COVA VARIABLE ANNUITY ACCOUNT ONE
485BPOS, 1998-09-29
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                                                         File Nos. 333-34741
                                                                   811-05200
==============================================================================

                      SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C.  20549

                                   FORM N-4

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933                  [ ]
     Pre-Effective Amendment No.                                         [ ]
     Post-Effective Amendment No. 3                                      [X]

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940          [ ]
     Amendment No. 30                                                    [X]

                          (Check appropriate box or boxes.)

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

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

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

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

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

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


It is proposed that this filing will become effective:
    
     _____ immediately upon filing pursuant to paragraph (b) of Rule 485
     __X__ on October 28, 1998 pursuant to paragraph (b) of Rule 485    
     _____ 60 days after filing pursuant to paragraph (a)(1) of Rule 485
     _____ on (date) pursuant to paragraph (a)(1) of Rule 485. 

If appropriate, check the following:

     ____ This post-effective amendment designates a new effective date
for a previously filed post-effective amendment.

Title of Securities Registered:
   Individual Variable Annuity Contracts 


                               EXPLANATORY NOTE

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

This Registration Statement contains two Prospectuses (Version A and Version B).
The two  versions  are  identical  except  for the  funding  options.  Different
versions  of  Version  A of the  Prospectus  will be  created  -- each  one with
different  funding options  available.  The Prospectuses  will be filed with the
Commission pursuant to Rule 497 under the Securities Act of 1933. The Registrant
undertakes  to  update  this   Explanatory   Note,   as  needed,   each  time  a
Post-Effective Amendment is filed.
  
==============================================================================


<TABLE>
<CAPTION>

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

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

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

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

Item 3.   Synopsis . . . . . . . . . . . . . . .   Profile
   
Item 4.   Condensed Financial Information  . . .   Condensed Financial Information    

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Item 19.  Purchase of Securities Being Offered .   Not Applicable

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

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

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

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



                                    PART C

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


                               PART A - VERSION A




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


This prospectus  describes the Fixed and Variable  Annuity  Contract  offered by
Cova Financial Services Life Insurance Company (Cova).
   
The annuity contract has 50 investment choices - a fixed account which offers an
interest rate which is guaranteed by Cova, and 49 investment  portfolios  listed
below.  You  can put  your  money  in the  fixed  account  and/or  any of  these
investment  portfolios.  CURRENTLY,  IF YOU ARE NOT  PARTICIPATING  IN AN  ASSET
ALLOCATION PROGRAM,  YOU CAN ONLY INVEST IN 15 INVESTMENT  PORTFOLIOS AT ANY ONE
TIME.    


AIM VARIABLE INSURANCE FUNDS, INC.:
      MANAGED A I M ADVISORS, INC.
      AIM V.I. Capital Appreciation Fund
      AIM V.I. International Equity Fund
      AIM V.I. Value Fund
            
ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.:
      MANAGED BY ALLIANCE CAPITAL MANAGEMENT L.P.
      Premier Growth Portfolio
      Real Estate Investment Portfolio

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

GOLDMAN SACHS VARIABLE INSURANCE TRUST:
      MANAGED BY GOLDMAN SACHS ASSET MANAGEMENT
      Goldman Sachs Growth and Income Fund
      MANAGED BY GOLDMAN SACHS ASSET MANAGEMENT INTERNATIONAL
      Goldman Sachs International Equity Fund
      Goldman Sachs Global Income Fund

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

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

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

MFS VARIABLE INSURANCE TRUST:
      MANAGED BY MASSACHUSETTS FINANCIAL SERVICES COMPANY
      MFS Emerging Growth Series
      MFS Research Series
      MFS Growth With Income Series
      MFS High Income Series
      MFS World Governments Series
      MFS/Foreign & Colonial Emerging Markets Equity Series 

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

PUTNAM VARIABLE TRUST:
      MANAGED BY PUTNAM INVESTMENT MANAGEMENT, INC.
      Putnam VT Growth and Income Fund
      Putnam VT International Growth Fund
      Putnam VT International New Opportunities Fund
      Putnam VT New Value Fund
      Putnam VT Vista Fund
   
TEMPLETON VARIABLE PRODUCTS SERIES FUND, CLASS 1 SHARES
      MANAGED BY FRANKLIN ADVISERS, INC.
       Franklin Growth Investments Fund
       Franklin Small Cap Investments Fund
      MANAGED BY TEMPLETON ASSET MANAGEMENT LTD.
      Templeton Developing Markets Fund
      MANAGED BY TEMPLETON INVESTMENT COUNSEL, INC.
       Templeton International Fund
       Templeton Asset Allocation Fund
       Templeton Bond Fund
       Templeton Stock Fund 
      MANAGED BY FRANKLIN MUTUAL ADVISERS, INC.
      Mutual Shares Investments Fund
      Mutual Discovery Investments Fund    

Please  read this  prospectus  before  investing  and keep it on file for future
reference.  It contains important  information about the Cova Fixed and Variable
Annuity Contract.
   
To learn more about the Cova Fixed and Variable Annuity Contract, you can obtain
a copy of the Statement of Additional  Information  (SAI) dated  _______________
1998. The SAI has been filed with the Securities and Exchange  Commission  (SEC)
and  is  legally  a  part  of the  prospectus.  The  SEC  maintains  a Web  site
(http://www.sec.gov)  that contains the SAI, material incorporated by reference,
and other information  regarding  registrants that file  electronically with the
SEC.  The Table of Contents of the SAI is on Page __ of this  prospectus.  For a
free copy of the SAI, call us at  (800)523-1661  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.
   
____________, 1998.     


TABLE  OF  CONTENTS                                                       Page

INDEX  OF  SPECIAL  TERMS

SUMMARY 

FEE  TABLE

EXAMPLES

1.  THE  ANNUITY  CONTRACT

2.  ANNUITY  PAYMENTS  (THE  INCOME  PHASE)

3.  PURCHASE
    Purchase  Payments
    Allocation  of  Purchase  Payments
    Accumulation  Units

4.  INVESTMENT  OPTIONS
    AIM Variable Insurance Funds, Inc.
    Alliance Variable Products Series Fund, Inc.
    Cova Series Trust

    General American Capital Company
    Goldman Sachs Variable Insurance Trust
    Investors Fund Series
    Liberty Variable Investment Trust  
    Lord Abbett Series Fund, Inc.
    MFS Variable Insurance Trust
    Oppenheimer Variable Account Funds
    Putnam Variable Trust
    Templeton Variable Products Series Fund 
    Transfers
    Dollar  Cost  Averaging  Program
    Automatic  Rebalancing  Program
    Approved  Asset  Allocation  Programs
    Voting  Rights
    Substitution

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

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

7.  ACCESS  TO  YOUR  MONEY
    Systematic  Withdrawal  Program

8.  PERFORMANCE

9.  DEATH  BENEFIT
    Upon  Your  Death
    Death  of  Annuitant


10. OTHER  INFORMATION
    Cova
       Year 2000    
    The  Separate  Account
    Distributor
    Ownership
    Beneficiary
    Assignment
    Suspension  of  Payments  or  Transfers
    Financial  Statements

TABLE  OF  CONTENTS  OF  THE  STATEMENT  OF
ADDITIONAL  INFORMATION

   
APPENDIX A - CONDENSED FINANCIAL INFORMATION

APPENDIX B - PERFORMANCE INFORMATION
    
INDEX  OF  SPECIAL  TERMS

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

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

SUMMARY

THE SECTIONS IN THIS SUMMARY CORRESPOND TO SECTIONS IN THIS PROSPECTUS WHICH
DISCUSS THE TOPICS IN MORE DETAIL.
   
1. THE ANNUITY CONTRACT. The fixed and variable annuity contract offered by Cova
is a contract  between  you, the owner,  and Cova,  an  insurance  company.  The
contract  provides  a means for  investing  on a  tax-deferred  basis in a fixed
account of Cova and 49  investment  portfolios.  The contract is  intended  for
retirement  savings or other  long-term  investment  purposes and provides for a
death benefit and guaranteed income options.     

The fixed  account  offers an interest  rate that is guaranteed by the insurance
company, Cova. While your money is in the fixed account, the interest your money
will earn as well as your principal is guaranteed by Cova.
   
This contract also offers 49 investment  portfolios  which are listed in Section
4. These  portfolios are designed to offer a potentially  better return than the
fixed account. However, this is NOT guaranteed. You can also lose your money.
    
You  can put  money  in up to 15 of the  investment  portfolios  and  the  fixed
account.  (If you are participating in an asset allocation  program,  this limit
may not apply.) You can transfer  between accounts up to 12 times a year without
charge or tax implications.  After 12 transfers,  the charge is $25 or 2% of the
amount transferred, whichever is less.

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

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

2. ANNUITY  PAYMENTS (THE INCOME PHASE).  If you want to receive  regular income
from your annuity, you can choose one of three options. 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  $500  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 the  following  investment
portfolios which are described in the prospectuses for the funds.  Currently, if
you are not participating in an asset allocation program, you can only invest in
15 investment portfolios at any one time.

AIM VARIABLE INSURANCE FUNDS, INC.:
      MANAGED A I M ADVISORS, INC.
      AIM V.I. Capital Appreciation Fund
      AIM V.I. International Equity Fund
      AIM V.I. Value Fund
            
ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.:
      MANAGED BY ALLIANCE CAPITAL MANAGEMENT L.P.
      Premier Growth Portfolio
      Real Estate Investment Portfolio

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

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

GOLDMAN SACHS VARIABLE INSURANCE TRUST:
      MANAGED BY GOLDMAN SACHS ASSET MANAGEMENT
      Goldman Sachs Growth and Income Fund
      MANAGED BY GOLDMAN SACHS ASSET MANAGEMENT INTERNATIONAL
      Goldman Sachs International Equity Fund
      Goldman Sachs Global Income Fund

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

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

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

MFS VARIABLE INSURANCE TRUST:
      MANAGED BY MASSACHUSETTS FINANCIAL SERVICES COMPANY
      MFS Emerging Growth Series
      MFS Research Series
      MFS Growth With Income Series
      MFS High Income Series
      MFS World Governments Series
      MFS/Foreign & Colonial Emerging Markets Equity Series

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

PUTNAM VARIABLE TRUST:
      MANAGED BY PUTNAM INVESTMENT MANAGEMENT, INC.
      Putnam VT Growth and Income Fund
      Putnam VT International Growth Fund
      Putnam VT International New Opportunities Fund
      Putnam VT New Value Fund
      Putnam VT Vista Fund
   
TEMPLETON VARIABLE PRODUCTS SERIES FUND, CLASS 1 SHARES
      MANAGED BY FRANKLIN ADVISERS, INC.
      Franklin Growth Investments Fund
      Franklin Small Cap Investments Fund
      MANAGED BY TEMPLETON ASSET MANAGEMENT LTD.
      Templeton Developing Markets Fund
      MANAGED BY TEMPLETON INVESTMENT COUNSEL, INC.
      Templeton International Fund
      Templeton Asset Allocation Fund
      Templeton Bond Fund
      Templeton Stock Fund
      MANAGED BY FRANKLIN MUTUAL ADVISERS, INC.
      Mutual Shares Investments Fund
      Mutual Discovery Investments Fund    

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.
During the accumulation phase, 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.

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

There are also  investment  charges which currently range from .205% to 1.60% of
the  average  daily  value  of  the  investment  portfolio  depending  upon  the
investment portfolio.

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

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

8.  PERFORMANCE.  The value of the contract will vary up or down  depending upon
the  investment  performance  of the  Portfolio(s)  you  choose.  Cova  provides
performance  information  in Appendix B and the SAI. Past  performance  is not a
guarantee of future results.

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.

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 reserve
the right to put your money in the Money Market Fund during the free look period
and will refund the greater of your original payment (less any withdrawals) or
the value of your contract. 

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

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

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

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

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

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

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

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

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


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


COVA  VARIABLE  ANNUITY  ACCOUNT  ONE  FEE  TABLE

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

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

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

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

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

AIM VARIABLE INSURANCE FUNDS, INC.
    
<S>                                     <C>                  <C>                     <C>
                                        Management                                   Total Annual           
                                        Fees                 Other Expenses          Portfolio Expenses
                                        -----------          ---------------------  --------------------

Managed by A I M Advisors, Inc.
 
    AIM V.I. Capital Appreciation Fund+     .63%                      .05%                .68%
    AIM V.I. International Equity Fund+     .75%                      .18%                .93%
    AIM V.I. Value Fund+                    .62%                      .08%                .70%

+ A I M Advisors, Inc. ("AIM") may from time to time voluntarily waive or reduce
its respective fees. Effective May 1, 1998, the Funds reimburse AIM in an amount
up to 0.25% of the average net asset value of each Fund,  for expenses  incurred
in  providing,  or assuring  that  participating  insurance  companies  provide,
certain administrative services.  Currently, the fee only applies to the average
net asset  value of each  Fund in excess of the net asset  value of each fund as
calculated on April 30, 1998.

</TABLE>

<TABLE>
<CAPTION>
ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.
<S>                                         <C>                  <C>                    <C>
                                                                                        Total Annual
                                                                 Other Expenses         Portfolio Expenses
                                            Management                                                  
                                            Fees                                                           
                                            -----------          ---------------------  -----------------

Managed by Alliance Capital
Management L.P.

    Premier Growth Portfolio*                 1.00%                     .08%                  1.08%
    Real Estate Investment Portfolio**/***       0%                     .95%                   .95%

<FN>
* The adviser to the Fund discontinued the expense reimbursement with respect to
the Premier Growth Portfolio effective May 1, 1998.

**The  expenses shown with respect to the Real Estate  Investment  Portfolio are
net of voluntary reimbursements.  Expenses have been capped at .95% annually and
the  adviser  to the  Fund  intends  to  continue  such  reimbursements  for the
foreseeable  future.  The  estimated  expenses  for the Real  Estate  Investment
Portfolio,  before reimbursement,  are: .90% management fees and 1.41% for other
expenses.

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


<TABLE>
<CAPTION>
COVA SERIES TRUST
<S>                                <C>                  <C>                    <C>
                                                                               
                                                                               Total Annual
                                                        Other Expenses         Portfolio
                                   Management           (after expense         (after expense
                                   Fees                  reimbursement)(1)     reimbursement)(1)
                                   -----------          ---------------------  -----------------

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

Managed by Lord, Abbett & Co.
  Bond Debenture Portfolio                .75%                           .10%           .85%
  Mid Cap Value Portfolio*               1.00%                           .10%          1.10%
  Large Cap Research Portfolio*          1.00%                           .10%          1.10%
  Developing Growth Portfolio*            .90%                           .10%          1.00%
  Lord Abbett Growth and Income          
     Portfolio**                          .65%                           .10%           .75%
- ---------------------------------  -----------           ---------------------  -------------

<FN>
(1) Since August 20, 1990, Cova has been  reimbursing the investment  portfolios
of Cova Series Trust for all operating  expenses  (exclusive  of the  management
fees) in excess of approximately  .10%.  Absent the expense  reimbursement,  the
percentages  shown for total annual portfolio  expenses (on an annualized basis)
for the year or period  ended  December  31,  1997 would have been 1.00% for the
Select Equity Portfolio,  1.39% for the Small Cap Stock Portfolio, 1.53% for the
International Equity Portfolio,  1.08% for the Quality Bond Portfolio, 1.08% for
the Large Cap Stock Portfolio, 1.07% for the Bond Debenture Portfolio, 8.41% for
the Mid-Cap  Value  Portfolio,  10.04% for the Large Cap Research  Portfolio and
9.00% for the Developing Growth Portfolio.

* Annualized.  The Portfolio commenced investment operations on August 20, 1997.

** Estimated.   The Portfolio has not commenced investment operations yet.
</FN>
</TABLE>



<TABLE>
<CAPTION>
GENERAL AMERICAN CAPITAL COMPANY

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

Managed by Conning Asset
Management Company
    
<S>                                       <C>                       <C>                   <C>  
    Money Market Fund                     .125%                     .08%                  .205%
</TABLE>

<TABLE>
<CAPTION>

GOLDMAN SACHS VARIABLE INSURANCE TRUST


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

Managed by Goldman Sachs Asset 
Management

<S>                                        <C>                       <C>                 <C> 
   Goldman Sachs Growth and Income Fund    .75%                      .15%                .90%

Managed by Goldman Sachs Asset 
Management International

   Goldman Sachs International 
    Equity Fund                           1.00%                      .25%               1.25%

   Goldman Sachs Global Income Fund        .90%                      .15%               1.05%

<FN>
*The  investment  advisers  have  voluntarily  agreed to reduce or limit certain
"Other Expenses" of such Funds (excluding  management fees, taxes,  interest and
brokerage fees and litigation, indemnification and other extraordinary expenses)
to the extent such  expenses  exceed the  amounts  set forth above under  "Other
Expenses".  The  reductions  or  limits,  if any,  are  calculated  monthly on a
non-cumulative  basis and may be  discontinued  or  modified  by the  investment
advisers in their discretion at any time.
</FN>
</TABLE>

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

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

Managed by Scudder Kemper 
 Investments, Inc.

    Kemper Small Cap Value Portfolio       .75%                     .09%                    .84%
    Kemper Government Securities Portfolio .55%                     .09%                    .64%
    Kemper Small Cap Growth Portfolio      .65%                     .06%                    .71%
</TABLE>


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

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

Managed by Newport Fund
Management Inc.

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


LORD ABBETT SERIES FUND, INC.

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

Managed by Lord, Abbett & Co.
    
    Growth and Income Portfolio*              .50%        .15%         .02%                 .67%

<FN>
*The Growth and Income  Portfolio of Lord Abbett  Series Fund,  Inc. has a 12b-1
plan which provides for payments to Lord,  Abbett & Co. for remittance to a life
insurance company for certain  distribution  expenses (see the Fund Prospectus).
The 12b-1 plan provides that such remittances, in the aggregate, will not exceed
 .15%, on an annual  basis,  of the daily net asset value of shares of the Growth
and Income Portfolio.  For the year ending December 31, 1998, the 12b-1 fees are
estimated to be .15%. The examples  below for this  Portfolio  reflect the 12b-1
fees estimated.
</FN>  
</TABLE>


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

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


Managed by Massachusetts Financial
Services Company

    MFS Emerging Growth Series                 .75%                     .12%                 .87%
    MFS Research Series                        .75%                     .13%                 .88%
    MFS Growth With Income Series              .75%                     .25%                1.00%
    MFS High Income Series                     .75%                     .25%                1.00%
    MFS World Governments Series               .75%                     .25%                1.00%
    MFS/Foreign & Colonial Emerging 
     Markets Equity Series                    1.25%                     .25%                1.50%

<FN>
*The  adviser  has  agreed  to  bear   expenses  for  the  Series,   subject  to
reimbursement by the Series,  so that the Series' "Other Expenses" do not exceed
 .25% annually.  Absent such  reimbursement,  "Total Annual  Portfolio  Expenses"
would be:  1.10% for the MFS Growth With Income  Series;  1.15% for the MFS High
Income  Series and the MFS World  Governments  Series;  and are  estimated to be
5.92% for the MFS/Foreign & Colonial Emerging Markets Equity Series.
</FN>
</TABLE>

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

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

Managed by OppenheimerFunds, Inc.

    Oppenheimer High Income Fund              .75%                     .07%                 .82%
    Oppenheimer Bond Fund                     .73%                     .05%                 .78%
    Oppenheimer Growth Fund                   .73%                     .02%                 .75%
    Oppenheimer Growth & Income Fund          .75%                     .08%                 .83%
    Oppenheimer Strategic Bond Fund           .75%                     .08%                 .83%
<FN>
  
</FN>
</TABLE>

<TABLE>
<CAPTION>
PUTNAM VARIABLE TRUST

                                            Management                                  Total Annual
                                            Fees                  Other Expenses        Portfolio Expenses
                                            ----                  --------------        ------------------
 <S>                                         <C>                  <C>                    <C>
Managed by Putnam Investment
Management, Inc.

    Putnam VT Growth and Income Fund          .47%                     .04%                  .51%
    Putnam VT International Growth Fund*      .73%                     .47%                 1.20% 
    Putnam VT International New 
      Opportunities Fund                      .92%                     .68%                 1.60% 
    Putnam VT New Value Fund                  .70%                     .15%                  .85% 
    Putnam VT Vista Fund                      .65%                     .22%                  .87% 

*The management fees and "Other  Expenses" shown in the table reflect an expense
limitation.  In the absence of an expense  limitation,  management fees,  "Other
Expenses" and total annual  portfolio  expenses would have been:  .80%, .47% and
1.27%  respectively for the Putnam VT International  Growth Fund and 1.20%, .68%
and 1.88% respectively for the Putnam VT International New Opportunities Fund.
</TABLE>

   
<TABLE>
<CAPTION>



TEMPLETON VARIABLE PRODUCTS SERIES FUND, CLASS 1 SHARES

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

<S>                                      <C>                      <C>                   <C>  
Templeton Developing Markets Fund        1.25%                    .33%                  1.58%
Templeton International Fund(a)           .69%                    .19%                   .88%
Mutual Shares Investments Fund(b)         .40%                    .60%                  1.00%
Franklin Growth Investments Fund(c)       .40%                    .60%                  1.00%
Franklin Small Cap Investments Fund(d)    .40%                    .60%                  1.00%
Mutual Discovery Investments Fund(e)      .40%                    .60%                  1.00%
Templeton Asset Allocation Fund(f)        .60%                    .18%                   .78%
Templeton Bond Fund                       .50%                    .18%                   .68%
Templeton Stock Fund(f)                   .69%                    .19%                   .88%
 
<FN>
     (a) Management Fees and Total Annual Portfolio  expenses have been restated
to reflect the management fee schedule  approved by  shareholders  and effective
May 1, 1997. See fund prospectus for details.  Actual  Management Fees and Total
Annual Portfolio Expenses during 1997 were lower.

     (b) The  Manager  has agreed in advance to waive  management  fees and make
certain  payments to reduce  fund  expenses as  necessary  so that Total  Annual
Portfolio  Expenses do not exceed 1.00% of the fund's Class 1 net assets through
1998.  The  Manager  may end this  arrangement  without  notice at a later date.
Estimated  Management Fees,  Other Expenses and Total Annual Portfolio  Expenses
before any waivers would be .60%, .60% and 1.20%, respectively.

     (c) The investment  manager has agreed in advance to waive  management fees
and make  certain  payments to reduce Fund  expenses as  necessary so that Total
Annual  Portfolio  Expenses do not exceed 1.00% of the Fund's Class 1 net assets
through 1998. The investment  manager may end this  arrangement at a later date.
Estimated  Management Fees,  Other Expenses and Total Annual Portfolio  Expenses
before any waivers would be 0.60%, 0.60% and 1.20%, respectively.

     (d) The investment  manager has agreed in advance to waive  management fees
and make  certain  payments to reduce Fund  expenses as  necessary so that Total
Annual  Portfolio  Expenses do not exceed 1.00% of the Fund's Class 1 net assets
through 1998. The investment  manager may end this  arrangement at a later date.
Estimated  Management Fees,  Other Expenses and Total Annual Portfolio  Expenses
before any waivers would be 0.75%, 0.60% and 1.35%, respectively.

     (e) The investment  manager has agreed in advance to waive  management fees
and make  certain  payments to reduce Fund  expenses as  necessary so that Total
Annual  Portfolio  Expenses do not exceed 1.00% of the Fund's Class 1 net assets
through 1998. The investment  manager may end this  arrangement at a later date.
Estimated  Management Fees,  Other Expenses and Total Annual Portfolio  Expenses
before any waivers would be 0.80%, 0.60% and 1.40%, respectively.

     (f) Management Fees and Total Annual Portfolio  Expenses have been restated
to reflect the management fee schedule  approved by  shareholders  and effective
May 1, 1997. Actual  Management Fees and Total Annual Portfolio  Expenses before
May 1, 1997 were lower.
</FN>
</TABLE>
    

EXAMPLES

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

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

   
<TABLE>
<CAPTION>

                                               Time  Periods


                                            1 year     3 years        5 years        10 years
                                           ---------  ----------     ---------       ---------

AIM VARIABLE INSURANCE FUNDS, INC.

    Managed by A I M Advisors, Inc.
                                  
