COVA VARIABLE ANNUITY ACCOUNT ONE
497, 1997-10-21
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Cova Financial Services Life Insurance Company

May 1, 1997, as amended September 8, 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 16  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. This interest rate is set once each year.  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 16  investment  portfolios  which are listed in
Section 4. These portfolios are designed to offer a 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, which ever 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:

Managed by J.P. Morgan
Investment Management Inc.
   Select Equity
   Small Cap Stock
   International Equity
   Quality Bond
   Large Cap Stock

Managed by Lord, Abbett & Co.
   Bond Debenture
   Growth and Income
   Mid-Cap Value
   Large Cap Research
   Developing Growth

Managed by Van Kampen
American Capital
Investment Advisory Corp.
   VKAC Growth and Income
   Money Market
   Quality Income
   High Yield
   Stock Index

Managed by Conning Asset
Management Company
(formerly General American
Investment Management Company)
   Money Market

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 0.11% to 1.10% 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 which ranges from 0-4 % depending upon the state.

     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>
                                                                                      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 J.P. Morgan Investment Management Inc.
<S>                              <C>               <C>              <C>               <C>          <C>
     Select Equity               1.50%             0.85%            2.35%             $73.80       $266.24
     Small Cap Stock             1.50%             0.95%            2.45%             $74.80       $276.23
     International Equity        1.50%             0.95%            2.45%             $74.80       $276.23
     Quality Bond                1.50%             0.65%            2.15%             $71.79       $245.92
     Large Cap Stock             1.50%             0.75%            2.25%             $72.80       $256.13
- ------------------------------------------------------------------------------------------------------------------------------------
  Managed by Lord, Abbett & Co.
     Bond Debenture              1.50%             0.85%            2.35%             $73.80       $266.24
     Growth and Income           1.50%             0.59%            2.09%             $71.19       $239.74
     Mid-Cap Value               1.50%             1.10%            2.60%             $76.30       $291.02
     Large Cap Research          1.50%             1.10%            2.60%             $76.30       $291.02
     Developing Growth           1.50%             1.00%            2.50%             $75.30       $281.19
- ------------------------------------------------------------------------------------------------------------------------------------
  Managed by Van Kampen American Capital Investment Advisory Corp.
     VKAC Growth and Income      1.50%             0.70%            2.20%             $72.29       $251.04
     Money Market                1.50%             0.11%            1.61%             $66.36       $188.79
     Quality Income              1.50%             0.60%            2.10%             $71.29       $240.77
     High Yield                  1.50%             0.85%            2.35%             $73.80       $266.24
     Stock Index                 1.50%             0.60%            2.10%             $71.29       $240.77
- ------------------------------------------------------------------------------------------------------------------------------------
  Managed by Conning Asset Management Company
     Money Market                1.50%             0.205%           1.705%            $67.31       $199.08
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

For the newly formed Portfolios,  the expenses have been estimated. The expenses
reflect any expense  reimbursement or fee waiver. For more detailed information,
see the Fee Table in the Prospectus for the Contract.

6. TAXES Your  earnings are not taxed until you take them out. If you take money
out,  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.  After  Cova has had a
payment for 5 years, there is no charge for withdrawals. Of course, you may also
have to pay  income  tax and a tax  penalty  on any  money  you take  out.  Each
purchase  payment you add to your Contract has its own 5 year withdrawal  charge
period.

8. PERFORMANCE The value of the Contract will vary up or down depending upon the
investment performance of the Portfolio(s) you choose. The following chart shows
total returns for each  investment  portfolio for the time periods shown.  These
numbers reflect the insurance  charges,  the contract  maintenance  charge,  the
investment  expenses and all other expenses of the investment  portfolio.  These
numbers do not reflect any withdrawal charges which if applied would reduce such
performance. Past performance is not a guarantee of future results.

