COVA VARIABLE ANNUITY ACCOUNT ONE, N-4 EL, 1997-08-29

COVA VARIABLE ANNUITY ACCOUNT ONE
N-4 EL, 1997-08-29

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File Nos. 333- ______
811-5200
==============================================================================

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-4

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. [ ]

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [ ]
Amendment No. 22 [X]

(Check appropriate box or boxes.)

COVA VARIABLE ANNUITY ACCOUNT ONE
__________________________________
(Exact Name of Registrant)

COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
_______________________________________________
(Name of Depositor)

One Tower Lane, Suite 3000, Oakbrook Terrace, Illinois 60181-4644
______________________________________________________ __________
(Address of Depositor's Principal Executive Offices) (Zip Code)

Depositor's Telephone Number, including Area Code (800) 831-5433

Name and Address of Agent for Service
Lorry J. Stensrud, President
Cova Financial Services Life Insurance Company
One Tower Lane, Suite 3000
Oakbrook Terrace, Illinois 60181-4644
(800) 523-1661

Copies to:
Judith A. Hasenauer and Frances S. Cook
Blazzard, Grodd & Hasenauer, P.C. First Vice President and
P.O Box 5108 Associate Counsel
Westport, CT 06881 Cova Financial Services
Life Insurance Company
(203) 226-7866 One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644

Approximate Date of Proposed Public Offering:
As soon as practicable after the effective date of this Filing.

Calculation of Registration Fee under the Securities Act of 1933:
Registrant is registering an indefinite number of securities under the
Securities Act of 1933 pursuant to Investment Company Act Rule 24f-2.

==============================================================================

The Registrant hereby amends this Registration Statement on such date or dates
as may be necessary to delay its effective date until the Registrant shall
file a further amendment which specifically states that this Registration
Statement shall thereafter become effective in accordance with Section 8(a)
of the Securities Act of 1933 or until the Registration Statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
may determine.

Registrant has declared that it has registered an indefinite number or amount
of securities in accordance with Rule 24f-2 under the Investment Company Act
of 1940. Registrant filed its Rule 24f-2 Notice for the most recent fiscal
year on or about February 28, 1997.

EXPLANATORY NOTE

==============================================================================

This Registration Statement contains two prospectuses (Version A and Version
B). The two versions are identical except for the funding options and Version
A does not have a Profile (Version B uses a Profile instead of a Summary). The
distribution system for each version of the Prospectus is different. These
Prospectuses will be filed with the Commission pursuant to Rule 497 under the
Securities Act of 1933. The Registrant undertakes to update this Explanatory
Note, as needed, each time a Post-Effective Amendment is filed.

==============================================================================

<S> <C> <C>
CROSS REFERENCE SHEET
(required by Rule 495)

Item No. Location
- -------- --------------------------------
PART A

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

Item 2. Definitions . . . . . . . . . . . . . Index of Special Terms

Item 3. Synopsis . . . . . . . . . . . . . . . Profile

Item 4. Condensed Financial Information . . . Appendix A

Item 5. General Description of Registrant,
Depositor, and Portfolio Companies . . Other Information - Cova; The
Separate Account; Investment
Options

Item 6. Deductions and Expenses. . . . . . . . Expenses

Item 7. General Description of Variable
Annuity Contracts. . . . . . . . . . . The Fixed and Variable Annuity

Item 8. Annuity Period . . . . . . . . . . . . Income Phase

Item 9. Death Benefit. . . . . . . . . . . . . Death Benefit

Item 10. Purchases and Contract Value . . . . . Purchase

Item 11. Redemptions. . . . . . . . . . . . . . Access to Your Money

Item 12. Taxes. . . . . . . . . . . . . . . . . Taxes

Item 13. Legal Proceedings. . . . . . . . . . . None

Item 14. Table of Contents of the Statement of
Additional Information . . . . . . . . Table of Contents of the
Statement of Additional
Information
</TABLE>

<TABLE>
<CAPTION>
<S> <C> <C>
CROSS REFERENCE SHEET
(required by Rule 495)

Item No. Location
- -------- -----------------------
PART B

Item 15. Cover Page . . . . . . . . . . . . . . Cover Page

Item 16. Table of Contents. . . . . . . . . . . Table of Contents

Item 17. General Information and History. . . . Company

Item 18. Services . . . . . . . . . . . . . . . Not Applicable

Item 19. Purchase of Securities Being Offered . Not Applicable

Item 20. Underwriters . . . . . . . . . . . . . Distribution

Item 21. Calculation of Performance Data. . . . Performance Information

Item 22. Annuity Payments . . . . . . . . . . . Annuity Provisions

Item 23. Financial Statements . . . . . . . . . Financial Statements
</TABLE>

PART C

Information required to be included in Part C is set forth under the
appropriate Item so numbered in Part C to this Registration Statement.

PART A - VERSION A

THE FIXED
AND VARIABLE ANNUITY
ISSUED BY
COVA VARIABLE ANNUITY ACCOUNT ONE
AND
COVA FINANCIAL SERVICES
LIFE INSURANCE COMPANY

This prospectus describes the Fixed and Variable Annuity Contract offered by
Cova Financial Services Life Insurance Company (Cova).

The annuity contract has 32 investment choices - a fixed account which offers
an interest rate which is guaranteed by Cova, and 31 investment portfolios
listed below. You can put your money in the fixed account and/or any of
these investment portfolios. CURRENTLY, IF YOU ARE NOT PARTICIPATING IN AN
ASSET ALLOCATION PROGRAM, YOU CAN ONLY INVEST IN 15 INVESTMENT PORTFOLIOS AT
ANY ONE TIME.

AIM VARIABLE INSURANCE FUNDS, INC.:
MANAGED A I M ADVISORS, INC.
AIM V.I. Capital Appreciation Fund
AIM V.I. International Equity Fund
AIM V.I. Value Fund

ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.:
MANAGED BY ALLIANCE CAPITAL MANAGEMENT L.P.
Premier Growth Portfolio
Real Estate Investment Portfolio

LIBERTY VARIABLE INVESTMENT TRUST:
MANAGED BY NEWPORT FUND MANAGEMENT INC.
Newport Tiger, Variable Series

GENERAL AMERICAN CAPITAL COMPANY:
MANAGED BY CONNING ASSET MANAGEMENT COMPANY
Money Market Fund

COVA SERIES TRUST:
MANAGED BY J. P. MORGAN INVESTMENT MANAGEMENT INC.
Small Cap Stock Portfolio
Large Cap Stock Portfolio
Select Equity Portfolio
International Equity Portfolio
Quality Bond Portfolio
MANAGED BY LORD, ABBETT & CO.
Bond Debenture Portfolio
Large Cap Research Portfolio
Developing Growth Portfolio
Mid Cap Value Portfolio
Lord Abbett Growth & Income Portfolio

INVESTORS FUND SERIES:
MANAGED BY ZURICH KEMPER VALUE ADVISORS, INC.
Kemper Small Cap Value Portfolio
MANAGED BY ZURICH KEMPER INVESTMENTS, INC.
Kemper Government Securities Portfolio
Kemper Small Cap Growth Portfolio

LORD ABBETT SERIES FUND, INC.:
MANAGED BY LORD, ABBETT & CO.
Growth and Income Portfolio

MFS VARIABLE INSURANCE TRUST:
MANAGED BY MASSACHUSETTS FINANCIAL SERVICES COMPANY
MFS Emerging Growth Series
MFS Research Series
MFS Growth With Income Series
MFS High Income Series
MFS World Governments Series

OPPENHEIMER VARIABLE ACCOUNT FUNDS:
MANAGED BY OPPENHEIMERFUNDS, INC.
Oppenheimer High Income Fund
Oppenheimer Bond Fund
Oppenheimer Growth Fund
Oppenheimer Growth & Income Fund
Oppenheimer Strategic Bond Fund

Please read this prospectus before investing and keep it on file for future
reference. It contains important information about the Cova Fixed and Variable
Annuity Contract.

To learn more about the Cova Fixed and Variable Annuity Contract, you can
obtain a copy of the Statement of Additional Information (SAI) dated _____,
1997. The SAI has been filed with the Securities and Exchange Commission (SEC)
and is legally a part of the prospectus. The Table of Contents of the SAI is
on Page __ of this prospectus. For a free copy of the SAI, call us at (800)
831-5433 or write us at: One Tower Lane, Suite 3000, Oakbrook Terrace,
Illinois 60181-4644.

INVESTMENT IN A VARIABLE ANNUITY CONTRACT IS SUBJECT TO RISKS, INCLUDING THE
POSSIBLE LOSS OF PRINCIPAL. THE CONTRACTS ARE NOT DEPOSITS OR OBLIGATIONS OF,
OR GUARANTEED OR ENDORSED BY, ANY FINANCIAL INSTITUTION AND ARE NOT FEDERALLY
INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE
BOARD, OR ANY OTHER AGENCY.

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.

___________, 1997.

TABLE OF CONTENTS Page

INDEX OF SPECIAL TERMS

SUMMARY

FEE TABLE

EXAMPLES

1. THE ANNUITY CONTRACT

2. ANNUITY PAYMENTS (THE INCOME PHASE)

3. PURCHASE
Purchase Payments
Allocation of Purchase Payments
Accumulation Units

4. INVESTMENT OPTIONS
AIM Variable Insurance Funds, Inc.
Alliance Variable Products Series Fund, Inc.
Liberty Variable Investment Trust
General American Capital Company
Cova Series Trust
Investors Fund Series
Lord Abbett Series Fund, Inc.
MFS Variable Insurance Trust
Oppenheimer Variable Account Funds
Transfers
Dollar Cost Averaging Program
Automatic Rebalancing Program
Approved Asset Allocation Programs
Voting Rights
Substitution

5. EXPENSES
Insurance Charges
Contract Maintenance Charge
Withdrawal Charge
Reduction or Elimination of the
Withdrawal Charge
Premium Taxes
Transfer Fee
Income Taxes
Investment Portfolio Expenses

6. TAXES
Annuity Contracts in General
Qualified and Non-Qualified Contracts
Withdrawals - Non-Qualified Contracts
Withdrawals - Qualified Contracts
Withdrawals - Tax-Sheltered Annuities
Diversification

7. ACCESS TO YOUR MONEY
Systematic Withdrawal Program

8. PERFORMANCE

9. DEATH BENEFIT
Upon Your Death
Death of Annuitant

10.OTHER INFORMATION
Cova
The Separate Account
Distributor
Ownership
Beneficiary
Assignment
Suspension of Payments or Transfers
Financial Statements

TABLE OF CONTENTS OF THE STATEMENT OF
ADDITIONAL INFORMATION

APPENDIX - PERFORMANCE INFORMATION

INDEX OF SPECIAL TERMS

We have tried to make this prospectus as readable and understandable for you
as possible. By the very nature of the contract, however, certain technical
words or terms are unavoidable. We have identified the following as some of
these words or terms. They are identified in the text in italic and the page
that is indicated here is where we believe you will find the best explanation
for the word or term.

PAGE
Accumulation Phase
Accumulation Unit
Annuitant
Annuity Date
Annuity Options
Annuity Payments
Annuity Unit
Beneficiary
Fixed Account
Income Phase
Investment Portfolios
Joint Owner
Non-Qualified
Owner
Purchase Payment
Qualified
Tax Deferral

SUMMARY

The sections in this Summary correspond to sections in this prospectus which
discuss the topics in more detail.