<S>                                            <C>        <C>        
    AIM V.I. Capital Appreciation Fund      (a)$72.09  (a)$113.03    
                                            (b)$22.09  (b)$ 68.03    
    AIM V.I. International Equity Fund      (a)$74.60  (a)$120.57     
                                            (b)$24.60  (b)$ 75.57     
    AIM V.I. Value Fund                     (a)$72.29  (a)$113.63     
                                            (b)$22.29  (b)$ 68.63     


ALLIANCE VARIABLE PRODUCTS SERIES FUND,
INC.

    Managed by Alliance Capital
    Management L.P.

    Premier Growth Portfolio                (a)$76.10  (a)$125.06     
                                            (b)$26.10  (b)$ 80.06      
    Real Estate Investment Portfolio        (a)$74.80  (a)$121.17     
                                            (b)$24.80  (b)$ 76.17     

COVA SERIES TRUST

    Managed by J.P. Morgan Investment
    Management Inc.

    Small Cap Stock Portfolio               (a)$74.80  (a)$121.17     (a)$175.00      (a)$276.23 
                                            (b)$24.80  (b)$ 76.17     (b)$130.00      (b)$276.23
    Large Cap Stock Portfolio               (a)$72.80  (a)$115.15     (a)$164.95      (a)$256.13
                                            (b)$22.80  (b)$ 70.15     (b)$119.95      (b)$256.13
    Select Equity Portfolio                 (a)$73.80  (a)$118.16     (a)$169.99      (a)$266.24
                                            (b)$23.80  (b)$ 73.16     (b)$124.99      (b)$266.24
    International Equity Portfolio          (a)$74.80  (a)$121.17     (a)$175.00      (a)$276.23
                                            (b)$24.80  (b)$ 76.17     (b)$130.00      (b)$276.23
    Quality Bond Portfolio                  (a)$71.79  (a)$112.12     (a)$159.89      (a)$245.92
                                            (b)$21.79  (b)$ 67.12     (b)$114.89      (b)$245.92
    
    Managed by Lord, Abbett & Co.

    Bond Debenture Portfolio                (a)$73.80  (a)$118.16     (a)$169.99      (a)$266.24
                                            (b)$23.80  (b)$ 73.16     (b)$124.99      (b)$266.24
    Large Cap Research Portfolio            (a)$76.30  (a)$125.66     
                                            (b)$26.30  (b)$ 80.66   
    Developing Growth Portfolio             (a)$75.30  (a)$122.67     
                                            (b)$25.30  (b)$ 77.67     
    Mid Cap Value Portfolio                 (a)$76.30  (b)$125.66     
                                            (b)$26.30  (b)$ 80.66   
    Lord Abbett Growth & Income Portfolio   (a)$72.80  (a)$115.15
                                            (b)$22.80  (b)$ 70.15


GENERAL AMERICAN CAPITAL COMPANY

   Managed by Conning Asset Management
   Company

   Money Market Fund                        (a)$67.31  (a)$ 98.54     (a)$137.02      (a)$199.08 
                                            (b)$17.31  (b)$ 53.54     (a)$ 92.02      (b)$199.08





GOLDMAN SACHS VARIABLE INSURANCE TRUST:

   Managed by Goldman Sachs Asset 
   Management

   Goldman Sachs Growth and Income Fund     (a)$74.30   (a)$119.67
                                            (b)$24.30   (b)$ 74.67

   Managed by Goldman Sachs Asset 
   Management International

   Goldman Sachs International Equity
    Fund                                    (a)$77.80   (a)$130.14
                                            (b)$27.80   (b)$ 85.14

   Goldman Sachs Global Income Fund         (a)$75.80   (a)$124.17
                                            (b)$25.80   (b)$ 79.17


INVESTORS FUND SERIES

    Managed by Scudder Kemper Investments, Inc.

    Kemper Small Cap Value Portfolio        (a)$73.70  (a)$117.86
                                            (b)$23.70  (b)$ 72.86
    Kemper Government Securities Portfolio  (a)$71.69  (a)$111.82
                                            (b)$21.69  (b)$ 66.82
    Kemper Small Cap Growth Portfolio       (a)$72.39  (a)$113.94
                                            (b)$22.39  (b)$ 68.94

LIBERTY VARIABLE INVESTMENT TRUST

   Managed by Newport Fund Management Inc.

   Newport Tiger, Variable Series           (a)$78.00  (a)$130.73
                                            (b)$28.00  (b)$ 85.73

LORD ABBETT SERIES FUND, INC.

    Managed by Lord, Abbett & Co.          

    Growth and Income Portfolio             (a)$71.99  (a)$112.73
                                            (b)$21.99  (b)$ 67.73

MFS VARIABLE INSURANCE TRUST           

    Managed by Massachusetts Financial
    Services Company

    MFS Emerging Growth Series              (a)$74.00  (a)$118.76
                                            (b)$24.00  (b)$ 73.76
    MFS Research Series                     (a)$74.10  (a)$119.07
                                            (b)$24.10  (b)$ 74.07
    MFS Growth With Income Series           (a)$75.30  (a)$122.67
                                            (b)$25.30  (b)$ 77.67
    MFS High Income Series                  (a)$75.30  (a)$122.67
                                            (b)$25.30  (b)$ 77.67
    MFS World Governments Series            (a)$75.30  (a)$122.67
                                            (b)$25.30  (b)$ 77.67
    MFS/Foreign & Colonial Emerging 
      Markets Equity Series                 (a)$80.29  (a)$137.54
                                            (b)$30.29  (b)$ 92.54

OPPENHEIMER VARIABLE ACCOUNT FUNDS

    Managed by Oppenheimer Funds, Inc.

    Oppenheimer High Income Fund            (a)$73.50  (a)$117.26
                                            (b)$23.50  (b)$ 72.26
    Oppenheimer Bond Fund                   (a)$73.10  (a)$116.05
                                            (b)$23.10  (b)$ 71.05
    Oppenheimer Growth Fund                 (a)$72.80  (a)$115.15 
                                            (b)$22.80  (b)$ 70.15  
    Oppenheimer Growth & Income Fund        (a)$73.60  (a)$117.56 
                                            (b)$23.60  (b)$ 72.56
    Oppenheimer Strategic Bond Fund         (a)$73.60  (a)$117.56 
                                            (b)$23.60  (b)$ 72.56

PUTNAM VARIABLE TRUST

    Managed by Putnam Investment Management, Inc.

    Putnam VT Growth and Income Fund        (a)$70.39  (a)$107.87
                                            (b)$20.39  (b)$ 62.87
    Putnam VT International Growth Fund     (a)$77.30  (a)$128.65
                                            (b)$27.30  (b)$ 83.65
    Putnam VT International New
      Opportunities Fund                    (a)$81.28  (a)$140.49
                                            (b)$31.28  (b)$ 95.49
    Putnam VT New Value Fund                (a)$73.80  (a)$118.16
                                            (b)$23.80  (b)$ 73.16
    Putnam VT Vista Fund                    (a)$74.00  (a)$118.76
                                            (b)$24.00  (b)$ 73.76
TEMPLETON VARIABLE PRODUCTS SERIES FUND, 
CLASS 1 SHARES

    Managed by Franklin Advisers, Inc.

    Franklin Small Cap Investments Fund     (a)$75.30  (a)$122.67
                                            (b)$25.30  (b)$ 77.67

    Franklin Growth Investments Fund        (a)$75.30  (a)$122.67
                                            (b)$25.30  (b)$ 77.67

    Managed by Templeton Asset Management
    Ltd.

    Templeton Developing Markets Fund       (a)$81.08  (a)$139.90
                                            (b)$31.08  (b)$ 94.90

    Managed by Templeton Investment
    Counsel, Inc.

    Templeton International Fund            (a)$74.10  (a)$119.07
                                            (b)$24.10  (b)$ 74.07

    Templeton Asset Allocation Fund         (a)$73.10  (a)$116.05
                                            (b)$23.10  (b)$ 71.05

    Templeton Bond Fund                     (a)$72.09  (a)$113.03
                                            (b)$22.09  (b)$ 68.03

    Templeton Stock Fund                    (a)$74.10  (a)$119.07
                                            (b)$24.10  (b)$ 74.07
  
    Managed by Franklin Mutual Advisers, Inc.
   
    Mutual Shares Investments Fund          (a)$75.30  (a)$122.67
                                            (b)$25.30  (b)$ 77.67

    Mutual Discovery Investments Fund       (a)$75.30  (a)$122.67
                                            (b)$25.30  (b)$ 77.67
</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. During the accumulation phase, Cova will not charge the contract  maintenance
charge if the value of your contract is $50,000 or more, although, if you make a
complete withdrawal, Cova will charge the contract maintenance charge.

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

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

7. THE  EXAMPLES  SHOULD NOT BE  CONSIDERED A  REPRESENTATION  OF PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
   
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 49
investment  portfolios and,  depending upon market  conditions,  you can make or
lose  money in any of these  portfolios.  If you  select  the  variable  annuity
portion of the contract,  the amount of money you are able to accumulate in your
contract during the accumulation  phase depends upon the investment  performance
of the investment  portfolio(s)  you select.  The amount of the annuity payments
you receive  during the income  phase from the variable  annuity  portion of the
contract  also  depends  upon  the  investment  performance  of  the  investment
portfolios you select for the income phase.    

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

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


2.  ANNUITY  PAYMENTS  (THE  INCOME  PHASE)

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

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

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

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

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

You can choose one of the following  annuity options or any other annuity option
acceptable to Cova.  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 $500 or more to either type of contract.

ALLOCATION  OF  PURCHASE  PAYMENTS

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

If you change your mind about owning this contract,  you can cancel it within 10
days after receiving it (or the period required in your state).  When you cancel
the contract within this time period,  Cova will not assess a withdrawal charge.
You will receive back whatever your contract is worth on the day we receive your
request.  In certain states, or if you have purchased the contract as an IRA, we
may be required to give you back your  purchase  payment if you decide to cancel
your contract  within 10 days after receiving it (or whatever period is required
in your state).  If that is the case,  we reserve the right to put your purchase
payment in the Money Market Fund of General American Capital Company for 15 days
before we allocate your first purchase  payment to the  investment  portfolio(s)
you have selected.  (In some states, the period may be longer.) Currently,  Cova
directly  allocates your purchase  payment to the investment  portfolios  and/or
fixed account you select.

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 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 49 investment portfolios which are listed below.  Currently,
if you are not participating in an asset allocation program, you can only invest
in 15 investment  portfolios at any one time.  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. CERTAIN PORTFOLIOS
CONTAINED IN THE FUND PROSPECTUSES MAY NOT BE AVAILABLE WITH YOUR CONTRACT.


AIM VARIABLE INSURANCE FUNDS, INC.

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

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

ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.

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


COVA SERIES TRUST

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

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

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

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

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

GENERAL AMERICAN CAPITAL COMPANY

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

     Money Market Fund

GOLDMAN SACHS VARIABLE INSURANCE TRUST

Goldman  Sachs  Variable   Insurance  Trust  is  a  mutual  fund  with  multiple
portfolios.  Goldman Sachs Asset  Management is the  investment  adviser for the
Goldman  Sachs  Growth  and  Income  Fund and  Goldman  Sachs  Asset  Management
International  is the  investment  adviser for the Goldman  Sachs  International
Equity Fund and Goldman Sachs Global Income Fund.  The following  portfolios are
available under the contract:

     Goldman Sachs Growth and Income Fund
     Goldman Sachs International Equity Fund
     Goldman Sachs Global Income Fund

INVESTORS FUND SERIES

Investors Fund Series is a mutual fund with multiple portfolios.  Scudder Kemper
Investments, Inc. is the investment adviser for the Kemper Government Securities
Portfolio,  the Kemper Small Cap Growth Portfolio and the Kemper Small Cap Value
Portfolio. The following portfolios are available under the contract:

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


LIBERTY VARIABLE INVESTMENT TRUST

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

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

LORD ABBETT SERIES FUND, INC.

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

     Growth and Income Portfolio

MFS VARIABLE INSURANCE TRUST

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

     MFS Emerging Growth Series
     MFS Research Series
     MFS Growth With Income Series
     MFS High Income Series
     MFS World Governments Series
     MFS/Foreign & Colonial Emerging Markets Equity Series

OPPENHEIMER VARIABLE ACCOUNT FUNDS

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

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

PUTNAM VARIABLE TRUST

Putnam  Variable  Trust  is a  mutual  fund  with  multiple  portfolios.  Putnam
Investment  Management,  Inc. is the investment  adviser to each portfolio.  The
following portfolios are available under the contract:

     Putnam VT Growth and Income Fund
     Putnam VT International Growth Fund
     Putnam VT International New Opportunities Fund
     Putnam VT New Value Fund
     Putnam VT Vista Fund (a stock portfolio)
   
TEMPLETON VARIABLE PRODUCTS SERIES FUND

Templeton  Variable  Products  Series  Fund  is  a  mutual  fund  with  multiple
portfolios.  Templeton Variable Products Series Fund has two classes of shares -
Class 1 and Class 2. Only shares of Class 1 are available  under your  contract.
Franklin  Advisers,  Inc.  is the  investment  manager  of the  Franklin  Growth
Investments  Fund and the Franklin Small Cap Investments  Fund;  Templeton Asset
Management Ltd. is the investment  manager for the Templeton  Developing Markets
Fund;  Templeton  Investment  Counsel,  Inc. is the  investment  manager for the
Templeton International Fund, the Templeton Asset Allocation Fund, the Templeton
Bond Fund and the Templeton Stock Fund;  Franklin Mutual  Advisers,  Inc. is the
investment  manager  for the  Mutual  Shares  Investments  Fund  and the  Mutual
Discovery  Investments  Fund. The following  portfolios are available  under the
contract:

     Templeton Developing Markets Fund
     Templeton International Fund
     Mutual Shares Investments Fund (capital appreciation with income as a
         secondary objective)
     Mutual Discovery Investments Fund (capital appreciation)
     Franklin Growth Investments Fund
     Franklin Small Cap Investments Fund
     Templeton Asset Allocation Fund
     Templeton Bond Fund
     Templeton Stock Fund    


Shares of the investment  portfolios  may be offered in connection  with certain
variable annuity contracts and variable life insurance  policies of various life
insurance  companies  which  may or may not be  affiliated  with  Cova.  Certain
investment portfolios may also be sold directly to qualified plans. The funds do
not believe that offering their shares in this manner will be disadvantageous to
you.

Cova may enter into certain  arrangements  under which it is  reimbursed  by the
investment   portfolios'  advisors,   distributors  and/or  affiliates  for  the
administrative services which it provides to the portfolios.

TRANSFERS

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

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.

TRANSFERS  DURING  THE  ACCUMULATION  PHASE.

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

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

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

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

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

DOLLAR  COST  AVERAGING  PROGRAM

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

The minimum amount which can be transferred each month is $500. You must have at
least  $6,000 in the Money  Market  Fund or the fixed  account,  (or the  amount
required to  complete  your  program,  if less) in order to  participate  in the
Dollar Cost Averaging  Program.  There is no additional charge for participating
in the Dollar Cost Averaging Program.

Cova  reserves  the right to  modify,  suspend  or  terminate  the  Dollar  Cost
Averaging Program.

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.
The  Automatic  Rebalancing  Program is available  only during the  accumulation
phase.  There  is no  additional  charge  for  participating  in  the  Automatic
Rebalancing  Program. If you participate in the Automatic  Rebalancing  Program,
the transfers  made under the program are not taken into account in  determining
any transfer fee.

EXAMPLE:

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

APPROVED  ASSET  ALLOCATION  PROGRAMS

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

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

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

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

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

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

5.    EXPENSES

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

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

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

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

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


Cova will not deduct  this  charge  during the  accumulation  phase 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,
become  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 (confinement must begin after the first contract anniversary).
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.

INCOME  TAXES  MAY  APPLY  TO  SYSTEMATIC  WITHDRAWALS.

8.    PERFORMANCE

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

For periods  starting prior to the date the contracts  were first  offered,  the
performance  will be based on the historical  performance  of the  corresponding
investment  portfolios  for the  periods  commencing  from the date on which the
particular investment portfolio was made available through the Separate Account.
In addition,  for certain investment portfolios performance may be shown for the
period  commencing  from the inception date of the investment  portfolio.  These
figures should not be interpreted  to reflect actual  historical  performance of
the Separate Account.

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   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 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 greatest of:

     1. Total purchase  payments,  less 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 greatest of the values  resulting  from taking the contract value on
any five (5) year  contract  anniversary  prior to the date of your death or the
joint  owner's  death,  plus any payments you made  subsequent  to that contract
anniversary,  less any  withdrawals  (and  any  withdrawal  charges  paid on the
withdrawals) subsequent to that contract anniversary.

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

     1. Total purchase  payments,  less 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 greatest of the values  resulting  from taking the contract value on
any prior  five (5) year  contract  anniversary  on or before  your or the joint
owner's 80th  birthday,  plus any  purchase  payments  made after that  contract
anniversary,  less any  withdrawals  (and  any  withdrawal  charges  paid on the
withdrawals) made after that contract anniversary.

If you have a joint owner,  the death benefit is determined  based on the age of
the  oldest  joint  owner and the death  benefit  is payable on the death of the
first joint owner.

The death benefit  described  above may not be available in your state. In those
states where it is not available, the death benefit will be as follows:

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

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

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

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

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

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

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

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

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

CHECK YOUR CONTRACT AND APPLICABLE ENDORSEMENT FOR YOUR DEATH BENEFIT.

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.
   
YEAR 2000

Cova has developed and initiated plans to assure that its computer systems
will function properly in the year 2000 and later years.  These efforts 
have included receiving assurances from outside service providers that 
their computer systems will also function properly in this context.  
Included within these plans are the computer systems of the advisers 
and sub-advisers of the various investment portfolios underlying the
Separate Account.  

Although an assessment of the total cost of implementing these plans has
not been completed, the total amounts to be expended are not expected to 
have a material effect on Cova's financial position or results of 
operations.  Cova believes that it has taken all reasonable steps to 
address these potential problems.  There can be no assurance, however, 
that the steps taken will be adequate to avoid any adverse impact.  
    

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 5.75% 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.


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
     Federal 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.  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>
<S>                                 <C>           <C>         <C>         <C>         <C>         <C>         <C>         <C>       
                                                                                                                                    
                                                                                                                                    
                                                   Year or      Year or     Year or     Year or     Year or     Year or     Year or 
                                    Period         Period       Period      Period      Period      Period      Period      Period  
                                    Ended          Ended        Ended       Ended       Ended       Ended       Ended       Ended   
                                    6/30/98        12/31/97    12/31/96    12/31/95    12/31/94    12/31/93    12/31/92    12/31/91 
         
                                   ----------     ----------- -----------  ----------  ----------  ----------  ----------  ---------

COVA SERIES TRUST                                 
Managed by Lord, Abbett & Co.                     
                                                  
Bond Debenture Sub-Account                           
Beginning of Period                 $12.88          $11.29     $    10.10         *           *           *           *           * 
End of Period                       $13.51          $12.88          11.29
Number of Accum. Units Outstanding 6,151,600      3,945,097        659,663

Mid-Cap Value Sub-Account
Beginning of Period                 $10.47          $10.00            * *            *            *          *             *
End of Period                       $11.21          $10.47                                                  
Number of Accum. Units Outstanding 795,251         194,386

Large Cap Research Sub-Account
Beginning of Period                 $ 9.90          $10.00            * *            *            *          *             *
End of Period                       $11.34          $ 9.90                                                  
Number of Accum. Units Outstanding 464,192         124,559 

Developing Growth Sub-Account
Beginning of Period                 $10.53         $10.00            * *            *            *          *             *
End of Period                       $11.31         $10.53                                                  
Number of Accum. Units Outstanding 701,432        148,658 

Managed by J.P. Morgan Investment                 
Management Inc.                                   
                                                  
Select Equity Sub-Account                           
Beginning of Period                 $14.05         $10.84     $    10.08         *           *           *           *           *  
End of Period                       $15.80         $14.05          10.84
Number of Accum. Units Outstanding 8,986,842     6,903,606        2,044,523
                                                  
Small Cap Stock Sub-Account                           
Beginning of Period                  $13.49        $11.31     $    10.51         *           *           *           *           *  
End of Period                        $14.02        $13.49          11.31
Number of Accum. Units Outstanding 4,937,599     3,940,243      1,237,405
                                                  
International Equity Sub-Account                           
Beginning of Period                  $11.46        $10.97     $    10.21         *           *           *           *           *  
End of Period                        $13.06        $11.46          10.97
Number of Accum. Units Outstanding 6,578,152     5,440,592      1,306,892
                                                  
Quality Bond Sub-Account                           
Beginning of Period                  $11.16        $10.37     $     9.90         *           *           *           *           *  
End of Period                        $11.53        $11.16          10.37
Number of Accum. Units Outstanding 2,191,199     1,433,081        508,830
                                                  
Large Cap Stock Sub-Account                           
Beginning of Period                  $14.89        $11.33     $    10.00         *           *           *           *           *  
End of Period                        $17.66        $14.89          11.33 
Number of Accum. Units Outstanding 2,624,260    1,473,929      1,389,606

LORD ABBETT SERIES FUND, INC.                     
Growth and Income Sub-Account                           
Beginning of Period                  $30.84        $25.09       $    21.31  $    16.64  $    16.42  $    14.50  $    12.73  $  10.15
End of Period                        $33.66        $30.84            25.09       21.31       16.64       16.42       14.50     12.73
         
Number of Accum. Units Outstanding 18,092,138   15,788,404     11,732,301   8,947,108   6,875,139   4,994,582   2,560,999  1,426,577
    
                                              
GENERAL AMERICAN CAPITAL COMPANY                  
Money Market Fund                                 
Beginning of Period                 $10.67         $10.23       $    10.00         *           *           *           *           *
End of Period                       $10.89         $10.67            10.23 
Number of Accum. Units Outstanding 966,618        311,051           34,964

AIM VARIABLE INSURANCE FUND, INC.
Managed by A I M Advisors, Inc.

AIM V.I. Capital Appreciation Sub-Account           **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $11.21
Number of Accum. Units Outstanding  94,788  

AIM V.I. International Equity Sub-Account           **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $11.80
Number of Accum. Units Outstanding 147,132 

AIM V.I. Value Sub-Account                          **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $11.76
Number of Accum. Units Outstanding 232,878 

ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.
Managed by Alliance Capital Management L.P.

Premier Growth Sub-Account                          **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $12.75
Number of Accum. Units Outstanding 252,882 

Real Estate Investment Sub-Account                  **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $ 9.30
Number of Accum. Units Outstanding  91,408 

GOLDMAN SACHS VARIABLE INSURANCE TRUST
Managed by Goldman Sachs Asset Management

Goldman Sachs Growth and Income Sub-Account         **         **                **        **          **           **          **
Beginning of Period (1/29/98)       $10.00
End of Period                       $10.78
Number of Accum. Units Outstanding 196,770 

Managed by Goldman Sachs Asset Management
International

Goldman Sachs International Equity Sub-Account      **         **                **        **          **           **          **
Beginning of Period (1/29/98)       $10.00
End of Period                       $11.43
Number of Accum. Units Outstanding  36,457 


Goldman Sachs Global Income Sub-Account             **         **                **        **          **           **          **
Beginning of Period (1/29/98)       $10.00
End of Period                       $10.30
Number of Accum. Units Outstanding  13,367  

INVESTORS FUND SERIES
Managed by Scudder Kemper Investments, Inc.

Kemper Small Cap Value Sub-Account                  **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $10.16
Number of Accum. Units Outstanding  98,352 

Kemper Government Securities Sub-Account            **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $10.26
Number of Accum. Units Outstanding   9,388 

Kemper Small Cap Growth Sub-Account                 **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $11.25
Number of Accum. Units Outstanding  32,699 

LIBERTY VARIABLE INVESTMENT TRUST
Managed by Newport Fund Management Inc.

Newport Tiger, Variable Sub-Account                 **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $ 7.32
Number of Accum. Units Outstanding  17,974 

MFS VARIABLE INSURANCE TRUST
Managed by Massachusetts Financial Services Company

MFS Emerging Growth Sub-Account                     **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $12.07
Number of Accum. Units Outstanding 224,942 

MFS Research Sub-Account                            **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00         
End of Period                       $11.81
Number of Accum. Units Outstanding 182,395 

MFS Growth With Income Sub-Account                  **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $11.54
Number of Accum. Units Outstanding 245,170 

MFS High Income Sub-Account                         **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $10.40
Number of Accum. Units Outstanding  68,090 

MFS World Government Sub-Account                    **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $10.17
Number of Accum. Units Outstanding     961  

MFS Foreign & Colonial Emerging 
Markets Equity Sub-Account                          **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $ 8.68
Number of Accum. Units Outstanding  55,324  

OPPENHEIMER VARIABLE ACCOUNT FUNDS
Managed by OppenheimerFunds, Inc.