<TABLE>
<CAPTION>
                                                                    Calendar Year

   Portfolio                        1996        1995        1994        1993       1992        1991        1990
- ------------------------------------------------------------------------------------------------------------------------------------
  Managed by J.P. Morgan Investment Management Inc.
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                    <C>        <C>          <C>         <C>        <C>         <C>         <C>
     Select Equity                     -           -           -           -          -           -           -
     Small Cap Stock                   -          --           -           -          -           -           -
     International Equity              -           -           -           -          -           -           -
     Quality Bond                      -           -           -           -          -           -           -
     Large Cap Stock                   -           -           -           -          -           -           -
  Managed by Lord, Abbett & Co.
     Bond Debenture                    -           -           -           -          -           -           -
     Growth and Income            16.23%      26.73%       0.26%      12.28%     12.69%      24.23%       0.74%
     Mid-Cap Value                     -           -           -           -          -           -           -
     Large Cap Research                -           -           -           -          -           -           -
     Developing Growth                 -           -           -           -          -           -           -
  Managed by Van Kampen American Capital Investment Advisory Corp.
     VKAC Growth and Income       16.26%      30.36%      -6.16%      13.76%          -           -           -
     Money Market                  3.77%       4.38%       2.26%       1.37%      2.20%           -           -
     Quality Income                1.07%      16.09%      -6.16%       8.90%      5.53%      12.25%       5.09%
     High Yield                    9.48%      14.75%      -6.00%      20.02%     17.23%      26.14%      -1.01%
     Stock Index                  20.14%      34.54%      -2.27%       6.33%      4.45%           -           -
  Managed by Conning Asset Management Company
     Money Market                      -           -           -           -          -           -           -
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

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,  accumulated at 4% until
you reach age 80, or 2) the current value of your  Contract,  or 3) the value of
your  Contract at the most  recent  5th-year-anniversary  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 Portfolio, managed by Van Kampen American Capital
Investment Advisory Corp. , 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?

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.

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

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.

Cova  will  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.


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 17 investment choices - a fixed account which offers an
interest rate which is guaranteed by Cova, and 16 investment  portfolios  listed
below. The 16 investment  portfolios are part of the Cova Series Trust, the Lord
Abbett Series Fund, Inc. or the General American  Capital  Company.  You can put
your money in the fixed account and/or any of these investment portfolios.

Cova Series Trust:

     Managed by J.P. Morgan
     Investment Management Inc.
         Select Equity
         Small Cap Stock
         International Equity
         Quality Bond
         Large Cap Stock

     Managed by Lord, Abbett & Co.
         Bond Debenture
         Mid-Cap Value
         Large Cap Research
         Developing Growth

     Managed by Van Kampen American Capital
     Investment Advisory Corp.
         VKAC Growth and Income
         Money Market
         Quality Income
         High Yield
         Stock Index

Lord Abbett Series Fund, Inc.:
     Managed by Lord, Abbett & Co.
         Growth and Income

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.

To learn more about the Cova Fixed and Variable Annuity Contract, you can obtain
a copy of the Statement of Additional  Information  (SAI) dated May 1, 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 14
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.

May 1, 1997, as amended September 8, 1997.

TABLE OF CONTENTS                                         Page

  INDEX OF SPECIAL TERMS                                     2

  FEE TABLE                                                  3

  EXAMPLES                                                   4

  1. THE ANNUITY CONTRACT                                    6

  2. ANNUITY PAYMENTS (THE INCOME PHASE)                     6

  3. PURCHASE                                                7
     Purchase Payments                                       7
     Allocation of Purchase Payments                         7
     Accumulation Units                                      7

  4. INVESTMENT OPTIONS                                      8
     Cova Series Trust                                       8
     Lord Abbett Series Fund, Inc.                           8
     General American Capital Company                        8
     Transfers                                               8
     Dollar Cost Averaging Program                           8
     Automatic Rebalancing Program                           9
     Approved Asset Allocation Programs                      9
     Voting Rights                                           9
     Substitution                                            9

  5. EXPENSES                                                9
     Insurance Charges                                       9
     Contract Maintenance Charge                            10
     Withdrawal Charge                                      10
     Reduction or Elimination of the
        Withdrawal Charge                                   10
     Premium Taxes                                          10
     Transfer Fee                                           10
     Income Taxes                                           11
     Investment Portfolio Expenses                          11

  6. TAXES                                                  11
     Annuity Contracts in General                           11
     Qualified and Non-Qualified Contracts                  11
     Withdrawals - Non-Qualified Contracts                  11
     Withdrawals - Qualified Contracts                      11
     Withdrawals - Tax-Sheltered Annuities                  11
     Diversification                                        11