1. THE ANNUITY CONTRACT. The fixed and variable annuity contract offered by Cova
is a contract between you, the owner, and Cova, an insurance company. The
Contract provides a means for investing on a tax-deferred basis in a fixed
account of Cova and 31 investment portfolios. The Contract is intended for
retirement savings or other long-term investment purposes and provides for a
death benefit and guaranteed income options.

The fixed account offers an interest rate that is guaranteed by the insurance
company, Cova. While your money is in the fixed account, the interest your
money will earn as well as your principal is guaranteed by Cova.

This Contract also offers 31 investment portfolios which are listed in Section
4. These portfolios are designed to offer a potentially better return than the
fixed account. However, this is NOT guaranteed. You can also lose your money.

You can put money into any or all of the investment portfolios and the fixed
account. You can transfer between accounts up to 12 times a year without
charge or tax implications. After 12 transfers, the charge is $25 or 2%
of the amount transferred, whichever is less.

The Contract, like all deferred annuity contracts, has two phases: the
accumulation phase and the income phase. During the accumulation phase, earnings
accumulate on a tax-deferred basis and are taxed as income when you make a
withdrawal. The income phase occurs when you begin receiving regular payments
from your Contract.

The amount of money you are able to accumulate in your account during the
accumulation phase will determine the amount of income payments during the
income phase.

2. ANNUITY PAYMENTS (THE INCOME PHASE). If you want to receive regular income
from your annuity, you can choose one of three options: (1) monthly payments for
your life (assuming you are the annuitant); (2) monthly payments for your life,
but with payments continuing to the beneficiary for 5, 10 or 20 years (as you
select) if you die before the end of the selected period; and (3) monthly
payments for your life and for the life of another person (usually your spouse)
selected by you. Once you begin receiving regular payments, you cannot change
your payment plan.

During the income phase, you have the same investment choices you had during the
accumulation phase. You can choose to have payments come from the fixed account,
the investment portfolios or both. If you choose to have any part of your
payments come from the investment portfolios, the dollar amount of your payments
may go up or down.

3. PURCHASE. You can buy this Contract with $5,000 or more under most
circumstances. You can add $2,000 or more any time you like during the
accumulation phase. Your registered representative can help you fill out the
proper forms.

4. INVESTMENT OPTIONS. You can put your money in any or all of these
investment portfolios which are described in the prospectuses for the funds.

Currently, if you are not participating in an asset allocation program, you
can only invest in 15 investment portfolios at any one time.

AIM VARIABLE INSURANCE FUNDS, INC.:
MANAGED A I M ADVISORS, INC.
AIM V.I. Capital Appreciation Fund
AIM V.I. International Equity Fund
AIM V.I. Value Fund

ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.:
MANAGED BY ALLIANCE CAPITAL MANAGEMENT L.P.
Premier Growth Portfolio
Real Estate Investment Portfolio

LIBERTY VARIABLE INVESTMENT TRUST:
MANAGED BY NEWPORT FUND MANAGEMENT INC.
Newport Tiger, Variable Series

GENERAL AMERICAN CAPITAL COMPANY:
MANAGED BY CONNING ASSET MANAGEMENT COMPANY
Money Market Fund

LORD ABBETT SERIES FUND, INC.:
MANAGED BY LORD, ABBETT & CO.
Growth and Income Portfolio

Depending upon market conditions, you can make or lose money in any of these
portfolios.

5. EXPENSES. The Contract has insurance features and investment features,
and there are costs related to each.

Each year Cova deducts a $30 contract maintenance charge from your Contract.
Cova currently waives this charge if the value of your Contract is at least
$50,000. Cova also deducts for its insurance charges which total 1.40% of
the average daily value of your Contract allocated to the investment
portfolios.

There are also investment charges which range from .205% to 1.27% of the
average daily value of the investment portfolio depending upon the investment
portfolio.

If you take your money out, Cova may assess a withdrawal charge which is equal
to 5% of the purchase payment you withdraw. When you begin receiving regular
income payments from your annuity, Cova will assess a state premium tax
charge, if applicable, which ranges from 0-4% depending upon the state.

6. TAXES. Your earnings are not taxed until you take them out. If you take money
out during the accumulation phase, earnings come out first and are taxed as
income. If you are younger than 59 1/2 when you take money out, you may be
charged a 10% federal tax penalty on the earnings. Payments during the income
phase are considered partly a return of your original investment. That part of
each payment is not taxable as income.

7. ACCESS TO YOUR MONEY. You can take money out at any time during the
accumulation phase. After the first year, you can take up to 10% of your total
purchase payments each year without charge from Cova. Withdrawals in excess of
that will be charged 5% of each payment you take out. Each purchase payment
you add to your Contract has its own 5 year withdrawal charge period. After
Cova has had a payment for 5 years, there is no charge for withdrawing that
payment. Of course, you may also have to pay income tax and a tax penalty
on any money you take out.

8. PERFORMANCE. The value of the Contract will vary up or down depending upon
the investment performance of the Portfolio(s) you choose. Cova may provide
total return figures for each investment portfolio.

9. DEATH BENEFIT. If you die before moving to the income phase, the person you
have chosen as your beneficiary will receive a death benefit. This death benefit
will be the greater of three amounts: 1) the money you've put in less any money
you've taken out, and the related withdrawal charges, or 2) the value of your
contract at the time the death benefit is to be paid, or 3) the value of your
contract at the most recent 5th-year-anniversary before the date of death plus
any money you've added since that anniversary minus any money you've taken out
since that anniversary, and the related withdrawal charges. If you die after age
80, slightly different rules apply.

10. OTHER INFORMATION.

Free Look. If you cancel the Contract within 10 days after receiving it (or
whatever period is required in your state), we will send your money back without
assessing a withdrawal charge. You will receive whatever your Contract is worth
on the day we receive your request. This may be more or less than your original
payment. If we're required by law to return your original payment, we will put
your money in the Money Market Fund during the free-look period.

No Probate. In most cases, when you die, the person you choose as your
beneficiary will receive the death benefit without going through probate.

Who should purchase the Contract? The contract is designed for people
seeking long-term tax-deferred accumulation of assets, generally for retirement
or other long-term purposes. The tax-deferred feature is most attractive to
people in high federal and state tax brackets. You should not buy this Contract
if you are looking for a short-term investment or if you cannot take the risk of
getting back less money than you put in.

Additional Features. This Contract has additional features you might be
interested in. These include:

You can arrange to have money automatically sent to you each month while
your contract is still in the accumulation phase. Of course, you'll have to pay
taxes on money you receive. We call this feature the Systematic Withdrawal
Program.

You can arrange to have a regular amount of money automatically invested in
investment portfolios each month, theoretically giving you a lower average cost
per unit over time than a single one time purchase. We call this feature Dollar
Cost Averaging.

You can arrange to automatically readjust the money between investment
portfolios periodically to keep the blend you select. We call this feature
Automatic Rebalancing.

Under certain circumstances, Cova will give you your money without a
withdrawal charge if you need it while you're in a nursing home. We call this
feature the Nursing Home Waiver.

These features are not available in all states and may not be suitable for your
particular situation.

11. INQUIRIES. If you need more information, please contact us at:

Cova Life Sales Company
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181
800-523-1661

COVA VARIABLE ANNUITY ACCOUNT ONE FEE TABLE

OWNER TRANSACTION EXPENSES
Withdrawal Charge (see Note 2 below) 5% of purchase payment withdrawn

TRANSFER FEE (see Note 3 below)
No charge for first 12 transfers in a contract year; thereafter, the fee
is $25 per transfer or, if less, 2% of the amount transferred.

<TABLE>
<CAPTION>
<S> <C>
CONTRACT MAINTENANCE CHARGE (see Note 4 below) $30 per contract per year

SEPARATE ACCOUNT ANNUAL EXPENSES
(as a percentage of average account value)
Mortality and Expense Risk Premium 1.25%
Administrative Expense Charge .15%
-----
TOTAL SEPARATE ACCOUNT
ANNUAL EXPENSES 1.40%

</TABLE>

<TABLE>
<CAPTION>
INVESTMENT PORTFOLIO EXPENSES
(as a percentage of the average daily net assets of an investment portfolio)

AIM VARIABLE INSURANCE FUNDS, INC.

<S> <C> <C> <C>
Management Total Annual
Fees Other Expenses Portfolio Expenses
----------- --------------------- --------------------

Managed by A I M Advisors, Inc.

AIM V.I. Capital Appreciation Fund .64% .09% .73%
AIM V.I. International Equity Fund .75% .21% .96%
AIM V.I. Value Fund .64% .09% .73%
</TABLE>

<TABLE>
<CAPTION>
ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.
<S> <C> <C> <C>
Total Annual
Other Expenses Portfolio Expenses
Management (after expense (after expense
Fees reimbursement) reimbursement)*
----------- --------------------- -----------------

Managed by Alliance Capital
Management L.P.

Premier Growth Portfolio .72% .23% .95%
Real Estate Investment Portfolio** 0% .95% .95%

<FN>
*The expenses are net of voluntary reimbursements. Expenses have been capped at .95% annually for each
of the portfolios listed above. The adviser to the Fund intends to continue such reimbursements for the
foreseeable future. Absent such reimbursement, the management fees would have been 1.00% and the other
expenses would have been .23% for the Premier Growth Portfolio. The estimated expenses for the Real
Estate Investment Portfolio, before reimbursement, are: .90% management fees and 5.10% for other expenses.

**Annualized.
</FN>
</TABLE>

<TABLE>
<CAPTION>
LIBERTY VARIABLE INVESTMENT TRUST
<S> <C> <C> <C>

Management Total Annual
Fees Other Expenses Portfolio Expenses
----------- --------------------- --------------------

Managed by Newport Fund
Management Inc.

Newport Tiger, Variable Series .90% .37% 1.27%

GENERAL AMERICAN CAPITAL COMPANY

Management Total Annual
Fees Other Expenses Portfolio Expenses
----------- --------------------- --------------------

Managed by Conning Asset
Management Company

Money Market Fund .205% .00% .205%
</TABLE>

<TABLE>
<CAPTION>
COVA SERIES TRUST
<S> <C> <C> <C>

Total Annual
Other Expenses Portfolio
Management (after expense (after expense
Fees reimbursement)(1) reimbursement)(1)
----------- --------------------- -----------------

Managed by J.P. Morgan
Investment Management Inc.
Select Equity Portfolio* .75% .10% .85%
Small Cap Stock Portfolio* .85% .10% .95%
International Equity Portfolio* .85% .10% .95%
Quality Bond Portfolio* .55% .10% .65%
Large Cap Stock Portfolio* .65% .10% .75%

Managed by Lord, Abbett & Co.
Bond Debenture Portfolio* .75% .10% .85%
Mid-Cap Value Portfolio** 1.00% .10% 1.10%
Large Cap Research Portfolio** 1.00% .10% 1.10%
Developing Growth Portfolio** .90% .10% 1.00%
Lord Abbett Growth and Income
Portfolio** .65% .10% .75%
- --------------------------------- ----------- --------------------- -------------
<FN>
(1) Since August 20, 1990, Cova has been reimbursing the investment portfolios
of Cova Series Trust for all operating expenses (exclusive of the management
fees) in excess of approximately .10%. Absent the expense reimbursement,
the percentages shown for total annual portfolio expenses (on an annualized basis)
for the year or period ended December 31, 1996 would have been 1.70% for the Select
Equity Portfolio, 2.68% for the Small Cap Stock Portfolio, 3.80% for the International
Equity Portfolio, 1.52% for the Quality Bond Portfolio, 1.23% for the Large Cap Stock
Portfolio and 2.05% for the Bond Debenture Portfolio.

