaired mortgage loans                                      $19,671

Total interest income on impaired mortgage loans                       1,100

Interest income on impaired mortgage loans recorded on a cash basis    1,100
</TABLE>

<TABLE>

<CAPTION>
The  valuation allowances at December 31, 1995, 1994 and 1993 and the changes in the
allowance for the years then ended are summarized as follows:

                                                     Writedowns
                             Beginning   Charged to  Charged to                End
                              of year    Operations  Allowance   Recoveries  of year
                             ----------  ----------  ----------  ----------  -------
<S>                          <C>         <C>         <C>         <C>         <C>
December 31, 1995:
  Mortgage loans             $   11,552         914           0       1,979   10,487
  Investment in real estate       1,550           0           0       1,550        0
                             ----------  ----------  ----------  ----------  -------
 Total valuation allowance   $   13,102         914           0       3,529   10,487
                             ==========  ==========  ==========  ==========  =======

December 31, 1994:
  Mortgage loans             $   11,552       1,598           0       1,598   11,552
  Investment in real estate       1,550           0           0           0    1,550
                             ----------  ----------  ----------  ----------  -------
Total valuation allowance    $   13,102       1,598           0       1,598   13,102
                             ==========  ==========  ==========  ==========  =======

December 31, 1993:
  Mortgage loans             $   13,602           0           0       2,050   11,552
  Investment in real estate       1,854         973           0       1,277    1,550
                             ----------  ----------  ----------  ----------  -------
Total valuation allowance    $   15,456         973           0       3,327   13,102
                             ==========  ==========  ==========  ==========  =======
</TABLE>

<TABLE>

<CAPTION>
Major categories of net investment income for the respective years ended
December 31 are:

                                           1995     1994     1993
                                         --------  -------  -------
 <S>                                     <C>       <C>      <C>
Interest:
    Fixed maturities, at amortized cost  $  6,284    6,966  142,814
    Fixed maturities, at market           158,421  141,611        0
    Mortgage loans                         16,125   13,706   12,764
    Policy loans                            6,688    6,329    6,404
    Short-term investments                  7,182    3,012    4,159
<PAGE>

Dividends:
    Preferred stock                           581      495      231
    Common stock                            3,204    2,673    2,496
Rental income on real estate                2,781    3,135    2,540
Interest on assets held by reinsurers      10,445   10,470   10,074
Other                                         833      577    1,131
                                         --------  -------  -------
         Total investment income          212,544  188,974  182,613

Investment expenses                        11,386    7,683    7,782
                                         --------  -------  -------

         Net investment income           $201,158  181,291  174,831
                                         ========  =======  =======
</TABLE>


(4)  SUMMARY TABLE OF FAIR VALUE DISCLOSURES

<TABLE>

<CAPTION>

                                                1995        1995        1994        1994
                                             ----------  ----------  ----------  ----------
                                              Carrying      Fair      Carrying      Fair
                                               Amount      Value       Amount      Value
                                             ----------  ----------  ----------  ----------
<S>                                          <C>         <C>         <C>         <C>
Financial assets
- -------------------------------------------                                                
    Fixed maturities, at amortized cost:
        Corporate securities                 $        0  $        0  $   90,615  $   85,559
    Fixed maturities, at market:
        U.S. Government                         867,793     867,793     463,694     463,694
        States and political subdivisions           481         481         498         498
        Foreign governments                     265,797     265,797      43,494      43,494
        Public utilities                         36,728      36,728      80,002      80,002
        Corporate securities                    747,609     747,609   1,042,867   1,042,867
        Mortgage backed securities              548,182     548,182     221,079     221,079
        Collateralized mortgage obligations      83,008      83,008      54,574      54,574
    Equity securities                           254,458     254,458     131,712     131,712
    Mortgage loans                              203,128     212,766     163,099     162,903
    Short term investments                       31,501      31,501     155,307     155,307
    Policy loans                                104,184     104,184     101,899     101,899
    Other long term investments                     650         650       1,117       1,117
    Receivables                                 124,700     124,700     111,874     111,874
    Separate accounts assets                  8,402,003   8,402,003   6,965,755   6,965,755

Financial liabilities
- -------------------------------------------                                                
    Investment contracts                      3,063,100   2,542,260   2,753,304   2,319,872
    Separate account liabilities              8,402,003   8,181,725   6,965,755   6,715,730
</TABLE>

See Note 1 "Summary of Significant Accounting Policies" for description of the
methods and significant assumptions used to estimate fair values.


(5)  RECEIVABLES

<TABLE>

<CAPTION>
<PAGE>

Receivables at December 31 consist of the following:

                                     1995     1994
                                   --------  -------
 <S>                               <C>       <C>
Premiums due                       $ 83,695   76,840
Agents balances                       7,236    7,299
Related party receivables               922    1,042
Reinsurance commission receivable    16,693   13,723
Scholarship enrollment fees           6,822    6,753
Due from administrators               6,149    2,735
Other                                 3,183    3,008
                                   --------  -------

    Total receivables              $124,700  111,400
                                   ========  =======
</TABLE>


(6)  ACCIDENT AND HEALTH CLAIMS RESERVES

Accident and health claims reserves are based on long-range projections
subject  to  uncertainty.   Uncertainty regarding reserves of a given accident
year  is  gradually  reduced  as new information emerges each succeeding year,
thereby allowing more reliable re-evaluations of such reserves.  While
management believes that reserves as of December 31, 1995 are adequate,
uncertainties  in  the  reserving process could cause such reserves to develop
favorably  or  unfavorably  in  the near term as new or additional information
emerges.    Any adjustments to reserves are reflected in the operating results
of  the periods in which they are made.  Movements in reserves which are small
relative to the amount of such reserves could significantly impact future
reported earnings of the Company.

<TABLE>

<CAPTION>
Activity  in  the  accident and health claims reserves, exclusive of long term
care,  hospital  indemnity and AIDS reserves of $18,858, $11,149 and $8,742 in
1995, 1994 and 1993, respectively, is summarized as follows:

                                                   1995       1994      1993
                                                 ---------  --------  --------
 <S>                                             <C>        <C>       <C>
Balance at January 1, net of reinsurance
   recoverables of $96,090, $86,551 and $91,303  $185,028   170,123   168,872 

Incurred related to:
   Current year                                   242,024   230,995   226,815 
   Prior years                                     (9,163)   (7,290)   (8,432)
                                                 ---------  --------  --------
Total incurred                                    232,861   223,705   218,383 
                                                 ---------  --------  --------

Paid related to:
   Current year                                   100,165    82,338    84,172 
   Prior years                                    125,920   126,462   132,960 
                                                 ---------  --------  --------
Total paid                                        226,085   208,800   217,132 
                                                 ---------  --------  --------

Balance at December 31, net of reinsurance
   recoverables of $99,292, $96,090 and $86,551  $191,804   185,028   170,123 
                                                 =========  ========  ========
</TABLE>

There were no significant adjustments to accident and health claim liabilities
resulting from changes in estimates of benefits related to prior years.
<PAGE>



(7)  REINSURANCE

In  the  normal course of business, the Company seeks to limit its exposure to
loss on any single insured and to recover a portion of benefits paid by ceding
risks  under excess coverage and coinsurance contracts.  The Company retains a
maximum of $1 million coverage per individual life.

Reinsurance contracts do not relieve the Company from its obligations to
policyholders.   Failure of reinsurers to honor their obligations could result
in losses to the Company; consequently, allowances are established for amounts
deemed  uncollectible.    The Company evaluates the financial condition of its
reinsurers and monitors concentrations of credit risk to minimize its exposure
to significant losses from reinsurer insolvencies.

Included in reinsurance receivables at December 31, 1995 are $873,724, $67,819
and $148,319 recoverable from insurers who, as of December 31, 1995, were
rated  A+, A+ and B++, respectively by Best's Insurance Reports.  A contingent
liability  exists  to  the  extent that the Company's reinsurers are unable to
meet their contractual obligations. Management is of the opinion that no
liability will accrue to the Company with respect to this contingency.