  7. ACCESS TO YOUR MONEY                                   12
     Systematic Withdrawal Program                          12

  8. PERFORMANCE                                            12

  9. DEATH BENEFIT                                          12
     Upon Your Death                                        12
     Death of Annuitant                                     13

10. OTHER INFORMATION                                       13
     Cova                                                   13
     The Separate Account                                   13
     Distributor                                            14
     Ownership                                              14
     Beneficiary                                            14
     Assignment                                             14
     Suspension of Payments or Transfers                    14
     Financial Statements                                   14

TABLE OF CONTENTS OF THE STATEMENT OF
ADDITIONAL INFORMATION                                      14

APPENDIX A
Condensed Financial Information                            A-1

APPENDIX B
Performance Information                                    B-1

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                                           6
Accumulation Unit                                            7
Annuitant                                                    6
Annuity Date                                                 6
Annuity Options                                              6
Annuity Payments                                             6
Annuity Unit                                                 7
Beneficiary                                                 14
Fixed Account                                                6
Income Phase                                                 6
Investment Portfolios                                        8
Joint Owner                                                 14
Non-Qualified                                               11
Owner                                                       14
Purchase Payment                                             7
Qualified                                                   11
Tax Deferral                                                11


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.

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>
<CAPTION>
Investment Portfolio Expenses
(as a percentage of the average daily net assets of an investment portfolio)

                                                                                  Other Expenses
                                                                                  (after expense
                                                                                 reimbursement for          Total Annual
                                                Management         12b-1       certain Portfolios -           Portfolio
                                                   Fees            Fees         see Note 5 below)             Expenses
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                             <C>                <C>                 <C>                      <C>
Cova Series Trust
Managed by J.P. Morgan
Investment Management Inc.
       Select Equity*                              .75%             - -                .10%                     .85%
       Small Cap Stock*                            .85%             - -                .10%                     .95%
       International Equity*                       .85%             - -                .10%                     .95%
       Quality Bond*                               .55%             - -                .10%                     .65%
       Large Cap Stock*                            .65%             - -                .10%                     .75%
- ------------------------------------------------------------------------------------------------------------------------------------

Managed by Lord, Abbett & Co.
       Bond Debenture*                             .75%             - -                .10%                     .85%
       Mid-Cap Value**                            1.00%             - -                .10%                    1.10%
       Large Cap Research**                       1.00%             - -                .10%                    1.10%
       Developing Growth**                         .90%             - -                .10%                    1.00%
- ------------------------------------------------------------------------------------------------------------------------------------

Managed By Van Kampen American
Capital Investment Advisory Corp.
       VKAC Growth and Income                      .60%             - -                .10%                     .70%
       Money Market#                               .00%             - -                .11%                     .11%
       Quality Income                              .50%             - -                .10%                     .60%
       High Yield                                  .75%             - -                .10%                     .85%
       Stock Index                                 .50%             - -                .10%                     .60%
- ------------------------------------------------------------------------------------------------------------------------------------

Lord Abbett Series Fund, Inc.
Managed by Lord, Abbett & Co.
       Growth and Income##                         .50%            .07%                .02%                     .59%
- ------------------------------------------------------------------------------------------------------------------------------------

General American Capital Company
Managed by Conning Asset
Management Company
       Money Market                                .205%            - -                .00%                     .205%
- ------------------------------------------------------------------------------------------------------------------------------------
<FN>
*    Annualized.  The Portfolio commenced regular investment operations on April
     2, 1996.

**   The Portfolio has not yet commenced regular investment operations.

#    Cova  Investment  Advisory  Corporation  (Cova  Advisory),  the  investment
     adviser  for Cova  Series  Trust,  currently  waives its fees for the Money
     Market  Portfolio.  Although not  obligated  to, Cova  Advisory  expects to
     continue to waive its fees for the Money Market  Portfolio.  In the future,
     Cova  Advisory may charge its fees on a partial or complete  basis.  Absent
     the management fee waiver,  the total management fee on an annual basis for
     the Money Market  Portfolio is .50%. The examples shown below for the Money
     Market  Portfolio are calculated based upon a waiver of the management fee.

     ## 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 have 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>
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           5 years          10 years
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                              <C>              <C>               <C>              <C>
Cova Series Trust
Managed by J.P. Morgan
Investment Management Inc.