*Annualized. The Portfolio commenced regular investment operations on April 2, 1996.
**Estimated. The Portfolio commenced regular investment operations on ______________, 1997.
</FN>
</TABLE>

<TABLE>
<CAPTION>
INVESTORS FUND SERIES
<S> <C> <C> <C>

Management Total Annual
Fees Other Expenses Portfolio Expenses
----------- --------------------- --------------------

Managed by Zurich Kemper Value
Advisors, Inc.

Kemper Small Cap Value Portfolio .75% .20%(*) .95%
Managed by Zurich Kemper
Investments, Inc.

Kemper Government Securities Portfolio .55% .11% .66%
Kemper Small Cap Growth Portfolio .65% .10% .75%

*Estimated first year expenses

LORD ABBETT SERIES FUND, INC.

Management 12b-1 Total Annual
Fees Fees Other Expenses Portfolio Expenses
---------- ----- --------------- -------------------

Managed by Lord, Abbett & Co.

Growth and Income Portfolio* .50% .07% .02% .59%

<FN>
*The Growth and Income Portfolio of Lord Abbett Series Fund, Inc. has a 12b-1 plan which provides for
payments to Lord, Abbett & Co. for remittance to a life insurance company for certain distribution
expenses (see the Fund Prospectus). The 12b-1 plan provides that such remittances, in the aggregate,
will not exceed .15%, on an annual basis, of the daily net asset value of shares of the Growth and
Income portfolio. As of May 1, 1997, no payments had been made under the 12b-1 plan. For the year
ending December 31, 1997, the 12b-1 fees are estimated to be .07%. The examples below for this
Portfolio reflect the estimated 12b-1 fees.
</FN>
</TABLE>

<TABLE>
<CAPTION>
MFS VARIABLE INSURANCE TRUST
<S> <C> <C> <C>

Total Annual
Other Expenses Portfolio Expenses
Management (after expense (after expense
Fees reimbursement)* reimbursement)*
----------- --------------------- -------------------

Managed by Massachusetts Financial
Services Company

MFS Emerging Growth Series .75% .25% 1.00%
MFS Research Series .75% .25% 1.00%
MFS Growth With Income Series .75% .25% 1.00%
MFS High Income Series .75% .25% 1.00%
MFS World Governments Series .75% .25% 1.00%
<FN>
*The adviser has agreed to bear expenses for each Series, subject to reimbursement by each Series,
so that each Series' "Other Expenses" do not exceed .25% annually for each Series listed above.
Absent such reimbursement, "Total Annual Portfolio Expenses" would be: 1.16% for the MFS Emerging Growth
Series; 1.48% for the MFS Research Series; 2.07% for the MFS Growth With Income Series; 1.62% for the
MFS High Income Series; and 2.03% for the MFS World Governments Series.
</FN>
</TABLE>

<TABLE>
<CAPTION>
OPPENHEIMER VARIABLE ACCOUNT FUNDS
<S> <C> <C> <C>

Total Annual
Other Expenses Portfolio Expenses
Management (after expense (after expense
Fees reimbursement) reimbursement)
----------- --------------------- -------------------

Managed by OppenheimerFunds, Inc.

Oppenheimer High Income Fund .75% .06% .81%
Oppenheimer Bond Fund .74% .04% .78%
Oppenheimer Growth Fund* .75% .04% .79%
Oppenheimer Growth & Income Fund .75% .25% 1.00%
Oppenheimer Strategic Bond Fund .75% .10% .85%
<FN>
*Total Annual Portfolio Expenses would have been .81% in the absence of a voluntary one-time fee
reimbursement.
</FN>
</TABLE>

EXAMPLES

You would pay the following expenses on a $1,000 investment, assuming a
5% annual return on assets:

(a)upon surrender at the end of each time period;
(b)if the contract is not surrendered or is annuitized.

Time Periods

1 year 3 years
--------- ----------

AIM VARIABLE INSURANCE FUNDS, INC.

Managed by A I M Advisors, Inc.

AIM V.I. Capital Appreciation Fund (a)$ (a)$
(b)$ (b)$
AIM V.I. International Equity Fund (a)$ (a)$
(b)$ (b)$
AIM V.I. Value Fund (a)$ (a)$
(b)$ (b)$

ALLIANCE VARIABLE PRODUCTS SERIES FUND,
INC.

Managed by Alliance Capital
Management L.P.

Premier Growth Portfolio (a)$ (a)$
(b)$ (b)$
Real Estate Investment Portfolio (a)$ (a)$
(b)$ (b)$

LIBERTY VARIABLE INVESTMENT TRUST

Managed by Newport Fund Management Inc.

Newport Tiger, Variable Series (a)$ (a)$
(b)$ (b)$

GENERAL AMERICAN CAPITAL COMPANY

Managed by Conning Asset Management
Company

Money Market Fund (a)$ (a)$
(b)$ (b)$

COVA SERIES TRUST

Managed by J.P. Morgan Investment
Management Inc.

Small Cap Stock Portfolio (a)$ (a)$
(b)$ (b)$
Large Cap Stock Portfolio (a)$ (a)$
(b)$ (b)$
Select Equity Portfolio (a)$ (a)$
(b)$ (b)$
International Equity Portfolio (a)$ (a)$
(b)$ (b)$
Quality Bond Portfolio (a)$ (a)$
(b)$ (b)$

Managed by Lord, Abbett & Co.

Bond Debenture Portfolio (a)$ (a)$
(b)$ (b)$
Large Cap Research Portfolio (a)$ (a)$
(b)$ (b)$
Developing Growth Portfolio (a)$ (a)$
(b)$ (b)$
Mid Cap Value Portfolio (a)$ (b)$
(b)$ (b)$
Lord Abbett Growth & Income Portfolio (a)$ (a)$
(b)$ (b)$

INVESTORS FUND SERIES

Managed by Zurich Kemper
Value Advisors, Inc.

Kemper Small Cap Value Portfolio (a)$ (a)$
(b)$ (b)$
Managed by Zurich Kemper Investments,
Inc.

Kemper Government Securities Portfolio (a)$ (a)$
(b)$ (b)$
Kemper Small Cap Growth Portfolio (a)$ (a)$
(b)$ (b)$

LORD ABBETT SERIES FUND, INC.

Managed by Lord, Abbett & Co.

Growth and Income Portfolio (a)$ (a)$
(b)$ (b)$

MFS VARIABLE INSURANCE TRUST

Managed by Massachusetts Financial
Services Company

MFS Emerging Growth Series (a)$ (a)$
(b)$ (b)$
MFS Research Series (a)$ (a)$
(b)$ (b)$
MFS Growth With Income Series (a)$ (a)$
(b)$ (b)$
MFS High Income Series (a)$ (a)$
(b)$ (b)$
MFS World Governments Series (a)$ (a)$
(b)$ (b)$

OPPENHEIMER VARIABLE ACCOUNT FUNDS

Managed by OppenheimerFunds, Inc.

Oppenheimer High Income Fund (a)$ (a)$
(b)$ (b)$
Oppenheimer Bond Fund (a)$ (a)$
(b)$ (b)$
Oppenheimer Growth Fund (a)$ (a)$
(b)$ (b)$
Oppenheimer Growth & Income Fund (a)$ (a)$
(b)$ (b)$
Oppenheimer Strategic Bond Fund (a)$ (a)$
(b)$ (b)$

EXPLANATION OF FEE TABLE AND EXAMPLES

1. The purpose of the Fee Table is to show you the various expenses you will
incur directly or indirectly with the contract. The Fee Table reflects
expenses of the Separate Account as well as of the investment portfolios.

2. The withdrawal charge is 5% of the purchase payments you withdraw. After
Cova has had a purchase payment for 5 years, there is no charge by Cova for a
withdrawal of that purchase payment. You may also have to pay income tax and a
tax penalty on any money you take out. After the first year, you can take up
to 10% of your total purchase payments each year without a charge from Cova.

3. Cova will not charge you the transfer fee even if there are more than 12
transfers in a year if the transfer is for the Dollar Cost Averaging,
Automatic Rebalancing or Approved Asset Allocation Programs.

4. Cova will not charge the contract maintenance charge if the value of your
contract is $50,000 or more, although, if you make a complete withdrawal, Cova
will charge the contract maintenance charge.

5. Premium taxes are not reflected. Premium taxes may apply depending on the
state where you live.

6. The assumed average contract size is $30,000.

7. THE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.

1. THE ANNUITY CONTRACT

This Prospectus describes the Fixed and Variable Annuity Contract offered by
Cova.

An annuity is a contract between you, the owner, and an insurance company (in
this case Cova), where the insurance company promises to pay you an income, in
the form of annuity payments, beginning on a designated date that's at least
30 days in the future. Until you decide to begin receiving annuity payments,
your annuity is in the accumulation phase. Once you begin receiving annuity
payments, your contract switches to the income phase. The Contract benefits
from tax deferral.

Tax deferral means that you are not taxed on earnings or appreciation on the
assets in your contract until you take money out of your contract.

The contract is called a variable annuity because you can choose among 31
investment portfolios and, depending upon market conditions, you can make or
lose money in any of these portfolios. If you select the variable annuity
portion of the contract, the amount of money you are able to accumulate
in your contract during the accumulation phase depends upon the investment
performance of the investment portfolio(s) you select. The amount of the
annuity payments you receive during the income phase from the variable
annuity portion of the contract also depends upon the investment
performance of the investment portfolios you select for the income
phase.

The contract also contains a fixed account. The fixed account offers an
interest rate that is guaranteed by Cova. Cova guarantees that the interest
credited to the fixed account will not be less than 3% per year. If you
select the fixed account, your money will be placed with the other general
assets of Cova. If you select the fixed account, the amount of money you are
able to accumulate in your contract during the accumulation phase depends
upon the total interest credited to your contract. The amount of the annuity
payments you receive during the income phase from the fixed account
portion of the contract will remain level for the entire income phase.

As owner of the contract, you exercise all rights under the contract. You can
change the owner at any time by notifying Cova in writing. You and your spouse
can be named joint owners. We have described more information on this in
Section 10 - Other Information.

2. ANNUITY PAYMENTS (THE INCOME PHASE)

Under the contract you can receive regular income payments. You can choose the
month and year in which those payments begin. We call that date the annuity
date. Your annuity date must be the first day of a calendar month. You can
also choose among income plans. We call those annuity options.

We ask you to choose your annuity date and annuity option when you purchase
the contract. You can change either at any time before the annuity date with
30 days notice to us. Your annuity date cannot be any earlier than one month
after you buy the contract. Annuity payments must begin by the annuitant's
85th birthday or 10 years from the date the contract was issued, whichever is
later. The annuitant is the person whose life we look to when we make annuity
payments.

If you do not choose an annuity option at the time you purchase the contract,
we will assume that you selected Option 2 which provides a life annuity with
10 years of guaranteed payments.