<TABLE>

<CAPTION>
Life insurance, annuities and accident and health business assumed from and ceded to other
companies is as follows:

                                                                                  Percentage
                                                Assumed      Ceded                 of amount
                                     Gross     from other  to other      Net        assumed
Year ended                          amount     companies   companies    amount      to net
- --------------------------------  -----------  ----------  ---------  ----------  -----------
<S>                               <C>          <C>         <C>        <C>         <C>
December 31, 1995:
Life insurance In force           $39,601,531  28,790,199  6,884,645  61,507,085        46.8%
                                  -----------  ----------  ---------  ----------  -----------
Premiums:
   Life insurance                     242,704     108,102     40,291     310,515        34.8%
   Annuities                          145,994       1,117     10,376     136,735         0.8%
   Accident and health insurance      361,290     165,769    172,559     354,500        46.8%
                                  -----------  ----------  ---------  ----------  -----------
     Total premiums                   749,988     274,988    223,226     801,750        34.3%
                                  ===========  ==========  =========  ==========  ===========
December 31, 1994:
Life insurance In force           $39,789,859  24,411,513  6,893,030  57,308,342        42.6%
                                  -----------  ----------  ---------  ----------  -----------
Premiums:
   Life insurance                     230,241      96,308     35,578     290,971        33.1%
   Annuities                          119,045       1,195      6,806     113,434         1.1%
   Accident and health insurance      388,759     158,749    201,824     345,684        45.9%
                                  -----------  ----------  ---------  ----------  -----------
     Total premiums                   738,045     256,252    244,208     750,089        34.2%
                                  ===========  ==========  =========  ==========  ===========
December 31, 1993:
Life insurance In force           $39,784,564  21,861,833  6,297,943  55,348,454        39.5%
                                  -----------  ----------  ---------  ----------  -----------
Premiums:
   Life insurance                     220,287      85,433     42,323     263,397        32.4%
   Annuities                           68,713         870      6,633      62,950         1.4%
   Accident and health insurance      365,894     142,891    153,948     354,837        40.3%
                                  -----------  ----------  ---------  ----------  -----------
     Total premiums                   654,894     229,194    202,904     681,184        33.6%
                                  ===========  ==========  =========  ==========  ===========
</TABLE>
<PAGE>


Of  the  amounts  ceded to others, the Company ceded life insurance inforce of
$182,638,  $86,055  and $30,841 in 1995, 1994 and 1993, respectively, and life
insurance premiums earned of $641, $203 and $98 in 1995, 1994 and 1993,
respectively,  to  its ultimate parent Allianz Aktiengesellshaft.  The Company
also ceded accident and health premiums earned to Allianz Aktiengesellshaft of
$(7,520), $12,256 and $8,966 in 1995, 1994 and 1993.

In addition to the above transactions, the Company ceded a portion of its
mortality risk associated with the variable annuity product to Allianz
Aktiengesellshaft.  The Company recorded a recoverable on future policy
benefit reserves of $930 as of December 31, 1995.


(8)  INCOME TAXES

INCOME TAX EXPENSE

<TABLE>

<CAPTION>
Total income tax expense (benefit) for the years ended December 31 are as follows:

                                                                  1995      1994      1993
                                                                --------  --------  --------
 <S>                                                            <C>       <C>       <C>
Income tax expense attributable to operations:
   Current tax expenses                                         $ 12,993    5,098    30,215 
                                                                --------  --------  --------

   Deferred tax (benefit) expense                                 25,772   16,053   (10,847)
   Benefit of operating loss carryforwards                             0        0     3,406 
   Adjustment of deferred tax assets and
      liabilities for enacted change in tax rates                      0        0       945 
                                                                --------  --------  --------

      Total deferred tax (benefit) expense                        25,772   16,053    (6,496)
                                                                --------  --------  --------

Total income tax expense attributable to operations               38,765   21,151    23,719 

Income tax effect on equity:
   Income tax allocated to cumulative effect of
      adoption of SFAS No. 106                                         0        0    (2,064)
   Income tax allocated to stockholder's equity:
      Adoption of SFAS No. 115                                         0   40,312         0 
      Attributable to unrealized gains and losses for the year   108,559  (79,201)       62 
                                                                --------  --------  --------

Total income tax effect on equity                               $147,324  (17,738)   21,717 
                                                                ========  ========  ========
</TABLE>

COMPONENTS OF INCOME TAX EXPENSE

<TABLE>

<CAPTION>
Income tax expense computed at the statutory rate of 35% in 1995, 1994 and 1993,
varies  from  tax  expense  reported in the Consolidated Statements of Income for the
respective years ended December 31 as follows:

<PAGE>

                                                             1995     1994     1993
                                                           --------  -------  -------
  <S>                                                      <C>       <C>      <C>
Income tax expense computed at the statutory rate          $44,087   26,819   28,125 
Dividends received deductions and tax-exempt interest       (5,430)  (3,967)  (2,189)
Foreign tax                                                   (464)     (79)  (1,324)
Interest on tax deficiency                                     408     (716)     528 
Impact of statutory rate change on deferred tax liability        0        0      945 
Utilization of net operating loss and alternative
     minimum tax credits                                         0        0   (2,549)
Other                                                          164     (906)     183 
                                                           --------  -------  -------

         Income tax expense as reported                    $38,765   21,151   23,719 
                                                           ========  =======  =======
</TABLE>

COMPONENTS OF DEFERRED TAX ASSETS AND LIABILITIES ON THE BALANCE SHEET

<TABLE>

<CAPTION>
Tax  effects  of  temporary differences giving rise to the significant components of the
net deferred tax liability at December 31 are as follows:

                                                                         1995     1994
                                                                       --------  -------
 <S>                                                                   <C>       <C>
Deferred tax assets:
    Provision for post retirement benefits                             $  1,936    1,885
    Allowance for uncollectible accounts                                  2,283    2,961
    Policy reserves                                                     175,963  188,602
    Unrealized losses on investments in available for sale securities         0   35,584
                                                                       --------  -------
        Total deferred tax assets                                       180,182  229,032
                                                                       --------  -------

Deferred tax liabilities:
    Deferred acquisition costs                                          234,393  229,577
    Net unrealized gain                                                  72,975        0
    Other                                                                12,988    5,262
                                                                       --------  -------
        Total deferred tax liabilities                                  320,356  234,839
                                                                       --------  -------

Net deferred tax liability                                             $140,174    5,807
                                                                       ========  =======
</TABLE>

Although  realization is not assured, the Company believes it is not necessary
to  establish  a  valuation allowance for the deferred tax asset as it is more
likely  than  not  the deferred tax asset will be realized principally through
future  reversals of existing taxable temporary differences and future taxable
income.   The amount of the deferred tax asset considered realizable, however,
could be reduced in the near term if estimates of future reversals of existing
taxable temporary differences and future taxable income are reduced.

As of December 31, 1995, the Company had no tax loss carryforwards or
alternative minimum tax credits.

The  Company  files a consolidated federal income tax return with AZOA and all
of  its  wholly  owned subsidiaries. The consolidated tax allocation agreement
stipulates  that  each company participating in the return will bear its share
of the tax liability pursuant to United States Treasury Department
regulations.    The  Company  and each of its insurance subsidiaries generally
will be paid for the tax benefit on their losses, and any other tax
attributes,  to  the  extent  they could have obtained a benefit against their
<PAGE>

post-1990  separate  return  taxable  income or tax.  Income taxes paid by the
Company were $14,865, $15,162 and $28,465 in 1995, 1994 and 1993,
respectively.  At December 31, 1995 and 1994 the Company has a tax recoverable
from  AZOA of $3,257 and $5,095 and a recoverable from Revenue Canada Taxation
of $690 and a payable to Revenue Canada Taxation of $1,301, respectively.


(9)  RELATED PARTY TRANSACTIONS

In  November  1995,  the Company purchased the 400 non-voting common shares in
its subsidiary, Canadian American Financial Corporation from AZOA for $7,903. 
The acquisition of the shares increased the Company's equity ownership in both
voting and non-voting common stock  to 100%.

As  of  December 31, 1995 and 1994, Allianz Real Estate (AzRE), a wholly owned
subsidiary of AZOA, owned 100% of the stock or was a limited partner of
certain  entities  whose  assets  include mortgage loans issued by the Company
amounting to $6,245 and $12,100, respectively.  Included in the mortgage loans
are properties originally foreclosed upon by the Company of which the balances
at December 31, 1995 and 1994 are $1,650 and $4,575, respectively.

Allianz Investment Corporation (AIC) manages the Company's investment
portfolio.    The Company paid AIC $1,024, $1,285 and $1,207 in 1995, 1994 and
1993,  respectively, for investment advisory fees.  The Company's liability to
AIC was $377 and $0 at December 31, 1995 and 1994, respectively.

The  Company  shares a data center with affiliated insurance companies.  Usage
charges  paid to the data center by the Company were $3,752, $4,228 and $4,715
in 1995, 1994 and 1993, respectively.  The Company's liability for data center
charges was $337 and $457 at December 31, 1995 and 1994, respectively.

The Company reimbursed AZOA $738, $817 and $339 in 1995, 1994 and 1993,
respectively,  for  certain  administrative services performed.  The Company's
liability to AZOA was $528 and $264 at December 31, 1995 and 1994,
respectively.

In  June  1994,  the  Company authorized 200 million shares of preferred stock
with  a par value of $1 per share.  This preferred stock is issuable in series
with  the  number of shares, redemption rights and dividend rate designated by
the  Board  of  Directors for each series.  Dividends are cumulative at a rate
reflective  of  prevailing  market conditions at time of issue and are payable
semiannually.  Dividend payments are restricted by provisions in State of
Minnesota  statutes.  In  June  1994, the Company issued 25 millions shares of
Series A preferred stock with a dividend rate of 6.4% to AZOA for $25,000.  In
December  1994,  the  Company  issued 15 millions shares of Series B preferred
stock  with  a  dividend rate of 6.95% to AZOA for $15,000.  In December 1995,
the  Company redeemed and canceled the 15 million shares of Series B preferred
stock issued to AZOA.  There are currently 25 million shares of Series A
preferred stock issued and outstanding.