Oppenheimer High Income Sub-Account                 **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $10.41
Number of Accum. Units Outstanding  33,269  

Oppenheimer Bond Sub-Account                        **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $10.32
Number of Accum. Units Outstanding 152,219 

Oppenheimer Growth Sub-Account                      **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $11.63
Number of Accum. Units Outstanding  43,786  

Oppenheimer Growth & Income Sub-Account             **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $11.23
Number of Accum. Units Outstanding 158,887 

Oppenheimer Strategic Bond Sub-Account              **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $10.26
Number of Accum. Units Outstanding  42,968  

PUTNAM VARIABLE TRUST
Managed by Putnam Investment Management, Inc.

Putnam VT Growth and Income Sub-Account             **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $10.92
Number of Accum. Units Outstanding 531,714 

Putnam VT International Growth Sub-Account          **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $11.90
Number of Accum. Units Outstanding 234,012 

Putnam VT International New Opportunities
Sub-Account                                         **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $11.55
Number of Accum. Units Outstanding  26,554  

Putnam VT New Value Sub-Account                     **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $10.31
Number of Accum. Units Outstanding  26,905  

Putnam VT Vista Sub-Account                         **         **                **        **          **           **          **
Beginning of Period (1/2/98)        $10.00
End of Period                       $11.61
Number of Accum. Units Outstanding  67,315  

TEMPLETON VARIABLE PRODUCTS SERIES FUND, 
CLASS 1 SHARES
Managed by Templeton Asset Management Ltd.

Templeton Development Markets Sub-Account           **         **                **        **          **           **          **
Beginning of Period (5/1/98)        $10.00
End of Period                       $ 7.37
Number of Accum. Units Outstanding  10,126  

Managed by Templeton Investment Counsel, Inc.

Templeton International Sub-Account                 **         **                **        **          **           **          **
Beginning of Period (5/1/98)        $10.00
End of Period                       $ 9.64
Number of Accum. Units Outstanding  20,935 

Managed by Franklin Mutual Advisers, Inc.

Mutual Shares Investments Sub-Account               **         **                **        **          **           **          **
Beginning of Period                 $10.00
End of Period                       $ 9.51
Number of Accum. Units Outstanding  33,463 
</TABLE>

<TABLE>
<CAPTION>
<S>                                 <C>                      <C>
                                    Year or                  For the period
                                    Period                   from 12/11/89
                                    Ended                    (Start of
                                    12/31/90                 Operations)
                                                             through
                                                             12/31/89
                                   ------------             -------------
COVA SERIES TRUST                   
Managed by Van Kampen American      
Capital Investment Advisory Corp.   
                                    
Quality Income Sub-Account          
Beginning of Period                 $     9.97                $   10.00
End of Period                            10.62                     9.97
Number of Accum. Units Outstanding     564,940                  253,695
                                    
High Yield Sub-Account              
Beginning of Period                 $    10.02                $   10.00
End of Period                            10.06                    10.02
Number of Accum. Units Outstanding     280,854                  250,000
                                    
Money Market Sub-Account            
Beginning of Period                       *                         *
End of Period                       
Number of Accum. Units Outstanding  
                                    
VKAC Growth and Income Sub-Account  
Beginning of Period                       *                         *
End of Period                       
Number of Accum. Units Outstanding  
                                    
Stock Index Sub-Account             
Beginning of Period                       *                         * 
End of Period                       
Number of Accum. Units Outstanding  
                                    
Managed by Lord, Abbett & Co.       
                                    
Bond Debenture Sub-Account          
Beginning of Period                                                 *
End of Period                       
Number of Accum. Units Outstanding  
                                    
Managed by J.P. Morgan Investment   
Management Inc.                     
                                    
Select Equity Sub-Account           
Beginning of Period                                                 *
End of Period                       
Number of Accum. Units Outstanding  
                                    
Small Cap Stock Sub-Account         
Beginning of Period                                                 *
End of Period                       
Number of Accum. Units Outstanding  
                                    
International Equity Sub-Account    
Beginning of Period                                                 *
End of Period                       
Number of Accum. Units Outstanding  
                                    
Quality Bond Sub-Account            
Beginning of Period                                                 *
End of Period                       
Number of Accum. Units Outstanding  
                                    
Large Cap Stock Sub-Account         
Beginning of Period                                                 *
End of Period                       
Number of Accum. Units Outstanding  
                                    
LORD ABBETT SERIES FUND, INC.       
Growth and Income Sub-Account       
Beginning of Period                      $10.06               $    10.00
End of Period                             10.15                    10.06
Number of Accum. Units Outstanding    1,041,032                    14,482
                                    
GENERAL AMERICAN CAPITAL COMPANY    
Money Market Fund                   
Beginning of Period                                                 *
End of Period                       
Number of Accum. Units Outstanding  
<FN>
*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  offered  for sale  through  the  Separate  Account
(5/1/96).  The Money Market Fund  managed by Conning  Asset  Management  Company
started regular investment  operations on June 3, 1996. The Mid-Cap Value, Large
Cap  Research  and  Developing  Growth  Portfolios  started  regular  investment
operations through the Separate Account on August 20, 1997.

**The  accumulation unit values shown reflect the date the investment  portfolio
was offered through the Separate  Account which is shown above under  "beginning
of period."
</FN>
</TABLE>
    

                                  APPENDIX B

PERFORMANCE INFORMATION

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

Note:  The figures in Part I and Part II below  present  investment  performance
information  for the periods ended June 30,1998.  While these numbers  represent
the returns as of that date,  they do not represent  performance  information of
the portfolios since that date.  Performance  information for periods after June
30, 1998 may be significantly different (lower) than the numbers shown below.

PART 1 

The contracts are relatively  new and therefore  have no meaningful  performance
history.  However,  the Separate Account has invested in certain  portfolios for
some time and has an investment  performance  history.  In order to show how the
historical   performance  of  the  Separate   Account   affects  the  contract's
accumulation  unit  values,  the  following   performance  was  developed.   The
information is based upon the historical  experience of the Separate Account and
portfolios  and is for the periods  shown.  The chart below shows the investment
performance  of the  Separate  Account  and the  accumulation  unit  performance
calculated by assuming that the contracts were invested in the Separate  Account
for the same periods.

Column A presents  performance  figures for the accumulation units which reflect
the insurance charges and fees and expenses of each portfolio. Column B presents
performance  figures  for the  accumulation  units which  reflect the  insurance
charges,  the  contract  maintenance  charge,  the  fees  and  expenses  of each
portfolio,  and assumes that you make a withdrawal  at the end of the period and
therefore the withdrawal  charge is reflected.  The inception  dates shown below
reflect the dates the Separate  Account  first  invested in the  Portfolio.  The
performance  returns for  accumulation  units  investing  in the  portfolios  in
existence for less than one year are not annualized.

AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 6/30/98:
   

<TABLE>
<CAPTION>
<S>                                           <C>                          <C>
                                                    Accumulation Unit Performance
                                              Column A                     Column B
                                             (reflects insurance          (reflects all charges
                                              charges and portfolio        and portfolio
                                              expenses)                    expenses)
                                              -----------------------      ------------------------
                          Separate Account
                          Inception Date                     Since                         Since
Portfolio                 in Portfolio        1 yr   5 yrs   Inception      1 yr   5 yrs   Inception
- ---------                 -----------------   -------------------------     ------------------------                             

COVA SERIES TRUST

Small Cap Stock              5/1/96           16.63%  --      14.20%        11.51%   --     12.25%

Large Cap Stock              5/1/96           29.38%  --      29.99%        24.25%   --     28.27%

Select Equity                5/1/96           22.89%  --      23.01%        17.76%   --     21.19%

International Equity         5/1/96            8.34%  --      12.00%         3.23%   --     10.01%

Quality Bond                 5/1/96            8.94%  --       7.28%         3.83%   --      5.20%

Bond Debenture               5/1/96           11.92%  --      14.39%         6.81%   --     12.44%
    
Mid-Cap Value                8/20/97           --     --      12.10%          --     --      6.87%

Large Cap Research           8/20/97           --     --      13.44%          --     --      8.21%

Developing Growth            8/20/97           --     --      13.14%          --     --      7.91%

GENERAL AMERICAN
CAPITAL COMPANY

Money Market                 6/3/96            4.30%  --       4.20%        -0.81%   --      1.95%

LORD ABBETT SERIES
FUND, INC.

Growth and Income           12/11/89          15.78% 16.73%   15.24%        10.66% 16.12%   15.12%

AIM VARIABLE INSURANCE
FUNDS, INC.
AIM V.I. Capital            1/2/98             --     --      12.11%          --     --      7.00%
Appreciation
AIM V.I. International      1/2/98             --     --      18.01%          --     --     12.89%
Equity
AIM V.I. Value              1/2/98             --     --      17.65%          --     --     12.53%

ALLIANCE VARIABLE PRODUCTS
SERIES FUND, INC.
Premier Growth              1/2/98             --     --      27.52%          --     --     22.39%
Real Estate Investment      1/2/98             --     --      -7.04%          --     --    -12.14%

LIBERTY VARIABLE INVESTMENT
TRUST
Newport Tiger, Variable     1/2/98             --     --     -26.83%          --     --    -31.91%
Series                     

INVESTORS FUND SERIES
Kemper Small Cap Value      1/2/98             --     --       1.60%          --     --     -3.50%
Kemper Government           1/2/98             --     --       2.64%          --     --     -2.46%
Securities                 
Kemper Small Cap Growth     1/2/98             --     --      12.45%          --     --      7.34%

MFS VARIABLE INSURANCE TRUST
MFS Emerging Growth         1/2/98             --     --      20.73%          --     --     15.61%
MFS Research                1/2/98             --     --      18.09%          --     --     12.97%
MFS Growth with Income      1/2/98             --     --      15.36%          --     --     10.24%
MFS High Income             1/2/98             --     --       3.97%          --     --     -1.14%
MFS World Governments       1/2/98             --     --       1.73%          --     --     -3.38%
MFS Foreign & Colonial
 Emerging Markets Equity    1/2/98             --     --     -13.24%          --     --    -18.33%
  
OPPENHEIMER VARIABLE ACCOUNT
FUNDS
Oppenheimer High Income     1/2/98             --     --       4.07%          --     --     -1.03%
Oppenheimer Bond            1/2/98             --     --       3.23%          --     --     -1.87%
Oppenheimer Growth          1/2/98             --     --      16.27%          --     --     11.16%
Oppenheimer Growth & Income 1/2/98             --     --      12.33%          --     --      7.22%
Oppenheimer Strategic Bond  1/2/98             --     --       2.63%          --     --     -2.47%

PUTNAM VARIABLE TRUST
Putnam VT Growth and Income 1/2/98             --     --       9.17%          --     --      4.06%
Putnam VT New Value         1/2/98             --     --       3.13%          --     --     -1.97%
Putnam VT Vista             1/2/98             --     --      16.11%          --     --     11.00%
Putnam VT International     1/2/98             --     --      18.97%          --     --     13.85%
   Growth                  
Putnam VT International New 1/2/98             --     --      15.53%          --     --     10.41%
   Opportunities           

</TABLE>
    

PART 2

The contracts are relatively  new and therefore  have no meaningful  performance
history.  However,  certain  portfolios have been in existence for some time and
have an  investment  performance  history.  In order to show how the  historical
performance of the portfolios  affects the contract's  accumulation unit values,
the following  performance  was  developed.  The  information  is based upon the
historical  experience of the portfolios and is for the periods shown. The chart
below shows the investment  performance  of the portfolios and the  accumulation
unit performance  calculated by assuming that the contracts were invested in the
portfolios for the same periods.

The  performance  figures in Column A reflect the fees and expenses paid by each
portfolio.  Column B presents  performance  figures for the  accumulation  units
which reflect the insurance charges and the fees and expenses of each portfolio.
Column C presents  performance  figures for the accumulation units which reflect
the insurance charges, the contract maintenance charge, the fees and expenses of
each portfolio,  and assumes that you make a withdrawal at the end of the period
and therefore the withdrawal charge is reflected.
   
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 6/30/98:
<TABLE>
<CAPTION>


<S>                                               <C>                     <C>                     <C>
                                           Portfolio Performance        Accumulation       Unit Performance  
                                                  Column A                Column B                Column C
                                                                   (reflects insurance     (reflects all charges
                                                                   charges and             and portfolio expenses)
                                                                   portfolio expenses)
                                       ----------------------     -----------------------  ----------------------
                            Portfolio                 10 yrs or                  10 yrs or                 10 yrs or
                            Inception                 since                      since                     since
Portfolio                     Date     1 yr    5 yrs  inception   1 yr    5 yrs  inception   1 yr   5 yrs  inception
- -----------------          ----------- ------------------------   ------------------------   -----------------------

AIM VARIABLE INSURANCE
FUNDS, INC.
AIM V.I. Capital            5/5/93     18.21% 19.66%   19.48%     16.81% 18.26%   18.08%     11.71% 13.66%   17.98%
Appreciation
AIM V.I. International      5/5/93     13.76% 16.18%   15.40%     12.36% 14.78%   14.00%      7.26% 10.18%   13.90%
Equity
AIM V.I. Value              5/5/93     26.33% 20.73%   21.62%     24.93% 19.33%   20.22%     19.83% 14.73%   20.12%

ALLIANCE VARIABLE PRODUCTS
SERIES FUND, INC.
Premier Growth              6/26/92    43.63% 26.24%   24.87%     42.23% 24.84%   23.47%     37.13% 20.24%   23.37%
Real Estate Investment      1/9/97      8.35%  --      10.23%      6.95%   --      8.83%      1.85%  --       4.23%

LIBERTY VARIABLE INVESTMENT
TRUST
Newport Tiger, Variable 
Series                      5/1/95    -51.57%  --     -12.62%    -52.97%   --    -14.02%    -58.07%  --     -18.62%

GENERAL AMERICAN CAPITAL COMPANY
Money Market                10/1/87     5.76%  5.15%    6.02%      4.36%   3.75%   4.62%     -0.74% -0.85%    4.52%

INVESTORS FUND SERIES
Kemper Small Cap Value      5/1/96      9.14%  --      11.60%      7.74%   --     10.20%      2.64%  --       5.60%
Kemper Government
Securities                  9/3/87      8.73%  6.35%    7.87%      7.33%   4.95%   6.47%      2.23%  0.35%    6.37%

Kemper Small Cap Growth     5/2/94     32.29%  --      26.14%     30.89%   --     24.74%     25.79%   --     20.14%

MFS VARIABLE INSURANCE TRUST
MFS Emerging Growth         7/24/95    33.72%  --     27.38%      32.32%   --     25.98%     27.22%   --     21.38%
MFS Research                7/26/95    25.78%  --     25.24%      24.38%   --     23.84%     19.28%   --     19.24%
MFS Growth with Income      10/9/95    27.77%  --     28.96%      26.37%   --     27.56%     21.27%   --     22.96%
MFS High Income             7/26/95    11.34%  --     12.15%       9.94%   --     10.75%      4.84%   --      6.15%
MFS World Governments       6/14/94     2.75%  --      4.85%       1.35%   --      3.45%     -3.75%   --     -1.15%
MFS Foreign & Colonial
   Emerging Markets Equity 10/16/97      --    --    -21.39%        --     --    -22.38%       --     --    -27.48%
  

OPPENHEIMER VARIABLE ACCOUNT
FUNDS
Oppenheimer High Income    4/30/86     13.20% 11.43%  13.83%      11.80%  10.03%  12.43%      6.70%  5.43%   12.33%
Oppenheimer Bond            4/3/85      9.82%  7.30%   9.39%       8.42%   5.90%   7.99%      3.32%  1.30%    7.89%
Oppenheimer Growth          4/3/85     29.14% 21.75%  16.18%      27.74%  20.35%  14.78%     22.64% 15.75%   14.68%
Oppenheimer Growth & Income 7/5/95     31.56%  --     35.67%      30.16%   --     34.27%     25.06%   --     29.67%
Oppenheimer Strategic Bond  5/3/93      8.01%  7.76%   7.55%       6.61%   6.36%   6.15%      1.51%  1.76%    6.05%

PUTNAM VARIABLE TRUST
Putnam VT Growth and Income 2/1/88     17.87% 19.37%  16.85%      16.47%  17.97%  15.45%     11.37% 13.37%   15.35%
Putnam VT New Value         1/2/97      9.08%  --     14.32%       7.68%   --     12.92%      2.58%  --       8.32%
Putnam VT Vista             1/2/97     30.45%  --     27.75%      29.05%   --     26.35%     23.95%  --      21.75%
Putnam VT International               
   Growth                   1/2/97     20.21%  --     24.80%      18.81%   --     23.40%     13.71%  --      18.80%
Putnam VT International New 
   Opportunities            1/2/97      3.99%  --     10.58%       2.59%   --      9.18%     -2.51%  --       4.58%

TEMPLETON VARIABLE PRODUCTS
SERIES FUND, CLASS 1 SHARES
Templeton Developing 
 Markets*                   3/1/96    -48.81%  --    -25.10%     -50.21%   --    -26.50%    -55.31%  --     -31.10%
Templeton International     5/1/92     13.95% 19.07%  16.27%      12.55%  17.67%  14.87%      7.45% 13.07%   14.77%
Templeton Asset Allocation 8/24/88      9.35% 15.23%  12.97%       7.95%  13.83%  11.57%      7.85% 13.73%   11.47%
Templeton Bond             8/24/88      4.80%  5.57%   7.30%       3.40%   4.17%   5.90%      3.30%  4.07%    5.80%
Templeton Stock            8/24/88      7.88% 17.14%  13.75%       6.48%  15.74%  12.35%      6.38% 15.64%   12.25%

*Past fee waivers by the portfolio's manager increased its total returns.
</TABLE>
    

================================================================================
                              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 ______________, 1998 for The Annuity Contract issued by Cova.    




                  (Please print or type and fill in all information)




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

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

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

CL-___(_/98)                                                       COVA VA

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

                                    PART A - VERSION B
 
                                        THE FIXED

                                   AND VARIABLE ANNUITY

                                        ISSUED BY
 
                            COVA VARIABLE ANNUITY ACCOUNT ONE
                                          AND

                                COVA FINANCIAL SERVICES

                                 LIFE INSURANCE COMPANY

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

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

RUSSELL INSURANCE FUNDS:

     MANAGED BY FRANK RUSSELL
     INVESTMENT MANAGEMENT COMPANY
         Multi-Style Equity
         Aggressive Equity
         Non-U.S.
         Core Bond

GENERAL AMERICAN CAPITAL COMPANY:

     MANAGED BY CONNING ASSET
     MANAGEMENT COMPANY
         Money Market

Please  read this  prospectus  before  investing  and keep it on file for future
reference.  It contains important  information about the Cova Fixed and Variable
Annuity Contract.
   
To learn more about the Cova Fixed and Variable Annuity Contract, you can obtain
a copy of the Statement of Additional Information (SAI) dated ___________, 1998.
The SAI has been filed with the Securities and Exchange  Commission (SEC) and is
legally a part of the prospectus.  The SEC maintains a Web site (http://www.sec.
gov) that  contains  the SAI,  material  incorporated  by  reference,  and other
information  regarding  registrants that file  electronically  with the SEC. The
Table of Contents of the SAI is on Page __ of this  prospectus.  For a free copy
of the SAI,  call us at (800)  523-1661  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.
   
___________________, 1998
    
TABLE OF CONTENTS                                                     Page

INDEX OF SPECIAL TERMS                                 

SUMMARY 
FEE TABLE                                              

  EXAMPLES                                               

  1. THE ANNUITY CONTRACT                                

  2. ANNUITY PAYMENTS (THE INCOME PHASE)                 

  3. PURCHASE                                            
     Purchase Payments                                   
     Allocation of Purchase Payments                     
     Accumulation Units                                  

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

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

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

  7. ACCESS TO YOUR MONEY                                
     Systematic Withdrawal Program                       

  8. PERFORMANCE                                         

  9. DEATH BENEFIT                                       
     Upon Your Death                                     
     Death of Annuitant                                  

10. OTHER INFORMATION                                    
     Cova    
        Year 2000                                                
     The Separate Account                                
     Distributor                                         
     Ownership                                           
     Beneficiary                                         
     Assignment                                          
     Suspension of Payments or Transfers                 
     Financial Statements                                

TABLE OF CONTENTS OF THE STATEMENT OF
ADDITIONAL INFORMATION                                   

APPENDIX A - Condensed Financial Information

APPENDIX B - Performance Information                                  

INDEX OF SPECIAL TERMS

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

                                                          Page

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

SUMMARY

THE SECTIONS IN THIS SUMMARY  CORRESPOND  TO SECTIONS IN THIS  PROSPECTUS  WHICH
DISCUSS THE TOPICS IN MORE DETAIL.

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

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

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

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

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

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

2. ANNUITY  PAYMENTS (THE INCOME PHASE).  If you want to receive  regular income
from your annuity, you can choose one of three options. 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  $500  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 Frank Russell
Investment Management Company
Multi-Style Equity
Aggressive Equity
Non-U.S.
Core Bond

Managed by Conning Asset
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.
During the accumulation phase, 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.

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

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



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

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

8.  PERFORMANCE.  The value of the contract will vary up or down  depending upon
the investment  performance of the  Portfolio(s)  you choose.  Cova has provided
performance  information in Appendix B and the SAI. Past  performance is not a
guarantee of future results.

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.

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 reserve
the right to put your money in the Money Market Fund of General American Capital
Company during the free-look period and will refund the greater of your original
payment (less any withdrawals) or the value of your contract.

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

Who should purchase the Contract?

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

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

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

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

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

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

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

11. INQUIRIES

If you need more information, please contact us at:

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

COVA VARIABLE ANNUITY ACCOUNT ONE FEE TABLE

OWNER TRANSACTION EXPENSES

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

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

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          Total Annual
                                                        Management Fees             (after expense            Portfolio
                                                      (after fee waiver)            reimbursement)            Expenses
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                       <C>                       <C>                       <C>
RUSSELL INSURANCE FUNDS*
Managed by Frank Russell
Investment Management Company
       Multi-Style Equity                                   .09%                        .83%                     .92%
       Aggressive Equity                                      0%                       1.25%                    1.25%
       Non-U.S.                                               0%                       1.30%                    1.30%
       Core Bond                                              0%                        .80%                     .80%
- ------------------------------------------------------------------------------------------------------------------------------------

GENERAL AMERICAN CAPITAL COMPANY
Managed by Conning Asset
Management Company
       Money Market                                         .125%                       .08%                    .205%
- ------------------------------------------------------------------------------------------------------------------------------------
<FN>
*The  manager  of  Russell  Insurance  Funds has  voluntarily  agreed to waive a
portion of the  management  fee, up to the full amount of the fee,  equal to the
amount by which the Fund's total operating expenses exceed the amounts set forth
above under "Total Annual  Portfolio  Expenses."  Additionally,  the manager has
voluntarily  agreed to reimburse the Fund for all remaining  expenses  after fee
waivers  which  exceed  the amount  set forth  above for each Fund under  "Total
Annual Portfolio Expenses". Absent such waiver and reimbursement, the management
fees and total  operating  expenses would be .78% and 1.61% for the  Multi-Style
Equity Fund;  .95% and 2.22% for the Aggressive  Equity Fund; .95% and 3.65% for
the Non-U.S. Fund; and .60% and 2.30% for the Core Bond Fund.
</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
- --------------------------------------------------------------------------------
<S>                                               <C>            <C>
RUSSELL INSURANCE FUNDS
Managed by Frank Russell
Investment Management Company
       Multi-Style Equity                         (a)  $74.50     (a) $120.27
                                                  (b)  $24.50     (b) $ 75.27
       Aggressive Equity                          (a)  $77.80     (a) $130.14
                                                  (b)  $27.80     (b) $ 85.14
       Non-U.S.                                   (a)  $78.30     (a) $131.62
                                                  (b)  $28.30     (b) $ 86.62
       Core Bond                                  (a)  $73.30     (a) $116.65
                                                  (b)  $23.30     (b) $ 71.65
- --------------------------------------------------------------------------------
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.   During  the  accumulation   phase,   Cova  will  not  charge  the  contract
     maintenance  charge  if the  value of your  contract  is  $50,000  or more,
     although, if you make a complete withdrawal,  Cova will charge the contract
     maintenance charge.