During the income phase, you have the same investment choices you had just
before the start of the income phase. At the annuity date, you can choose
whether payments will come from the fixed account, the investment portfolio(s)
or a combination of both. If you don't tell us otherwise, your annuity
payments will be based on the investment allocations that were in place on the
annuity date.

If you choose to have any portion of your annuity payments come from the
investment portfolio(s), the dollar amount of your payment will depend upon 3
things: 1) the value of your contract in the investment portfolio(s) on the
annuity date, 2) the 3% assumed investment rate used in the annuity table for
the contract, and 3) the performance of the investment portfolios you
selected. If the actual performance exceeds the 3% assumed rate, your annuity
payments will increase. Similarly, if the actual rate is less than 3%, your
annuity payments will decrease.

You can choose one of the following annuity options. After annuity payments
begin, you cannot change the annuity option.

OPTION 1. LIFE ANNUITY. Under this option, we will make an annuity payment
each month so long as the annuitant is alive. After the annuitant dies, we
stop making annuity payments.

OPTION 2. LIFE ANNUITY WITH 5, 10 OR 20 YEARS GUARANTEED. Under this option,
we will make an annuity payment each month so long as the annuitant is alive.
However, if, when the annuitant dies, we have made annuity payments for less
than the selected guaranteed period, we will then continue to make annuity
payments for the rest of the guaranteed period to the beneficiary. If the
beneficiary does not want to receive annuity payments, he or she can ask us
for a single lump sum.

OPTION 3. JOINT AND LAST SURVIVOR ANNUITY. Under this option, we will make
annuity payments each month so long as the annuitant and a second person are
both alive. When either of these people dies, we will continue to make annuity
payments, so long as the survivor continues to live. The amount of the annuity
payments we will make to the survivor can be equal to 100%, 66-2/3% or 50% of
the amount that we would have paid if both were alive.

Annuity payments are made monthly unless you have less than $5,000 to apply
toward a payment ($2,000 if the contract is issued in Massachusetts or Texas).
In that case, Cova may provide your annuity payment in a single lump sum.
Likewise, if your annuity payments would be less than $100 a month ($20 in
Texas), Cova has the right to change the frequency of payments so that your
annuity payments are at least $100 ($20 in Texas).

3. PURCHASE

PURCHASE PAYMENTS

A purchase payment is the money you give us to buy the contract. The minimum
we will accept is $5,000 when the contract is bought as a non-qualified
contract. If you are buying the contract as part of an IRA (Individual
Retirement Annuity), 401(k) or other qualified plan, the minimum we will
accept is $2,000. The maximum we accept is $1 million without our prior
approval. You can make additional purchase payments of $2,000 or more to
either type of contract.

ALLOCATION OF PURCHASE PAYMENTS

When you purchase a contract, we will allocate your purchase payment to the
fixed account and/or one or more of the investment portfolios you have
selected. If you make additional purchase payments, we will allocate them in
the same way as your first purchase payment unless you tell us otherwise.

If you change your mind about owning this contract, you can cancel it within
10 days after receiving it (or the period required in your state). When you
cancel the contract within this time period, Cova will not assess a withdrawal
charge. You will receive back whatever your contract is worth on the day we
receive your request. In certain states or if you have purchased the contract
as an IRA, we may be required to give you back your purchase payment if you
decide to cancel your contract within 10 days after receiving it (or whatever
period is required in your state). If that is the case, we will put your
purchase payment in the Money Market Fund of General American Capital Company
for 15 days after we allocate your first purchase payment. (In some
states, the period may be longer.) At the end of that period, we will
re-allocate those funds as you selected.

Once we receive your purchase payment and the necessary information, we will
issue your contract and allocate your first purchase payment within 2 business
days. If you do not give us all of the information we need, we will contact
you to get it. If for some reason we are unable to complete this process
within 5 business days, we will either send back your money or get your
permission to keep it until we get all of the necessary information. If you
add more money to your contract by making additional purchase payments, we
will credit these amounts to your contract within one business day. Our
business day closes when the New York Stock Exchange closes, usually 4:00 p.m.
Eastern time.

ACCUMULATION UNITS

The value of the variable annuity portion of your contract will go up or down
depending upon the investment performance of the investment portfolio(s) you
choose. In order to keep track of the value of your contract, we use a unit of
measure we call an accumulation unit. (An accumulation unit works like a share
of a mutual fund.) During the income phase of the contract we call the unit an
annuity unit.

Every day we determine the value of an accumulation unit for each of the
investment portfolios. We do this by:

1. determining the total amount of money invested in the particular
investment portfolio;

2. subtracting from that amount any insurance charges and any other charges
such as taxes we have deducted; and

3. dividing this amount by the number of outstanding accumulation units.

The value of an accumulation unit may go up or down from day to day.

When you make a purchase payment, we credit your contract with accumulation
units. The number of accumulation units credited is determined by dividing the
amount of the purchase payment allocated to an investment portfolio divided by
the value of the accumulation unit for that investment portfolio.

We calculate the value of an accumulation unit for each investment portfolio
after the New York Stock Exchange closes each day and then credit your
contract.

EXAMPLE:

On Monday we receive an additional purchase payment of $5,000 from you. You
have told us you want this to go to the Quality Bond Portfolio. When the New
York Stock Exchange closes on that Monday, we determine that the value of an
accumulation unit for the Quality Bond Portfolio is $13.90. We then divide
$5,000 by $13.90 and credit your contract on Monday night with 359.71
accumulation units for the Quality Bond Portfolio.

4. INVESTMENT OPTIONS

The contract offers 31 investment portfolios which are listed below.
Additional investment portfolios may be available in the future.

YOU SHOULD READ THE PROSPECTUSES FOR THESE FUNDS CAREFULLY BEFORE INVESTING.
COPIES OF THESE PROSPECTUSES ARE ATTACHED TO THIS PROSPECTUS.

AIM VARIABLE INSURANCE FUNDS, INC.

AIM Variable Insurance Funds, Inc. is a mutual fund with multiple
portfolios. A I M Advisors, Inc. is the investment adviser to each portfolio.
The following portfolios are available under the contract:

AIM V.I. Capital Appreciation Fund
AIM V.I. International Equity Fund
AIM V.I. Value Fund

ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.

Alliance Variable Products Series Fund, Inc. is a mutual fund with multiple
portfolios. Alliance Capital Management L.P. is the investment adviser to
each portfolio. The following portfolios are available under the contract:

Premier Growth Portfolio
Real Estate Investment Portfolio

LIBERTY VARIABLE INVESTMENT TRUST

Liberty Variable Investment Trust is a mutual fund with multiple portfolios.
Keyport Advisory Services Corp. (KASC) is the investment manager to the Trust.
KASC has engaged Newport Fund Management, Inc. as sub-adviser to provide
investment advice for the Newport Tiger, Variable Series. The following
portfolio is available under the contract:

Newport Tiger, Variable Series (a portfolio investing in equity securities of
companies located in certain countries of Asia).

GENERAL AMERICAN CAPITAL COMPANY

General American Capital Company is a mutual fund with multiple portfolios.
Each portfolio is managed by Conning Asset Management Company. The following
portfolio is available under the contract:

Money Market Fund

COVA SERIES TRUST

Cova Series Trust is managed by Cova Investment Advisory Corporation (Cova
Advisory), which is an affiliate of Cova. Cova Series Trust is a mutual
fund with multiple portfolios. Cova Advisory has engaged sub-advisers to
provide investment advice for the individual investment portfolios. The
following portfolios are available under the contract:

J.P. Morgan Investment Management Inc. is the sub-adviser to the following
portfolios:

Small Cap Stock Portfolio
Large Cap Stock Portfolio
Select Equity Portfolio
International Equity Portfolio
Quality Bond Portfolio

Lord, Abbett & Co. is the sub-adviser to the following portfolios:

Bond Debenture Portfolio
Large Cap Research Portfolio
Developing Growth Portfolio
Mid Cap Value Portfolio
Lord Abbett Growth & Income Portfolio

INVESTORS FUND SERIES

Investors Fund Series is a mutual fund with multiple portfolios. Zurich
Kemper Investments, Inc. (ZKI) is the investment adviser for the Kemper
Government Securities Portfolio and the Kemper Small Cap Growth Portfolio.
Zurich Kemper Value Advisors, Inc., a wholly owned subsidiary of ZKI,
is the investment adviser for the Kemper Small Cap Value Portfolio.
The following portfolios are available under the contract:

Kemper Small Cap Value Portfolio
Kemper Government Securities Portfolio
Kemper Small Cap Growth Portfolio

LORD ABBETT SERIES FUND, INC.

Lord Abbett Series Fund, Inc. is a mutual fund with multiple portfolios.
Each portfolio is managed by Lord, Abbett & Co. The following
portfolio is available under the contract:

Growth and Income Portfolio

MFS VARIABLE INSURANCE TRUST

MFS Variable Insurance Trust is a mutual fund with multiple portfolios.
Massachusetts Financial Services Company is the investment adviser to each
portfolio. The following portfolios are available under the contract:

MFS Emerging Growth Series
MFS Research Series
MFS Growth With Income Series
MFS High Income Series
MFS World Governments Series

OPPENHEIMER VARIABLE ACCOUNT FUNDS

Oppenheimer Variable Account Funds is a mutual fund with multiple portfolios.
OppenheimerFunds, Inc. is the investment adviser to each portfolio. The
following portfolios are available under the contract:

Oppenheimer High Income Fund
Oppenheimer Bond Fund
Oppenheimer Growth Fund
Oppenheimer Growth & Income Fund
Oppenheimer Strategic Bond Fund

TRANSFERS
You can transfer money among the fixed account and the 31 investment
portfolios.

TRANSFERS DURING THE ACCUMULATION PHASE.
You can make 12 transfers every year during the accumulation phase without
charge. We measure a year from the anniversary of the day we issued your
contract. You can make a transfer to or from the fixed account and to or from
any investment portfolio. If you make more than 12 transfers in a year, there
is a transfer fee deducted. The fee is $25 per transfer or, if less, 2% of the
amount transferred. The following apply to any transfer during the
accumulation phase:

1. Your request for transfer must clearly state which investment portfolio(s)
or the fixed account are involved in the transfer.

2. Your request for transfer must clearly state how much the transfer is for.

3. You cannot make any transfers within 7 calendar days of the annuity date.

TRANSFERS DURING THE INCOME PHASE. You can only make transfers between the
investment portfolios once each year. We measure a year from the anniversary
of the day we issued your contract. You cannot transfer from the fixed account
to an investment portfolio, but you can transfer from one or more investment
portfolios to the fixed account at any time. If you make more than 12
transfers, a transfer fee will be charged.

Cova has reserved the right during the year to terminate or modify the
transfer provisions described above.

You can make transfers by telephone. If you own the contract with a joint
owner, unless Cova is instructed otherwise, Cova will accept instructions from
either you or the other owner. Cova will use reasonable procedures to confirm
that instructions given us by telephone are genuine. If Cova fails to use such
procedures, we may be liable for any losses due to unauthorized or fraudulent
instructions. Cova tape records all telephone instructions.