In  1995  and 1994, AZOA contributed additional capital to the Company of $594
and $5,190, respectively.


(10)  EMPLOYEE BENEFIT PLANS

The Company participates in the Allianz Primary Retirement Plan (Primary
Retirement Plan), a defined contribution plan.  The Company makes
contributions to a money purchase pension plan on behalf of eligible
participants.  All employees, excluding agents, are eligible to participate in
the  Primary Retirement Plan after two years of service. The contributions are
based  on a percentage of the participant's salary with the participants being
100% vested upon eligibility. It is the Company's policy to fund the plan
costs  as  accrued.  Total pension contributions were $860, $918 and $1,363 in
1995, 1994 and 1993, respectively.

<PAGE>

The Company participates in the Allianz Asset Accumulation Plan (Allianz
Plan),  a  defined contribution plan sponsored by AZOA. Under the Allianz Plan
provisions,  the  Company  will  match from 50% to 100% of eligible employees'
contributions up to a maximum of 6% of a participant's compensation.  The
total  Company  match for 1995, 1994 and 1993 Plan participants was 100%.  All
employees,  excluding  agents,  are  eligible to participate after one year of
service and are fully vested in the Company's matching contribution after
three  years  of service. The Allianz Plan will accept participants' pretax or
after-tax contributions up to 15% of the participant's compensation. It is the
Company's  policy  to  fund the Allianz Plan costs as accrued. The Company has
accrued $1,188, $1,266 and $1,270 in 1995, 1994 and 1993, respectively, toward
planned contributions.

The  Company  sponsors an asset accumulation plan for field agents.  Under the
Plan provisions, the Company will match 100% of eligible agents' contributions
up to a maximum of 3% of a participant's compensation. The Plan accepts
participant's  pretax  or  after  tax contributions up to 10% of participant's
compensation.  It  is the Company's policy to fund the Plan costs as accrued. 
In 1995, the Company discontinued support of its individual agency field force
and  suspended  contributions  to the Plan as of January 1, 1996.  Also during
1995, participation in the Plan decreased significantly resulting in a partial
plan termination whereby participants as of January 1, 1995 became fully
vested  in the Plan.  The Company has no intention to fully terminate the Plan
in the near term.  Total Company contributions to the Plan were $118, $386 and
$319 in 1995, 1994 and 1993, respectively.

The  Company  adopted  SFAS  No. 106, effective January 1, 1993 which requires
benefits  paid  to  retirees, other than pension benefits, to be accrued.  The
transition  obligation  associated with this adoption was $4,006, which is net
of  a $2,064 tax benefit.  The Company's current plan obligation is $5,532 and
the  liability  is included in "Other liabilities" in the accompanying balance
sheet.


(11)  STATUTORY FINANCIAL DATA AND DIVIDEND RESTRICTIONS

Statutory  accounting  is  directed  toward insurer solvency and protection of
policyholders.    Accordingly,  certain items recorded in financial statements
prepared under GAAP are excluded in determining statutory policyholders'
surplus.  These items include, among other, deferred acquisition costs,
furniture and fixtures, accident and health premiums receivable which are more
than 90 days past due, deferred taxes and undeclared dividends to
policyholders.   Additionally, future life policy and annuity benefit reserves
calculated for statutory accounting do not include provisions for withdrawals.

<TABLE>

<CAPTION>
The differences between stockholder's equity and net income reported in accordance with statutory
accounting  practices  and  the accompanying consolidated financial statements as of and for the year ended
December 31 are as follows:

                                             Stockholder's   Stockholder's     Net        Net        Net
                                                equity           equity       Income    Income     Income
                                            ---------------  --------------  --------  ---------  ---------
                                                 1995             1994         1995      1994       1993
                                            ---------------  --------------  --------  ---------  ---------
<S>                                         <C>              <C>             <C>       <C>        <C>
Statutory basis                             $      299,186         294,334    11,565      6,895        657 
Adjustments:
  Change in reserve basis                         (211,678)       (339,283)  (43,642)  (109,473)  (138,864)
  Deferred acquisition costs                       826,994         798,442    28,552    132,090    253,240 
  Net deferred taxes                              (140,174)         (5,807)  (25,772)   (16,053)     6,496 
  Statutory asset valuation reserve                100,462          59,169         0          0          0 
  Statutory interest maintenance reserve            25,061          16,305     8,756     (4,768)    11,178 
  Modified coinsurance reinsurance                (119,178)        (51,947)  104,222     44,920    (75,611)
<PAGE>

  Unrealized gains (losses) on investments         163,237         (99,408)        0          0          0 
  Nonadmitted assets                                 1,471           2,302         0          0          0 
  Cumulative effect of accounting changes                0               0         0          0     26,875 
  Other                                              5,813           5,338     3,516      1,864       (461)
                                            ---------------  --------------  --------  ---------  ---------

   As reported in the accompanying
    consolidated financial statements       $      951,194         679,445    87,197     55,475     83,510 
                                            ===============  ==============  ========  =========  =========
</TABLE>

The Company is required to meet minimum statutory capital and surplus
requirements.  The  Company's statutory capital and surplus as of December 31,
1995  and  1994 was in compliance with these requirements.  The maximum amount
of dividends which can be paid by Minnesota insurance companies to
stockholders without prior approval of the Commissioner of Commerce is subject
to restrictions relating to statutory earned surplus, also known as unassigned
funds.  Unassigned funds are determined in accordance with the accounting
procedures and practices governing preparation of the statutory annual
statement, minus 25% of earned surplus attributable to unrealized capital
gains.  In accordance with Minnesota Statutes, the Company may declare and pay
from  its  surplus,  cash dividends of not more than the greater of 10% of its
beginning of the year statutory surplus in any year, or the net gain from
operations of the insurer, not including realized gains, for the 12-month
period ending the 31st day of the next preceding year. In 1995 and 1994,
respectively,  the  Company paid dividends on preferred stock in the amount of
$2,651  and $413, respectively to AZOA.  Dividends of $23,433 could be paid in
1996 without prior approval of the Commissioner of Commerce.

REGULATORY RISK BASED CAPITAL

<TABLE>

<CAPTION>
An insurance enterprise's state of domicile imposes minimum risk-based capital
requirements that were developed by the National Association of Insurance
Commissioners  (NAIC).   The formulas for determining the amount of risk-based
capital specify various weighting factors that are applied to financial
balances or various levels of activity based on the perceived degree of risk. 
Regulatory  compliance  is determined by a ratio of an enterprise's regulatory
total  adjusted capital to its authorized control level risk-based capital, as
defined  by  the NAIC.  Enterprises below specific triggerpoints or ratios are
classified  within certain levels, each of which requires specified corrective
action.  The levels and ratios are as follows:

                           Ratio of total adjusted capital to
                          authorized control level risk-based
Regulatory Event            Capital (less than or equal to)
- ------------------------  ------------------------------------
<S>                       <C>
Company action level         2 (or 2.5 with negative trends)
Regulatory action level                    1.5
Authorized control level                    1
Mandatory control level                    0.7
</TABLE>

The Company met the minimum risk-based capital requirements for the years
ended December 31, 1995 and 1994.

<PAGE>

PERMITTED STATUTORY ACCOUNTING PRACTICES

The  Company  is  required to file annual statements with insurance regulatory
authorities  which are prepared on an accounting basis prescribed or permitted
by  such  authorities.    Currently, prescribed statutory accounting practices
include  state laws, regulations, and general administrative rules, as well as
a variety of publications of the NAIC.  Permitted statutory accounting
practices  encompass  all  accounting  practices that are not prescribed; such
practices differ from state to state, may differ from company to company
within a state, and may change in the future.  The NAIC currently has a
project underway to codify statutory accounting practices, the result of which
is expected to constitute the only source of "prescribed" statutory accounting
practices.    Accordingly,  that  project will likely change the definition of
what comprises prescribed versus permitted statutory accounting practices, and
may  result  in  changes to existing accounting policies insurance enterprises
use  to  prepare  their  statutory financial statements.  The Company does not
currently use permitted statutory accounting practices which have a
significant impact on its statutory financial statements.


(12)  COMMITMENTS AND CONTINGENCIES

The Company and its subsidiaries are involved in various pending or threatened
legal  proceedings arising from the conduct of their business.  In the opinion
of management, the ultimate resolution of such litigation will not have a
material adverse effect on the consolidated financial position of the Company.

The Company is contingently liable for possible future assessments under
regulatory requirements pertaining to insolvencies and impairments of
unaffiliated  insurance  companies.    Provision has been made for assessments
currently received and assessments anticipated for known insolvencies.