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

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

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

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

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

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

2.   ANNUITY PAYMENTS (THE INCOME PHASE)

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

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

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

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


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

You can choose  one of the  following  annuity  options  or any  annuity  option
acceptable to Cova.  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 $500 or more to either type of contract.

ALLOCATION OF PURCHASE PAYMENTS

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

If you change your mind about owning this contract,  you can cancel it within 10
days after receiving it (or the period required in your state).  When you cancel
the contract within this time period,  Cova will not assess a withdrawal charge.
You will receive back whatever your contract is worth on the day we receive your
request.  In certain states, or if you have purchased the contract as an IRA, we
may be required to give you back your  purchase  payment if you decide to cancel
your contract  within 10 days after receiving it (or whatever period is required
in your state).  If that is the case,  we reserve the right to put your purchase
payment in the Money Market Fund of General American Capital Company for 15 days
before we allocate your first purchase  payment to the  investment  portfolio(s)
you have selected.  (In some states, the period may be longer.) Currently,  Cova
directly  allocates your purchase  payment to the investment  portfolios  and/or
fixed account you select.

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 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 Multi-Style Equity Fund. When the New
   York Stock Exchange closes on that Monday,  we determine that the value of an
   accumulation  unit for the Multi-Style  Equity Fund is $13.90. We then divide
   $5,000 by $13.90  and  credit  your  contract  on Monday  night  with  359.71
   accumulation units for the Multi-Style Equity Fund.

4.   INVESTMENT OPTIONS

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

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

RUSSELL INSURANCE FUNDS

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

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

GENERAL AMERICAN CAPITAL COMPANY

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

  Money Market Fund


Cova may enter into certain  arrangements  under which it is  reimbursed  by the
investment   portfolios'  advisors,   distributors  and/or  affiliates  for  the
administrative services which it provides to the portfolios.

TRANSFERS

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


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.

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

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

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

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



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

DOLLAR COST AVERAGING PROGRAM

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

The minimum amount which can be transferred each month is $500. You must have at
least  $6,000 in the Money  Market  Fund or the fixed  account,  (or the  amount
required to  complete  your  program,  if less) in order to  participate  in the
Dollar Cost Averaging  Program.  There is no additional charge for participating
in the Dollar Cost Averaging Program.

Cova reserves the right to modify, suspend or terminate the Dollar Cost 
Averaging Program.

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.
The  Automatic  Rebalancing  Program is available  only during the  accumulation
phase.  There  is no  additional  charge  for  participating  in  the  Automatic
Rebalancing  Program. 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  Core  Bond  Fund and 60% to be in the
   Multi-Style Equity Fund. Over the next 2-1/2 months the bond market does very
   well while the stock market performs poorly. At the end of the first quarter,
   the Core  Bond  Fund  now  represents  50% of your  holdings  because  of its
   increase  in  value.  If you had  chosen  to have  your  holdings  rebalanced
   quarterly, on the first day of the next quarter, Cova would sell some of your
   units in the Core Bond Fund to bring its value  back to 40% and use the money
   to buy more units in the  Multi-Style  Equity Fund to increase those holdings
   to 60%.

APPROVED ASSET ALLOCATION PROGRAMS

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

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

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

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

VOTING RIGHTS

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

SUBSTITUTION

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

5.   EXPENSES

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

INSURANCE CHARGES

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

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

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

CONTRACT MAINTENANCE CHARGE

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

Cova will not deduct this charge during the accumulation phase, 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,
become  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 (confinement must begin after the first contract anniversary).
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.

INCOME TAXES MAY APPLY TO SYSTEMATIC WITHDRAWALS.

8.   PERFORMANCE

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

For periods  starting prior to the date the contracts  were first  offered,  the
performance  will be based on the  performance of the  corresponding  investment
portfolios  for the  periods  commencing  from the date on which the  particular
investment  portfolio  was made  available  through  the  Separate  Account.  In
addition,  for certain  investment  portfolios  performance may be shown for the
period  commencing  from the inception date of the investment  portfolio.  These
figures should not be interpreted to reflect actual historical performance of
the Separate Account.

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   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 greatest of:

1.  Total purchase payments, less 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 greatest of the values  resulting  from taking the contract  value on any
five (5) year contract  anniversary prior to the date of your death or the joint
owner's  death,   plus  any  payments  you  made  subsequent  to  that  contract
anniversary,  less any  withdrawals  (and  any  withdrawal  charges  paid on the
withdrawals) subsequent to that contract anniversary.

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

1. Total purchase payments less 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 greatest of the values  resulting  from taking the contract  value on any
prior five (5) year contract  anniversary on or before your or the joint owner's
80th birthday,  plus any purchase payments made after that contract anniversary,
less any withdrawals (and any withdrawal  charges paid on the withdrawals)  made
after that contract anniversary.

If you have a joint owner,  the death benefit is determined  based on the age of
the  oldest  joint  owner and the death  benefit  is payable on the death of the
first joint owner.

The death benefit  described  above may not be available in your state. In those
states where it is not available, the death benefit will be as follows:


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

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

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

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

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

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

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

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

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

CHECK YOUR CONTRACT AND APPLICABLE ENDORSEMENT FOR YOUR DEATH BENEFIT.

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.
   
YEAR 2000

Cova has developed and initiated plans to assure that its computer systems
will function properly in the year 2000 and later years.  These efforts 
have included receiving assurances from outside service providers that 
their computer systems will also function properly in this context.  
Included within these plans are the computer systems of the advisers 
and sub-advisers of the various investment portfolios underlying the
Separate Account.  

Although an assessment of the total cost of implementing these plans has
not been completed, the total amounts to be expended are not expected to 
have a material effect on Cova's financial position or results of 
operations.  Cova believes that it has taken all reasonable steps to 
address these potential problems.  There can be no assurance, however, 
that the steps taken will be adequate to avoid any adverse impact.  
    

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 5.75% 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. 

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
     Federal 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.  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>
                                           Period            Year or         Year or                               
                                           Ended             Period Ended    Period Ended       
                                           6/30/98           12/31/97        12/31/96       
<S>                                        <C>               <C>

RUSSELL INSURANCE FUNDS

Multi-Style Equity Sub-Account                                *                  *
Beginning of Period                         $10.00
End of Period                               $11.95
Number of Accum. Units Outstanding         1,269,404

Aggressive Equity Sub-Account                                 *                  *
Beginning of Period                         $10.00
End of Period                               $10.63
Number of Accum. Units Outstanding         264,785

Non-U.S. Sub-Account                                          *                  *
Beginning of Period                         $10.00
End of Period                               $11.20
Number of Accum. Units Outstanding         466,333

Core Bond Sub-Account                                         *                  *
Beginning of Period                         $10.00
End of Period                               $10.32
Number of Accum. Units Outstanding         847,253

GENERAL AMERICAN CAPITAL COMPANY

Money Market Sub-Account
Beginning of Period                         $10.67            $10.23             $10.00
End of Period                               $10.89            $10.67             $10.23
Number of Accum. Units Outstanding         966,618            311,051            34,964
<FN>
*The  accumulation unit values shown for the beginning of the period reflect the
date they were first offered for sale under the  contracts  which was January 2,
1998. The accumulation unit values shown for the beginning of the period for the
General  American  Money  Market  Sub-Account  reflect  the date they were first
offered for sale through the Separate Account which was 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.

Note:  The figures in Part I and Part II below  present  investment  performance
information for the periods ended June 30, 1998.  While these numbers  represent
the returns as of that date,  they do not represent  performance  information of
the portfolios since that date.  Performance  information for periods after June
30, 1998 may be significantly different (lower) than the numbers shown below.

PART 1
   
The Chart below reflects the performance of the  accumulation  units invested in
the Portfolios for the periods shown.

    

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

PART 1
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 6/30/98:
<TABLE>
<CAPTION>
                                                             Accumulation Unit Performance
                                                    Column A                   Column B
                                                   (reflects insurance        (reflects all charges
                                                    charges and                and portfolio
                                                    portfolio expenses         expenses)
- -------------------------------------------------------------------------------------------------------
                           Separate Account
                           Inception Date                    since                       since
Portfolio                  in Portfolio           1 yr       inception         1 yr      inception
- -------------------------------------------------------------------------------------------------------
<S>                        <C>                    <C>        <C>                 <C>        <C>    

RUSSELL INSURANCE FUNDS
<S>                             <C> <C>                      <C>                           <C>                            <C>   
   Multi-Style Equity          1/2/98              --        19.50%             --          14.38%           
   Aggressive Equity           1/2/98              --         6.29              --           1.19%  
   Non-U.S.                    1/2/98              --        12.01%             --           6.90%
   Core Bond                   1/2/98              --         3.16%             --          -1.95% 

GENERAL AMERICAN
CAPITAL COMPANY

   Money Market             6/3/96                4.30%      4.20%             -.81%       1.95% 
</TABLE>


APPENDIX - PERFORMANCE INFORMATION (CONTINUED)

PART 2

   
The contracts are relatively  new and therefore  have no meaningful  performance
history. However, the portfolios of Russell Insurance Funds and the Money Market
Fund of General  American  Capital  Company have been in existence for some time
and have an investment  performance history. In order to show how the historical
performance of the portfolios  affects the contract's  accumulation unit values,
the following  performance  was  developed.  The  information  is based upon the
historical  experience of the portfolios and is for the periods shown. The chart
below shows the investment  performance  of the portfolios and the  accumulation
unit performance  calculated by assuming that the contracts were invested in the
portfolios for the same periods.

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

PART 2
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 6/30/98:
<TABLE>
<CAPTION>

- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                         Accumulation Unit Performance
                                                                                      Column B                   Column C
                                                                                 (reflects insurance       (reflects all charges
                                                   Portfolio Performance            charges and                and portfolio
                                                         Column A                portfolio expenses)             expenses)
- ------------------------------------------------------------------------------------------------------------------------------------
                                Portfolio                   10 yrs or                     10 yrs or                      10 yrs or
                                Inception                   since                         since                          since
Portfolio                       Date        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>      <C>
RUSSELL INSURANCE FUNDS

   Multi-Style Equity           1/2/97    34.35%    --     34.01%        32.95%    --     32.61%    27.85%     28.01%           

   Aggressive Equity            1/2/97    25.54%    --     28.07%        23.14%    --      26.67%   18.04%     22.07%     

   Non-U.S.                     1/2/97     1.16%    --      8.62%        -0.24%    --       7.22%   -5.34%      2.62%    

   Core Bond                    1/2/97    10.64%    --      9.18%         9.24%    --       7.78%    4.14%      3.18%  

GENERAL AMERICAN CAPITAL COMPANY

   Money Market                 10/1/87    5.76%   5.15%    6.02%         4.36%    3.75%     4.62%   -0.74%     -0.85%     4.52%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

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
_______________, 1998, for The Annuity Contract issued by Cova.    

           (Please print or type and fill in all information)

 Name

 ................................................................................

 Address

 ................................................................................


 ................................................................................
 City                                            State                  Zip Code
  
 CL-2093 (       )                              COVA VA



                                    PART B

                      STATEMENT OF ADDITIONAL INFORMATION

             INDIVIDUAL FIXED AND VARIABLE DEFERRED ANNUITY CONTRACT

                                    issued by

                        COVA VARIABLE ANNUITY ACCOUNT ONE
                                    
                                       AND

                 COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
                                    

   
THIS IS NOT A PROSPECTUS.  THIS  STATEMENT OF ADDITIONAL  INFORMATION  SHOULD BE
READ IN  CONJUNCTION  WITH  THE  PROSPECTUS  DATED  _____________,  1998 FOR THE
INDIVIDUAL  FIXED AND  VARIABLE  DEFERRED  ANNUITY  CONTRACT  WHICH IS DESCRIBED
HEREIN.    

THE PROSPECTUS  CONCISELY  SETS FORTH  INFORMATION  THAT A PROSPECTIVE  INVESTOR
OUGHT TO KNOW BEFORE  INVESTING.  FOR A COPY OF THE PROSPECTUS CALL OR WRITE THE
COMPANY AT: One Tower Lane, Suite 3000, Oakbrook Terrace,  Illinois  60181-4644,
(800) 831-5433.
   
THIS STATEMENT OF ADDITIONAL INFORMATION IS DATED _______________, 1998.     


                              TABLE OF CONTENTS





                                                           Page

COMPANY                                                      

EXPERTS                                                      

LEGAL OPINIONS                                               

DISTRIBUTION                                                 
Reduction or Elimination of the Withdrawal Charge            

PERFORMANCE INFORMATION                                      
Total Return                                                 
Historical Unit Values                                       
Reporting Agencies                                           

FEDERAL TAX STATUS                                           
General                                                      
Diversification                                              
Multiple Contracts                                          
Contracts Owned by Other than Natural Persons               
Tax Treatment of Assignments                                
Income Tax Withholding                                      
Tax Treatment of Withdrawals - Non-Qualified Contracts      
Qualified Plans                                             
Tax Treatment of Withdrawals - Qualified Contracts          
Tax-Sheltered Annuities - Withdrawal Limitations           

ANNUITY PROVISIONS                                          
Variable Annuity                                            
Fixed Annuity                                               
Annuity Unit                                                
Net Investment Factor                                       
Mortality and Expense Guarantee                             

FINANCIAL STATEMENTS                                        




                                   COMPANY

Cova Financial  Services Life Insurance  Company (the  "Company") was originally
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  ("General  American")  purchased the Company from Xerox
Financial Services, Inc. The Company changed its name to Cova Financial Services
Life Insurance Company.  The Company presently is licensed to do business in the
District of Columbia and all states except California, Maine, New Hampshire, New
York and Vermont.

General American is a St. Louis-based mutual company with more than $300 billion
of life insurance in force and  approximately $24 billion in assets. It provides
life and health insurance,  retirement plans, and related financial  services to
individuals and groups.


                                   EXPERTS

The consolidated balance sheets of the Company as of December 31, 1997 and 1996,
and the related  consolidated  statements of income,  shareholder's  equity, and
cash flows for the years ended  December 31, 1997 and 1996, and the periods from
June 1, 1995 to December 31, 1995 and January 1, 1995 to May 31,  1995,  and the
statement of assets and  liabilities of the Separate  Account as of December 31,
1997, and the related statement of operations for the year or period then ended,
the  statements of changes in contract  owners'  equity for each of the years or
periods presented, and the financial highlights for each of the years or periods
presented,  have been included  herein in reliance upon the reports of KPMG Peat
Marwick LLP,  independent  certified  public  accountants,  appearing  elsewhere
herein,  and upon the  authority  of said  firm as  experts  in  accounting  and
auditing.   The  report  of  KPMG  Peat  Marwick  LLP  covering  the   Company's
consolidated  financial  statements  referred to above  contains an  explanatory
paragraph  stating that as a result of its 1995  acquisition,  the  consolidated
financial information for the periods subsequent to the acquisition is presented
on a  different  cost basis than for the period  prior to the  acquisition  and,
therefore, is not comparable.



                                LEGAL OPINIONS

Blazzard, Grodd & Hasenauer, P.C., Westport,  Connecticut has provided advice on
certain  matters  relating  to the  federal  securities  and  income tax laws in
connection with the Contracts.

                                 DISTRIBUTION

Cova Life Sales Company ("Life Sales") acts as the distributor. Prior to June 1,
1995, Cova Life Sales Company was known as Xerox Life Sales Company.  Life Sales
is an affiliate of the Company. The offering is on a continuous basis.

REDUCTION OR ELIMINATION OF THE WITHDRAWAL CHARGE

The  amount  of the  Withdrawal  Charge  on the  Contracts  may  be  reduced  or
eliminated  when sales of the Contracts are made to individuals or to a group of
individuals  in a  manner  that  results  in  savings  of  sales  expenses.  The
entitlement  to reduction of the  Withdrawal  Charge will be  determined  by the
Company after examination of all the relevant factors such as:

     1.  The size and  type of  group  to  which  sales  are to be made  will be
considered. Generally, the sales expenses for a larger group are less than for a
smaller  group  because of the ability to implement  large  numbers of Contracts
with fewer sales contacts.

     2. The total amount of purchase payments to be received will be considered.
Per Contract  sales expenses are likely to be less on larger  purchase  payments
than on smaller ones.

     3. Any prior or existing  relationship with the Company will be considered.
Per Contract sales expenses are likely to be less when there is a prior existing
relationship  because of the likelihood of implementing  the Contract with fewer
sales contacts.

     4. There may be other circumstances,  of which the Company is not presently
aware, which could result in reduced sales expenses.

     If, after  consideration of the foregoing  factors,  the Company determines
that there will be a reduction in sales expenses,  the Company may provide for a
reduction or elimination of the Withdrawal Charge.

     The Withdrawal Charge may be eliminated when the Contracts are issued to an
officer,  director or employee  of the Company or any of its  affiliates.  In no
event will any reduction or elimination  of the  Withdrawal  Charge be permitted
where the  reduction  or  elimination  will be  unfairly  discriminatory  to any
person.

                           PERFORMANCE INFORMATION

Total Return

From time to time, the Company may advertise  performance  data.  Such data will
show the  percentage  change in the value of an  Accumulation  Unit based on the
performance of an investment portfolio over a period of time, usually a calendar
year,  determined by dividing the increase  (decrease) in value for that unit by
the Accumulation Unit value at the beginning of the period.

Any such  advertisement  will include total return  figures for the time periods
indicated  in the  advertisement.  Such total  return  figures  will reflect the
deduction of a 1.25% Mortality and Expense Risk Premium,  a .15%  Administrative
Expense  Charge,  the expenses for the  underlying  investment  portfolio  being
advertised  and any  applicable  Contract  Maintenance  Charges  and  Withdrawal
Charges.

The hypothetical value of a Contract purchased for the time periods described in
the  advertisement  will be  determined  by using the actual  Accumulation  Unit
values for an initial  $1,000  purchase  payment,  and deducting any  applicable
Contract Maintenance Charges and any applicable  Withdrawal Charges to arrive at
the  ending  hypothetical  value.  The  average  annual  total  return  is  then
determined by computing the fixed interest rate that a $1,000  purchase  payment
would have to earn annually,  compounded  annually,  to grow to the hypothetical
value  at the end of the  time  periods  described.  The  formula  used in these
calculations is:

                                         n
                               P (1  + T)  =  ERV

Where:

P    =  a hypothetical initial payment of $1,000
T    =  average annual total return
n    =  number of years
ERV  =  ending redeemable value at the end of the time periods
        used (or fractional portion thereof) of a hypothetical
        $1,000 payment made at the beginning of the time
        periods used.


The Company may also advertise  performance data which will be calculated in the
same manner as described  above but which will not reflect the  deduction of any
contract maintenance charge and withdrawal charge. The deduction of any contract
maintenance charge and withdrawal charge would reduce any percentage increase or
make greater any percentage decrease.

Owners should note that the investment results of each investment portfolio will
fluctuate over time, and any  presentation of the investment  portfolio's  total
return for any period should not be considered  as a  representation  of what an
investment may earn or what an Owner's total return may be in any future period.
   
The Contracts are relatively  new and therefore  have no meaningful  performance
history.  However,  the  Separate  Account and certain  Portfolios  have been in
existence for sometime and consequently have an investment  performance history.
In order to show  how the  historical  investment  performance  of the  Separate
Account  and  the  Portfolios  affect  accumulation  unit  values,   performance
information  was  developed.  The  information  is  based  upon  the  historical
experience  of the Separate  Account and the  Portfolios  and is for the periods
shown. The prospectus contains a chart of performance information.    

Future  performance  of the  Portfolios  will vary and the results shown are not
necessarily  representative  of future  results.  Performance for periods ending
after  those  shown  may  vary   substantially  from  the  examples  shown.  The
performance  for a Portfolio  is  calculated  for a specified  period of time by
assuming an initial Purchase Payment of $1,000 allocated to the Portfolio. There
are performance  figures for the Accumulation  Units which reflect the insurance
charges as well as the Portfolio  expenses.  There are also performance  figures
for the  Accumulation  Units which reflect the insurance  charges,  the contract
maintenance  charge,  the  Portfolio  expenses,  and  assume  that  you  make  a
withdrawal  at the end of the  period and  therefore  the  withdrawal  charge is
reflected.  The percentage  increases  (decreases) are determined by subtracting
the initial Purchase Payment from the ending value and dividing the remainder by
the beginning value. The performance may also show figures when no withdrawal is
assumed.

Historical Unit Values

The  Company  may also show  historical  Accumulation  Unit  values  in  certain
advertisements  containing  illustrations.  These illustrations will be based on
actual Accumulation Unit values.

In addition,  the Company may  distribute  sales  literature  which compares the
percentage  change  in  Accumulation  Unit  values  for  any of  the  investment
portfolios against  established market indices such as the Standard & Poor's 500
Composite  Stock  Price  Index,  the  Dow  Jones  Industrial  Average  or  other
management  investment companies which have investment objectives similar to the
investment  portfolio being compared.  The Standard & Poor's 500 Composite Stock
Price Index is an unmanaged,  unweighted  average of 500 stocks, the majority of
which  are  listed on the New York  Stock  Exchange.  The Dow  Jones  Industrial
Average  is an  unmanaged,  weighted  average  of thirty  blue  chip  industrial
corporations  listed on the New York Stock Exchange.  Both the Standard & Poor's
500  Composite  Stock Price Index and the Dow Jones  Industrial  Average  assume
quarterly reinvestment of dividends.

Reporting Agencies

The Company may also distribute  sales literature which compares the performance
of the  Accumulation  Unit  values  of the  Contracts  with the unit  values  of
variable annuities issued by other insurance companies. Such information will be
derived  from  the  Lipper  Variable  Insurance  Products  Performance  Analysis
Service, the VARDS Report or from Morningstar.

The Lipper Variable Insurance Products Performance Analysis Service is published
by Lipper  Analytical  Services,  Inc.,  a publisher of  statistical  data which
currently  tracks the  performance  of almost 4,000  investment  companies.  The
rankings  compiled by Lipper may or may not reflect the deduction of asset-based
insurance charges.  The Company's sales literature utilizing these rankings will
indicate whether or not such charges have been deducted.  Where the charges have
not been deducted,  the sales  literature  will indicate that if the charges had
been deducted, the ranking might have been lower.

The VARDS Report is a monthly  variable annuity  industry  analysis  compiled by
Variable  Annuity  Research & Data Service of Roswell,  Georgia and published by
Financial Planning Resources, Inc. The VARDS rankings may or may not reflect the
deduction of asset-based  insurance  charges.  In addition,  VARDS prepares risk
adjusted  rankings,  which  consider  the effects of market risk on total return
performance.  This type of ranking may  address  the  question as to which funds
provide the highest  total return with the least amount of risk.  Other  ranking
services   may  be  used  as  sources  of   performance   comparison,   such  as
CDA/Weisenberger.

Morningstar  rates a variable annuity against its peers with similar  investment
objectives.  Morningstar  does not rate any variable  annuity that has less than
three years of performance data.


                                FEDERAL TAX STATUS

GENERAL

NOTE:  THE FOLLOWING  DESCRIPTION IS BASED UPON THE COMPANY'S  UNDERSTANDING  OF
CURRENT  FEDERAL INCOME TAX LAW APPLICABLE TO ANNUITIES IN GENERAL.  THE COMPANY
CANNOT  PREDICT  THE  PROBABILITY  THAT ANY  CHANGES  IN SUCH LAWS WILL BE MADE.
PURCHASERS ARE CAUTIONED TO SEEK COMPETENT TAX ADVICE  REGARDING THE POSSIBILITY
OF SUCH CHANGES. THE COMPANY DOES NOT GUARANTEE THE TAX STATUS OF THE CONTRACTS.
PURCHASERS  BEAR THE  COMPLETE  RISK THAT THE  CONTRACTS  MAY NOT BE  TREATED AS
"ANNUITY  CONTRACTS"  UNDER  FEDERAL  INCOME  TAX LAWS.  IT  SHOULD  BE  FURTHER
UNDERSTOOD  THAT THE  FOLLOWING  DISCUSSION IS NOT  EXHAUSTIVE  AND THAT SPECIAL
RULES NOT DESCRIBED HEREIN MAY BE APPLICABLE IN CERTAIN SITUATIONS. MOREOVER, NO
ATTEMPT HAS BEEN MADE TO CONSIDER ANY APPLICABLE STATE OR OTHER TAX LAWS.