DOLLAR COST AVERAGING PROGRAM
The Dollar Cost Averaging Program allows you to systematically transfer a set
amount each month from the Money Market Fund or the fixed account to any
of the other investment portfolio(s). By allocating amounts on a regular
schedule as opposed to allocating the total amount at one particular time, you
may be less susceptible to the impact of market fluctuations.

The minimum amount which can be transferred each month is $500. You must have
at least $6,000 in the Money Market Fund or the fixed account, (or the
amount required to complete your program, if less) in order to participate in
the Dollar Cost Averaging Program.

All Dollar Cost Averaging transfers will be made on the 15th day of the month
unless that day is not a business day. If it is not, then the transfer will be
made the next business day.

If you participate in the Dollar Cost Averaging Program, the transfers made
under the program are not taken into account in determining any transfer fee.

AUTOMATIC REBALANCING PROGRAM
Once your money has been allocated among the investment portfolios, the
performance of each portfolio may cause your allocation to shift. You can
direct us to automatically rebalance your contract to return to your original
percentage allocations by selecting our Automatic Rebalancing Program. You can
tell us whether to rebalance quarterly, semi-annually or annually. We will
measure these periods from the anniversary of the date we issued your
contract. The transfer date will be the 1st day after the end of the period
you selected. If you participate in the Automatic Rebalancing Program, the
transfers made under the program are not taken into account in determining any
transfer fee.

EXAMPLE:

Assume that you want your initial purchase payment split between 2 investment
portfolios. You want 40% to be in the Quality Bond Portfolio and 60% to be in
the Select Equity Portfolio. Over the next 2-1/2 months the bond market does
very well while the stock market performs poorly. At the end of the first
quarter, the Quality Bond Portfolio now represents 50% of your holdings
because of its increase in value. If you had chosen to have your holdings
rebalanced quarterly, on the first day of the next quarter, Cova would sell
some of your units in the Quality Bond Portfolio to bring its value back to
40% and use the money to buy more units in the Select Equity Portfolio to
increase those holdings to 60%.

APPROVED ASSET ALLOCATION PROGRAMS
Cova recognizes the value to certain owners of having available, on a
continuous basis, advice for the allocation of your money among the investment
options available under the contracts. Certain providers of these types of
services have agreed to provide such services to owners in accordance with
Cova's administrative rules regarding such programs.

Cova has made no independent investigation of these programs. Cova has only
established that these programs are compatible with our administrative systems
and rules. Approved asset allocation programs are only available during the
accumulation phase.

Even though Cova permits the use of approved asset allocation programs, the
contract was not designed for professional market timing organizations.
Repeated patterns of frequent transfers are disruptive to the operations of
the investment portfolios, and when Cova becomes aware of such disruptive
practices, we may modify the transfer provisions of the contract.

If you participate in an Approved Asset Allocation Program, the transfers made
under the program are not taken into account in determining any transfer fee.

VOTING RIGHTS
Cova is the legal owner of the investment portfolio shares. However, Cova
believes that when an investment portfolio solicits proxies in conjunction
with a vote of shareholders, it is required to obtain from you and other
owners instructions as to how to vote those shares. When we receive those
instructions, we will vote all of the shares we own in proportion to those
instructions. This will also include any shares that Cova owns on its own
behalf. Should Cova determine that it is no longer required to comply with the
above, we will vote the shares in our own right.

SUBSTITUTION
Cova may be required to substitute one of the investment portfolios you have
selected with another portfolio. We would not do this without the prior
approval of the Securities and Exchange Commission. We will give you notice of
our intent to do this.

5. EXPENSES

There are charges and other expenses associated with the contracts that reduce
the return on your investment in the contract. These charges and expenses are:

INSURANCE CHARGES
Each day, Cova makes a deduction for its insurance charges. Cova does this as
part of its calculation of the value of the accumulation units and the annuity
units. The insurance charge has two parts: 1) the mortality and expense risk
premium and 2) the administrative expense charge.

MORTALITY AND EXPENSE RISK PREMIUM. This charge is equal, on an annual basis,
to 1.25% of the daily value of the contracts invested in an investment
portfolio, after expenses have been deducted. This charge is for all the
insurance benefits e.g., guarantee of annuity rates, the death benefits, for
certain expenses of the contract, and for assuming the risk (expense risk)
that the current charges will be insufficient in the future to cover the cost
of administering the contract. If the charges under the contract are not
sufficient, then Cova will bear the loss. Cova does, however, expect to profit
from this charge. The mortality and expense risk premium cannot be increased.
Cova may use any profits it makes from this charge to pay for the costs of
distributing the contract.

ADMINISTRATIVE EXPENSE CHARGE. This charge is equal, on an annual basis, to
.15% of the daily value of the contracts invested in an investment portfolio,
after expenses have been deducted. This charge, together with the contract
maintenance charge (see below), is for all the expenses associated with the
administration of the contract. Some of these expenses are: preparation of the
contract, confirmations, annual reports and statements, maintenance of
contract records, personnel costs, legal and accounting fees, filing fees, and
computer and systems costs. Because this charge is taken out of every unit
value, you may pay more in administrative costs than those that are associated
solely with your contract. Cova does not intend to profit from this charge.
However, if this charge and the contract maintenance charge are not enough to
cover the costs of the contracts in the future, Cova will bear the loss.

CONTRACT MAINTENANCE CHARGE
During the accumulation phase, every year on the anniversary of the date when
your contract was issued, Cova deducts $30 from your contract as a contract
maintenance charge. (In South Carolina, the charge is the lesser of $30 or 2%
of the value of the contract.) This charge is for administrative expenses (see
above). This charge can not be increased.

Cova will not deduct this charge, if when the deduction is to be made, the
value of your contract is $50,000 or more. Cova may some time in the future
discontinue this practice and deduct the charge.

If you make a complete withdrawal from your contract, the contract maintenance
charge will also be deducted. A pro rata portion of the charge will be
deducted if the annuity date is other than an anniversary. After the annuity
date, the charge will be collected monthly out of the annuity payment.

WITHDRAWAL CHARGE
During the accumulation phase, you can make withdrawals from your contract.
Cova keeps track of each purchase payment. Once a year after the first year,
you can withdraw up to 10% of your total purchase payments and no withdrawal
charge will be assessed on the 10%, if on the day you make your withdrawal the
value of your contract is $5,000 or more. Otherwise, the charge is 5% of each
purchase payment you take out. However, after Cova has had a purchase payment
for 5 years, there is no charge when you withdraw that purchase payment. For
purposes of the withdrawal charge, Cova treats withdrawals as coming from the
oldest purchase payment first. When the withdrawal is for only part of the
value of your contract, the withdrawal charge is deducted from the remaining
value in your contract.

NOTE: For tax purposes, withdrawals are considered to have come from the last
money into the contract. Thus, for tax purposes, earnings are considered to
come out first.

Cova does not assess the withdrawal charge on any payments paid out as annuity
payments or as death benefits.

After you have owned the contract for one year, if you, or your joint owner,
has been confined to a nursing home or hospital for at least 90 consecutive
days under a doctor's care and you need part or all of the money from your
contract, Cova will not impose a withdrawal charge. You or your joint owner
cannot have been so confined when you purchased your contract if you want to
take advantage of this provision. This is called the Nursing Home Waiver. This
provision is not available in all states.

REDUCTION OR ELIMINATION OF THE WITHDRAWAL CHARGE
Cova will reduce or eliminate the amount of the withdrawal charge when the
contract is sold under circumstances which reduce its sales expense. Some
examples are: if there is a large group of individuals that will be purchasing
the contract or a prospective purchaser already had a relationship with Cova.
Cova will not deduct a withdrawal charge under a contract issued to an
officer, director or employee of Cova or any of its affiliates.

PREMIUM TAXES
Some states and other governmental entities (e.g., municipalities) charge
premium taxes or similar taxes. Cova is responsible for the payment of these
taxes and will make a deduction from the value of the contract for them. Some
of these taxes are due when the contract is issued, others are due when
annuity payments begin. It is Cova's current practice to not charge anyone for
these taxes until annuity payments begin. Cova may some time in the future
discontinue this practice and assess the charge when the tax is due. Premium
taxes generally range from 0% to 4%, depending on the state.

TRANSFER FEE
You can make 12 free transfers every year. We measure a year from the day we
issue your contract. If you make more than 12 transfers a year, we will deduct
a transfer fee of $25 or 2% of the amount that is transferred whichever is
less.

If the transfer is part of the Dollar Cost Averaging Program, the Automatic
Rebalancing Program or an Approved Asset Allocation Program, it will not
count in determining the transfer fee.

INCOME TAXES
Cova will deduct from the contract for any income taxes which it incurs
because of the contract. At the present time, we are not making any such
deductions.

INVESTMENT PORTFOLIO EXPENSES
There are deductions from and expenses paid out of the assets of the various
investment portfolios, which are described in the attached fund prospectuses.

6. TAXES

NOTE: Cova has prepared the following information on taxes as a general
discussion of the subject. It is not intended as tax advice to any individual.
You should consult your own tax adviser about your own circumstances. Cova has
included in the Statement of Additional Information an additional discussion
regarding taxes.

ANNUITY CONTRACTS IN GENERAL
Annuity contracts are a means of setting aside money for future needs -
usually retirement. Congress recognized how important saving for retirement
was and provided special rules in the Internal Revenue Code (Code) for
annuities.

Simply stated these rules provide that you will not be taxed on the earnings
on the money held in your annuity contract until you take the money out. This
is referred to as tax deferral. There are different rules as to how you will
be taxed depending on how you take the money out and the type of contract -
qualified or non-qualified (see following sections).

You, as the owner, will not be taxed on increases in the value of your
contract until a distribution occurs - either as a withdrawal or as annuity
payments. When you make a withdrawal you are taxed on the amount of the
withdrawal that is earnings. For annuity payments, different rules apply. A
portion of each annuity payment is treated as a partial return of your
purchase payments and will not be taxed. The remaining portion of the annuity
payment will be treated as ordinary income. How the annuity payment is divided
between taxable and non-taxable portions depends upon the period over which
the annuity payments are expected to be made. Annuity payments received after
you have received all of your purchase payments are fully includible in
income.

When a non-qualified contract is owned by a non-natural person
(e.g.,corporation or certain other entities other than tax-qualified trusts),
the contract will generally not be treated as an annuity for tax purposes.

QUALIFIED AND NON-QUALIFIED CONTRACTS
If you purchase the contract as an individual and not under any pension plan,
specially sponsored program or an individual retirement annuity, your contract
is referred to as a non-qualified contract.

If you purchase the contract under a pension plan, specially sponsored
program, or an individual retirement annuity, your contract is referred to as
a qualified contract. Examples of qualified plans are: Individual Retirement
Annuities (IRAs), Tax-Sheltered Annuities (sometimes referred to as 403(b)
contracts), H.R. 10 Plans (sometimes referred to as Keogh Plans), and pension
and profit-sharing plans, which include 401(k) plans.

WITHDRAWALS - NON-QUALIFIED CONTRACTS
If you make a withdrawal from your contract, the Code treats such a withdrawal
as first coming from earnings and then from your purchase payments. Such
withdrawn earnings are includible in income.