       Select Equity                              (a)  $73.80     (a)$ 118.16
                                                  (b)  $23.80     (b)$  73.16
       Small Cap Stock                            (a)  $74.80     (a)$ 121.17
                                                  (b)  $24.80     (b)$  76.17
       International Equity                       (a)  $74.80     (a)$ 121.17
                                                  (b)  $24.80     (b)$  76.17
       Quality Bond                               (a)  $71.79     (a)$ 112.12
                                                  (b)  $21.79     (b)$  67.12
       Large Cap Stock                            (a)  $72.80     (a)$ 115.15
                                                  (b)  $22.80     (b)$  70.15
- ------------------------------------------------------------------------------------------------------------------------------------

Managed by Lord, Abbett & Co.

       Bond Debenture                             (a)  $73.80     (a)$ 118.16
                                                  (b)  $23.80     (b)$  73.16
       Mid-Cap Value                              (a)  $76.30     (a)$ 125.66
                                                  (b)  $26.30     (b)$  80.66
       Large Cap Research                         (a)  $76.30     (a)$ 125.66
                                                  (b)  $26.30     (b)$  80.66
       Developing Growth                          (a)  $75.30     (a)$ 122.67
                                                  (b)  $25.30     (b)$  77.67
- ------------------------------------------------------------------------------------------------------------------------------------

Managed by Van Kampen American
Capital Investment Advisory Corp.

       VKAC Growth and Income                     (a)  $72.29     (a)$ 113.63       (a)$ 162.42       (a)$ 251.04
                                                  (b)  $22.29     (b)$  68.63       (b)$ 117.42       (b)$ 251.04
       Money Market                               (a)  $66.36     (a)$  95.62       (a)$ 132.07       (a)$ 188.79
                                                  (b)  $16.36     (b)$  50.62       (b)$  87.07       (b)$ 188.79
       Quality Income                             (a)  $71.29     (a)$ 110.60       (a)$ 157.34       (a)$ 240.77
                                                  (b)  $21.29     (b)$  65.60       (b)$ 112.34       (b)$ 240.77
       High Yield                                 (a)  $73.80     (a)$ 118.16       (a)$ 169.99       (a)$ 266.24
                                                  (b)  $23.80     (b)$  73.16       (b)$ 124.99       (b)$ 266.24
       Stock Index                                (a)  $71.29     (a)$ 110.60       (a)$ 157.34       (a)$ 240.77
                                                  (b)  $21.29     (b)$  65.60       (b)$ 112.34       (b)$ 240.77
- ------------------------------------------------------------------------------------------------------------------------------------

Lord Abbett Series Fund, Inc.
Managed by Lord, Abbett & Co.
       Growth and Income                          (a)  $71.19     (a)$ 110.30       (a)$ 156.83        (a)$ 239.74
                                                  (b)  $21.19     (b)$  65.30       (b)$ 111.83        (b)$ 239.74
- ------------------------------------------------------------------------------------------------------------------------------------



General American Capital Company
Managed by Conning Asset
Management Company

       Money Market                               (a)  $67.31     (a) $98.54
                                                  (b)  $17.31     (b) $53.54
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>


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. 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 and management fee waiver,  the percentages
   shown for total annual  portfolio  expenses (on an annualized  basis) for the
   year or period  ended  December 31, 1996 would have been .71% for the Quality
   Income  Portfolio,  1.04% for the High  Yield  Portfolio,  .74% for the Money
   Market  Portfolio,  .67% for the Stock  Index  Portfolio,  1.02% for the VKAC
   Growth and Income Portfolio, 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.

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

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

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

There is an accumulation  unit value history contained in Appendix A - Condensed
Financial Information.

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 16
investment  portfolios.  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.  This interest rate is set once each year. Cova
guarantees that the interest credited to the fixed account will not be less than
3% per year with  respect to  contracts  issued on or after May 1, 1996.  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.  There is a $500
minimum  balance  requirement  for the  fixed  account  and for each  investment
portfolio.

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.

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 16 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.