Section 72 of the Code governs taxation of annuities in general. An Owner is not
taxed on increases in the value of a Contract until distribution occurs,  either
in the form of a lump sum  payment  or as  annuity  payments  under the  Annuity
Option selected.  For a lump sum payment  received as a total withdrawal  (total
surrender),  the  recipient  is taxed on the portion of the payment that exceeds
the cost basis of the Contract. For Non-Qualified Contracts,  this cost basis is
generally the purchase payments,  while for Qualified  Contracts there may be no
cost  basis.  The  taxable  portion of the lump sum payment is taxed at ordinary
income tax rates.

For annuity payments, a portion of each payment in excess of an exclusion amount
is includible in taxable  income.  The exclusion  amount for payments based on a
fixed annuity option is determined by multiplying  the payment by the ratio that
the cost basis of the Contract (adjusted for any period or refund feature) bears
to the expected  return under the Contract.  The  exclusion  amount for payments
based on a variable  annuity  option is determined by dividing the cost basis of
the Contract (adjusted for any period certain or refund guarantee) by the number
of years over which the annuity is expected to be paid.  Payments received after
the  investment in the Contract has been recovered  (i.e.  when the total of the
excludable amount equals the investment in the Contract) are fully taxable.  The
taxable  portion is taxed at ordinary  income tax rates.  For  certain  types of
Qualified Plans there may be no cost basis in the Contract within the meaning of
Section 72 of the Code. Owners, Annuitants and Beneficiaries under the Contracts
should  seek  competent  financial  advice  about  the tax  consequences  of any
distributions.

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

DIVERSIFICATION

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

On  March  2,  1989,  the  Treasury   Department  issued   Regulations   (Treas.
Reg.1.817-5),  which established diversification requirements for the investment
portfolios  underlying variable contracts such as the Contract.  The Regulations
amplify the diversification requirements for variable contracts set forth in the
Code and provide an alternative to the safe harbor  provision  described  above.
Under  the  Regulations,  an  investment  portfolio  will be  deemed  adequately
diversified  if:  (1) no more than 55% of the  value of the total  assets of the
portfolio  is  represented  by any one  investment;  (2) no more than 70% of the
value  of  the  total  assets  of  the  portfolio  is  represented  by  any  two
investments;  (3) no more  than 80% of the  value  of the  total  assets  of the
portfolio is represented by any three  investments;  and (4) no more than 90% of
the  value of the total  assets  of the  portfolio  is  represented  by any four
investments.

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

The Company intends that all investment portfolios underlying the Contracts will
be  managed  in  such  a  manner  as  to  comply   with  these   diversification
requirements.

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

The  amount of Owner  control  which may be  exercised  under  the  Contract  is
different in some respects from the  situations  addressed in published  rulings
issued by the  Internal  Revenue  Service  in which it was held that the  policy
owner was not the owner of the  assets of the  separate  account.  It is unknown
whether  these  differences,  such as the  Owner's  ability  to  transfer  among
investment choices or the number and type of investment choices available, would
cause the Owner to be  considered  as the  owner of the  assets of the  Separate
Account  resulting  in the  imposition  of federal  income tax to the Owner with
respect to earnings allocable to the Contract prior to receipt of payments under
the Contract.

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

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

MULTIPLE CONTRACTS

The Code provides that multiple non-qualified annuity contracts which are issued
within  a  calendar  year to the  same  contract  owner  by one  company  or its
affiliates are treated as one annuity  contract for purposes of determining  the
tax consequences of any  distribution.  Such treatment may result in adverse tax
consequences  including more rapid taxation of the distributed amounts from such
combination  of  contracts.  Owners  should  consult  a  tax  adviser  prior  to
purchasing more than one non-qualified annuity contract in any calendar year.

CONTRACTS OWNED BY OTHER THAN NATURAL PERSONS

Under Section  72(u) of the Code,  the  investment  earnings on premiums for the
Contracts  will be taxed  currently  to the Owner if the Owner is a  non-natural
person, e.g., a corporation or certain other entities.  Such Contracts generally
will not be treated as annuities for federal income tax purposes.  However, this
treatment  is not  applied to a Contract  held by a trust or other  entity as an
agent for a natural person nor to Contracts held by Qualified Plans.  Purchasers
should  consult their own tax counsel or other tax adviser  before  purchasing a
Contract to be owned by a non-natural person.

TAX TREATMENT OF ASSIGNMENTS

An  assignment  or pledge of a Contract may be a taxable  event.  Owners  should
therefore  consult  competent tax advisers  should they wish to assign or pledge
their Contracts.

INCOME TAX WITHHOLDING

All distributions or the portion thereof which is includible in the gross income
of the Owner are subject to federal income tax withholding.  Generally,  amounts
are withheld from periodic payments at the same rate as wages and at the rate of
10% from non-periodic payments. However, the Owner, in most cases, may elect not
to have taxes withheld or to have withholding done at a different rate.

Effective January 1, 1993, certain distributions from retirement plans qualified
under Section 401 or Section 403(b) of the Code,  which are not directly  rolled
over to another  eligible  retirement plan or individual  retirement  account or
individual  retirement  annuity,  are subject to a mandatory 20% withholding for
federal income tax. The 20% withholding requirement generally does not apply to:
a) a series of substantially  equal payments made at least annually for the life
or life expectancy of the  participant or joint and last survivor  expectancy of
the  participant  and a designated  beneficiary or for a specified  period of 10
years or more; or b) distributions which are required minimum distributions;  or
c) the portion of the distributions not includible in gross income (i.e. returns
of after-tax  contributions).  Participants should consult their own tax counsel
or other tax adviser regarding withholding requirements.

TAX TREATMENT OF WITHDRAWALS - NON-QUALIFIED CONTRACTS

Section  72  of  the  Code  governs  treatment  of  distributions  from  annuity
contracts. It provides that if the Contract Value exceeds the aggregate purchase
payments  made,  any amount  withdrawn  will be treated as coming first from the
earnings and then,  only after the income  portion is exhausted,  as coming from
the principal.  Withdrawn  earnings are  includible in gross income.  It further
provides that a ten percent  (10%)  penalty will apply to the income  portion of
any  premature  distribution.  However,  the  penalty is not  imposed on amounts
received:  (a) after the taxpayer reaches age 59 1/2; (b) after the death of the
Owner; (c) if the taxpayer is totally  disabled (for this purpose  disability is
as defined in Section  72(m)(7) of the Code);  (d) in a series of  substantially
equal periodic  payments made not less frequently than annually for the life (or
life  expectancy)  of the  taxpayer  or for  the  joint  lives  (or  joint  life
expectancies) of the taxpayer and his or her Beneficiary; (e) under an immediate
annuity;  or (f) which are  allocable to purchase  payments made prior to August
14, 1982.

The above information does not apply to Qualified Contracts.  However,  separate
tax withdrawal penalties and restrictions may apply to such Qualified Contracts.
(See "Tax Treatment of Withdrawals - Qualified Contracts" below.)

QUALIFIED PLANS

The Contracts  offered  herein are designed to be suitable for use under various
types of Qualified Plans. Taxation of participants in each Qualified Plan varies
with the type of plan and terms and  conditions of each specific  plan.  Owners,
Annuitants and  Beneficiaries are cautioned that benefits under a Qualified Plan
may be subject to the terms and  conditions of the plan  regardless of the terms
and conditions of the Contracts  issued  pursuant to the plan.  Some  retirement
plans  are  subject  to  distribution  and  other   requirements  that  are  not
incorporated into the Company's administrative procedures.  Owners, participants
and   Beneficiaries   are  responsible  for  determining   that   contributions,
distributions  and other  transactions with respect to the Contracts comply with
applicable  law.  Following are general  descriptions  of the types of Qualified
Plans with which the Contracts may be used. Such descriptions are not exhaustive
and are for  general  informational  purposes  only.  The  tax  rules  regarding
Qualified Plans are very complex and will have differing  applications depending
on individual  facts and  circumstances.  Each purchaser should obtain competent
tax advice prior to purchasing a Contract issued under a Qualified Plan.

Contracts  issued  pursuant  to  Qualified  Plans  include  special   provisions
restricting  Contract  provisions  that may  otherwise be available as described
herein.  Generally,  Contracts  issued  pursuant  to  Qualified  Plans  are  not
transferable except upon surrender or annuitization.  Various penalty and excise
taxes  may  apply  to  contributions  or  distributions  made  in  violation  of
applicable   limitations.   Furthermore,   certain   withdrawal   penalties  and
restrictions  may  apply to  surrenders  from  Qualified  Contracts.  (See  "Tax
Treatment of Withdrawals - Qualified Contracts" below.)

On July 6, 1983,  the Supreme  Court decided in ARIZONA  GOVERNING  COMMITTEE V.
NORRIS that optional  annuity  benefits  provided  under an employer's  deferred
compensation  plan could not,  under Title VII of the Civil  Rights Act of 1964,
vary between men and women. The Contracts sold by the Company in connection with
Qualified  Plans will utilize annuity tables which do not  differentiate  on the
basis of sex.  Such annuity  tables will also be available for use in connection
with certain non-qualified deferred compensation plans.

a.     H.R. 10 Plans

Section 401 of the Code permits self-employed individuals to establish Qualified
Plans for themselves and their employees,  commonly  referred to as "H.R. 10" or
"Keogh" plans.  Contributions  made to the Plan for the benefit of the employees
will not be included in the gross income of the employees until distributed from
the Plan.  The tax  consequences  to  participants  may vary  depending upon the
particular plan design. However, the Code places limitations and restrictions on
all Plans including on such items as: amount of allowable  contributions;  form,
manner and timing of  distributions;  transferability  of benefits;  vesting and
nonforfeitability   of   interests;   nondiscrimination   in   eligibility   and
participation;   and  the  tax  treatment  of  distributions,   withdrawals  and
surrenders.  (See "Tax Treatment of Withdrawals - Qualified  Contracts"  below.)
Purchasers of Contracts for use with an H.R. 10 Plan should obtain competent tax
advice as to the tax treatment and suitability of such an investment.

b.     Tax-Sheltered Annuities

Section 403(b) of the Code permits the purchase of "tax-sheltered  annuities" by
public schools and certain charitable,  educational and scientific organizations
described in Section 501(c)(3) of the Code. These qualifying  employers may make
contributions  to the  Contracts  for  the  benefit  of  their  employees.  Such
contributions  are not includible in the gross income of the employees until the
employees receive distributions from the Contracts.  The amount of contributions
to the tax-sheltered annuity is limited to certain maximums imposed by the Code.
Furthermore, the Code sets forth additional restrictions governing such items as
transferability,  distributions,  nondiscrimination  and withdrawals.  (See "Tax
Treatment of Withdrawals - Qualified  Contracts" and "Tax-Sheltered  Annuities -
Withdrawal  Limitations"  below.)  Employee  loans are not  allowable  under the
Contracts.  Any  employee  should  obtain  competent  tax  advice  as to the tax
treatment and suitability of such an investment.

c.     Individual Retirement Annuities

Section  408(b) of the Code permits  eligible  individuals  to  contribute to an
individual  retirement  program  known  as an  "Individual  Retirement  Annuity"
("IRA"). Under applicable limitations,  certain amounts may be contributed to an
IRA which will be deductible from the individual's gross income.  These IRAs are
subject  to  limitations  on  eligibility,  contributions,  transferability  and
distributions. (See "Tax Treatment of Withdrawals - Qualified Contracts" below.)
Under  certain  conditions,  distributions  from other IRAs and other  Qualified
Plans may be rolled over or  transferred  on a  tax-deferred  basis into an IRA.
Sales of Contracts for use with IRAs are subject to special requirements imposed
by the Code, including the requirement that certain informational  disclosure be
given to persons  desiring to  establish an IRA.  Purchasers  of Contracts to be
qualified as Individual  Retirement Annuities should obtain competent tax advice
as to the tax treatment and suitability of such an investment.



     Roth IRAs

Beginning in 1998,  individuals may purchase a new type of  non-deductible  IRA,
known as a Roth IRA.  Purchase  payments for a Roth IRA are limited to a maximum
of $2,000 per year. Lower maximum limitations apply to individuals with adjusted
gross  incomes  between  $95,000 and  $110,000 in the case of single  taxpayers,
between  $150,000  and  $160,000 in the case of married  taxpayers  filing joint
returns,  and  between $0 and  $10,000 in the case of married  taxpayers  filing
separately.  An overall $2,000 annual limitation  continues to apply to all of a
taxpayer's IRA contributions, including Roth IRA and non-Roth IRAs.

Qualified  distributions  from Roth IRAs are free from  federal  income  tax.  A
qualified  distribution requires that an individual has held the Roth IRA for at
least five years and, in addition,  that the  distribution  is made either after
the individual reaches age 59 1/2, on the individual's  death or disability,  or
as a qualified first-time home purchase,  subject to a $10,000 lifetime maximum,
for the individual, a spouse, child,  grandchild,  or ancestor. Any distribution
which is not a  qualified  distribution  is taxable to the extent of earnings in
the distribution. Distributions are treated as made from contributions first and
therefore no distributions are taxable until distributions  exceed the amount of
contributions  to the  Roth  IRA.  The  10%  penalty  tax and  the  regular  IRA
exceptions  to the 10%  penalty tax apply to taxable  distributions  from a Roth
IRA.

Amounts may be rolled over from one Roth IRA to another  Roth IRA.  Furthermore,
an  individual  may make a rollover  contribution  from a non-Roth IRA to a Roth
IRA,  unless the  individual  has  adjusted  gross  income over  $100,000 or the
individual is a married taxpayer filing a separate  return.  The individual must
pay tax on any portion of the IRA being rolled over that represents  income or a
previously  deductible  IRA  contribution.  However,  for rollovers in 1998, the
individual may pay that tax ratably over the four taxable year period  beginning
with tax year 1998.

Purchasers  of Contracts to be qualified as a Roth IRA should  obtain  competent
tax advice as to the tax treatment and suitability of such an investment.


d.     Corporate Pension and Profit-Sharing Plans

Sections 401(a) and 401(k) of the Code permit  corporate  employers to establish
various types of retirement  plans for  employees.  These  retirement  plans may
permit  the  purchase  of the  Contracts  to  provide  benefits  under the Plan.
Contributions to the Plan for the benefit of employees will not be includible in
the gross  income of the  employees  until  distributed  from the Plan.  The tax
consequences to participants may vary depending upon the particular plan design.
However,  the Code places limitations and restrictions on all Plans including on
such items as:  amount of allowable  contributions;  form,  manner and timing of
distributions;  transferability of benefits;  vesting and  nonforfeitability  of
interests;  nondiscrimination  in  eligibility  and  participation;  and the tax
treatment of distributions,  withdrawals and surrenders.  (See "Tax Treatment of
Withdrawals - Qualified  Contracts" below.) Purchasers of Contracts for use with
Corporate  Pension or Profit Sharing Plans should obtain competent tax advice as
to the tax treatment and suitability of such an investment.

TAX TREATMENT OF WITHDRAWALS - QUALIFIED CONTRACTS

In the case of a withdrawal under a Qualified Contract, a ratable portion of the
amount  received is taxable,  generally  based on the ratio of the  individual's
cost basis to the individual's  total accrued benefit under the retirement plan.
Special tax rules may be available  for certain  distributions  from a Qualified
Contract.  Section  72(t) of the Code  imposes a 10%  penalty tax on the taxable
portion of any distribution from qualified retirement plans, including Contracts
issued and qualified under Code Sections 401 (H.R. 10 and Corporate  Pension and
Profit-Sharing  Plans),  403(b)  (Tax-Sheltered  Annuities)  and  408  and  408A
(Individual Retirement  Annuities).  To the extent amounts are not includible in
gross income because they have been rolled over to an IRA or to another eligible
Qualified  Plan, no tax penalty will be imposed.  The tax penalty will not apply
to the following distributions: (a) if distribution is made on or after the date
on  which  the  Owner or  Annuitant  (as  applicable)  reaches  age 59 1/2;  (b)
distributions  following  the death or  disability of the Owner or Annuitant (as
applicable)  (for this purpose  disability is as defined in Section 72(m) (7) of
the Code);  (c) after  separation from service,  distributions  that are part of
substantially equal periodic payments made not less frequently than annually for
the life (or life  expectancy) of the Owner or Annuitant (as  applicable) or the
joint  lives  (or  joint  life  expectancies)  of such  Owner or  Annuitant  (as
applicable) and his or her designated Beneficiary; (d) distributions to an Owner
or  Annuitant  (as  applicable)  who has  separated  from  service  after he has
attained  age  55;  (e)  distributions  made  to  the  Owner  or  Annuitant  (as
applicable) to the extent such  distributions do not exceed the amount allowable
as a deduction  under Code Section 213 to the Owner or Annuitant (as applicable)
for amounts paid during the taxable  year for medical  care;  (f)  distributions
made to an alternate payee pursuant to a qualified domestic relations  order;(g)
distributions from an Individual  Retirement Annuity for the purchase of medical
insurance  (as described in Section  213(d)(1)(D)  of the Code) for the Owner or
Annuitant (as  applicable)  and his or her spouse and dependents if the Owner or
Annuitant (as applicable) has received unemployment compensation for at least 12
weeks (this  exception  will no longer  apply after the Owner or  Annuitant  (as
applicable) has been re-employed for at least 60 days); (h)  distributions  from
an Individual  Retirement Annuity made to the Owner or Annuitant (as applicable)
to the extent such  distributions  do not exceed the qualified  higher education
expenses (as defined in Section  72(t)(7) of the Code) of the Owner or Annuitant
(as applicable) for the taxable year; and (i)  distributions  from an Individual
Retirement  Annuity made to the Owner or  Annuitant  (as  applicable)  which are
qualified first-time home buyer distributions (as defined in Section 72(t)(8) of
the Code).  The exceptions  stated in (d) and (f) above do not apply in the case
of an Individual  Retirement Annuity.  The exception stated in (c) above applies
to an Individual  Retirement  Annuity  without the  requirement  that there be a
separation from service.

Generally,  distributions  from a qualified  plan must begin no later than April
1st of the  calendar  year  following  the  later of (a) the  year in which  the
employee  attains  age 70 1/2 or (b) the  calendar  year in which  the  employee
retires.  The date set forth in (b) does not apply to an  Individual  Retirement
Annuity.  Required  distributions  must be over a period not  exceeding the life
expectancy  of the  individual  or the joint lives or life  expectancies  of the
individual  and  his or her  designated  beneficiary.  If the  required  minimum
distributions  are not made,  a 50%  penalty tax is imposed as to the amount not
distributed.

TAX-SHELTERED ANNUITIES - WITHDRAWAL LIMITATIONS

The Code limits the withdrawal of amounts  attributable  to  contributions  made
pursuant to a salary  reduction  agreement (as defined in Section  403(b)(11) of
the Code) to  circumstances  only when the Owner:  (1) attains  age 59 1/2;  (2)
separates from service;  (3) dies; (4) becomes  disabled  (within the meaning of
Section  72(m)(7)  of  the  Code);  or (5) in the  case  of  hardship.  However,
withdrawals  for hardship are restricted to the portion of the Owner's  Contract
Value which represents  contributions made by the Owner and does not include any
investment  results.  The limitations on withdrawals became effective on January
1, 1989 and apply only to salary reduction contributions made after December 31,
1988, to income attributable to such contributions and to income attributable to
amounts held as of December 31, 1988.  The  limitations  on  withdrawals  do not
affect rollovers and transfers  between certain  Qualified Plans.  Owners should
consult their own tax counsel or other tax adviser regarding any distributions.

                              ANNUITY PROVISIONS

VARIABLE ANNUITY

A variable annuity is an annuity with payments which: (1) are not  predetermined
as to dollar amount; and (2) will vary in amount with the net investment results
of the  applicable  investment  portfolio(s)  of the  Separate  Account.  At the
Annuity Date, the Contract Value in each investment portfolio will be applied to
the  applicable  Annuity  Tables.  The  Annuity  Table used will depend upon the
Annuity  Option  chosen.  If, as of the Annuity Date,  the then current  Annuity
Option  rates  applicable  to this class of  Contracts  provide a first  Annuity
Payment  greater  than  guaranteed  under the same  Annuity  Option  under  this
Contract,  the  greater  payment  will be made.  The  dollar  amount of  Annuity
Payments after the first is determined as follows:

<TABLE>
<CAPTION>
<S>  <C>
(1)  the dollar amount of the first Annuity Payment is divided by the
     value of an Annuity Unit as of the Annuity Date.  This
     establishes the number of Annuity Units for each monthly
     payment. The number of Annuity Units remains fixed during the
     Annuity Payment period.

(2)  the fixed number of Annuity Units is multiplied by the Annuity
     Unit value for the last Valuation Period of the month preceding
     the month for which the payment is due.  This result is the
     dollar amount of the payment.
</TABLE>



The total  dollar  amount of each  Variable  Annuity  Payment  is the sum of all
investment  portfolios'  Variable  Annuity  Payments  reduced by the  applicable
Contract Maintenance Charge.

FIXED ANNUITY

A fixed annuity is a series of payments made during the Annuity Period which are
guaranteed  as to  dollar  amount  by  the  Company  and do not  vary  with  the
investment  experience of the Separate Account. The General Account Value on the
day  immediately  preceding the Annuity Date will be used to determine the Fixed
Annuity  monthly  payment.  The first monthly Annuity Payment will be based upon
the Annuity Option elected and the appropriate Annuity Option Table.

ANNUITY UNIT

The value of an Annuity Unit for each  investment  portfolio was arbitrarily set
initially at $10. This was done when the first investment  portfolio shares were
purchased.  The  investment  portfolio  Annuity  Unit  value  at the  end of any
subsequent   Valuation  Period  is  determined  by  multiplying  the  investment
portfolio Annuity Unit value for the immediately  preceding  Valuation Period by
the product of (a) the Net  Investment  Factor for the day for which the Annuity
Unit value is being calculated, and (b) 0.999919.

NET INVESTMENT FACTOR

The Net Investment Factor for any investment  portfolio for any Valuation Period
is determined by dividing:

<TABLE>
<CAPTION>
<S>  <C>

(a)  the Accumulation Unit value as of the close of the current
     Valuation Period, by

(b)  the Accumulation Unit value as of the close of the immediately
     preceding Valuation Period.
</TABLE>

The Net  Investment  Factor may be greater or less than one, as the Annuity Unit
value may increase or decrease.

MORTALITY AND EXPENSE GUARANTEE

The Company  guarantees that the dollar amount of each Annuity Payment after the
first Annuity Payment will not be affected by variations in mortality or expense
experience.