The Code also provides that any amount received under an annuity contract
which is included in income may be subject to a penalty. The amount of the
penalty is equal to 10% of the amount that is includible in income. Some
withdrawals will be exempt from the penalty. They include any amounts: (1)
paid on or after the taxpayer reaches age 59-1/2; (2) paid after you die; (3)
paid if the taxpayer becomes totally disabled (as that term is defined in the
Code); (4) paid in a series of substantially equal payments made annually (or
more frequently) under a lifetime annuity; (5) paid under an immediate
annuity; or (6) which come from purchase payments made prior to August 14,
1982.

WITHDRAWALS - QUALIFIED CONTRACTS
The above information describing the taxation of non-qualified contracts does
not apply to qualified contracts. There are special rules that govern with
respect to qualified contracts. We have provided a more complete discussion in
the Statement of Additional Information.

WITHDRAWALS - TAX-SHELTERED ANNUITIES
The Code limits the withdrawal of purchase payments made by owners from
certain Tax-Sheltered Annuities. Withdrawals can only be made when an owner:
(1) reaches age 59-1/2; (2) leaves his/her job; (3) dies; (4) becomes disabled
(as that term is defined in the Code); or (5) in the case of hardship.
However, in the case of hardship, the owner can only withdraw the purchase
payments and not any earnings.

DIVERSIFICATION
The Code provides that the underlying investments for a variable annuity must
satisfy certain diversification requirements in order to be treated as an
annuity contract. Cova believes that the investment portfolios are being
managed so as to comply with the requirements.

Neither the Code nor the Internal Revenue Service Regulations issued to date
provide guidance as to the circumstances under which you, because of the
degree of control you exercise over the underlying investments, and not Cova
would be considered the owner of the shares of the investment portfolios. If
this occurs, it will result in the loss of the favorable tax treatment for the
contract. It is unknown to what extent owners are permitted to select
investment portfolios, to make transfers among the investment portfolios or
the number and type of investment portfolios owners may select from. If any
guidance is provided which is considered a new position, then the guidance
would generally be applied prospectively. However, if such guidance is
considered not to be a new position, it may be applied retroactively. This
would mean that you, as the owner of the contract, could be treated as the
owner of the investment portfolios.

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

7. ACCESS TO YOUR MONEY

You can have access to the money in your contract:
(1) by making a withdrawal (either a partial or a complete withdrawal); (2) by
electing to receive annuity payments; or (3) when a death benefit is paid to
your beneficiary. Under most circumstances, withdrawals can only be made
during the accumulation phase.

When you make a complete withdrawal you will receive the value of the contract
on the day you made the withdrawal less any applicable withdrawal charge, less
any premium tax and less any contract maintenance charge. (See Section 5.
Expenses for a discussion of the charges.)

Unless you instruct Cova otherwise, any partial withdrawal will be made
pro-rata from all the investment portfolios and the fixed account you
selected. Under most circumstances the amount of any partial withdrawal must
be for at least $500. Cova requires that after a partial withdrawal is made
you keep at least $500 in any selected investment portfolio.

INCOME TAXES, TAX PENALTIES AND CERTAIN RESTRICTIONS MAY APPLY TO ANY
WITHDRAWAL YOU MAKE.

There are limits to the amount you can withdraw from a qualified plan referred
to as a 403(b) plan. For a more complete explanation see Section 6. Taxes and
the discussion in the Statement of Additional Information.

SYSTEMATIC WITHDRAWAL PROGRAM
If you are 59 1/2 or older, you may use the Systematic Withdrawal Program.
This program provides an automatic monthly payment to you of up to 10% of your
total purchase payments each year. No withdrawal charge will be made for these
payments. Cova does not have any charge for this program, but reserves the
right to charge in the future. If you use this program, you may not also make
a single 10% free withdrawal. For a discussion of the withdrawal charge and
the 10% free withdrawal, see Section 5. Expenses.

All Systematic Withdrawals will be paid on the 15th day of the month unless
that day is not a business day. If it is not, then the payment will be the
next business day.

INCOME TAXES MAY APPLY TO SYSTEMATIC WITHDRAWALS.

8. PERFORMANCE

Cova periodically advertises performance of the various investment portfolios.
Cova will calculate performance by determining the percentage change in the
value of an accumulation unit by dividing the increase (decrease) for that
unit by the value of the accumulation unit at the beginning of the period.
This performance number reflects the deduction of the insurance charges and
the investment portfolio expenses. It does not reflect the deduction of any
applicable contract maintenance charge and withdrawal charge. The deduction
of any applicable contract maintenance charge and withdrawal charges would
reduce the percentage increase or make greater any percentage decrease.
Any advertisement will also include total return figures which reflect the
deduction of the insurance charges, contract maintenance charge, withdrawal
charges and the investment portfolio expenses.

For periods starting prior to the date the contracts were first offered, the
performance will be based on the historical performance of the corresponding
portfolios, modified to reflect the charges and expenses of the contract as
if the contracts had been in existence during the period stated in the
advertisement. These figures should not be interpreted to reflect actual
historic performance.

Cova may, from time to time, include in its advertising and sales materials,
tax deferred compounding charts and other hypothetical illustrations, which
may include comparisons of currently taxable and tax deferred investment
programs, based on selected tax brackets.

The Appendix contains performance information that you may find informative.
Future performance will vary and results shown are not necessarily
representative of future results.

9. DEATH BENEFIT

UPON YOUR DEATH
If you die before annuity payments begin, Cova will pay a death benefit to
your beneficiary (see below). If you have a joint owner, the death benefit
will be paid when the first of you dies. Joint owners must be spouses. The
surviving joint owner will be treated as the beneficiary.

The amount of the death benefit depends on how old you or your joint owner is.

Prior to you, or your joint owner, reaching age 80, the death benefit will be
the greater of:

1. Total purchase payments, less withdrawals (and any withdrawal charges paid
on the withdrawals);

2. The value of your contract at the time the death benefit is to be paid; or

3. The value of your contract on the most recent five year anniversary before
the date of death, plus any subsequent purchase payments, less any withdrawals
(and any withdrawal charges paid on the withdrawals).

After you, or your joint owner, reaches age 80, the death benefit will be the
greater of:

1. Total purchase payments, less any withdrawals (and any withdrawal charges
paid on the withdrawals);

2. The value of your contract at the time the death benefit is to be paid; or

3. The value of your contract on the most recent five year anniversary on or
before you or your joint owner reaches age 80, plus any subsequent purchase
payments, less any withdrawals (and any withdrawal charges paid on the
withdrawals).

The entire death benefit must be paid within 5 years of the date of death
unless the beneficiary elects to have the death benefit payable under an
annuity option. The death benefit payable under an annuity option must be paid
over the beneficiary's lifetime or for a period not extending beyond the
beneficiary's life expectancy. Payment must begin within one year of the date
of death. If the beneficiary is the spouse of the owner, he/she can continue
the contract in his/her own name at the then current value. If a lump sum
payment is elected and all the necessary requirements are met, the payment
will be made within 7 days.

DEATH OF ANNUITANT
If the annuitant, not an owner or joint owner, dies before annuity payments
begin, you can name a new annuitant. If no annuitant is named within 30 days
of the death of the annuitant, you will become the annuitant. However, if the
owner is a non-natural person (for example, a corporation), then the death or
change of annuitant will be treated as the death of the owner, and a new
annuitant may not be named.

Upon the death of the annuitant after annuity payments begin, the death
benefit, if any, will be as provided for in the annuity option selected.

10. OTHER INFORMATION

COVA
Cova Financial Services Life Insurance Company (Cova) was incorporated on
August 17, 1981 as Assurance Life Company, a Missouri corporation, and changed
its name to Xerox Financial Services Life Insurance Company in 1985. On June
1, 1995, a wholly-owned subsidiary of General American Life Insurance Company
purchased Cova which on that date changed its name to Cova Financial Services
Life Insurance Company.

Cova is licensed to do business in the District of Columbia and all states
except California, Maine, New Hampshire, New York and Vermont.

THE SEPARATE ACCOUNT
Cova has established a separate account, Cova Variable Annuity Account One
(Separate Account), to hold the assets that underlie the contracts. The Board
of Directors of Cova adopted a resolution to establish the Separate Account
under Missouri insurance law on February 24, 1987. We have registered the
Separate Account with the Securities and Exchange Commission as a unit
investment trust under the Investment Company Act of 1940.

The assets of the Separate Account are held in Cova's name on behalf of the
Separate Account and legally belong to Cova. However, those assets that
underlie the contracts, are not chargeable with liabilities arising out of any
other business Cova may conduct. All the income, gains and losses (realized or
unrealized) resulting from these assets are credited to or charged against the
contracts and not against any other contracts Cova may issue.

DISTRIBUTOR
Cova Life Sales Company (Life Sales), One Tower Lane, Suite 3000, Oakbrook
Terrace, Illinois 60181-4644, acts as the distributor of the contracts. Life
Sales is an affiliate of Cova.

Commissions will be paid to broker-dealers who sell the contracts.
Broker-dealers will be paid commissions up to 5.5% of purchase payments but,
under certain circumstances, may be paid an additional .5% commission.
Sometimes, Cova enters into an agreement with the broker-dealer to pay the
broker-dealer persistency bonuses, in addition to the standard commissions. To
the extent that the withdrawal charge is insufficient to cover the actual cost
of distribution, Cova may use any of its corporate assets, including any
profit from the mortality and expense risk premium, to make up any difference.

OWNERSHIP
OWNER. You, as the owner of the contract, have all the rights under the
contract. Prior to the annuity date, the owner is as designated at the time
the contract is issued, unless changed. On and after the annuity date, the
annuitant is the owner. The beneficiary becomes the owner when a death benefit
is payable.

JOINT OWNER. The contract can be owned by joint owners. Any joint owner must
be the spouse of the other owner (except in Pennsylvania). Upon the death of
either joint owner, the surviving spouse will be the designated beneficiary.
Any other beneficiary designation at the time the contract was issued or as
may have been later changed will be treated as a contingent beneficiary unless
otherwise indicated.

BENEFICIARY
The beneficiary is the person(s) or entity you name to receive any death
benefit. The beneficiary is named at the time the contract is issued unless
changed at a later date. Unless an irrevocable beneficiary has been named, you
can change the beneficiary at any time before you die.

ASSIGNMENT
You can assign the contract at any time during your lifetime. Cova will not be
bound by the assignment until it receives the written notice of the
assignment. Cova will not be liable for any payment or other action we take in
accordance with the contract before we receive notice of the assignment. AN
ASSIGNMENT MAY BE A TAXABLE EVENT.

If the contract is issued pursuant to a qualified plan, there may be
limitations on your ability to assign the contract.

SUSPENSION OF PAYMENTS OR TRANSFERS
Cova may be required to suspend or postpone payments for withdrawals or
transfers for any period when:

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

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

3. an emergency exists as a result of which disposal of shares of the
investment portfolios is not reasonably practicable or Cova cannot reasonably
value the shares of the investment portfolios;

4. during any other period when the Securities and Exchange Commission, by
order, so permits for the protection of owners.

Cova has reserved the right to defer payment for a withdrawal or transfer from
the fixed account for the period permitted by law but not for more than six
months.

FINANCIAL STATEMENTS
The consolidated financial statements of Cova and the Separate Account have
been included in the Statement of Additional Information.