Cova Series Trust

Cova Series Trust is managed by Cova Advisory,  which is an indirect  subsidiary
of Cova.  Cova Series  Trust is a mutual  fund with  multiple  portfolios.  Each
investment  portfolio has a different  investment  objective.  Cova Advisory has
engaged sub-advisers to provide investment advice for the individual  investment
portfolios.   The  following  investment  portfolios  are  available  under  the
contract:

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

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

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

  Bond Debenture Portfolio
  Mid-Cap Value Portfolio
  Large Cap Research Portfolio
  Developing Growth Portfolio

Van Kampen American Capital Investment  Advisory Corp. is the sub-adviser to the
following portfolios:

  VKAC Growth and Income Portfolio
  Money Market Portfolio
  Quality Income Portfolio
  High Yield Portfolio
  Stock Index 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

General American Capital Company

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

  Money Market Fund

Transfers

You can transfer money among the fixed account and the 11 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.   The minimum  amount  which you can transfer is $500 or your entire value in
     the investment portfolio or fixed account.

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

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

4.   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 Portfolio 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 Portfolio 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  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.

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.  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 and withdrawal charges.

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.

Appendix  B  contains  performance  information  that you may find  informative.
Future  performance  will  vary  and  the  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)  accumulated  at 4% from the date  your  contract  was
     issued until the date of death; or

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 withdrawals (and any withdrawal charges paid
     on the  withdrawals)  accumulated  at 4% from the date  your  contract  was
     issued  until you or your joint owner  reaches age 80, plus any  subsequent
     purchase payments, less any withdrawals (and any withdrawal charges paid on
     the withdrawals); or

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 death benefit provisions described above may not be available in your state.
In those  states  where they are not  available,  the death  benefit  will be as
follows:

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 A

CONDENSED FINANCIAL INFORMATION

Accumulation Unit Value History

The  following  schedule  includes  accumulation  unit  values  for the  periods
indicated.  This data has been extracted from the Separate  Account's  Financial
Statements.  The Separate  Account's  Financial  Statements have been audited by
KPMG Peat Marwick LLP, independent certified public accountants, whose report is
included in the Statement of Additional Information.  This information should be
read in conjunction with the Separate Account's Financial Statements and related
notes which are included in the Statement of Additional Information.

<TABLE>
<CAPTION>
                                                                                                                       For the
                                                                                                                    period from
                                                                                                                      12/11/89
                                 Year or     Year or      Year or       Year or   Year or    Year or    Year or      (Start of
                                  Period      Period       Period       Period     Period     Period     Period      Operations)
                                  Ended        Ended       Ended        Ended        Ended      Ended      Ended       through
                                 12/31/96    12/31/95     12/31/94     12/31/93   12/31/92   12/31/91   12/31/90      12/31/89
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                    <C>           <C>       <C>        <C>       <C>         <C>         <C>             <C>
Cova Series Trust
Managed by Lord Abbett & Co.
Bond Debenture Sub-Account
     Beginning of Period               $10.10         *           *         *        *            *          *              *
     End of Period                      11.29
     Number of Accum. Units
       Outstanding                     659,663

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

Managed by J.P. Morgan
Investment Management Inc.
Select Equity Sub-Account
     Beginning of Period               $10.08         *           *         *       *            *          *              *
     End of Period                      10.84
     Number of Accum. Units
       Outstanding                    2,044,523

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

Small Cap Stock Sub-Account
     Beginning of Period               $10.51         *           *         *       *            *          *              *
     End of Period                      11.31
     Number of Accum. Units
       Outstanding                    1,237,405

International Equity Sub-Account
     Beginning of Period               $10.21         *           *         *       *            *          *              *
     End of Period                      10.97
     Number of Accum. Units
       Outstanding                    1,306,892

Quality Bond Sub-Account
     Beginning of Period               $ 9.90         *           *         *       *            *          *              *
     End of Period                      10.37
     Number of Accum. Units
       Outstanding                     508,830

Large Cap Stock Sub-Account
     Beginning of Period               $10.00       *             *         *       *            *          *                *
     End of Period                      11.33
     Number of Accum. Units
       Outstanding                    1,389,606