                             FINANCIAL STATEMENTS

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


COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Statements

June 30, 1998

Unaudited





<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Statements

June 30, 1998
(In thousands of dollars)

Unaudited
- ------------------------------------------------------------------------------------------------------------------------------------

Investments:
   Cova Series Trust:
<S>                                                  <C>                 <C>                              <C>              <C>     
      Quality Income Portfolio-                      4,149,593 shares at $ 10.75  per share      (cost    $ 44,060 )       $ 44,605
      Money Market Portfolio-                       15,473,911 shares at  $ 1.00  per share      (cost    $ 15,474 )         15,474
      High Yield Portfolio-                          2,967,051 shares at $ 10.96  per share      (cost    $ 31,602 )         32,506
      Stock Index Portfolio-                         4,533,650 shares at $ 20.40  per share      (cost    $ 73,346 )         92,498
      VKAC Growth and Income Portfolio-              3,027,923 shares at $ 17.39  per share      (cost    $ 41,711 )         52,654
      Bond Debenture Portfolio-                      6,753,418 shares at $ 12.31  per share      (cost    $ 81,046 )         83,125
      Developing Growth Portfolio-                     695,552 shares at $ 11.41  per share      (cost     $ 7,772 )          7,936
      Large Cap Research Portfolio-                    464,019 shares at $ 11.40  per share      (cost     $ 4,929 )          5,288
      Mid-Cap Value Portfolio-                         789,951 shares at $ 11.28  per share      (cost     $ 8,644 )          8,914
      Quality Bond Portfolio-                        2,385,905 shares at $ 10.59  per share      (cost    $ 24,855 )         25,255
      Small Cap Stock Portfolio-                     5,222,642 shares at $ 13.26  per share      (cost    $ 62,759 )         69,229
      Large Cap Stock Portfolio-                     2,838,598 shares at $ 16.35  per share      (cost    $ 38,439 )         46,411
      Select Equity Portfolio-                       9,566,127 shares at $ 14.84  per share      (cost   $ 123,019 )        141,995
      International Equity Portfolio-                6,641,887 shares at $ 12.94  per share      (cost    $ 76,436 )         85,918
      Balanced Portfolio-                              127,254 shares at $ 10.99  per share      (cost     $ 1,368 )          1,398
      Small Cap Equity Portfolio-                       65,076 shares at $ 10.80  per share      (cost       $ 712 )            703
      Equity Income Portfolio-                         140,199 shares at $ 12.10  per share      (cost     $ 1,622 )          1,696
      Growth & Income Equity Portfolio-                362,304 shares at $ 11.82  per share      (cost     $ 4,073 )          4,281
   Lord Abbett Series Fund, Inc.:                                                 
      Growth and Income Portfolio-                  28,432,514 shares at $ 21.45  per share      (cost   $ 471,796 )        609,764
   General American Capital Company:                                              
      Money Market Fund-                               561,796 shares at $ 18.74  per share      (cost    $ 10,398 )         10,528
   Russell Insurance Funds:                                                       
      Multi-Style Equity Fund-                       1,010,635 shares at $ 15.01  per share      (cost    $ 14,373 )         15,169
      Aggressive Equity Fund-                          209,098 shares at $ 13.46  per share      (cost     $ 2,821 )          2,814
      Non-US Fund-                                     471,836 shares at $ 11.07  per share      (cost     $ 5,160 )          5,223
      Core Bond Fund-                                  827,651 shares at $ 10.56  per share      (cost     $ 8,647 )          8,740
   AIM Variable Insurance Funds, Inc.:                                            
      Value Fund-                                      111,056 shares at $ 24.67  per share      (cost     $ 2,578 )          2,740
      Capital Appreciation Fund-                        43,303 shares at $ 24.54  per share      (cost     $ 1,033 )          1,063
      International Equity Fund-                        85,321 shares at $ 20.35  per share      (cost     $ 1,702 )          1,736
   Alliance Variable Products Series Fund, Inc.:                                  
      Premier Growth Portfolio-                        119,788 shares at $ 26.92  per share      (cost     $ 3,017 )          3,225
      Real Estate Investment Portfolio-                 75,194 shares at $ 11.30  per share      (cost       $ 881 )            850
   Liberty Variable Investment Trust:                                             
      Newport Tiger, Variable Series-                  104,772 shares at  $ 1.26  per share      (cost       $ 173 )            132
   Goldman Sachs Variable Insurance Trust:                                        
      Growth and Income Fund-                          186,166 shares at $ 11.39  per share      (cost     $ 2,162 )          2,120
      International Equity Fund-                        34,868 shares at $ 11.95  per share      (cost       $ 406 )            417
      Global Income Fund-                               13,403 shares at $ 10.27  per share      (cost       $ 137 )            138
</TABLE>

See accompanying notes to financial statements.


                                       1

                                                                         
<TABLE>
<CAPTION>
                                                                     (Continued)

Investments, continued:
   (Kemper) Investors Fund Series:
<S>                                                        <C>                                     <C>              <C>
      Dreman High Return Portfolio-                        102 shares at  $ 0.98 per share      (cost      $ - )            $ -
      Small Cap Growth Portfolio-                      194,953 shares at  $ 1.89 per share      (cost    $ 359 )            368
      Small Cap Value Portfolio-                       813,767 shares at  $ 1.23 per share      (cost  $ 1,042 )            999
      Government Securities Portfolio-                  82,613 shares at  $ 1.17 per share      (cost     $ 97 )             96
   MFS Variable Insurance Trust:                                                 
      Bond Series-                                           9 shares at $ 11.04 per share      (cost      $ - )              -
      Research Series-                                 117,374 shares at $ 18.35 per share      (cost  $ 2,093 )          2,154
      Growth with Income Series-                       148,149 shares at $ 19.09 per share      (cost  $ 2,731 )          2,828
      Emerging Growth Series-                          139,627 shares at $ 19.45 per share      (cost  $ 2,603 )          2,716
      Foreign & Colonial Emerging                                                
        Markets Equity Series-                          61,067 shares at  $ 7.86 per share      (cost    $ 561 )            480
      High Income Series-                               58,552 shares at $ 12.09 per share      (cost    $ 725 )            708
      World Governments Series-                            949 shares at $ 10.30 per share      (cost     $ 10 )             10
   Oppenheimer Variable Account Funds:                                           
      Growth Fund-                                      14,710 shares at $ 34.61 per share      (cost    $ 495 )            509
      Growth & Income Fund-                             80,684 shares at $ 22.12 per share      (cost  $ 1,779 )          1,785
      High Income Fund-                                 30,080 shares at $ 11.51 per share      (cost    $ 349 )            346
      Bond Fund-                                       131,061 shares at $ 11.99 per share      (cost  $ 1,558 )          1,571
      Strategic Bond Fund-                              85,796 shares at  $ 5.14 per share      (cost    $ 443 )            441
   Putnam Variable Trust:                                                        
      Growth and Income Fund-                          211,857 shares at $ 27.40 per share      (cost  $ 5,948 )          5,805
      New Value Fund-                                   23,299 shares at $ 11.91 per share      (cost    $ 282 )            277
      Vista Fund-                                       54,279 shares at $ 14.40 per share      (cost    $ 745 )            782
      International Growth Fund-                       203,363 shares at $ 13.69 per share      (cost  $ 2,735 )          2,784
      International New Opportunities Fund-             26,538 shares at $ 11.56 per share      (cost    $ 302 )            307
   Templeton Variable Products Series Fund:                                      
      International Fund-                                9,326 shares at $ 21.65 per share      (cost    $ 199 )            202
      Developing Markets Fund-                          15,028 shares at  $ 4.97 per share      (cost     $ 76 )             75
      Mutual Shares Investments Fund-                   33,417 shares at  $ 9.53 per share      (cost    $ 322 )            318
   (Fidelity) Variable Insurance Products Fund,                                  
   Fund II, Fund III:                                                            
      Growth Portfolio-                                  1,090 shares at $ 38.32 per share      (cost     $ 39 )             42
      Contrafund Portfolio                               1,127 shares at $ 21.95 per share      (cost     $ 24 )             25
      Growth Opportunities Portfolio-                    1,892 shares at $ 20.44 per share      (cost     $ 38 )             39
      Growth & Income Portfolio-                        29,250 shares at $ 14.57 per share      (cost    $ 412 )            426
      Equity-Income Portfolio-                           1,463 shares at $ 25.17 per share      (cost     $ 36 )             37
                                                                                                                  ===============
                                                                                                            $ 1,410,675
                                                                                                          ===============
</TABLE>
See accompanying notes to financial statements.


                                       2

<TABLE>
<CAPTION>
                                                                                                                         (Continued)


Liberty Newport Tiger                                                                                               $ 1
                                                                                                            --------------



Accumulation phase:
<S>                                                  <C>                             <C>                         <C>   
   Trust Quality Income-                             2,575,068 accumulation units at $ 17.284144   per unit      44,508
   Trust Money Market-                               1,222,026 accumulation units at $ 12.627934   per unit      15,432
   Trust High Yield-                                 1,321,813 accumulation units at $ 24.563484   per unit      32,468
   Trust Stock Index-                                3,173,304 accumulation units at $ 29.120126   per unit      92,407
   Trust VKAC Growth and Income-                     2,193,126 accumulation units at $ 23.993314   per unit      52,620
   Trust Bond Debenture-                             6,151,600 accumulation units at $ 13.512812   per unit      83,125
   Trust Developing Growth-                            701,432 accumulation units at $ 11.313738   per unit       7,936
   Trust Large Cap Research-                           464,192 accumulation units at $ 11.344054   per unit       5,266
   Trust Mid-Cap Value-                                795,251 accumulation units at $ 11.209641   per unit       8,914
   Trust Quality Bond-                               2,191,199 accumulation units at $ 11.525607   per unit      25,255
   Trust Small Cap Stock-                            4,937,599 accumulation units at $ 14.018877   per unit      69,220
   Trust Large Cap Stock-                            2,624,260 accumulation units at $ 17.659381   per unit      46,343
   Trust Select Equity-                              8,986,842 accumulation units at $ 15.795533   per unit     141,952
   Trust International Equity-                       6,578,152 accumulation units at $ 13.059689   per unit      85,909
   Trust Balanced-                                     125,129 accumulation units at $ 11.174691   per unit       1,398
   Trust Small Cap Equity-                              64,214 accumulation units at $ 10.945787   per unit         703
   Trust Equity Income-                                138,353 accumulation units at $ 12.258081   per unit       1,696
   Trust Growth & Income Equity-                       362,413 accumulation units at $ 11.811491   per unit       4,281
   Fund Growth and Income-                          18,092,138 accumulation units at $ 33.662976   per unit     609,035
   GACC Money Market-                                  966,618 accumulation units at $ 10.891338   per unit      10,528
   Russell Multi-Style Equity-                       1,269,404 accumulation units at $ 11.950204   per unit      15,169
   Russell Aggressive Equity-                          264,785 accumulation units at $ 10.629243   per unit       2,814
   Russell Non-US-                                     466,333 accumulation units at $ 11.200649   per unit       5,223
   Russell Core Bond-                                  847,253 accumulation units at $ 10.315688   per unit       8,740
   AIM Value-                                          232,878 accumulation units at $ 11.764796   per unit       2,740
   AIM Capital Appreciation-                            94,788 accumulation units at $ 11.210744   per unit       1,063
   AIM International Equity-                           147,132 accumulation units at $ 11.800847   per unit       1,736
   Alliance Premier Growth-                            252,882 accumulation units at $ 12.751717   per unit       3,225
   Alliance Real Estate-                                91,408 accumulation units at  $ 9.295588   per unit         850
   Liberty Newport Tiger-                               17,974 accumulation units at  $ 7.316828   per unit         131
   Goldman Sachs Growth and Income-                    196,770 accumulation units at $ 10.776200   per unit       2,120
   Goldman Sachs International-                         36,457 accumulation units at $ 11.429119   per unit         417
   Goldman Sachs Global Income-                         13,367 accumulation units at $ 10.297894   per unit         138
   Kemper Dreman High Return-                               10 accumulation units at  $ 9.980000   per unit           -
   Kemper Small Cap Growth-                             32,699 accumulation units at $ 11.245417   per unit         368
   Kemper Small Cap Value-                              98,352 accumulation units at $ 10.160018   per unit         999
   Kemper Government Securities-                         9,388 accumulation units at $ 10.264104   per unit          96
</TABLE>

See accompanying notes to financial statements.


                                       3

                                                                     
<TABLE>
<CAPTION>
                                                                     (Continued)

Accumulation phase, continued:
<S>                                                         <C>                        <C>                                      <C>
   MFS Bond-                                                10 accumulation units at   $ 10.224000  per unit                    $ -
   MFS Research-                                       182,395 accumulation units at   $ 11.808504  per unit                  2,154
   MFS Growth with Income-                             245,170 accumulation units at   $ 11.535562  per unit                  2,828
   MFS Emerging Growth-                                224,942 accumulation units at   $ 12.073075  per unit                  2,716
   MFS Foreign & Colonial Emerging                                                                            
      Markets Equity-                                   55,324 accumulation units at    $ 8.675954  per unit                    480
   MFS High Income-                                     68,090 accumulation units at   $ 10.396518  per unit                    708
   MFS World Governments-                                  961 accumulation units at   $ 10.172638  per unit                     10
   Oppenheimer Growth-                                  43,786 accumulation units at   $ 11.627266  per unit                    509
   Oppenheimer Growth & Income-                        158,887 accumulation units at   $ 11.232688  per unit                  1,785
   Oppenheimer High Income-                             33,269 accumulation units at   $ 10.407015  per unit                    346
   Oppenheimer Bond-                                   152,219 accumulation units at   $ 10.323456  per unit                  1,571
   Oppenheimer Strategic Bond-                          42,968 accumulation units at   $ 10.263162  per unit                    441
   Putnam Growth & Income-                             531,714 accumulation units at   $ 10.917315  per unit                  5,805
   Putnam New Value-                                    26,905 accumulation units at   $ 10.313419  per unit                    277
   Putnam Vista-                                        67,315 accumulation units at   $ 11.611220  per unit                    782
   Putnam International Growth-                        234,012 accumulation units at   $ 11.897017  per unit                  2,784
   Putnam International New Opportunities-              26,554 accumulation units at   $ 11.552897  per unit                    307
   Templeton International-                             20,935 accumulation units at    $ 9.637200  per unit                    202
   Templeton Developing Markets-                        10,126 accumulation units at    $ 7.369957  per unit                     75
   Templeton Mutual Shares Investments-                 33,463 accumulation units at    $ 9.509571  per unit                    318
   Fidelity Growth-                                      3,710 accumulation units at   $ 11.246595  per unit                     42
   Fidelity Contrafund-                                  2,210 accumulation units at   $ 11.177537  per unit                     25
   Fidelity Growth Opportunities-                        3,657 accumulation units at   $ 10.564805  per unit                     39
   Fidelity Growth & Income-                            38,401 accumulation units at   $ 11.086971  per unit                    426
   Fidelity Equity-Income-                               3,470 accumulation units at   $ 10.597548  per unit                     37
                                                                                                                     ---------------
                                                                                                                           1,409,492
Annuitization phase:
   Trust Quality Income-                                 7,234 annuity units at        $ 13.423117 per unit                    97
   Trust Money Market-                                   4,114 annuity units at        $ 10.267136 per unit                    42
   Trust High Yield-                                     1,982 annuity units at        $ 19.076355 per unit                    38
   Trust Stock Index-                                    3,797 annuity units at        $ 23.915114 per unit                    91
   Trust Growth and Income-                              1,717 annuity units at        $ 19.994096 per unit                    34
   Trust Large Cap Research-                             2,026 annuity units at        $ 11.058262 per unit                    22
   Trust Small Cap Stock-                                  722 annuity units at        $ 13.114769 per unit                     9
   Trust Large Cap Stock-                                4,123 annuity units at        $ 16.520488 per unit                    68
   Trust Select Equity-                                  2,904 annuity units at        $ 14.776847 per unit                    43
   Trust International Equity-                             738 annuity units at        $ 12.217444 per unit                     9
   Fund Growth and Income-                              27,866 annuity units at        $ 26.143154 per unit                   729
                                                                                                                     ---------------
                                                                                                                        1,410,674
                                                                                                                     ---------------

                                                                                                                      $ 1,410,675
                                                                                                                     ===============
</TABLE>

See accompanying notes to financial statements.


                                       4

<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Operations

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- ------------------------------------------------------------------------------------------------------------------------------


                                                                                                      Cova Series Trust
                                        --------------------------------------------------------------------------------------
                                           Quality        Money          High          Stock      VKAC Growth       Bond      
                                           Income        Market         Yield          Index       and Income     Debenture   


Investment income:
<S>                                   <C>                       <C>          <C>             <C>            <C>         <C>   
   dividend distributions             $         2,356           485          1,365           468            306         2,260 
   capital gain distributions                       -             -              -        15,804          5,687           881 
                                        --------------------------------------------------------------------------------------
                                                2,356           485          1,365        16,272          5,993         3,141 
                                        --------------------------------------------------------------------------------------
Expenses:
   Mortality and expense risk fee                 289           111            204           567            312           419 
   Administrative fee                              35            13             24            68             38            51 
                                        --------------------------------------------------------------------------------------
                                                  324           124            228           635            350           470 
                                        --------------------------------------------------------------------------------------

Net investment income (loss)                    2,032           361          1,137        15,637          5,643         2,671 
                                        --------------------------------------------------------------------------------------


Net realized gain (loss)
   on investments                                 283             -            163         4,197            935            36 

Net change in unrealized
   gain (loss) on investments                    (756)            -             62        (5,848)            56           121 

Net realized and change in
   unrealized gain (loss) on
                                        --------------------------------------------------------------------------------------
   investments                                   (473)            -            225        (1,651)           991           157 
                                        --------------------------------------------------------------------------------------

Net increase (decrease) in
   contract owners' equity
   resulting from operations          $         1,559           361          1,362        13,986          6,634         2,828 
                                        ======================================================================================
</TABLE>

<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Operations

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- --------------------------------------------------------------------------------


                                      
                                      -------------------------------------------
                                        Developing     Large Cap      Mid-Cap
                                          Growth       Research        Value


Investment income:
<S>                                                             <C>           <C>
   dividend distributions                          -            15            13
   capital gain distributions                      4             -             -
                                      -------------------------------------------
                                                   4            15            13
                                      -------------------------------------------
Expenses:
   Mortality and expense risk fee                 25            19            31
   Administrative fee                              3             3             4
                                      -------------------------------------------
                                                  28            22            35
                                      -------------------------------------------

Net investment income (loss)                     (24)           (7)          (22)
                                      -------------------------------------------


Net realized gain (loss)
   on investments                                  -             6             1

Net change in unrealized
   gain (loss) on investments                    157           353           231

Net realized and change in
   unrealized gain (loss) on
                                      -------------------------------------------
   investments                                   157           359           232
                                      -------------------------------------------

Net increase (decrease) in
   contract owners' equity
   resulting from operations                     133           352           210
                                      ===========================================
</TABLE>



See accompanying notes to financial statements.


                                       5


<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Operations

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- ------------------------------------------------------------------------------------------------------------------------------


                                                                                                      Cova Series Trust
                                        --------------------------------------------------------------------------------------
                                           Quality      Small Cap     Large Cap       Select     International    Balanced    
                                            Bond          Stock         Stock         Equity         Equity                   
                                                                                                                              

Investment income:
<S>                                   <C>                        <C>           <C>           <C>          <C>              <C>
   dividend distributions             $           557            86            120           412          1,434            14 
   capital gain distributions                       -         2,192            396         8,232             20             - 
                                        --------------------------------------------------------------------------------------
                                                  557         2,278            516         8,644          1,454            14 
                                        --------------------------------------------------------------------------------------
Expenses:
   Mortality and expense risk fee                 125           391            210           757            469             5 
   Administrative fee                              15            47             25            91             56             1 
                                        --------------------------------------------------------------------------------------
                                                  140           438            235           848            525             6 
                                        --------------------------------------------------------------------------------------

Net investment income (loss)                      417         1,840            281         7,796            929             8 
                                        --------------------------------------------------------------------------------------


Net realized gain (loss)
   on investments                                  11           173              -           167            251             - 

Net change in unrealized
   gain (loss) on investments                     214           (54)         5,117         5,456          8,173            30 

Net realized and change in
   unrealized gain (loss) on
                                        --------------------------------------------------------------------------------------
   investments                                    225           119          5,117         5,623          8,424            30 
                                        --------------------------------------------------------------------------------------

Net increase (decrease) in
   contract owners' equity
   resulting from operations          $           642         1,959          5,398        13,419          9,353            38 
                                        ======================================================================================
</TABLE>

<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Operations

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- ------------------------------------------------------------------------------


                                    
                                    ------------------------------------------
                                       Small         Equity       Growth &
                                     Cap Equity      Income        Income
                                                                   Equity

Investment income:
<S>                                                          <C>           <C>
   dividend distributions                       -            10            10
   capital gain distributions                  13             2             -
                                    ------------------------------------------
                                               13            12            10
                                    ------------------------------------------
Expenses:
   Mortality and expense risk fee               3             6            17
   Administrative fee                           -             1             2
                                    ------------------------------------------
                                                3             7            19
                                    ------------------------------------------

Net investment income (loss)                   10             5            (9)
                                    ------------------------------------------


Net realized gain (loss)
   on investments                               -             1             3

Net change in unrealized
   gain (loss) on investments                  (4)           53           190

Net realized and change in
   unrealized gain (loss) on
                                    ------------------------------------------
   investments                                 (4)           54           193
                                    ------------------------------------------

Net increase (decrease) in
   contract owners' equity
   resulting from operations                    6            59           184
                                    ==========================================
</TABLE>

See accompanying notes to financial statements.


                                       6


<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Operations

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- -----------------------------------------------------------------------  -----------------------------------------------------------


                                            Fund             GACC                                 Russell                           
                                        --------------  ---------------  ---------------------------------------------------------- 
                                         Growth and         Money         Multi-Style    Aggressive      Non-US          Core       
                                           Income           Market           Equity        Equity                        Bond       


Investment income:
<S>                                   <C>                                             <C>                        <C>            <C> 
   dividend distributions             $             -                -                8             -            10             42  
   capital gain distributions                       -                -               44            27             3              9  
                                        --------------  ---------------  ---------------------------------------------------------- 
                                                    -                -               52            27            13             51  
                                        --------------  ---------------  ---------------------------------------------------------- 
Expenses:
   Mortality and expense risk fee               3,465               55               34             6            12             22  
   Administrative fee                             416                6                4             1             1              3  
                                        --------------  ---------------  ---------------------------------------------------------- 
                                                3,881               61               38             7            13             25  
                                        --------------  ---------------  ---------------------------------------------------------- 

Net investment income (loss)                   (3,881)             (61)              14            20             -             26  
                                        --------------  ---------------  ---------------------------------------------------------- 


Net realized gain (loss)
   on investments                                 761              158                1             1             3             (1) 

Net change in unrealized
   gain (loss) on investments                  50,106               84              797            (7)           63             93  

Net realized and change in
   unrealized gain (loss) on
                                        --------------  ---------------  ---------------------------------------------------------- 
   investments                                 50,867              242              798            (6)           66             92  
                                        --------------  ---------------  ---------------------------------------------------------- 

Net increase (decrease) in
   contract owners' equity
   resulting from operations          $        46,986              181              812            14            66            118  
                                        ==============  ===============  ========================================================== 
</TABLE>


<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Operations

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- --------------------------------------------------------------------------------


                                                         AIM
                                     -------------------------------------------
                                         Value         Capital    International
                                                    Appreciation     Equity


Investment income:
<S>                                  <C>            <C>           <C>
   dividend distributions                         -             -             -
   capital gain distributions                     -             -             -
                                     -------------------------------------------
                                                  -             -             -
                                     -------------------------------------------
Expenses:
   Mortality and expense risk fee                 7             3             5
   Administrative fee                             1             -             1
                                     -------------------------------------------
                                                  8             3             6
                                     -------------------------------------------

Net investment income (loss)                     (8)           (3)           (6)
                                     -------------------------------------------


Net realized gain (loss)
   on investments                                 2            (1)           73

Net change in unrealized
   gain (loss) on investments                   162            30            34

Net realized and change in
   unrealized gain (loss) on
                                     -------------------------------------------
   investments                                  164            29           107
                                     -------------------------------------------

Net increase (decrease) in
   contract owners' equity
   resulting from operations                    156            26           101
                                     ===========================================
</TABLE>




See accompanying notes to financial statements.