TABLE OF CONTENTS OF THE
STATEMENT OF ADDITIONAL INFORMATION

Company
Experts
Legal Opinions
Distribution
Performance Information
Tax Status
Annuity Provisions
Financial Statements

APPENDIX

PERFORMANCE INFORMATION

FUTURE PERFORMANCE WILL VARY AND THE RESULTS SHOWN ARE NOT NECESSARILY
REPRESENTATIVE OF FUTURE RESULTS.

The accumulation units are new and therefore have no performance history.
However, the corresponding portfolios have been in existence for sometime
and consequently have an investment performance history. In order to show
how the historical investment performance of the portfolios affects
accumulation unit values, the following performance information was
developed. The information is based upon the historical experience of the
portfolios and is for the periods shown.

The chart below shows the investment performance of the portfolios and the
accumulation units performance calculated by assuming that accumulation
units were invested in the portfolio for the same periods.

The performance figures in Column A reflect the fees and expenses paid
by the portfolio. Column B presents performance figures for the accumulation
units which reflect the insurance charges as well as the fees and expenses
of the portfolio. Column C presents performance figures for the accumulation
units which reflect the insurance charges, the contract maintenance charge,
the fees and expenses of the portfolio, and assumes that you make a
withdrawal at the end of the period and therefore the withdrawal charge is
reflected.

AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/96

<TABLE>
<CAPTION>
<S> <C> <C> <C>
Column A Column B Column C
Portfolio Performance Accumulation Unit Performance
---------------------- ---------------------- ----------------------
Portfolio 10 yrs/ 10 yrs/ 10 yrs/
Inception since since since
Portfolio Date 1 yr 5 yrs inception 1 yr 5 yrs inception 1 yr 5 yrs inception
- ----------------- ------------ ---------------------- ---------------------- ----------------------

AIM VARIABLE INSURANCE
FUNDS, INC.
AIM V.I. Capital
Appreciation
AIM V.I. International
Equity
AIM V.I. Value

ALLIANCE VARIABLE PRODUCTS
SERIES FUND, INC.
Premier Growth
Real Estate Investment

LIBERTY VARIABLE INVESTMENT
TRUST
Newport Tiger, Variable Series

GENERAL AMERICAN CAPITAL
COMPANY
Money Market

COVA SERIES TRUST
Small Cap Stock
Large Cap Stock
Select Equity
International Equity
Quality Bond
Bond Debenture

INVESTORS FUND SERIES
Kemper Small Cap Value
Kemper Government Securities
Kemper Small Cap Growth

LORD ABBETT SERIES FUND, INC.
Growth and Income Portfolio

MFS VARIABLE INSURANCE TRUST
MFS Emerging Growth
MFS Research
MFS Growth With Income
MFS High Income
MFS World Governments

OPPENHEIMER VARIABLE ACCOUNT
FUNDS
Oppenheimer High Income
Oppenheimer Bond
Oppenheimer Growth
Oppenheimer Growth & Income
Oppenheimer Strategic Bond
</TABLE>

- ---------------------------
- --------------------------- STAMP
- ---------------------------

Cova Financial Services Life Insurance Company
Attn: Variable Products
One Tower Lane
Suite 3000
Oakbrook Terrace, Illinois 60181-4644

Please send me, at no charge, the Statement of Additional Information
dated ____________, 1997 for The Annuity Contract issued by Cova.

(Please print or type and fill in all information)

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

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

---------------------------------------------------------------------------
City State Zip Code

CL-___(_/97) COVA VA

================================================================================

PART A - VERSION B

Cova Financial Services Life Insurance Company _____, 1997

PROFILE of the Fixed and Variable Annuity Contract

THIS PROFILE IS A SUMMARY OF SOME OF THE MORE IMPORTANT POINTS THAT YOU SHOULD
CONSIDER AND KNOW BEFORE PURCHASING THE CONTRACT. THE CONTRACT IS MORE FULLY
DESCRIBED IN THE PROSPECTUS WHICH ACCOMPANIES THIS PROFILE. PLEASE READ THE
PROSPECTUS CAREFULLY.

1. THE ANNUITY CONTRACT. The fixed and variable annuity contract offered by Cova
is a contract between you, the owner, and Cova, an insurance company. The
Contract provides a means for investing on a tax-deferred basis in a fixed
account of Cova and 5 investment portfolios. The Contract is intended for
retirement savings or other long-term investment purposes and provides for a
death benefit and guaranteed income options.

This Contract also offers 5 investment portfolios which are listed in
Section 4. These portfolios are designed to offer a potentially better
return than the fixed account. However, this is NOT guaranteed. You can also
lose your money.

The amount of money you are able to accumulate in your account during the
accumulation phase will determine the amount of income payments during the
income phase.

4. INVESTMENT OPTIONS. You can put your money in any or all of these
investment portfolios which are described in the prospectuses for the funds:

<TABLE>
<CAPTION>
<S> <C>
Managed by Frank Russell Managed by Conning Asset
Investment Management Company Management Company
Multi-Style Equity Money Market
Aggressive Equity
Non-U.S.
Core Bond
</TABLE>

Depending upon market conditions, you can make or lose money in any of these
portfolios.

5. EXPENSES. The Contract has insurance features and investment features,
and there are costs related to each.

There are also investment charges which range from .205% to 1.30% of the
average daily value of the investment portfolio depending upon the investment
portfolio.

The following chart is designed to help you understand the expenses in the
Contract. The column "Total Annual Expenses" shows the total of the $30
contract maintenance charge (which is represented as .10% below), the 1.40%
insurance charges and the investment expenses for each investment portfolio.
The next two columns show you two examples of the expenses, in dollars, you
would pay under a Contract. The examples assume that you invested $1,000 in a
Contract which earns 5% annually and that you withdraw your money: (1) at the
end of year 1, and (2) at the end of year 10. For year 1, the Total Annual
Expenses are assessed as well as the withdrawal charges. For year 10, the
example shows the aggregate of all the annual expenses assessed for the 10
years, but there is no withdrawal charge.

The premium tax is assumed to be 0% in both examples.

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Examples:
Total Annual
Total Annual Total Annual Total Expenses At End of:
Insurance Portfolio Annual (1) (2)
Portfolio Charges Expenses Expenses 1 Year 10 Years
- --------------------- ------------- ------------- ------------- ------ --------

Managed by Frank Russell Investment
Management Company
Multi-Style Equity 1.50% 0.92% 2.42% $_____ $______
Aggressive Equity 1.50% 1.25% 2.75% $_____ $______
Non-U.S. 1.50% 1.30% 2.80% $_____ $______
Core Bond 1.50% 0.80% 2.30% $_____ $______

Managed by Conning Asset
Management Company
Money Market 1.50% 0.205% 1.705% $_____ $______
</TABLE>

The charges reflect any expense reimbursement or fee waiver. For more detailed
information, see the Fee Table in the Prospectus for the Contract.

7. ACCESS TO YOUR MONEY. You can take money out at any time during the
accumulation phase. After the first year, you can take up to 10% of your total
purchase payments each year without charge from Cova. Withdrawals in excess of
that will be charged 5% of each payment you take out. Each purchase payment you
add to your Contract has its own 5 year withdrawal charge period. After Cova has
had a payment for 5 years, there is no charge for withdrawing that payment. Of
course, you may also have to pay income tax and a tax penalty on any money you
take out.

9. DEATH BENEFIT. If you die before moving to the income phase, the person you
have chosen as your beneficiary will receive a death benefit. This death benefit
will be the greater of three amounts: 1) the money you've put in less any money
you've taken out, and the related withdrawal charges, or 2) the value of your
Contract at the time the death benefit is to be paid, or 3) the value of your
Contract at the most recent 5th-year-anniversary before the date of death plus
any money you've added since that anniversary minus any money you've taken out
since that anniversary, and the related withdrawal charges. If you die after age
80, slightly different rules apply.

10. OTHER INFORMATION.

No Probate. In most cases, when you die, the person you choose as your
beneficiary will receive the death benefit without going through probate.

Who should purchase the Contract? This Contract is designed for people
seeking long-term tax-deferred accumulation of assets, generally for retirement
or other long-term purposes. The tax-deferred feature is most attractive to
people in high federal and state tax brackets. You should not buy this Contract
if you are looking for a short-term investment or if you cannot take the risk of
getting back less money than you put in.

Additional Features. This Contract has additional features you might be
interested in. These include:

You can arrange to have money automatically sent to you each month while
your Contract is still in the accumulation phase. Of course, you'll have to pay
taxes on money you receive. We call this feature the Systematic Withdrawal
Program.

You can arrange to automatically readjust the money between investment
portfolios periodically to keep the blend you select. We call this feature
Automatic Rebalancing.

Under certain circumstances, Cova will give you your money without a
withdrawal charge if you need it while you're in a nursing home. We call this
feature the Nursing Home Waiver.

These features are not available in all states and may not be suitable for your
particular situation.

11. INQUIRIES. If you need more information, please contact us at:

Cova Life Sales Company
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181
800-523-1661

THE FIXED
AND VARIABLE ANNUITY
ISSUED BY
COVA VARIABLE ANNUITY ACCOUNT ONE
AND
COVA FINANCIAL SERVICES
LIFE INSURANCE COMPANY

This prospectus describes the Fixed and Variable Annuity Contract offered by
Cova Financial Services Life Insurance Company (Cova).

The annuity contract has 6 investment choices - a fixed account which offers
an interest rate which is guaranteed by Cova, and 5 investment portfolios
listed below. The 5 investment portfolios are part of the Russell Insurance
Funds or General American Capital Company. You can put your money in the fixed
account and/or any of these investment portfolios.

RUSSELL INSURANCE FUNDS

Managed by Frank Russell Investment Management Company
Multi-Style Equity
Aggressive Equity
Non-U.S.
Core Bond

GENERAL AMERICAN CAPITAL COMPANY

Managed by Conning Asset Management Company
Money Market

Please read this prospectus before investing and keep it on file for future
reference. It contains important information about the Cova Fixed and Variable
Annuity Contract.

______, 1997.

TABLE OF CONTENTS Page

INDEX OF SPECIAL TERMS

FEE TABLE

EXAMPLES

1. THE ANNUITY CONTRACT

2. ANNUITY PAYMENTS (THE INCOME PHASE)

3. PURCHASE
Purchase Payments
Allocation of Purchase Payments
Accumulation Units

4. INVESTMENT OPTIONS
Russell Insurance Funds
General American Capital Company
Transfers
Dollar Cost Averaging Program
Automatic Rebalancing Program
Approved Asset Allocation Programs
Voting Rights
Substitution

5. EXPENSES
Insurance Charges
Contract Maintenance Charge
Withdrawal Charge
Reduction or Elimination of the
Withdrawal Charge
Premium Taxes
Transfer Fee
Income Taxes
Investment Portfolio Expenses

7. ACCESS TO YOUR MONEY
Systematic Withdrawal Program

8. PERFORMANCE

9. DEATH BENEFIT
Upon Your Death
Death of Annuitant

10.OTHER INFORMATION
Cova
The Separate Account
Distributor
Ownership
Beneficiary
Assignment
Suspension of Payments or Transfers
Financial Statements

TABLE OF CONTENTS OF THE STATEMENT OF
ADDITIONAL INFORMATION

APPENDIX - PERFORMANCE INFORMATION

INDEX OF SPECIAL TERMS

COVA VARIABLE ANNUITY ACCOUNT ONE FEE TABLE

<TABLE>
<CAPTION>
<S> <C>
OWNER TRANSACTION EXPENSES
Withdrawal Charge (see Note 2 below) 5% of purchase payment withdrawn
</TABLE>

TRANSFER FEE (see Note 3 below)
No charge for first 12 transfers in a contract year; thereafter, the fee
is $25 per transfer or, if less, 2% of the amount transferred.