- ------------------------------------------------------------------------------------------------------------------------------------
<FN>
*    The Money Market Portfolio started regular investment operations on July 1,
     1991, the Stock Index Portfolio  started regular  investment  operations on
     November 1, 1991, and the VKAC Growth and Income Portfolio  started regular
     investment  operations on May 1, 1992. The  accumulation  unit values shown
     for the  beginning  of the period for the Select  Equity,  Small Cap Stock,
     International  Equity,  Quality Bond and Large Cap Stock Portfolios managed
     by J.P. Morgan Investment Management Inc., and the Bond Debenture Portfolio
     managed by Lord, Abbett & Co. reflect the date these investment  portfolios
     were first  offered for sale to the public  (5/1/96).  The  Mid-Cap  Value,
     Large Cap Research and Developing Growth Portfolios managed by Lord, Abbett
     & Co. have not yet commenced  regular  investment  operations.  The General
     American   Capital  Company  Money  Market   Sub-Account   started  regular
     investment operations on June 3, 1996.
</FN>
</TABLE>

<TABLE>
<CAPTION>
Accumulation Unit Value History (continued)

                                                                                                                       For the
                                                                                                                    period from
                                                                                                                      12/11/89
                                  Year or    Year or      Year or      Year or   Year or   Year or     Year or       (Start of
                                   Period     Period       Period      Period     Period    Period      Period       Operations)
                                   Ended      Ended        Ended        Ended       Ended   Ended       Ended          through
                                  12/31/96   12/31/95     12/31/94    12/31/93    12/31/92  12/31/91    12/31/90       12/31/89

- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                        <C>        <C>       <C>         <C>        <C>        <C>       <C>            <C>
Managed by Van Kampen American
Capital Investment Advisory Corp.
Quality Income Sub-Account
     Beginning of Period                   $15.33     $13.17     $13.97     $12.75     $12.02     $10.62    $  9.97         $10.00
     End of Period                          15.54      15.33      13.17      13.97      12.75      12.02      10.62          9.97
     Number of Accum. Units
       Outstanding                      3,334,960  2,690,633   2,576,412  3,659,656  1,891,499    563,960    564,940       253,695
- ------------------------------------------------------------------------------------------------------------------------------------
High Yield Sub-Account
     Beginning of Period                   $19.52     $16.98     $18.02     $14.99     $12.75     $10.06     $10.02         $10.00
     End of Period                          21.42      19.52      16.98      18.02      14.99      12.75      10.06          10.02
     Number of Accum. Units
       Outstanding                      2,001,184  1,870,232   1,157,642  1,045,815    361,296    298,202    280,854       250,000

Money Market Sub-Account
     Beginning of Period                   $11.43     $10.90     $10.61     $10.46     $10.21     $10.00          *              *
     End of Period                          11.88      11.43      10.90      10.61      10.46      10.21
     Number of Accum. Units
       Outstanding                      2,584,926  2,987,132   6,963,421    617,575    385,448    527,571

VKAC Growth and Income Sub-Account
     Beginning of Period                   $14.61     $11.20     $11.92     $10.47     $10.00          *          *              *
     End of Period                          17.01      14.61      11.20      11.92      10.47
     Number of Accum. Units
       Outstanding                      1,905,896  1,342,833     977,209    547,643    250,919

Stock Index Sub-Account
     Beginning of Period                   $15.77     $11.68     $11.87     $11.05     $10.55     $10.00          *              *
     End of Period                          19.04      15.77      11.68      11.87      11.05      10.55
     Number of Accum. Units
       Outstanding                      4,680,855  5,436,980   3,151,443  7,691,151  3,164,251    639,923

Lord Abbett Series Fund, Inc.
Growth and Income Sub-Account
     Beginning of Period                   $21.31     $16.64     $16.42     $14.50     $12.73     $10.15     $10.06         $10.00
     End of Period                          25.09      21.31      16.64      16.42      14.50      12.73      10.15          10.06
     Number of Accum. Units
       Outstanding                     11,732,301  8,947,108   6,875,139  4,994,582  2,560,999  1,426,577  1,041,342        14,482