                                       7

<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Operations

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- ----------------------------------------------------------------------------------------------------------------------------


                                                Alliance              Liberty                          Goldman Sachs        
                                        --------------------------  -------------  -----------------------------------------
                                          Premier    Real Estate      Newport       Growth and   International    Global    
                                           Growth     Investment       Tiger          Income        Equity        Income    


Investment income:
<S>                                   <C>                      <C>                                                          
   dividend distributions             $            3           11              -               -             -            - 
   capital gain distributions                      -            5              -               -             -            - 
                                        --------------------------  -------------  -----------------------------------------
                                                   3           16              -               -             -            - 
                                        --------------------------  -------------  -----------------------------------------
Expenses:
   Mortality and expense risk fee                  7            2              1               4             1            - 
   Administrative fee                              1            -              -               1             -            - 
                                        --------------------------  -------------  -----------------------------------------
                                                   8            2              1               5             1            - 
                                        --------------------------  -------------  -----------------------------------------

Net investment income (loss)                      (5)          14             (1)             (5)           (1)           - 
                                        --------------------------  -------------  -----------------------------------------


Net realized gain (loss)
   on investments                                  1            -              2               -             -            - 

Net change in unrealized
   gain (loss) on investments                    208          (31)           (41)            (42)           11            1 

Net realized and change in
   unrealized gain (loss) on
                                        --------------------------  -------------  -----------------------------------------
   investments                                   209          (31)           (39)            (42)           11            1 
                                        --------------------------  -------------  -----------------------------------------

Net increase (decrease) in
   contract owners' equity
   resulting from operations          $          204          (17)           (40)            (47)           10            1 
                                        ==========================  =============  =========================================
</TABLE>



<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Operations

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- ---------------------------------------------------------------------------------------------


                                                               Kemper
                                        -----------------------------------------------------
                                           Dreman      Small Cap    Small Cap    Government
                                        High Return     Growth        Value      Securities


Investment income:
<S>                                                                                        <C>
   dividend distributions                          -             -            -            2
   capital gain distributions                      -            24           12            -
                                        -----------------------------------------------------
                                                   -            24           12            2
                                        -----------------------------------------------------
Expenses:
   Mortality and expense risk fee                  -             1            3            -
   Administrative fee                              -             -            -            -
                                        -----------------------------------------------------
                                                   -             1            3            -
                                        -----------------------------------------------------

Net investment income (loss)                       -            23            9            2
                                        -----------------------------------------------------


Net realized gain (loss)
   on investments                                  -           (21)           -            -

Net change in unrealized
   gain (loss) on investments                      -             9          (43)          (1)

Net realized and change in
   unrealized gain (loss) on
                                        -----------------------------------------------------
   investments                                     -           (12)         (43)          (1)
                                        -----------------------------------------------------

Net increase (decrease) in
   contract owners' equity
   resulting from operations                       -            11          (34)           1
                                        =====================================================
</TABLE>




See accompanying notes to financial statements.                      (Continued)


                                       8


<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Operations

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- -------------------------------------------------------------------------------------------------------------------------------


                                                                                        MFS
                                        ---------------------------------------------------------------------------------------
                                            Bond        Research     Growth with     Emerging       Emerging        High       
                                                                        Income        Growth        Markets        Income      
                                                                                                     Equity

Investment income:
<S>                                   <C>                         <C>                                                      <C> 
   dividend distributions             $             -             1              -             -              -            16  
   capital gain distributions                       -            19              -             9              -             6  
                                        ---------------------------------------------------------------------------------------
                                                    -            20              -             9              -            22  
                                        ---------------------------------------------------------------------------------------
Expenses:
   Mortality and expense risk fee                   -             5              6             6              1             2  
   Administrative fee                               -             1              1             1              -             -  
                                        ---------------------------------------------------------------------------------------
                                                    -             6              7             7              1             2  
                                        ---------------------------------------------------------------------------------------

Net investment income (loss)                        -            14             (7)            2             (1)           20  
                                        ---------------------------------------------------------------------------------------


Net realized gain (loss)
   on investments                                   -            (1)             1             -              6             -  

Net change in unrealized
   gain (loss) on investments                       -            61             97           113            (81)          (17) 

Net realized and change in
   unrealized gain (loss) on
                                        ---------------------------------------------------------------------------------------
   investments                                      -            60             98           113            (75)          (17) 
                                        ---------------------------------------------------------------------------------------

Net increase (decrease) in
   contract owners' equity
   resulting from operations          $             -            74             91           115            (76)            3  
                                        =======================================================================================
</TABLE>



<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Operations

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- --------------------------------------------------------------------------------


                                      
                                      ---------------
                                          World
                                       Governments
                                      

Investment income:
<S>                                   <C>
   dividend distributions                          -
   capital gain distributions                      -
                                      ---------------
                                                   -
                                      ---------------
Expenses:
   Mortality and expense risk fee                  -
   Administrative fee                              -
                                      ---------------
                                                   -
                                      ---------------

Net investment income (loss)                       -
                                      ---------------


Net realized gain (loss)
   on investments                                  -

Net change in unrealized
   gain (loss) on investments                      -

Net realized and change in
   unrealized gain (loss) on
                                      ---------------
   investments                                     -
                                      ---------------

Net increase (decrease) in
   contract owners' equity
   resulting from operations                       -
                                      ===============
</TABLE>




See accompanying notes to financial statements.


                                       9

<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Operations

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- --------------------------------------------------------------------------------------------------------------------------------


                                                                            Oppenheimer                                         
                                        ------------------------------------------------------------------------  --------------
                                           Growth       Growth &         High          Bond        Strategic       Growth and   
                                                         Income         Income                        Bond           Income     
                                                                                                                                

Investment income:
<S>                                   <C>                         <C>            <C>           <C>            <C>           <C> 
   dividend distributions             $             1             2              4             5              3             31  
   capital gain distributions                       7            39              4             5              2            199  
                                        ------------------------------------------------------------------------  --------------
                                                    8            41              8            10              5            230  
                                        ------------------------------------------------------------------------  --------------
Expenses:
   Mortality and expense risk fee                   1             5              1             3              1             13  
   Administrative fee                               -             1              -             1              -              2  
                                        ------------------------------------------------------------------------  --------------
                                                    1             6              1             4              1             15  
                                        ------------------------------------------------------------------------  --------------

Net investment income (loss)                        7            35              7             6              4            215  
                                        ------------------------------------------------------------------------  --------------


Net realized gain (loss)
   on investments                                   -             4              -             -              -             (5) 

Net change in unrealized
   gain (loss) on investments                      14             6             (3)           14             (2)          (143) 

Net realized and change in
   unrealized gain (loss) on
                                        ------------------------------------------------------------------------  --------------
   investments                                     14            10             (3)           14             (2)          (148) 
                                        ------------------------------------------------------------------------  --------------

Net increase (decrease) in
   contract owners' equity
   resulting from operations          $            21            45              4            20              2             67  
                                        ========================================================================  ==============
</TABLE>




<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Operations

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- ------------------------------------------------------------------------------------------------------------------------------------


                                                     Putnam
                                      -----------------------------------------------------
                                         New         Vista     International  International
                                        Value                     Growth           New
                                                                              Opportunities

Investment income:
<S>                                   <C>            <C>        <C>          <C>
   dividend distributions                       -            -            -              -
   capital gain distributions                   1            -            -              -
                                      -----------------------------------------------------
                                                1            -            -              -
                                      -----------------------------------------------------
Expenses:
   Mortality and expense risk fee               1            1            6              1
   Administrative fee                           -            -            1              -
                                      -----------------------------------------------------
                                                1            1            7              1
                                      -----------------------------------------------------

Net investment income (loss)                    -           (1)          (7)            (1)
                                      -----------------------------------------------------


Net realized gain (loss)
   on investments                               -            -           43             19

Net change in unrealized
   gain (loss) on investments                  (5)          37           49              5

Net realized and change in
   unrealized gain (loss) on
                                      -----------------------------------------------------
   investments                                 (5)          37           92             24
                                      -----------------------------------------------------

Net increase (decrease) in
   contract owners' equity
   resulting from operations                   (5)          36           85             23
                                      =====================================================
</TABLE>




See accompanying notes to financial statements.                      (Continued)


                                       10


<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Operations

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- ------------------------------------------------------------------------------------------------------------------------------------


                                                           Templeton                                                   Fidelity     
                                          --------------------------------------------  --------------------------------------------
                                          International   Developing       Mutual          Growth       Contrafund      Growth      
                                                            Markets        Shares                                    Opportunities  
                                                                        Investments

Investment income:
<S>                                     <C>                                                                                         
   dividend distributions               $              -             -              -               -              -             -  
   capital gain distributions                          -             -              -               -              -             -  
                                          --------------------------------------------  --------------------------------------------
                                                       -             -              -               -              -             -  
                                          --------------------------------------------  --------------------------------------------
Expenses:
   Mortality and expense risk fee                      -             -              -               -              -             -  
   Administrative fee                                  -             -              -               -              -             -  
                                          --------------------------------------------  --------------------------------------------
                                                       -             -              -               -              -             -  
                                          --------------------------------------------  --------------------------------------------

Net investment income (loss)                           -             -              -               -              -             -  
                                          --------------------------------------------  --------------------------------------------


Net realized gain (loss)
   on investments                                      7            (3)             -               -              -             -  

Net change in unrealized
   gain (loss) on investments                          3            (2)            (4)              3              1             1  

Net realized and change in
   unrealized gain (loss) on
                                          --------------------------------------------  --------------------------------------------
   investments                                        10            (5)            (4)              3              1             1  
                                          --------------------------------------------  --------------------------------------------

Net increase (decrease) in
   contract owners' equity
   resulting from operations            $             10            (5)            (4)              3              1             1  
                                          ============================================  ============================================
</TABLE>


<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Operations

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- -------------------------------------------------------------------------------------


                                                                          Total
                                        ----------------------------  ---------------
                                          Growth &       Equity-
                                           Income        Income
                                        

Investment income:
<S>                                                                           <C>   
   dividend distributions                           -             -           10,050
   capital gain distributions                       -             -           33,646
                                        ----------------------------  ---------------
                                                    -             -           43,696
                                        ----------------------------  ---------------
Expenses:
   Mortality and expense risk fee                   1             -            7,642
   Administrative fee                               -             -              920
                                        ----------------------------  ---------------
                                                    1             -            8,562
                                        ----------------------------  ---------------

Net investment income (loss)                       (1)            -           35,134
                                        ----------------------------  ---------------


Net realized gain (loss)
   on investments                                   -             -            7,277

Net change in unrealized
   gain (loss) on investments                      14             1           65,146

Net realized and change in
   unrealized gain (loss) on
                                        ----------------------------  ---------------
   investments                                     14             1           72,423
                                        ----------------------------  ---------------

Net increase (decrease) in
   contract owners' equity
   resulting from operations                       13             1          107,557
                                        ============================  ===============
</TABLE>




See accompanying notes to financial statements.


                                       11


<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Changes in Contract Owners' Equity

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- -----------------------------------------------------------------------------------------------------------------------------


                                                                                                     Cova Series Trust
                                       --------------------------------------------------------------------------------------
                                          Quality         Money         High          Stock      VKAC Growth       Bond      
                                           Income        Market         Yield         Index       and Income     Debenture   


From operations:
<S>                                  <C>                        <C>         <C>          <C>             <C>           <C>   
   Net investment income (loss)      $          2,032           361         1,137        15,637          5,643         2,671 
   Net realized gain (loss) on
      investments                                 283             -           163         4,197            935            36 
   Net change in unrealized gain
      (loss) on investments                      (756)            -            62        (5,848)            56           121 
Net increase (decrease) in
   contract owners' equity
                                       --------------------------------------------------------------------------------------
   resulting from operations                    1,559           361         1,362        13,986          6,634         2,828 
                                       --------------------------------------------------------------------------------------

From account unit transactions:
   Contributions by Cova                            -             -             -             -              -             - 
   Redemptions by Cova                              -             -             -             -              -             - 
   Proceeds from units of the
      account sold                                  9            (9)            9            33             22        11,209 
   Payments for units of the
      account redeemed                         (4,823)       (2,716)       (1,982)       (9,798)        (1,682)       (1,350)
   Account transfers, net                      (1,243)       (3,772)         (144)         (360)         1,533        19,618 
Net increase (decrease) in
   contract owners' equity from
                                       --------------------------------------------------------------------------------------
   account unit transactions                   (6,057)       (6,497)       (2,117)      (10,125)          (127)       29,477 
                                       --------------------------------------------------------------------------------------

Net increase (decrease)                        (4,498)       (6,136)         (755)        3,861          6,507        32,305 
Contract owners' equity, beginning             49,103        21,610        33,261        88,637         46,147        50,820 
                                       ======================================================================================
Contract owners' equity, ending      $         44,605        15,474        32,506        92,498         52,654        83,125 
                                       ======================================================================================
</TABLE>



<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Changes in Contract Owners' Equity

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- -------------------------------------------------------------------------------


                                   
                                   --------------------------------------------
                                     Developing     Large Cap      Mid-Cap
                                       Growth       Research        Value


From operations:
<S>                                           <C>            <C>           <C> 
   Net investment income (loss)               (24)           (7)           (22)
   Net realized gain (loss) on
      investments                               -             6              1
   Net change in unrealized gain
      (loss) on investments                   157           353            231
Net increase (decrease) in
   contract owners' equity
                                   --------------------------------------------
   resulting from operations                  133           352            210
                                   --------------------------------------------

From account unit transactions:
   Contributions by Cova                        -             -              -
   Redemptions by Cova                       (112)         (101)          (107)
   Proceeds from units of the
      account sold                          3,582         2,552          4,114
   Payments for units of the
      account redeemed                        (47)         (114)          (123)
   Account transfers, net                   2,815         1,366          2,785
Net increase (decrease) in
   contract owners' equity from
                                   --------------------------------------------
   account unit transactions                6,238         3,703          6,669
                                   --------------------------------------------

Net increase (decrease)                     6,371         4,055          6,879
Contract owners' equity, beginning          1,565         1,233          2,035
                                   ============================================
Contract owners' equity, ending             7,936         5,288          8,914
                                   ============================================
</TABLE>





See accompanying notes to financial statements.


                                       12


<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Changes in Contract Owners' Equity

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- ------------------------------------------------------------------------------------------------------------------------------


                                                                                                     Cova Series Trust
                                       ---------------------------------------------------------------------------------------
                                          Quality       Small Cap     Large Cap      Select     International    Balanced     
                                            Bond          Stock         Stock        Equity         Equity                    
                                                                                                                              

From operations:
<S>                                  <C>                      <C>             <C>         <C>              <C>             <C>
   Net investment income (loss)      $            417         1,840           281         7,796            929             8  
   Net realized gain (loss) on
      investments                                  11           173             -           167            251             -  
   Net change in unrealized gain
      (loss) on investments                       214           (54)        5,117         5,456          8,173            30  
Net increase (decrease) in
   contract owners' equity
                                       ---------------------------------------------------------------------------------------
   resulting from operations                      642         1,959         5,398        13,419          9,353            38  
                                       ---------------------------------------------------------------------------------------

From account unit transactions:
   Contributions by Cova                            -             -             -             -              -             -  
   Redemptions by Cova                              -             -             -             -              -             -  
   Proceeds from units of the
      account sold                              3,652         5,008         9,123        11,572          4,332           499  
   Payments for units of the
      account redeemed                           (634)       (1,128)         (519)       (1,888)        (1,359)           (2) 
   Account transfers, net                       5,609        10,221        10,420        21,829         11,221           462  
Net increase (decrease) in
   contract owners' equity from
                                       ---------------------------------------------------------------------------------------
   account unit transactions                    8,627        14,101        19,024        31,513         14,194           959  
                                       ---------------------------------------------------------------------------------------

Net increase (decrease)                         9,269        16,060        24,422        44,932         23,547           997  
Contract owners' equity, beginning             15,986        53,169        21,989        97,063         62,371           401  
                                       =======================================================================================
Contract owners' equity, ending      $         25,255        69,229        46,411       141,995         85,918         1,398  
                                       =======================================================================================
</TABLE>


<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Changes in Contract Owners' Equity

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- -----------------------------------------------------------------------------


                                   
                                   ------------------------------------------
                                      Small        Equity        Growth &
                                   Cap Equity      Income         Income
                                                                  Equity

From operations:
<S>                                          <C>            <C>           <C>
   Net investment income (loss)              10             5             (9)
   Net realized gain (loss) on
      investments                             -             1              3
   Net change in unrealized gain
      (loss) on investments                  (4)           53            190
Net increase (decrease) in
   contract owners' equity
                                   ------------------------------------------
   resulting from operations                  6            59            184
                                   ------------------------------------------

From account unit transactions:
   Contributions by Cova                      -             -              -
   Redemptions by Cova                        -             -              -
   Proceeds from units of the
      account sold                          244           675          1,572
   Payments for units of the
      account redeemed                        1            (3)           (14)
   Account transfers, net                   180           408          1,230
Net increase (decrease) in
   contract owners' equity from
                                   ------------------------------------------
   account unit transactions                425         1,080          2,788
                                   ------------------------------------------

Net increase (decrease)                     431         1,139          2,972
Contract owners' equity, beginning          272           557          1,309
                                   ==========================================
Contract owners' equity, ending             703         1,696          4,281
                                   ==========================================
</TABLE>





See accompanying notes to financial statements.


                                       13


<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Changes in Contract Owners' Equity

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- ------------------------------------------------------------------------------------------------------------------------------------


                                            Fund            GACC                                Russell                             
                                       ---------------  --------------  ---------------------------------------------------------   
                                         Growth and         Money        Multi-Style    Aggressive      Non-US         Core         
                                           Income          Market           Equity        Equity                       Bond         


From operations:
<S>                                  <C>                          <C>               <C>           <C>                         <C>   
   Net investment income (loss)      $         (3,881)            (61)              14            20             -            26    
   Net realized gain (loss) on
      investments                                 761             158                1             1             3            (1)   
   Net change in unrealized gain
      (loss) on investments                    50,106              84              797            (7)           63            93    
Net increase (decrease) in
   contract owners' equity
                                       ---------------  --------------  ---------------------------------------------------------   
   resulting from operations                   46,986             181              812            14            66           118    
                                       ---------------  --------------  ---------------------------------------------------------   

From account unit transactions:
   Contributions by Cova                            -               -                -             -             -             -    
   Redemptions by Cova                              -               -                -             -             -             -    
   Proceeds from units of the
      account sold                             32,329          28,886           12,150         2,443         4,426         6,921    
   Payments for units of the
      account redeemed                        (18,304)         (1,077)              (8)           (2)           (5)          (16)   
   Account transfers, net                      61,253         (20,780)           2,215           359           736         1,717    
Net increase (decrease) in
   contract owners' equity from
                                       ---------------  --------------  ---------------------------------------------------------   
   account unit transactions                   75,278           7,029           14,357         2,800         5,157         8,622    
                                       ---------------  --------------  ---------------------------------------------------------   

Net increase (decrease)                       122,264           7,210           15,169         2,814         5,223         8,740    
Contract owners' equity, beginning            487,500           3,318                -             -             -             -    
                                       ===============  ==============  =========================================================   
Contract owners' equity, ending      $        609,764          10,528           15,169         2,814         5,223         8,740    
                                       ===============  ==============  =========================================================   
</TABLE>


<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Changes in Contract Owners' Equity

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- ------------------------------------------------------------------------------


                                                      AIM
                                   -------------------------------------------
                                       Value        Capital    International
                                                 Appreciation      Equity


From operations:
<S>                                           <C>           <C>            <C>
   Net investment income (loss)               (8)           (3)            (6)
   Net realized gain (loss) on
      investments                              2            (1)            73
   Net change in unrealized gain
      (loss) on investments                  162            30             34
Net increase (decrease) in
   contract owners' equity
                                   -------------------------------------------
   resulting from operations                 156            26            101
                                   -------------------------------------------

From account unit transactions:
   Contributions by Cova                       -             -              -
   Redemptions by Cova                         -             -              -
   Proceeds from units of the
      account sold                         1,630           857          1,255
   Payments for units of the
      account redeemed                      (170)          (75)             4
   Account transfers, net                  1,124           255            376
Net increase (decrease) in
   contract owners' equity from
                                   -------------------------------------------
   account unit transactions               2,584         1,037          1,635
                                   -------------------------------------------

Net increase (decrease)                    2,740         1,063          1,736
Contract owners' equity, beginning             -             -              -
                                   ===========================================
Contract owners' equity, ending            2,740         1,063          1,736
                                   ===========================================
</TABLE>





See accompanying notes to financial statements.

                                       14


<TABLE>
<CAPTION>
      Cova Variable Annuity Account One

      Statement of Changes in Contract Owners' Equity

      For the six months ended or from commencement of operations through June 30, 1998

      (In thousands of dollars)

      Unaudited
- ---------------------------------------------------------------------------------------------------------------------------------


                                                    Alliance              Liberty                          Goldman Sachs         
                                            --------------------------  -------------   ---------------------------------------  
                                              Premier    Real Estate      Newport        Growth and  International   Global      
                                               Growth     Investment       Tiger           Income       Equity       Income      


      From operations:
<S>                                       <C>                      <C>            <C>             <C>          <C>               
        Net investment income (loss)      $           (5)          14             (1)             (5)          (1)           -   
        Net realized gain (loss) on
           investments                                 1            -              2               -            -            -   
        Net change in unrealized gain
           (loss) on investments                     208          (31)           (41)            (42)          11            1   
      Net increase (decrease) in
        contract owners' equity
                                            --------------------------  -------------   ---------------------------------------  
        resulting from operations                    204          (17)           (40)            (47)          10            1   
                                            --------------------------  -------------   ---------------------------------------  

      From account unit transactions:
        Contributions by Cova                          -            -              -               -            -            -   
        Redemptions by Cova                            -            -              -               -            -            -   
        Proceeds from units of the
           account sold                            2,288          613             90           1,429          299           97   
        Payments for units of the
           account redeemed                           (5)          (2)             1               -           (1)           -   
        Account transfers, net                       738          256             80             738          109           40   
      Net increase (decrease) in
        contract owners' equity from
                                            --------------------------  -------------   ---------------------------------------  
        account unit transactions                  3,021          867            171           2,167          407          137   
                                            --------------------------  -------------   ---------------------------------------  

      Net increase (decrease)                      3,225          850            131           2,120          417          138   
      Contract owners' equity, beginning               -            -              -               -            -            -   
                                            ==========================  =============   =======================================  
      Contract owners' equity, ending     $        3,225          850            131           2,120          417          138   
                                            ==========================  =============   =======================================  
</TABLE>


<TABLE>
<CAPTION>
      Cova Variable Annuity Account One

      Statement of Changes in Contract Owners' Equity

      For the six months ended or from commencement of operations through June 30, 1998

      (In thousands of dollars)

      Unaudited
- -----------------------------------------------------------------------------------------------


                                                                 Kemper
                                          -----------------------------------------------------
                                             Dreman     Small Cap    Small Cap    Government
                                          High Return     Growth       Value      Securities


      From operations:
<S>                                                              <C>           <C>           <C>
        Net investment income (loss)                 -           23            9             2
        Net realized gain (loss) on
           investments                               -          (21)           -             -
        Net change in unrealized gain
           (loss) on investments                     -            9          (43)           (1)
      Net increase (decrease) in
        contract owners' equity
                                          -----------------------------------------------------
        resulting from operations                    -           11          (34)            1
                                          -----------------------------------------------------

      From account unit transactions:
        Contributions by Cova                        -            -            -             -
        Redemptions by Cova                          -            -            -             -
        Proceeds from units of the
           account sold                              -          265          648            59
        Payments for units of the
           account redeemed                          -            7           (1)            -
        Account transfers, net                       -           85          386            36
      Net increase (decrease) in
        contract owners' equity from
                                          -----------------------------------------------------
        account unit transactions                    -          357        1,033            95
                                          -----------------------------------------------------

      Net increase (decrease)                        -          368          999            96
      Contract owners' equity, beginning             -            -            -             -
                                          =====================================================
      Contract owners' equity, ending                -          368          999            96
                                          =====================================================
</TABLE>





(See accompanying notes to financial statements.


                                       15


<TABLE>
<CAPTION>
     Cova Variable Annuity Account One

     Statement of Changes in Contract Owners' Equity

     For the six months ended or from commencement of operations through June 30, 1998

     (In thousands of dollars)

     Unaudited
- ---------------------------------------------------------------------------------------------------------------------------------


                                                                                           MFS
                                           --------------------------------------------------------------------------------------
                                               Bond        Research     Growth with     Emerging      Emerging         High      
                                                                           Income        Growth        Markets        Income     
                                                                                                       Equity

     From operations:
<S>                                      <C>                        <C>            <C>            <C>          <C>            <C>
       Net investment income (loss)      $             -            14             (7)            2            (1)            20 
       Net realized gain (loss) on
         investments                                   -            (1)             1             -             6              - 
       Net change in unrealized gain
         (loss) on investments                         -            61             97           113           (81)           (17)
     Net increase (decrease) in
       contract owners' equity
                                           --------------------------------------------------------------------------------------
       resulting from operations                       -            74             91           115           (76)             3 
                                           --------------------------------------------------------------------------------------

     From account unit transactions:
       Contributions by Cova                           -             -              -             -             -              - 
       Redemptions by Cova                             -             -              -             -             -              - 
       Proceeds from units of the
         account sold                                  -         1,547          1,839         2,136           370            552 
       Payments for units of the
         account redeemed                              -           (75)            (6)           (6)           (1)            (5)
       Account transfers, net                          -           608            904           471           187            158 
     Net increase (decrease) in
       contract owners' equity from
                                           --------------------------------------------------------------------------------------
       account unit transactions                       -         2,080          2,737         2,601           556            705 
                                           --------------------------------------------------------------------------------------

     Net increase (decrease)                           -         2,154          2,828         2,716           480            708 
     Contract owners' equity, beginning                -             -              -             -             -              - 
                                           ======================================================================================
     Contract owners' equity, ending     $             -         2,154          2,828         2,716           480            708 
                                           ======================================================================================
</TABLE>


<TABLE>
<CAPTION>
     Cova Variable Annuity Account One

     Statement of Changes in Contract Owners' Equity

     For the six months ended or from commencement of operations through June 30, 1998

     (In thousands of dollars)

     Unaudited
- -------------------------------------------------------


                                         
                                         --------------
                                             World
                                          Governments
                                         

     From operations:
<S>                                      <C>
       Net investment income (loss)                  -
       Net realized gain (loss) on
         investments                                 -
       Net change in unrealized gain
         (loss) on investments                       -
     Net increase (decrease) in
       contract owners' equity
                                         --------------
       resulting from operations                     -
                                         --------------

     From account unit transactions:
       Contributions by Cova                         -
       Redemptions by Cova                           -
       Proceeds from units of the
         account sold                                1
       Payments for units of the
         account redeemed                            -
       Account transfers, net                        9
     Net increase (decrease) in
       contract owners' equity from
                                         --------------
       account unit transactions                    10
                                         --------------

     Net increase (decrease)                        10
     Contract owners' equity, beginning              -
                                         ==============
     Contract owners' equity, ending                10
                                         ==============
</TABLE>





(See accompanying notes to financial statements.
     