(13)  FOREIGN CURRENCY TRANSLATION

<TABLE>

<CAPTION>
The net assets of the Company's foreign operations are translated into U.S.
dollars  using exchange rates in effect at each year end.  Translation adjustments
arising  from  differences in exchange rates from period to period are included in
the  accumulated  foreign  currency  translation adjustment reported as a separate
component of stockholder's equity.  An analysis of this account for the respective
years ended December 31 follows:

                                                          1995     1994     1993
                                                        --------  -------  -------
  <S>                                                   <C>       <C>      <C>
Beginning amount of cumulative translation adjustments  $(3,787)  (2,708)  (1,835)
                                                        --------  -------  -------

Aggregate adjustment for the period resulting from
    translation adjustments                                 511   (1,659)  (1,746)
Amount of income tax benefit for period related to
    aggregate adjustment                                   (179)     580      873 
                                                        --------  -------  -------
    Net aggregate translation included in equity            332   (1,079)    (873)
                                                        --------  -------  -------

Ending amount of cumulative translation adjustments     $(3,455)  (3,787)  (2,708)
                                                        ========  =======  =======

Canadian foreign exchange rate at end of year            0.7329   0.7129   0.7554 
</TABLE>


<PAGE>

(14)  SUPPLEMENTARY INSURANCE INFORMATION

<TABLE>

<CAPTION>
The following table summarizes certain financial information by line of business for 1995, 1994 and 1993:

                As         of      December     31        For       the      year       ended    December      31
             ---------  ---------  --------  --------  ---------  -------  ---------  ---------  ---------  ---------
                                                                                      Amortiz-
                         Future                         Premium            Benefits,    ation
                         policy               Other     revenue             claims       of
             Deferred   benefits,             policy      and               losses,   deferred
              policy     losses,              claims     other      Net       and      policy
              acquis-    claims                and     contract   invest-   settle-    acquis-     Other    Premiums
               ition    and loss   Unearned  benefits  consider-   ment      ment       ition    operating   written
               costs     expense   premiums  payable    ations    income   expenses   costs (a)  expenses      (b)
             ---------  ---------  --------  --------  ---------  -------  ---------  ---------  ---------  ---------
<S>          <C>        <C>        <C>       <C>       <C>        <C>      <C>        <C>        <C>        <C>
1995:
Life         $ 179,915  1,088,964     5,493    62,660    310,514   83,741    239,287     8,475     124,415
Annuities      629,515  2,601,943         0       580    136,736   98,214     89,321   (34,235)    137,000
Accident
 and health     17,564          0    28,688   308,658    354,500   19,203    249,232    (2,792)    105,615
             ---------  ---------  --------  --------  ---------  -------  ---------  ---------  ---------           

             $ 826,994  3,690,907    34,181   371,898    801,750  201,158    577,840   (28,552)    367,030
             =========  =========  ========  ========  =========  =======  =========  =========  =========           

1994:
Life         $ 188,390  1,022,537     6,012    63,728    290,971   78,100    228,383     6,889     114,767
Annuities      595,280  2,304,560         0       360    113,434   86,168     88,100  (140,776)    210,933
Accident
 and health     14,772          0    34,364   291,323    345,684   17,023    236,614     1,797     121,645
             ---------  ---------  --------  --------  ---------  -------  ---------  ---------  ---------           

             $ 798,442  3,327,097    40,376   355,411    750,089  181,291    553,097  (132,090)    447,345
             =========  =========  ========  ========  =========  =======  =========  =========  =========           

1993:
Life         $ 195,279    989,309     7,389    57,763    263,397   80,422    206,157   (10,925)    186,457
Annuities      454,504  1,986,801         0       578     62,950   78,674     86,227  (243,113)    191,783
Accident
 and health     16,569          0    34,181   264,583    354,837   15,735    241,443       804     154,493
             ---------  ---------  --------  --------  ---------  -------  ---------  ---------  ---------           

             $ 666,352  2,976,110    41,570   322,924    681,184  174,831    533,827  (253,234)    532,733
             =========  =========  ========  ========  =========  =======  =========  =========  =========           
</TABLE>

(a)  Represents the net change in deferred policy acquisition cost reported in
     the income statement.

(b)  Premiums written are not applicable for life insurance companies.
<PAGE>


                                 APPENDIX A

                        ILLUSTRATION OF POLICY VALUES

The  following tables illustrate how Account Values, Cash Surrender Values and
death benefits of a Policy change with the investment experience of the
Sub-Accounts.  The Account Values, Cash Surrender Values and death benefits in
the  tables  take into account all charges and deductions against the Policy. 
These  tables assume that the cost of insurance rates for the Policy are based
on the current and guaranteed rates appropriate to the class indicated.  These
tables  also  assume  that a $100,000 single premium is paid.  For premiums of
other than $100,000, the tables shown can be adjusted (i.e. for a $10,000
premium,  multiply  the attached tables by $10,000 divided by 100,000 or for a
$200,000 premium, multiply the attached tables by 200,000 divided by 100,000).
These tables all assume that the Insured is in the most favorable risk
status,  i.e.,  Non-Smoker.  For Insureds who are classified as Smoker or less
favorable  risk  status, the cost of insurance will be greater and thus Policy
values will be less given the same assumed hypothetical gross annual
investment rates of return.

Gross  investment  returns  of  0%, 6% and 12% are assumed to be level for all
years  shown.    The values would be different if the rates of return averaged
0%,  6%  and 12% over the period of years but fluctuated above and below those
averages during individual years.

The values shown reflect the fact that the net investment return of the
Sub-Accounts  is  lower than the gross investment return on the assets held in
the  Funds  because of the charges levied against the Sub-Accounts.  The daily
investment advisory fee is assumed to be equivalent to an annual rate of 0.50%
of the net assets of the Fund of the Trust (which is the average of the
investment  advisory  fees  assessed the Trust in 1995 weighted by Sub-Account
value  as  of  12/31/95).   The values also assume that each Fund of the Trust
will incur  expenses annually which are assumed to be 0.03% of the average net
assets of the Fund.  This is the average in 1995, weighted by Sub-Account
value  as  of  12/31/95.   The Sub-Accounts will be assessed for mortality and
expense  risks  at  an annual rate of 0.60% of the average daily net assets of
the  Sub-Account and for administrative expenses at an annual rate of 0.15% of
the  average daily net assets of the Sub-Account.  After taking these expenses
and  charges into consideration, the illustrated gross annual investment rates
of 0%, 6% and 12% are equivalent to net rates of -1.27%, 4.65% and 10.58%.

The  Company deducts the cost of insurance for a Policy Processing Period from
the  Account  Values.    The cost of insurance rate is based on the sex (where
permitted  by  state  law),  attained age and rate class of the Insured.

Upon request, the  Company  will  provide a comparable illustration based upon
the attained age, sex (where permitted by state law) and rate class of the
proposed Insured and for the face amount or premium requested.


ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA         DESIGNED FOR: JANE DOE
MINNEAPOLIS, MINNESOTA                         PREPARED BY: ANY REPRESENTATIVE

                              FRANKLIN VALUEMARK
                    SINGLE PREMIUM VARIABLE LIFE INSURANCE
                      FEMALE NON-SMOKER SIMPLIFIED ISSUE

Initial Face Amount:       $448,956        Single Premium:      $100,000
Issue age:                       35        State:                     MN
<TABLE>

<CAPTION>
      Summary of end of year values assuming 0.00% gross rate of return.
            This illustration is based on CURRENT mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER   DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE    BENEFIT
- ------  -------  --------  ------  -------  ---------  -------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0   97,626     91,326  448,956
2             0  110,250        0   95,253     89,653  448,956
3             0  115,762        0   92,877     87,977  448,956
4             0  121,550        0   90,493     86,293  448,956
5             0  127,628        0   88,099     84,599  448,956
10            0  162,889        0   75,822     75,822  448,956
15            0  207,892        0   66,235     66,235  448,956
20            0  265,329        0   54,925     54,925  448,956
25            0  338,635        0   40,880     40,880  448,956
30            0  432,194        0   22,090     22,090  448,956

</TABLE>

<TABLE>

<CAPTION>
      Summary of end of year values assuming 0.00% gross rate of return.
           This illustration is based on GUARANTEED mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER   DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE    BENEFIT
- ------  -------  --------  ------  -------  ---------  -------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0   97,492     91,192  448,956
2             0  110,250        0   94,977     89,377  448,956
3             0  115,762        0   92,448     87,548  448,956
4             0  121,550        0   89,901     85,701  448,956
5             0  127,628        0   87,333     83,833  448,956
10            0  162,889        0   73,953     73,953  448,956
15            0  207,892        0   62,808     62,808  448,956
20            0  265,329        0   49,198     49,198  448,956
25            0  338,635        0   31,701     31,701  448,956
30            0  432,194        0    7,454      7,454  448,956

</TABLE>
IT  IS  EMPHASIZED THAT THE ASSUMED INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE  ARE  ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN.  ACTUAL RATES OF RETURN MAY BE MORE
OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT  ALLOCATIONS  MADE  BY AN OWNER AND RATES OF RETURN FOR THE FUNDS. 
THE  DEATH  BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD
BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL GROSS RATES OF RETURN AVERAGED THE
RATE  SHOWN  ABOVE OVER A PERIOD OF YEARS, BUT FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES  FOR  INDIVIDUAL POLICY YEARS.  NO REPRESENTATIONS CAN BE MADE BY THE
COMPANY OR THE TRUST THAT THIS ASSUMED INVESTMENT RATE OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.


ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA         DESIGNED FOR: JANE DOE
MINNEAPOLIS, MINNESOTA                         PREPARED BY: ANY REPRESENTATIVE

                              FRANKLIN VALUEMARK
                    SINGLE PREMIUM VARIABLE LIFE INSURANCE
                      FEMALE NON-SMOKER SIMPLIFIED ISSUE

Initial Face Amount:       $448,956        Single Premium:      $100,000
Issue age:                       35        State:                     MN
<TABLE>

<CAPTION>
      Summary of end of year values assuming 6.00% gross rate of return.
            This illustration is based on CURRENT mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER   DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE    BENEFIT
- ------  -------  --------  ------  -------  ---------  -------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0  103,530     97,230  469,376
2             0  110,250        0  107,196    101,596  474,199
3             0  115,762        0  110,998    106,098  478,859
4             0  121,550        0  114,942    110,742  482,288
5             0  127,628        0  119,029    115,529  487,802
10            0  162,889        0  141,741    141,741  508,388
15            0  207,892        0  172,678    172,678  528,329
20            0  265,329        0  209,528    209,528  549,365
25            0  338,635        0  253,212    253,212  572,007
30            0  432,194        0  304,622    304,622  595,472

</TABLE>

<TABLE>

<CAPTION>
      Summary of end of year values assuming 6.00% gross rate of return.
           This illustration is based on GUARANTEED mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER   DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE    BENEFIT
- ------  -------  --------  ------  -------  ---------  -------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0  103,390     97,090  468,698
2             0  110,250        0  106,900    101,300  472,818
3             0  115,762        0  110,529    105,629  476,743
4             0  121,550        0  114,281    110,081  479,411
5             0  127,628        0  118,156    114,656  484,116
10            0  162,889        0  139,428    139,428  500,091
15            0  207,892        0  168,172    168,172  514,542
20            0  265,329        0  201,764    201,764  529,007
25            0  338,635        0  240,758    240,758  543,872
30            0  432,194        0  285,558    285,558  558,205

</TABLE>
IT  IS  EMPHASIZED THAT THE ASSUMED INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE  ARE  ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN.  ACTUAL RATES OF RETURN MAY BE MORE
OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT  ALLOCATIONS  MADE  BY AN OWNER AND RATES OF RETURN FOR THE FUNDS. 
THE  DEATH  BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD
BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL GROSS RATES OF RETURN AVERAGED THE
RATE  SHOWN  ABOVE OVER A PERIOD OF YEARS, BUT FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES  FOR  INDIVIDUAL POLICY YEARS.  NO REPRESENTATIONS CAN BE MADE BY THE
COMPANY OR THE TRUST THAT THIS ASSUMED INVESTMENT RATE OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.


ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA         DESIGNED FOR: JANE DOE
MINNEAPOLIS, MINNESOTA                         PREPARED BY: ANY REPRESENTATIVE

                              FRANKLIN VALUEMARK
                    SINGLE PREMIUM VARIABLE LIFE INSURANCE
                      FEMALE NON-SMOKER SIMPLIFIED ISSUE

Initial Face Amount:       $448,956        Single Premium:      $100,000
Issue age:                       35        State:                     MN
<TABLE>

<CAPTION>
     Summary of end of year values assuming 12.00% gross rate of return.
            This illustration is based on CURRENT mortality costs

                 PREMIUM                        CASH
POLICY            ACCUM    POLICY   ACCOUNT   SURRENDER    DEATH
YEAR    PAYMENT  @ 5.00%    LOAN     VALUE      VALUE     BENEFIT
- ------  -------  --------  ------  ---------  ---------  ---------
<S>     <C>      <C>       <C>     <C>        <C>        <C>
1       100,000  105,000        0    109,429    103,129    497,853
2             0  110,250        0    119,796    114,196    533,012
3             0  115,762        0    131,189    126,289    569,991
4             0  121,550        0    143,710    139,510    607,573
5             0  127,628        0    157,463    153,963    650,080
10            0  162,889        0    249,246    249,246    893,981
15            0  207,892        0    399,884    399,884  1,223,494
20            0  265,329        0    639,007    639,007  1,675,419
25            0  338,635        0  1,016,981  1,016,981  2,297,361
30            0  432,194        0  1,611,218  1,611,218  3,149,593

</TABLE>

<TABLE>

<CAPTION>
     Summary of end of year values assuming 12.00% gross rate of return.
           This illustration is based on GUARANTEED mortality costs

                 PREMIUM                        CASH
POLICY            ACCUM    POLICY   ACCOUNT   SURRENDER    DEATH
YEAR    PAYMENT  @ 5.00%    LOAN     VALUE      VALUE     BENEFIT
- ------  -------  --------  ------  ---------  ---------  ---------
<S>     <C>      <C>       <C>     <C>        <C>        <C>
1       100,000  105,000        0    109,280    102,980    497,135
2             0  110,250        0    119,464    113,864    531,464
3             0  115,762        0    130,633    125,733    567,480
4             0  121,550        0    142,881    138,681    603,964
5             0  127,628        0    156,304    152,804    645,189
10            0  162,889        0    245,191    245,191    879,436
15            0  207,892        0    389,470    389,470  1,191,629
20            0  265,329        0    615,359    615,359  1,612,416
25            0  338,635        0    967,008    967,008  2,184,471
30            0  432,194        0  1,510,458  1,510,458  2,952,628

</TABLE>
IT  IS  EMPHASIZED THAT THE ASSUMED INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE  ARE  ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN.  ACTUAL RATES OF RETURN MAY BE MORE
OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT  ALLOCATIONS  MADE  BY AN OWNER AND RATES OF RETURN FOR THE FUNDS. 
THE  DEATH  BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD
BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL GROSS RATES OF RETURN AVERAGED THE
RATE  SHOWN  ABOVE OVER A PERIOD OF YEARS, BUT FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES  FOR  INDIVIDUAL POLICY YEARS.  NO REPRESENTATIONS CAN BE MADE BY THE
COMPANY OR THE TRUST THAT THIS ASSUMED INVESTMENT RATE OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.


ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA         DESIGNED FOR: JANE DOE
MINNEAPOLIS, MINNESOTA                         PREPARED BY: ANY REPRESENTATIVE

                              FRANKLIN VALUEMARK
                    SINGLE PREMIUM VARIABLE LIFE INSURANCE
                         FEMALE NON-SMOKER JET ISSUE

Initial Face Amount:       $275,773        Single Premium:      $100,000
Issue age:                       50        State:                     MN
<TABLE>

<CAPTION>
      Summary of end of year values assuming 0.00% gross rate of return.
            This illustration is based on CURRENT mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER   DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE    BENEFIT
- ------  -------  --------  ------  -------  ---------  -------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0   97,353     91,053  275,773
2             0  110,250        0   94,681     89,081  275,773
3             0  115,762        0   91,975     87,075  275,773
4             0  121,550        0   89,227     85,027  275,773
5             0  127,628        0   86,435     82,935  275,773
10            0  162,889        0   71,691     71,691  275,773
15            0  207,892        0   57,928     57,928  275,773
20            0  265,329        0   38,160     38,160  275,773
25            0  338,635        0    6,366      6,366  275,773
30            0  432,194        0        0          0  275,773

</TABLE>

<TABLE>

<CAPTION>
      Summary of end of year values assuming 0.00% gross rate of return.
           This illustration is based on GUARANTEED mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER   DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE    BENEFIT
- ------  -------  --------  ------  -------  ---------  -------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0   96,836     90,536  275,773
2             0  110,250        0   93,604     88,004  275,773
3             0  115,762        0   90,288     85,388  275,773
4             0  121,550        0   86,875     82,675  275,773
5             0  127,628        0   83,357     79,857  275,773
10            0  162,889        0   63,956     63,956  275,773
15            0  207,892        0   42,673     42,673  275,773
20            0  265,329        0    8,750      8,750  275,773
25            0  338,635        0        0          0  275,773
30            0  432,194        0        0          0  275,773

</TABLE>
IT  IS  EMPHASIZED THAT THE ASSUMED INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE  ARE  ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN.  ACTUAL RATES OF RETURN MAY BE MORE
OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT  ALLOCATIONS  MADE  BY AN OWNER AND RATES OF RETURN FOR THE FUNDS. 
THE  DEATH  BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD
BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL GROSS RATES OF RETURN AVERAGED THE
RATE  SHOWN  ABOVE OVER A PERIOD OF YEARS, BUT FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES  FOR  INDIVIDUAL POLICY YEARS.  NO REPRESENTATIONS CAN BE MADE BY THE
COMPANY OR THE TRUST THAT THIS ASSUMED INVESTMENT RATE OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.


ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA         DESIGNED FOR: JANE DOE
MINNEAPOLIS, MINNESOTA                         PREPARED BY: ANY REPRESENTATIVE

                              FRANKLIN VALUEMARK
                    SINGLE PREMIUM VARIABLE LIFE INSURANCE
                         FEMALE NON-SMOKER JET ISSUE

Initial Face Amount:       $275,773        Single Premium:      $100,000
Issue age:                       50        State:                     MN
<TABLE>

<CAPTION>
      Summary of end of year values assuming 6.00% gross rate of return.
            This illustration is based on CURRENT mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER   DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE    BENEFIT
- ------  -------  --------  ------  -------  ---------  -------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0  103,247     96,947  287,477
2             0  110,250        0  106,596    100,996  290,307
3             0  115,762        0  110,045    105,145  293,035
4             0  121,550        0  113,595    109,395  295,673
5             0  127,628        0  117,250    113,750  298,241
10            0  162,889        0  137,306    137,306  310,175
15            0  207,892        0  164,249    164,249  321,072
20            0  265,329        0  194,517    194,517  332,547
25            0  338,635        0  227,852    227,852  344,150
30            0  432,194        0  261,995    261,995  356,311

</TABLE>

<TABLE>

<CAPTION>
      Summary of end of year values assuming 6.00% gross rate of return.
           This illustration is based on GUARANTEED mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER   DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE    BENEFIT
- ------  -------  --------  ------  -------  ---------  -------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0  102,710     96,410  285,885
2             0  110,250        0  105,468     99,868  287,064
3             0  115,762        0  108,264    103,364  288,072
4             0  121,550        0  111,095    106,895  288,918
5             0  127,628        0  113,965    110,465  289,628
10            0  162,889        0  129,035    129,035  291,490
15            0  207,892        0  148,759    148,759  290,792
20            0  265,329        0  168,482    168,482  288,037
25            0  338,635        0  187,156    187,156  282,683
30            0  432,194        0  201,060    201,060  275,773

</TABLE>
IT  IS  EMPHASIZED THAT THE ASSUMED INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE  ARE  ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN.  ACTUAL RATES OF RETURN MAY BE MORE
OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT  ALLOCATIONS  MADE  BY AN OWNER AND RATES OF RETURN FOR THE FUNDS. 
THE  DEATH  BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD
BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL GROSS RATES OF RETURN AVERAGED THE
RATE  SHOWN  ABOVE OVER A PERIOD OF YEARS, BUT FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES  FOR  INDIVIDUAL POLICY YEARS.  NO REPRESENTATIONS CAN BE MADE BY THE
COMPANY OR THE TRUST THAT THIS ASSUMED INVESTMENT RATE OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.


ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA         DESIGNED FOR: JANE DOE
MINNEAPOLIS, MINNESOTA                         PREPARED BY: ANY REPRESENTATIVE

                              FRANKLIN VALUEMARK
                    SINGLE PREMIUM VARIABLE LIFE INSURANCE
                         FEMALE NON-SMOKER JET ISSUE

Initial Face Amount:       $275,773        Single Premium:      $100,000
Issue age:                       50        State:                     MN
<TABLE>

<CAPTION>
     Summary of end of year values assuming 12.00% gross rate of return.
            This illustration is based on CURRENT mortality costs

                 PREMIUM                        CASH
POLICY            ACCUM    POLICY   ACCOUNT   SURRENDER    DEATH
YEAR    PAYMENT  @ 5.00%    LOAN     VALUE      VALUE     BENEFIT
- ------  -------  --------  ------  ---------  ---------  ---------
<S>     <C>      <C>       <C>     <C>        <C>        <C>
1       100,000  105,000        0    109,129    102,829    304,919
2             0  110,250        0    119,124    113,524    326,318
3             0  115,762        0    130,059    125,159    348,813
4             0  121,550        0    142,019    137,819    372,499
5             0  127,628        0    155,101    151,601    397,484
10            0  162,889        0    241,473    241,473    545,487
15            0  207,892        0    380,404    380,404    743,610
20            0  265,329        0    593,288    593,288  1,014,286
25            0  338,635        0    915,221    915,221  1,382,359
30            0  432,194        0  1,385,898  1,385,898  1,884,808

</TABLE>

<TABLE>

<CAPTION>
     Summary of end of year values assuming 12.00% gross rate of return.
          This illustration is based on GUARANTEED mortality costs

                 PREMIUM                        CASH
POLICY            ACCUM    POLICY   ACCOUNT   SURRENDER    DEATH
YEAR    PAYMENT  @ 5.00%    LOAN     VALUE      VALUE     BENEFIT
- ------  -------  --------  ------  ---------  ---------  ---------
<S>     <C>      <C>       <C>     <C>        <C>        <C>
1       100,000  105,000        0    108,561    102,261    303,233
2             0  110,250        0    117,859    112,259    322,683
3             0  115,762        0    127,947    123,047    342,927
4             0  121,550        0    138,883    134,683    364,022
5             0  127,628        0    150,741    147,241    386,052
10            0  162,889        0    226,972    226,972    512,729
15            0  207,892        0    344,597    344,597    673,615
20            0  265,329        0    513,983    513,983    878,705
25            0  338,635        0    751,907    751,907  1,135,687
30            0  432,194        0  1,064,441  1,064,441  1,447,630

</TABLE>
IT  IS  EMPHASIZED THAT THE ASSUMED INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE  ARE  ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN.  ACTUAL RATES OF RETURN MAY BE MORE
OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT  ALLOCATIONS  MADE  BY AN OWNER AND RATES OF RETURN FOR THE FUNDS. 
THE  DEATH  BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD
BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL GROSS RATES OF RETURN AVERAGED THE
RATE  SHOWN  ABOVE OVER A PERIOD OF YEARS, BUT FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES  FOR  INDIVIDUAL POLICY YEARS.  NO REPRESENTATIONS CAN BE MADE BY THE
COMPANY OR THE TRUST THAT THIS ASSUMED INVESTMENT RATE OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.


ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA  DESIGNED FOR:    JANE     DOE
MINNEAPOLIS, MINNESOTA                         PREPARED BY: ANY REPRESENTATIVE

                              FRANKLIN VALUEMARK
                    SINGLE PREMIUM VARIABLE LIFE INSURANCE
                       MALE NON-SMOKER SIMPLIFIED ISSUE

Initial Face Amount:       $400,205        Single Premium:      $100,000
Issue age:                       35        State:                     MN
<TABLE>

<CAPTION>
      Summary of end of year values assuming 0.00% gross rate of return.
            This illustration is based on CURRENT mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER   DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE    BENEFIT
- ------  -------  --------  ------  -------  ---------  -------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0   97,630     91,330  400,205
2             0  110,250        0   95,268     89,668  400,205
3             0  115,762        0   92,905     88,005  400,205
4             0  121,550        0   90,539     86,339  400,205
5             0  127,628        0   88,169     84,669  400,205
10            0  162,889        0   76,060     76,060  400,205
15            0  207,892        0   66,475     66,475  400,205
20            0  265,329        0   54,651     54,651  400,205
25            0  338,635        0   38,306     38,306  400,205
30            0  432,194        0   13,465     13,465  400,205

</TABLE>

<TABLE>

<CAPTION>
      Summary of end of year values assuming 0.00% gross rate of return.
           This illustration is based on GUARANTEED mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER   DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE    BENEFIT
- ------  -------  --------  ------  -------  ---------  -------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0   97,497     91,197  400,205
2             0  110,250        0   94,996     89,396  400,205
3             0  115,762        0   92,486     87,586  400,205
4             0  121,550        0   89,963     85,763  400,205
5             0  127,628        0   87,425     83,925  400,205
10            0  162,889        0   74,270     74,270  400,205
15            0  207,892        0   63,123     63,123  400,205
20            0  265,329        0   48,802     48,802  400,205
25            0  338,635        0   28,116     28,116  400,205
30            0  432,194        0        0          0  400,205

</TABLE>
IT  IS  EMPHASIZED THAT THE ASSUMED INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE  ARE  ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST  OR  FUTURE INVESTMENT RATES OF RETURN. CTUAL RATES OF RETURN MAY BE MORE
OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT  ALLOCATIONS  MADE  BY AN OWNER AND RATES OF RETURN FOR THE FUNDS. 
THE  DEATH  BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD
BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL GROSS RATES OF RETURN AVERAGED THE
RATE  SHOWN  ABOVE OVER A PERIOD OF YEARS, BUT FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES  FOR  INDIVIDUAL POLICY YEARS.  NO REPRESENTATIONS CAN BE MADE BY THE
COMPANY OR THE TRUST THAT THIS ASSUMED INVESTMENT RATE OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.


ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA  DESIGNED FOR:    JANE     DOE
MINNEAPOLIS, MINNESOTA                         PREPARED BY: ANY REPRESENTATIVE

                              FRANKLIN VALUEMARK
                    SINGLE PREMIUM VARIABLE LIFE INSURANCE
                       MALE NON-SMOKER SIMPLIFIED ISSUE

Initial Face Amount:       $400,205        Single Premium:      $100,000
Issue age:                       35        State:                     MN
<TABLE>

<CAPTION>
      Summary of end of year values assuming 6.00% gross rate of return.
            This illustration is based on CURRENT mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER   DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE    BENEFIT
- ------  -------  --------  ------  -------  ---------  -------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0  103,535     97,235  418,427
2             0  110,250        0  107,212    101,612  422,745
3             0  115,762        0  111,032    106,132  426,902
4             0  121,550        0  114,999    110,799  430,936
5             0  127,628        0  119,119    115,619  435,857
10            0  162,889        0  142,115    142,115  453,013
15            0  207,892        0  173,363    173,363  470,475
20            0  265,329        0  210,333    210,333  488,903
25            0  338,635        0  253,120    253,120  508,774
30            0  432,194        0  301,573    301,573  530,293

</TABLE>

<TABLE>

<CAPTION>
      Summary of end of year values assuming 6.00% gross rate of return.
           This illustration is based on GUARANTEED mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER   DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE    BENEFIT
- ------  -------  --------  ------  -------  ---------  -------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0  103,396     97,096  417,830
2             0  110,250        0  106,922    101,322  421,536
3             0  115,762        0  110,574    105,674  425,061
4             0  121,550        0  114,357    110,157  428,440
5             0  127,628        0  118,275    114,775  431,683
10            0  162,889        0  139,919    139,919  446,012
15            0  207,892        0  169,063    169,063  458,804
20            0  265,329        0  202,798    202,798  471,389
25            0  338,635        0  240,640    240,640  483,690
30            0  432,194        0  281,750    281,750  495,435

</TABLE>
IT  IS  EMPHASIZED THAT THE ASSUMED INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE  ARE  ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN.  ACTUAL RATES OF RETURN MAY BE MORE
OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT  ALLOCATIONS  MADE  BY AN OWNER AND RATES OF RETURN FOR THE FUNDS. 
THE  DEATH  BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD
BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL GROSS RATES OF RETURN AVERAGED THE
RATE  SHOWN  ABOVE OVER A PERIOD OF YEARS, BUT FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES  FOR  INDIVIDUAL POLICY YEARS.  NO REPRESENTATIONS CAN BE MADE BY THE
COMPANY OR THE TRUST THAT THIS ASSUMED INVESTMENT RATE OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.


ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA  DESIGNED FOR:    JANE     DOE
MINNEAPOLIS, MINNESOTA                         PREPARED BY: ANY REPRESENTATIVE

                              FRANKLIN VALUEMARK
                    SINGLE PREMIUM VARIABLE LIFE INSURANCE
                       MALE NON-SMOKER SIMPLIFIED ISSUE

Initial Face Amount:       $400,205        Single Premium:      $100,000
Issue age:                       35        State:                     MN
<TABLE>

<CAPTION>
     Summary of end of year values assuming 12.00% gross rate of return.
            This illustration is based on CURRENT mortality costs

                 PREMIUM                        CASH
POLICY            ACCUM    POLICY   ACCOUNT   SURRENDER    DEATH
YEAR    PAYMENT  @ 5.00%    LOAN     VALUE      VALUE     BENEFIT
- ------  -------  --------  ------  ---------  ---------  ---------
<S>     <C>      <C>       <C>     <C>        <C>        <C>
1       100,000  105,000        0    109,434    103,134    443,813
2             0  110,250        0    119,815    114,215    475,176
3             0  115,762        0    131,230    126,330    508,146
4             0  121,550        0    143,782    139,582    542,881
5             0  127,628        0    157,582    154,082    579,521
10            0  162,889        0    249,903    249,903    796,602
15            0  207,892        0    401,470    401,470  1,089,512
20            0  265,329        0    641,457    641,457  1,491,022
25            0  338,635        0  1,016,607  1,016,607  2,043,389
30            0  432,194        0  1,595,085  1,595,085  2,804,829

</TABLE>

<TABLE>

<CAPTION>
     Summary of end of year values assuming 12.00% gross rate of return.
           This illustration is based on GUARANTEED mortality costs

                 PREMIUM                        CASH
POLICY            ACCUM    POLICY   ACCOUNT   SURRENDER    DEATH
YEAR    PAYMENT  @ 5.00%    LOAN     VALUE      VALUE     BENEFIT
- ------  -------  --------  ------  ---------  ---------  ---------
<S>     <C>      <C>       <C>     <C>        <C>        <C>
1       100,000  105,000        0    109,287    102,987    443,180
2             0  110,250        0    119,489    113,889    473,821
3             0  115,762        0    130,687    125,787    505,962
4             0  121,550        0    142,976    138,776    539,749
5             0  127,628        0    156,462    152,962    575,309
10            0  162,889        0    246,052    246,052    784,329
15            0  207,892        0    391,530    391,530  1,062,539
20            0  265,329        0    618,507    618,507  1,437,677
25            0  338,635        0    966,531    966,531  1,942,737
30            0  432,194        0  1,490,307  1,490,307  2,620,586

</TABLE>
IT  IS  EMPHASIZED THAT THE ASSUMED INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE  ARE  ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN.  ACTUAL RATES OF RETURN MAY BE MORE
OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT  ALLOCATIONS  MADE  BY AN OWNER AND RATES OF RETURN FOR THE FUNDS. 
THE  DEATH  BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD
BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL GROSS RATES OF RETURN AVERAGED THE
RATE  SHOWN  ABOVE OVER A PERIOD OF YEARS, BUT FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES  FOR  INDIVIDUAL POLICY YEARS.  NO REPRESENTATIONS CAN BE MADE BY THE
COMPANY OR THE TRUST THAT THIS ASSUMED INVESTMENT RATE OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.


ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA  DESIGNED FOR:    JANE     DOE
MINNEAPOLIS, MINNESOTA                         PREPARED BY: ANY REPRESENTATIVE

                              FRANKLIN VALUEMARK
                    SINGLE PREMIUM VARIABLE LIFE INSURANCE
                          MALE NON-SMOKER JET ISSUE

Initial Face Amount:       $244,544        Single Premium:      $100,000
Issue age:                       50        State:                     MN
<TABLE>

<CAPTION>
      Summary of end of year values assuming 0.00% gross rate of return.
            This illustration is based on CURRENT mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER   DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE    BENEFIT
- ------  -------  --------  ------  -------  ---------  -------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0   97,366     91,066  244,544
2             0  110,250        0   94,696     89,096  244,544
3             0  115,762        0   91,978     87,078  244,544
4             0  121,550        0   89,202     85,002  244,544
5             0  127,628        0   86,355     82,855  244,544
10            0  162,889        0   70,612     70,612  244,544
15            0  207,892        0   53,820     53,820  244,544
20            0  265,329        0   27,445     27,445  244,544
25            0  338,635        0        0          0  244,544
30            0  432,194        0        0          0  244,544

</TABLE>

<TABLE>

<CAPTION>
      Summary of end of year values assuming 0.00% gross rate of return.
           This illustration is based on GUARANTEED mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER   DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE    BENEFIT
- ------  -------  --------  ------  -------  ---------  -------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0   96,858     90,558  244,544
2             0  110,250        0   93,628     88,028  244,544
3             0  115,762        0   90,291     85,391  244,544
4             0  121,550        0   86,823     82,623  244,544
5             0  127,628        0   83,203     79,703  244,544
10            0  162,889        0   61,899     61,899  244,544
15            0  207,892        0   34,521     34,521  244,544
20            0  265,329        0        0          0  244,544
25            0  338,635        0        0          0  244,544
30            0  432,194        0        0          0  244,544

</TABLE>
IT  IS  EMPHASIZED THAT THE ASSUMED INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE  ARE  ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN.  ACTUAL RATES OF RETURN MAY BE MORE
OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT  ALLOCATIONS  MADE  BY AN OWNER AND RATES OF RETURN FOR THE FUNDS. 
THE  DEATH  BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD
BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL GROSS RATES OF RETURN AVERAGED THE
RATE  SHOWN  ABOVE OVER A PERIOD OF YEARS, BUT FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES  FOR  INDIVIDUAL POLICY YEARS.  NO REPRESENTATIONS CAN BE MADE BY THE
COMPANY OR THE TRUST THAT THIS ASSUMED INVESTMENT RATE OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.


ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA  DESIGNED FOR:    JANE     DOE
MINNEAPOLIS, MINNESOTA                         PREPARED BY: ANY REPRESENTATIVE

                              FRANKLIN VALUEMARK
                    SINGLE PREMIUM VARIABLE LIFE INSURANCE
                          MALE NON-SMOKER JET ISSUE

Initial Face Amount:       $244,544        Single Premium:      $100,000
Issue age:                       50        State:                     MN
<TABLE>

<CAPTION>
      Summary of end of year values assuming 6.00% gross rate of return.
            This illustration is based on CURRENT mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER   DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE    BENEFIT
- ------  -------  --------  ------  -------  ---------  -------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0  103,261     96,961  254,959
2             0  110,250        0  106,617    101,017  257,438
3             0  115,762        0  110,067    105,167  259,828
4             0  121,550        0  113,606    109,406  262,131
5             0  127,628        0  117,233    113,733  264,364
10            0  162,889        0  136,635    136,635  274,638
15            0  207,892        0  161,659    161,659  284,265
20            0  265,329        0  188,578    188,578  294,464
25            0  338,635        0  216,499    216,499  305,080
30            0  432,194        0  244,022    244,022  316,653

</TABLE>

<TABLE>

<CAPTION>
      Summary of end of year values assuming 6.00% gross rate of return.
           This illustration is based on GUARANTEED mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER   DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE    BENEFIT
- ------  -------  --------  ------  -------  ---------  -------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0  102,735     96,435  253,575
2             0  110,250        0  105,505     99,905  254,604
3             0  115,762        0  108,302    103,402  255,468
4             0  121,550        0  111,115    106,915  256,163
5             0  127,628        0  113,935    110,435  256,700
10            0  162,889        0  127,922    127,922  257,125
15            0  207,892        0  144,637    144,637  254,332
20            0  265,329        0  159,490    159,490  249,044
25            0  338,635        0  170,653    170,653  244,544
30            0  432,194        0  169,965    169,965  244,544

</TABLE>
IT  IS  EMPHASIZED THAT THE ASSUMED INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE  ARE  ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN.  ACTUAL RATES OF RETURN MAY BE MORE
OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT  ALLOCATIONS  MADE  BY AN OWNER AND RATES OF RETURN FOR THE FUNDS. 
THE  DEATH  BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD
BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL GROSS RATES OF RETURN AVERAGED THE
RATE  SHOWN  ABOVE OVER A PERIOD OF YEARS, BUT FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES  FOR  INDIVIDUAL POLICY YEARS.  NO REPRESENTATIONS CAN BE MADE BY THE
COMPANY OR THE TRUST THAT THIS ASSUMED INVESTMENT RATE OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.


ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA  DESIGNED FOR:    JANE     DOE
MINNEAPOLIS, MINNESOTA                         PREPARED BY: ANY REPRESENTATIVE

                              FRANKLIN VALUEMARK
                    SINGLE PREMIUM VARIABLE LIFE INSURANCE
                          MALE NON-SMOKER JET ISSUE

Initial Face Amount:       $244,544        Single Premium:      $100,000
Issue age:                       50        State:                     MN
<TABLE>

<CAPTION>
     Summary of end of year values assuming 12.00% gross rate of return.
            This illustration is based on CURRENT mortality costs

                 PREMIUM                        CASH
POLICY            ACCUM    POLICY   ACCOUNT   SURRENDER    DEATH
YEAR    PAYMENT  @ 5.00%    LOAN     VALUE      VALUE     BENEFIT
- ------  -------  --------  ------  ---------  ---------  ---------
<S>     <C>      <C>       <C>     <C>        <C>        <C>
1       100,000  105,000        0    109,144    102,844    270,428
2             0  110,250        0    119,148    113,548    289,371
3             0  115,762        0    130,085    125,185    309,285
4             0  121,550        0    142,033    137,833    330,242
5             0  127,628        0    155,078    151,578    352,333
10            0  162,889        0    240,293    240,293    482,991
15            0  207,892        0    374,407    374,407    658,365
20            0  265,329        0    575,173    575,173    898,133
25            0  338,635        0    869,619    869,619  1,225,423
30            0  432,194        0  1,290,824  1,290,824  1,675,024

</TABLE>

<TABLE>

<CAPTION>
     Summary of end of year values assuming 12.00% gross rate of return.
           This illustration is based on GUARANTEED mortality costs

                 PREMIUM                      CASH
POLICY            ACCUM    POLICY  ACCOUNT  SURRENDER    DEATH
YEAR    PAYMENT  @ 5.00%    LOAN    VALUE     VALUE     BENEFIT
- ------  -------  --------  ------  -------  ---------  ---------
<S>     <C>      <C>       <C>     <C>      <C>        <C>
1       100,000  105,000        0  108,587    102,287    268,963
2             0  110,250        0  117,901    112,301    286,194
3             0  115,762        0  127,992    123,092    304,114
4             0  121,550        0  138,907    134,707    322,752
5             0  127,628        0  150,702    147,202    342,160
10            0  162,889        0  225,014    225,014    452,281
15            0  207,892        0  335,050    335,050    589,158
20            0  265,329        0  486,552    486,552    759,751
25            0  338,635        0  686,897    686,897    967,942
30            0  432,194        0  938,636    938,636  1,218,012

</TABLE>
IT  IS  EMPHASIZED THAT THE ASSUMED INVESTMENT RATES OF RETURN SHOWN ABOVE AND
ELSEWHERE  ARE  ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN.  ACTUAL RATES OF RETURN MAY BE MORE
OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT  ALLOCATIONS  MADE  BY AN OWNER AND RATES OF RETURN FOR THE FUNDS. 
THE  DEATH  BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD
BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL GROSS RATES OF RETURN AVERAGED THE
RATE  SHOWN  ABOVE OVER A PERIOD OF YEARS, BUT FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES  FOR  INDIVIDUAL  POLICY YEARS. NO REPRESENTATIONS CAN BE MADE BY THE
COMPANY OR THE TRUST THAT THIS ASSUMED INVESTMENT RATE OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.


<TABLE>

<CAPTION>
                                     APPENDIX B
                        TABLE OF NET SINGLE PREMIUM FACTORS

Attained  FACTORS   FACTORS   Attained  FACTORS  FACTORS  Attained  FACTORS  FACTORS
Age        Male*    Female*     Age      Male*   Female*    Age      Male*   Female*
- --------  --------  --------  --------  -------  -------  --------  -------  -------
<S>       <C>       <C>       <C>       <C>      <C>      <C>       <C>      <C>
0         12.62467  14.69383        35  4.30327  4.82748        70  1.52757  1.66607
1         12.50646  14.48692        36  4.16038  4.66752        71  1.49533  1.62425
2         12.16372  14.08281        37  4.02237  4.51338        72  1.46481  1.58427
3         11.82118  13.67851        38  3.88934  4.36506        73  1.43608  1.54629
4         11.48209  13.27838        39  3.76113  4.22232        74  1.40915  1.51041
5         11.14463  12.88451        40  3.63755  4.08498        75  1.38398  1.47664
6         10.80849  12.49577        41  3.51861  3.95303        76  1.36040  1.44488
7         10.47450  12.11263        42  3.40410  3.82624        77  1.33828  1.41498
8         10.14347  11.73553        43  3.29382  3.70425        78  1.31741  1.38673
9          9.81784  11.36605        44  3.18765  3.58674        79  1.29764  1.35999
10         9.49960  11.00434        45  3.08543  3.47344        80  1.27888  1.33468
11         9.19034  10.65053        46  2.98710  3.36425        81  1.26112  1.31079
12         8.89337  10.30762        47  2.89249  3.25897        82  1.24440  1.28836
13         8.61119   9.97611        48  2.80143  3.15749        83  1.22879  1.26746
14         8.34507   9.65635        49  2.71381  3.05962        84  1.21434  1.24807
15         8.09470   9.34852        50  2.62950  2.96530        85  1.20100  1.22998
16         7.85593   9.04683        51  2.54845  2.87445        86  1.18868  1.21335
17         7.62788   8.75962        52  2.47062  2.78696        87  1.17723  1.19789
18         7.40829   8.48131        53  2.39595  2.70281        88  1.16647  1.18342
19         7.19529   8.21157        54  2.32443  2.62191        89  1.15617  1.16975
20         6.98773   7.95007        55  2.25594  2.54404        90  1.14612  1.15668
21         6.78427   7.69599        56  2.19040  2.46904        91  1.13609  1.14399
22         6.58380   7.44915        57  2.12767  2.39670        92  1.12581  1.13142
23         6.38615   7.20889        58  2.06757  2.32674        93  1.11497  1.11871
24         6.19122   6.97553        59  2.01001  2.25900        94  1.10328  1.10559
25         5.99922   6.74889        60  1.95494  2.19345        95  1.09064  1.09192
26         5.81010   6.52878        61  1.90230  2.13013        96  1.07717  1.07777
27         5.62462   6.31538        62  1.85199  2.06916        97  1.06337  1.06359
28         5.44313   6.10815        63  1.80404  2.01067        98  1.05029  1.05034
29         5.26593   5.90723        64  1.75842  1.95479        99  1.04000  1.04000
30         5.09324   5.71269        65  1.71504  1.90144
31         4.92522   5.52403        66  1.67380  1.85048
32         4.76215   5.34132        67  1.63456  1.80168
33         4.60408   5.16433        68  1.59713  1.75478
34         4.45114   4.99306        69  1.56150  1.70960

</TABLE>

*  In states requiring unisex rates, male rates should apply.




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