General American Capital Company
Money Market Sub-Account
     Beginning of Period                   $10.00         *           *          *          *          *          *              *
     End of Period                          10.23
     Number of Accum. Units
       Outstanding                         34,964
<FN>
*    The Money Market Portfolio started regular investment operations on July 1,
     1991, the Stock Index Portfolio  started regular  investment  operations on
     November 1, 1991, and the VKAC Growth and Income Portfolio  started regular
     investment  operations on May 1, 1992. The  accumulation  unit values shown
     for the  beginning  of the period for the Select  Equity,  Small Cap Stock,
     International  Equity,  Quality Bond and Large Cap Stock Portfolios managed
     by J.P. Morgan Investment Management Inc., and the Bond Debenture Portfolio
     managed by Lord, Abbett & Co. reflect the date these investment  portfolios
     were first  offered for sale to the public  (5/1/96).  The  Mid-Cap  Value,
     Large Cap Research and Developing Growth Portfolios managed by Lord, Abbett
     & Co. have not yet commenced  regular  investment  operations.  The General
     American   Capital  Company  Money  Market   Sub-Account   started  regular
     investment operations on June 3, 1996.
</FN>
</TABLE>

APPENDIX B
PERFORMANCE INFORMATION

Future  performance  will  vary  and  the  results  shown  are  not  necessarily
representative of future results.

PART 1

Cova Series Trust,  Lord Abbett Series Fund, Inc. and General  American  Capital
Company, Existing Portfolios

Van Kampen American Capital Investment Advisory Corp. is the sub-adviser for the
following  portfolios of Cova Series  Trust:  Money  Market,  Stock Index,  High
Yield,  Quality  Income  and VKAC  Growth and  Income.  J.P.  Morgan  Investment
Management Inc. is the  sub-adviser for the following  portfolios of Cova Series
Trust: Select Equity, Small Cap Stock,  International  Equity,  Quality Bond and
Large Cap Stock.  Lord  Abbett &Co. is the  sub-adviser  for the Bond  Debenture
Portfolio of Cova Series Trust. Lord, Abbett & Co. is the investment adviser for
Lord Abbett Series Fund,  Inc.  which  currently  has one  operating  portfolio:
Growth and Income. Conning Asset Management Company is the adviser for the Money
Market Fund of General American  Capital Company.  All of these portfolios began
operations before May 1, 1997. As a result, performance information is available
for  these  portfolios  as  well  as  for  the  accumulation  unit  values.  

The performance figures shown for the portfolios in Column A in the chart below
reflect the actual 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 investment  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
investment  portfolio,  and assume that you make a withdrawal  at the end of the
period and therefore  the  withdrawal  charge is reflected.  For the Cova Series
Trust Portfolios,  performance is shown from the dates shares were first offered
to the public as follows:  December  11,  1989 for the  Quality  Income and High
Yield Portfolios; July 1, 1991 for the Money Market Portfolio;  November 1, 1991
for the Stock  Index  Portfolio;  May 1,  1992 for the VKAC  Growth  and  Income
Portfolio; and May 1, 1996 for the Select Equity, Small Cap Stock, International
Equity,  Quality Bond,  Large Cap Stock and Bond Debenture  Portfolios.  For the
Lord Abbett Series Fund, Inc. Growth and Income Portfolio,  operations commenced
on December 11,  1989.  For the Money  Market Fund of General  American  Capital
Company,  performance  is shown from June 3, 1996, the date on which shares were
first made available under certain Contracts.

<TABLE>
<CAPTION>
Part 1 Cova Series Trust

Average Annual Total Return for the periods ended 12/31/96

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

                                         Column A                           Column B                            Column C
                                 Portfolio Performance                          Accumulation Unit Performance

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

                                                   since                              since                               since
   Portfolio                  1 yr       5 yrs     inception      1 yr       5 yrs    inception      1 yr       5 yrs     inception
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                            <C>        <C>      <C>             <C>        <C>       <C>            <C>       <C>       <C>
   Select Equity               - -        - -       8.52%          - -        - -       7.48%          - -       - -       2.66%
   Small Cap Stock             - -        - -       8.65%          - -        - -       7.57%          - -       - -       2.73%
   International Equity        - -        - -       8.44%          - -        - -       7.36%          - -       - -       2.54%
   Quality Bond                - -        - -       5.68%          - -        - -       4.76%          - -       - -     (0.04)%
   Large Cap Stock             - -        - -      14.35%          - -        - -      13.32%          - -       - -       8.48%
   Bond Debenture              - -        - -      12.89%          - -        - -      11.86%          - -       - -       7.02%
   VKAC Growth and Income    18.18%       - -      13.50%        16.42%       - -      12.04%        11.02%      - -      11.01%
   Money Market               5.42%      4.55%      4.64%         3.98%     3.08%       3.18%        (1.31%)    1.89%      2.06%
   Quality Income             2.82%      6.76%      8.04%         1.36%     5.27%       6.44%        (4.01%)    4.08%      5.57%
   High Yield                11.29%     12.50%     13.05%         9.73%    10.93%      11.39%         4.22%     9.83%     10.61%
   Stock Index               22.48%     14.13%     16.10%        20.69%    12.52%      13.26%        15.23%    11.54%     12.28%
</TABLE>