<TABLE>
<CAPTION>
<S> <C>
CONTRACT MAINTENANCE CHARGE (see Note 4 below) $30 per contract per year

</TABLE>

<TABLE>
<CAPTION>
INVESTMENT PORTFOLIO EXPENSES
(as a percentage of the average daily net assets of an investment portfolio)
<S> <C> <C> <C>
Management Fees Other Expenses (after Total Annual
(after fee waiver)* expense reimbursement)* Portfolio Expenses
------------------- ---------------------- -------------------
RUSSELL INSURANCE FUNDS
Managed by Frank Russell
Investment Management Company
Multi-Style Equity .22% .70% .92%
Aggressive Equity .26% .99% 1.25%
Non-U.S. 0% 1.30 1.30%
Core Bond 0% .80% .80%

*The manager has voluntarily agreed to waive a portion of the management fee, up
to the full amount of the fee, equal to the amount by which the Fund's total
operating expenses exceed the amounts set forth above under "Total Annual
Portfolio Expenses." Additionally, the manager has voluntarily agreed to
reimburse the Fund for all remaining expenses after fee waivers which exceed
the amount set forth above for each Fund under "Total Annual Portfolio Expenses".
Absent such waiver and reimbursement, the management fees and total operating
expenses would be .78% and 1.68% for the Multi-Style Equity Fund; .95% and
2.31% for the Aggressive Equity Fund; .95% and 5.31% for the Non-U.S. Fund;
and .60% and 2.36% for the Core Bond Fund.

GENERAL AMERICAN CAPITAL COMPANY
Managed by Conning Asset
Management Company
Money Market .205% 0% .205%
</TABLE>

EXAMPLES

You would pay the following expenses on a $1,000 investment, assuming a
5% annual return on assets:

(a)upon surrender at the end of each time period;
(b)if the contract is not surrendered or is annuitized.

Time Periods

<S> <C> <C>
1 year 3 years
--------- ----------

RUSSELL INSURANCE FUNDS
Managed by Frank Russell
Investment Management
Company
Multi-Style Equity (a)$_____ (a)$______
(b)$_____ (b)$______
Aggressive Equity (a)$_____ (b)$______
(b)$_____ (b)$______
Non-U.S. (a)$_____ (a)$______
(b)$_____ (b)$______
Core Bond (a)$_____ (a)$______
(b)$_____ (b)$______

GENERAL AMERICAN CAPITAL COMPANY
Managed by Conning Asset
Management Company

Money Market (a)$_____ (a)$______
(b)$_____ (b)$______
</TABLE>

EXPLANATION OF FEE TABLE AND EXAMPLES

5. Premium taxes are not reflected. Premium taxes may apply depending on the
state where you live.

6. The assumed average contract size is $30,000.

7. THE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.

1. THE ANNUITY CONTRACT

This Prospectus describes the Fixed and Variable Annuity Contract offered by
Cova.

Tax deferral means that you are not taxed on earnings or appreciation on the
assets in your contract until you take money out of your contract.

The contract is called a variable annuity because you can choose among 5
investment portfolios, and, depending upon market conditions, you can make or
lose money in any of these portfolios. If you select the variable annuity
portion of the contract, the amount of money you are able to accumulate
in your contract during the accumulation phase depends upon the investment
performance of the investment portfolio(s) you select. The amount of the
annuity payments you receive during the income phase from the variable
annuity portion of the contract also depends upon the investment
performance of the investment portfolios you select for the income
phase.

2. ANNUITY PAYMENTS (THE INCOME PHASE)

If you do not choose an annuity option at the time you purchase the contract,
we will assume that you selected Option 2 which provides a life annuity with
10 years of guaranteed payments.

You can choose one of the following annuity options. After annuity payments
begin, you cannot change the annuity option.

OPTION 1. LIFE ANNUITY. Under this option, we will make an annuity payment
each month so long as the annuitant is alive. After the annuitant dies, we
stop making annuity payments.

3. PURCHASE

PURCHASE PAYMENTS

ALLOCATION OF PURCHASE PAYMENTS

If you change your mind about owning this contract, you can cancel it within
10 days after receiving it (or the period required in your state). When you
cancel the contract within this time period, Cova will not assess a withdrawal
charge. You will receive back whatever your contract is worth on the day we
receive your request. In certain states or if you have purchased the contract
as an IRA, we may be required to give you back your purchase payment if you
decide to cancel your contract within 10 days after receiving it (or whatever
period is required in your state). If that is the case, we will put your
purchase payment in the Money Market Portfolio of the Cova Series Trust for 15
days after we allocate your first purchase payment. (In some states, the
period may be longer.) At the end of that period, we will re-allocate those
funds as you selected.

ACCUMULATION UNITS

Every day we determine the value of an accumulation unit for each of the
investment portfolios. We do this by:

1. determining the total amount of money invested in the particular
investment portfolio;

2. subtracting from that amount any insurance charges and any other charges
such as taxes we have deducted; and

3. dividing this amount by the number of outstanding accumulation units.

The value of an accumulation unit may go up or down from day to day.

We calculate the value of an accumulation unit for each investment portfolio
after the New York Stock Exchange closes each day and then credit your
contract.

EXAMPLE:

On Monday we receive an additional purchase payment of $5,000 from you. You
have told us you want this to go to the Multi-Style Equity Fund. When the New
York Stock Exchange closes on that Monday, we determine that the value of an
accumulation unit for the Multi-Style Equity Fund is $13.90. We then divide
$5,000 by $13.90 and credit your contract on Monday night with 359.71
accumulation units for the Multi-Style Equity Fund.

4. INVESTMENT OPTIONS

The Contract offers 5 investment portfolios which are listed below.
Additional investment portfolios may be available in the future.

YOU SHOULD READ THE PROSPECTUSES FOR THESE FUNDS CAREFULLY BEFORE INVESTING.
COPIES OF THESE PROSPECTUSES ARE ATTACHED TO THIS PROSPECTUS.

RUSSELL INSURANCE FUNDS

Russell Insurance Funds is managed by Frank Russell Investment Management
Company. Russell Insurance Funds is a mutual fund with four portfolios, each
with its own investment objective. The following portfolios are available
under the contract:

Multi-Style Equity Fund
Aggressive Equity Fund
Non-U.S. Fund
Core Bond Fund

GENERAL AMERICAN CAPITAL COMPANY

General American Capital Company is a mutual fund with multiple portfolios.
Each portfolio is managed by Conning Asset Management Company. The following
portfolio is available under the contract:

Money Market Fund

TRANSFERS
You can transfer money among the fixed account and the 5 investment
portfolios.

1. Your request for transfer must clearly state which investment portfolio(s)
or the fixed account are involved in the transfer.

2. Your request for transfer must clearly state how much the transfer is for.

3. You cannot make any transfers within 7 calendar days of the annuity date.

Cova has reserved the right during the year to terminate or modify the
transfer provisions described above.

All Dollar Cost Averaging transfers will be made on the 15th day of the month
unless that day is not a business day. If it is not, then the transfer will be
made the next business day.

If you participate in the Dollar Cost Averaging Program, the transfers made
under the program are not taken into account in determining any transfer fee.

EXAMPLE:

Assume that you want your initial purchase payment split between 2 investment
portfolios. You want 40% to be in the Core Bond Fund and 60% to be in the
Multi-Style Equity Fund. Over the next 2-1/2 months the bond market does very
well while the stock market performs poorly. At the end of the first quarter,
the Core Bond Fund now represents 50% of your holdings because of its increase
in value. If you had chosen to have your holdings rebalanced quarterly, on the
first day of the next quarter, Cova would sell some of your units in the Core
Bond Fund to bring its value back to 40% and use the money to buy more units in
the Multi-Style Equity Fund to increase those holdings to 60%.

Even though Cova permits the use of approved asset allocation programs, the
contract was not designed for professional market timing organizations.
Repeated patterns of frequent transfers are disruptive to the operations of
the investment portfolios, and should Cova become aware of such disruptive
practices, we may modify the transfer provisions of the contract.

If you participate in an Approved Asset Allocation Program, the transfers made
under the program are not taken into account in determining any transfer fee.

5. EXPENSES

There are charges and other expenses associated with the contracts that reduce
the return on your investment in the contract. These charges and expenses are:

Cova will not deduct this charge, if when the deduction is to be made, the
value of your contract is $50,000 or more. Cova may some time in the future
discontinue this practice and deduct the charge.

NOTE: For tax purposes, withdrawals are considered to have come from the last
money into the contract. Thus, for tax purposes, earnings are considered to
come out first.

Cova does not assess the withdrawal charge on any payments paid out as annuity
payments or as death benefits.

If the transfer is part of the Dollar Cost Averaging Program, the Automatic
Rebalancing Program or an Approved Asset Allocation Program, it will not
count in determining the transfer fee.

INCOME TAXES
Cova will deduct from the contract for any income taxes which it incurs
because of the contract. At the present time, we are not making any such
deductions.

INVESTMENT PORTFOLIO EXPENSES
There are deductions from and expenses paid out of the assets of the various
investment portfolios, which are described in the attached fund prospectuses.

6. TAXES

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

7. ACCESS TO YOUR MONEY

INCOME TAXES, TAX PENALTIES AND CERTAIN RESTRICTIONS MAY APPLY TO ANY
WITHDRAWAL YOU MAKE.

SYSTEMATIC WITHDRAWAL PROGRAM
If you are 59-1/2 or older, you may use the Systematic Withdrawal Program.
This program provides an automatic monthly payment to you of up to 10% of your
total purchase payments each year. No withdrawal charge will be made for these
payments. Cova does not have any charge for this program, but reserves the
right to charge in the future. If you use this program, you may not also make
a single 10% free withdrawal. For a discussion of the withdrawal charge and
the 10% free withdrawal, see Section 5. Expenses.

All Systematic Withdrawals will be paid on the 15th day of the month unless
that day is not a business day. If it is not, then the payment will be the
next business day.

INCOME TAXES MAY APPLY TO SYSTEMATIC WITHDRAWALS.

8. PERFORMANCE

Cova periodically advertises performance of the various investment portfolios.
Cova will calculate performance by determining the percentage change in the
value of an accumulation unit by dividing the increase (decrease) for that unit
by the value of the accumulation unit at the beginning of the period. This
performance number reflects the deduction of the insurance charges and the
expenses of the investment portfolio. It does not reflect the deduction of any
applicable contract maintenance charge and withdrawal charge. The deduction of
any applicable contract maintenance charge and withdrawal charges would reduce
the percentage increase or make greater any percentage decrease. Any
advertisement will also include total return figures which reflect the deduction
of the insurance charges, contract maintenance charge, withdrawal charges and
the expenses of the investment portfolio.

For periods starting prior to the date the contracts were first offered, the
performance will be based on the historical performance of the corresponding
portfolios, modified to reflect the charges and expenses of the contract as if
the contracts had been in existence during the period stated in the
advertisement. These figures should not be interpreted to reflect actual
historical performance.