<TABLE>
<CAPTION>
Part 1 Lord Abbett Series Fund, Inc.

Average Annual Total Return for the periods ended 12/31/96

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

                                         Column A                           Column B                            Column C
                                 Portfolio Performance                          Accumulation Unit Performance

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

                                                   since                              since                               since
   Portfolio                  1 yr       5 yrs     inception      1 yr       5 yrs    inception      1 yr       5 yrs     inception
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                          <C>        <C>        <C>           <C>       <C>         <C>           <C>       <C>        <C>
   Growth and Income         19.49%     16.16%     15.50%        17.76%    14.54%      13.92%        12.16%    13.50%     13.17%
</TABLE>


<TABLE>
<CAPTION>
APPENDIX B

PERFORMANCE INFORMATION (continued)

Part 1 General American Capital Company
Average Annual Total Return for the period ended 12/31/96

- ------------------------------------------------------------------------------------------------------------------------------------
                                         Column A                           Column B                            Column C
                                 Portfolio Performance                          Accumulation Unit Performance
- ------------------------------------------------------------------------------------------------------------------------------------
                                         since                               since                              since
   Portfolio                             inception                         inception                          inception
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                      <C>                                 <C>                                <C>
   Money Market                          3.17%                               2.34%                              -2.47%

- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>


PART 2

General American Capital
Company Performance

Even though the General  American Capital Company Money Market Fund has not been
made available under certain  Contracts until the date of this  prospectus,  the
General  American  Capital  Company  Money Market Fund has been in existence for
sometime and therefore has an investment  performance  history. In order to show
how investment  performance of the General American Capital Company Money Market
Fund  affects   accumulation   unit  values,   we  have  developed   performance
information.

The chart below shows the investment performance of the General American Capital
Company Money Market Fund and the accumulation  unit  performance  calculated by
assuming that  accumulation  units were invested in the General American Capital
Company Money Market Fund for the same periods.

The  performance  figures in Column A for the General  American  Capital Company
Money Market Fund 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  General  American
Capital Company Money Market Fund. Column C presents performance figures for the
accumulation units which reflect the insurance charges, the contract maintenance
charge,  the fees and expenses of the General  American  Capital  Company  Money
Market Fund, and assumes that you make a withdrawal at the end of the period and
therefore the withdrawal charge is reflected.



<TABLE>
<CAPTION>
Part 2 General American Capital Company Money Market Fund
Average Annual Total Return for the periods ended 12/31/96

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

                                           Column A                       Column B                       Column C
                                       Fund Performance                        Accumulation Unit Performance

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

   Portfolio                        1 yr    5 yrs    10 yrs       1 yr     5 yrs    10 yrs       1 yr     5 yrs    10 yrs
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                 <C>      <C>      <C>          <C>     <C>      <C>          <C>     <C>       <C>
   Money Market Fund                5.51%    4.49%    6.01%        4.11%   3.09%    4.61%        (.99)%  (1.51)%   4.51%
- ------------------------------------------------------------------------------------------------------------------------------------
</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 May
1, 1997, for The Annuity Contract issued by Cova.



               (Please print or type and fill in all information)







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

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

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


CL-2088 (9/97)                                                           COVA VA











                                      COVA
                 Cova Financial Services Life Insurance Company




                         Marketing and Executive Office
                           One Tower Lane, Suite 3000
                        Oakbrook Terrace, IL 60181-4644
                                  800-523-1661




                             Annuity Service Office
                                 P.O. Box 10366
                              Des Moines, IA 50306
                                  515-243-5834
                                  800-343-8496


CL-2081 (9/97)                Policy Form Series            21-VARI-MOC (9/97)
                              XL-407, CL-407,
                              XL-617, CL-617


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