                                  16


<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Changes in Contract Owners' Equity

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- -------------------------------------------------------------------------------------------------------------------------------


                                                                            Oppenheimer                                        
                                       ------------------------------------------------------------------------  --------------
                                           Growth       Growth &        High          Bond        Strategic       Growth and   
                                                         Income        Income                        Bond           Income     
                                                                                                                               

From operations:
<S>                                  <C>                         <C>            <C>           <C>            <C>          <C>  
   Net investment income (loss)      $              7            35             7             6              4            215  
   Net realized gain (loss) on
      investments                                   -             4             -             -              -             (5) 
   Net change in unrealized gain
      (loss) on investments                        14             6            (3)           14             (2)          (143) 
Net increase (decrease) in
   contract owners' equity
                                       ------------------------------------------------------------------------  --------------
   resulting from operations                       21            45             4            20              2             67  
                                       ------------------------------------------------------------------------  --------------

From account unit transactions:
   Contributions by Cova                            -             -             -             -              -              -  
   Redemptions by Cova                              -             -             -             -              -              -  
   Proceeds from units of the
      account sold                                419         1,144           166         1,207            295          4,185  
   Payments for units of the
      account redeemed                              -           (18)           (1)          (11)             -            (12) 
   Account transfers, net                          69           614           177           355            144          1,565  
Net increase (decrease) in
   contract owners' equity from
                                       ------------------------------------------------------------------------  --------------
   account unit transactions                      488         1,740           342         1,551            439          5,738  
                                       ------------------------------------------------------------------------  --------------

Net increase (decrease)                           509         1,785           346         1,571            441          5,805  
Contract owners' equity, beginning                  -             -             -             -              -              -  
                                       ========================================================================  ==============
Contract owners' equity, ending      $            509         1,785           346         1,571            441          5,805  
                                       ========================================================================  ==============
</TABLE>


<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Changes in Contract Owners' Equity

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- -------------------------------------------------------------------------------------


                                                Putnam
                                   --------------------------------------------------
                                    New         Vista     International International
                                   Value                     Growth         New
                                                                       Opportunities

From operations:
<S>                                                    <C>          <C>           <C>
   Net investment income (loss)            -           (1)          (7)           (1)
   Net realized gain (loss) on
      investments                          -            -           43            19
   Net change in unrealized gain
      (loss) on investments               (5)          37           49             5
Net increase (decrease) in
   contract owners' equity
                                   --------------------------------------------------
   resulting from operations              (5)          36           85            23
                                   --------------------------------------------------

From account unit transactions:
   Contributions by Cova                   -            -            -             -
   Redemptions by Cova                     -            -            -             -
   Proceeds from units of the
      account sold                       116          610        1,932           247
   Payments for units of the
      account redeemed                     -           (1)          (3)           (4)
   Account transfers, net                166          137          770            41
Net increase (decrease) in
   contract owners' equity from
                                   --------------------------------------------------
   account unit transactions             282          746        2,699           284
                                   --------------------------------------------------

Net increase (decrease)                  277          782        2,784           307
Contract owners' equity, beginning         -            -            -             -
                                   ==================================================
Contract owners' equity, ending          277          782        2,784           307
                                   ==================================================
</TABLE>





See accompanying notes to financial statements.


                                       17


<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Changes in Contract Owners' Equity

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- -------------------------------------------------------------------------------------------------------------------------------


                                                        Templeton                                                  Fidelity    
                                       -------------------------------------------  -------------------------------------------
                                       International   Developing      Mutual           Growth      Contrafund      Growth     
                                                         Markets       Shares                                    Opportunities 
                                                                     Investments

From operations:
<S>                                  <C>                                                                                       
   Net investment income (loss)      $              -             -             -                -             -             - 
   Net realized gain (loss) on
      investments                                   7            (3)            -                -             -             - 
   Net change in unrealized gain
      (loss) on investments                         3            (2)           (4)               3             1             1 
Net increase (decrease) in
   contract owners' equity
                                       -------------------------------------------  -------------------------------------------
   resulting from operations                       10            (5)           (4)               3             1             1 
                                       -------------------------------------------  -------------------------------------------

From account unit transactions:
   Contributions by Cova                            -             -             -                -             -             - 
   Redemptions by Cova                              -             -             -                -             -             - 
   Proceeds from units of the
      account sold                                186            72           299               38            21            38 
   Payments for units of the
      account redeemed                              -             -             -                -             -             - 
   Account transfers, net                           6             8            23                1             3             - 
Net increase (decrease) in
   contract owners' equity from
                                       -------------------------------------------  -------------------------------------------
   account unit transactions                      192            80           322               39            24            38 
                                       -------------------------------------------  -------------------------------------------

Net increase (decrease)                           202            75           318               42            25            39 
Contract owners' equity, beginning                  -             -             -                -             -             - 
                                       ===========================================  ===========================================
Contract owners' equity, ending      $            202            75           318               42            25            39 
                                       ===========================================  ===========================================
</TABLE>


<TABLE>
<CAPTION>
Cova Variable Annuity Account One

Statement of Changes in Contract Owners' Equity

For the six months ended or from commencement of operations through June 30, 1998

(In thousands of dollars)

Unaudited
- --------------------------------------------------------------------------------


                                                                      Total
                                   -----------------------------  --------------
                                     Growth &       Equity-
                                      Income         Income
                                   

From operations:
<S>                                           <C>                        <C>   
   Net investment income (loss)               (1)             -          35,134
   Net realized gain (loss) on
      investments                              -              -           7,277
   Net change in unrealized gain
      (loss) on investments                   14              1          65,146
Net increase (decrease) in
   contract owners' equity
                                   -----------------------------  --------------
   resulting from operations                  13              1         107,557
                                   -----------------------------  --------------

From account unit transactions:
   Contributions by Cova                       -              -               -
   Redemptions by Cova                         -              -            (320)
   Proceeds from units of the
      account sold                           159             37         172,499
   Payments for units of the
      account redeemed                         -             (1)        (47,979)
   Account transfers, net                    254              -         140,571
Net increase (decrease) in
   contract owners' equity from
                                   -----------------------------  --------------
   account unit transactions                 413             36         264,771
                                   -----------------------------  --------------

Net increase (decrease)                      426             37         372,328
Contract owners' equity, beginning             -              -       1,038,346
                                   =============================  ==============
Contract owners' equity, ending              426             37       1,410,674
                                   =============================  ==============
</TABLE>





See accompanying notes to financial statements.

                                       18


Cova Variable Annuity Account One

Notes to Financial Statements

June 30, 1998

Unaudited
- --------------------------------------------------------------------------------

(1)  Organization

     Cova  Variable  Annuity  Account One (the  Separate  Account) is a separate
     investment account established by a resolution of the Board of Directors of
     Cova Financial Services Life Insurance Company (Cova). The Separate Account
     operates as a Unit  Investment  Trust under the  Investment  Company Act of
     1940.

     The Separate Account is divided into sub-accounts,  with the assets of each
     sub-account  invested in the Cova Series Trust (Trust),  Lord Abbett Series
     Fund,  Inc.  (Fund),  General  American  Capital  Company  (GACC),  Russell
     Insurance  Funds  (Russell),  AIM Variable  Insurance  Funds,  Inc.  (AIM),
     Alliance Variable Products Series Fund, Inc.  (Alliance) , Liberty Variable
     Investment Trust (Liberty), Goldman Sachs Variable Insurance Trust (Goldman
     Sachs), Investors Fund Series (Kemper), MFS Variable Insurance Trust (MFS),
     Oppenheimer  Variable  Account Funds  (Oppenheimer),  Putnam Variable Trust
     (Putnam),  Templeton Variable Products Series Fund (Templeton), or Variable
     Insurance Product Fund, Fund II and Fund III (Fidelity). These entities are
     all  diversified,  open-end,  management  investment  companies  which  are
     intended to meet differing investment objectives.  Not all sub- accounts of
     the Separate Account are available for investment depending upon the nature
     and specific terms of the variable  annuity  contracts  offered for sale by
     Cova.

<TABLE>
<CAPTION>
     The Separate Account  sub-accounts that commenced operations during the six
     months ending June 30, 1998 are as follows:

<S>                                            <C> <C>                                                             <C> <C>
            Russell Multi-Style Equity         1/2/98                   MFS High Income                            1/2/98
            Russell Aggressive Equity          1/2/98                   MFS World Governments                      1/2/98
            Russell Non-US                     1/2/98                   Oppenheimer Growth                         1/2/98
            Russell Core Bond                  1/2/98                   Oppenheimer Growth & Income                1/2/98
            AIM Value                          1/2/98                   Oppenheimer High Income                    1/2/98
            AIM Capital Appreciation           1/2/98                   Oppenheimer Bond                           1/2/98
            AIM International Equity           1/2/98                   Oppenheimer Strategic Bond                 1/2/98
            Alliance Premier Growth            1/2/98                   Putnam Growth and Income                   1/2/98
            Alliance Real Estate Investment    1/2/98                   Putnam New Value                           1/2/98
            Liberty Newport Tiger              1/2/98                   Putnam Vista                               1/2/98
            Goldman Sachs Growth and Income    1/29/98                  Putnam International Growth                1/2/98
            Goldman Sachs International        1/29/98                  Putnam International New
            Goldman Sachs Global Income        1/29/98                     Opportunities                           1/2/98
            Kemper Dreman High Return          5/15/98                  Templeton International                    5/1/98
            Kemper Small Cap Growth            1/2/98                   Templeton Developing Markets               5/1/98
            Kemper Small Cap Value             1/2/98                   Templeton Mutual Shares                    5/1/98
            Kemper Government Securities       1/2/98                      Investments
            MFS Bond                           5/15/98                  Fidelity Growth Portfolio                  2/17/98
            MFS Research                       1/2/98                   Fidelity Contrafund Portfolio              2/17/98
            MFS Growth with Income             1/2/98                   Fidelity Growth Opportunities Portfolio    2/17/98
            MFS Emerging Growth                1/2/98                   Fidelity Growth & Income Portfolio         2/17/98
            MFS Foreign & Colonial Emerging                             Fidelity Equity-Income Portfolio           2/17/98
                Markets Equity                 1/2/98                   
</TABLE>
                                                     

                                                                     (Continued)
                                       19


(2)  Significant Accounting Policies

     (a)  Investment Valuation

          Investments  in shares of the  portfolios are carried in the statement
          of assets and liabilities at their underlying net asset value. The net
          asset value of each portfolio is calculated daily.  Realized gains and
          losses are calculated using the average cost method.

     (b)  Reinvestment of Dividends

          With the exception of GACC,  dividends  received  from net  investment
          income and net realized  capital gains are reinvested in shares of the
          portfolio   making  the   distribution.   Dividend  and  capital  gain
          distributions are recorded as income on the ex-dividend date.

          GACC  follows  the  Federal  income  tax  practice  known  as  consent
          dividending,  whereby  substantially  all of its net investment income
          and net realized  capital gains are deemed to be passed through to the
          Separate Account. As a result, GACC does not distribute any dividends.
          During December,  accumulated  investment  income and capital gains of
          the underlying GACC  portfolios are allocated to the Separate  Account
          by increasing the cost basis.

     (c)  Federal Income Taxes

          Operations of the Separate Account form a part of Cova, which is taxed
          as a Life  Insurance  Company under the Internal  Revenue Code (Code).
          Under  current  provisions  of the Code,  no Federal  income taxes are
          payable by Cova with respect to the earnings of the Separate Account.

          Under  principles  set forth in  Internal  Revenue  Ruling  81-225 and
          Section 817(h) of the Code and regulations  thereunder,  Cova believes
          that it will be  treated as the owner of the  assets  invested  in the
          Separate Account for Federal income tax purposes, with the result that
          earnings  and gains,  if any,  derived  from those  assets will not be
          included  in  a  contract  owner's  gross  income  until  amounts  are
          withdrawn.

     (d)  Annuity Reserves

          Annuity  reserves  are  computed  for  currently   payable   contracts
          according to the 1983 Mortality  Table.  The assumed  interest rate is
          3%.  Charges to annuity  reserves  for  mortality  and  expense  risks
          experience  are  reimbursed to Cova if the reserves  required are less
          than originally estimated.  If additional reserves are required,  Cova
          reimburses the Separate Account. The charges for the six months ending
          June 30, 1998 were not material.


                                                                     (Continued)
                                       20


     (3)  Contract Fees

          Once a year after the first year, a contract  owner can withdraw up to
          10% of the total purchase payments Cova has had for more than one year
          without  incurring a  withdrawal  fee  provided  the account  value is
          $5,000 or more on the day of the withdrawal.  Otherwise,  a withdrawal
          fee of 5% of the purchase payments  withdrawn is charged.  There is no
          withdrawal fee on purchase  payments Cova has had for five years. Cova
          treats  withdrawals as coming from the oldest  purchase  payment first
          for purposes of determining the withdrawal fee. If a withdrawal is for
          only part of the contract  value,  the withdrawal fee is deducted from
          the remaining  contract value. Cova does not assess withdrawal fees on
          annuity payments or death benefits.

          Cova  imposes  an  annual  contract  maintenance  fee  of  $30  on all
          contracts  with  contract  values  less  than  $50,000  on the  policy
          anniversary.  This fee covers the cost of contract  administration for
          the  previous  year  and is  prorated  between  the  Separate  Account
          sub-accounts  and fixed rate  annuities to which the contract value is
          allocated.

          Subject to certain restrictions,  a contract owner may transfer all or
          a part of the contract value among other sub- accounts of the Separate
          Account and Cova's fixed rate  annuities.  Cova deducts a transfer fee
          of $25 or 2% of the  amount  transferred,  whichever  is  less,  after
          twelve  transfers  have been made during a contract year. Any transfer
          made as part of the  Dollar  Cost  Averaging  Program,  the  Automatic
          Rebalancing  Program,  or an Approved Asset Allocation  Program is not
          counted in determining the transfer fee.

          During the six months  ending June 30,  1998,  withdrawal  and account
          transfer   charges  of   approximately   $224  thousand  and  contract
          maintenance fees of approximately $224 thousand were deducted from the
          contract values in the Separate Account.

          Mortality and expense risks assumed by Cova are  compensated  by a fee
          equivalent  to an annual rate of 1.25% of the Separate  Account's  net
          assets. The mortality risks assumed by Cova arise from its contractual
          obligation  to make  annuity  payments  after the annuity date for the
          life of the annuitant and to waive the  withdrawal fee in the event of
          the death of the contract owner.

          In  addition,   the  Separate  Account  bears  certain  administrative
          expenses,  which  are  equivalent  to an  annual  rate of 0.15% of the
          Separate   Account's  net  assets.   These  fees  cover  the  cost  of
          establishing and maintaining the contracts and Separate Account.

          Cova  currently  advances any premium  taxes due at the time  purchase
          payments  are made and then  deducts  premium  taxes from the contract
          value at the time annuity  payments  begin, or upon withdrawal if Cova
          is not able to  obtain a  refund.  Cova  reserves  the right to deduct
          premium taxes when incurred.




                                       21



COVA VARIABLE ANNUITY
ACCOUNT ONE

Financial Statements

December 31, 1997

(With Independent Auditors' Report Thereon)



                          Independent Auditors' Report


The Contract Owners of Cova Variable
Annuity Account One, Board of Directors
and Shareholder of
Cova Financial Services Life Insurance Company:

We have  audited the  accompanying  statement of assets and  liabilities  of the
Quality Income,  Money Market,  High Yield, Stock Index, Growth and Income, Bond
Debenture,  Developing Growth, Large Cap Research,  Mid-Cap Value, Quality Bond,
Small Cap Stock, Large Cap Stock, Select Equity,  International Equity, Balanced
Portfolio,  Small Cap  Equity,  Equity  Income,  and Growth  and  Income  Equity
sub-accounts  (investment  options  within the Cova Series Trust) and the Growth
and Income  sub-account  (investment  option within the Lord Abbett Series Fund,
Inc.) and the Money Market  sub-account  (investment  option  within the General
American Capital Company) of Cova Variable Annuity Account One of Cova Financial
Services Life Insurance Company (the Separate Account), as of December 31, 1997,
and the related  statement of operations for the year or period then ended,  the
statements  of  changes  in  contract  owners'  equity  for each of the years or
periods presented, and the financial highlights for each of the years or periods
presented.   These  financial   statements  and  financial  highlights  are  the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these  financial  statements  and financial  highlights  based on our
audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  Our  procedures  included  confirmation  of securities  owned as of
December  31,  1997,  by  correspondence  with  transfer  agents.  An audit also
includes assessing the accounting principles used and significant estimates made
by  management,   as  well  as  evaluating  the  overall   financial   statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present fairly, in all material  respects,  the financial  position of the
sub-accounts  of Cova Variable  Annuity  Account One of Cova Financial  Services
Life  Insurance  Company as of December 31, 1997,  the results of its operations
for the year or period then ended,  the changes in its contract  owners'  equity
for each of the years or periods  presented,  and the financial  highlights  for
each of the years or periods  presented,  in conformity with generally  accepted
accounting principles.



Chicago, Illinois
February 20, 1998







<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Statement of Assets and Liabilities

December 31, 1997

(In thousands of dollars)

- ----------------------------------------------------------------------------------------------------------------------------
                                                    Assets
- ----------------------------------------------------------------------------------------------------------------------------

Investments:
   Cova Series Trust:
      Quality Income Portfolio - 4,505,192 shares at a net asset value of $10.90 per share
<S>           <C>                                                                                              <C>         
        (cost $47,803)                                                                                         $     49,105
      Money Market Portfolio - 21,610,549 shares at a net asset value of $1.00 per share
        (cost $21,611)                                                                                               21,611
      High Yield Portfolio - 3,051,753 shares at a net asset value of $10.90 per share
        (cost $32,420)                                                                                               33,262
      Stock Index Portfolio - 4,206,886 shares at a net asset value of $21.07 per share
        (cost $63,640)                                                                                               88,640
      Growth and Income Portfolio - 2,706,448 shares at a net asset value of $17.05 per share
        (cost $35,262)                                                                                               46,149
      Bond Debenture Portfolio - 4,195,836 shares at a net asset value of $12.11 per share
        (cost $48,864)                                                                                               50,822
      Developing Growth Portfolio -148,362 shares at a net asset value of $10.55 per share
        (cost $1,558)                                                                                                 1,565
      Large Cap Research Portfolio -124,489 shares at a net asset value of $9.91 per share
        (cost $1,227)                                                                                                 1,233
      Mid-Cap Value Portfolio - 194,149 shares at a net asset value of $10.48 per share
        (cost $1,995)                                                                                                 2,035
      Quality Bond Portfolio - 1,536,461 shares at a net asset value of $10.40 per share
        (cost $15,801)                                                                                               15,987
      Small Cap Stock Portfolio - 4,057,416 shares at a net asset value of $13.10 per share
        (cost $46,648)                                                                                               53,171
      Large Cap Stock Portfolio - 1,588,261 shares at a net asset value of $13.85 per share
        (cost $19,135)                                                                                               21,990
      Select Equity Portfolio - 6,950,455 shares at a net asset value of $13.97 per share
        (cost $83,547)                                                                                               97,067
      International Equity Portfolio - 5,437,189 shares at a net asset value of $11.47 per share
        (cost $61,064)                                                                                               62,373
      Balanced Portfolio - 38,606 shares at a net asset value of $10.39 per share
        (cost $401)                                                                                                     401
      Small Cap Equity Portfolio - 26,146 shares at a net asset value of $10.42 per share
        (cost $277)                                                                                                     272
      Equity Income Portfolio - 50,388 shares at a net asset value of $11.05 per share
         (cost $536)                                                                                                    557
      Growth and Income Equity Portfolio - 122,207 shares at a net asset value of $10.71 per share
        (cost $1,291)                                                                                                 1,309
   Lord Abbett Series Fund, Inc. Growth and Income Portfolio - 24,988,059 shares
      at a net asset value of $19.51 per share (cost $399,658)                                                      487,519
   General American Capital Company Money Market Portfolio - 182,049 shares
      at a net asset value of $18.23 per share (cost $3,272)                                                          3,318
- ----------------------------------------------------------------------------------------------------------------------------

Total assets                                                                                                   $  1,038,386
- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>


See accompanying notes to financial statements.




<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Statement of Assets and Liabilities

December 31, 1997

(In thousands of dollars)

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

                                                 LIABILITIES

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

Liabilities:

<S>                                                                                                            <C>         
   Trust Quality Income                                                                                        $          2
   Trust Money Market                                                                                                     1
   Trust High Yield                                                                                                       1
   Trust Stock Index                                                                                                      3
   Trust Growth and Income                                                                                                2
   Trust Bond Debenture                                                                                                   2
   Trust Quality Bond                                                                                                     1
   Trust Small Cap Stock                                                                                                  2
   Trust Large Cap Stock                                                                                                  1
   Trust Select Equity                                                                                                    4
   Trust International Equity                                                                                             2
   Fund Growth and Income                                                                                                19
- ----------------------------------------------------------------------------------------------------------------------------

Total liabilities                                                                                                        40

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

Contract owners' equity:
   Accumulation phase:

      Trust Quality Income - 2,931,053 accumulation units at $16.716329 per unit                                     48,997
      Trust Money Market - 1,742,444 accumulation units at $12.375226 per unit                                       21,563
      Trust High Yield - 1,409,290 accumulation units at $23.571992 per unit                                         33,220
      Trust Stock Index - 3,547,220 accumulation units at $24.963514 per unit                                        88,552
      Trust Growth and Income - 2,198,250 accumulation units at $20.978325 per unit                                  46,115
      Trust Bond Debenture - 3,945,097 accumulation units at $12.881792 per unit                                     50,820
      Trust Developing Growth - 148,658 accumulation units at $10.527554 per unit                                     1,565
      Trust Large Cap Research - 124,559 accumulation units at $9.899560 per unit                                     1,233
      Trust Mid-Cap Value - 194,386 accumulation units at $10.467957 per unit                                         2,035
      Trust Quality Bond - 1,433,081 accumulation units at $11.155126 per unit                                       15,986
      Trust Small Cap Stock - 3,940,243 accumulation units at $13.491466 per unit                                    53,159
      Trust Large Cap Stock - 1,473,929 accumulation units at $14.889462 per unit                                    21,946
      Trust Select Equity - 6,903,606 accumulation units at $14.053502 per unit                                      97,020
      Trust International Equity - 5,440,592 accumulation units at $11.462435 per unit                               62,362
      Trust Balanced - 38,079 accumulation units at $10.531920 per unit                                                 401
      Trust Small Cap Equity - 26,148 accumulation units at $10.418047 per unit                                         272
      Trust Equity Income - 49,725 accumulation units at $11.194166 per unit                                            557
      Trust Growth and Income Equity - 121,673 accumulation units at $10.756082 per unit                              1,309
      Fund Growth and Income - 15,788,404 accumulation units at $30.837057 per unit                                 486,867
      GACC Money Market - 311,051 accumulation units at $10.667011 per unit                                           3,318

   Annuitization phase:

      Trust Quality Income - 8,069 annuity units at $13.173884 per unit                                                 106
      Trust Money Market - 4,562 annuity units at $10.211104 per unit                                                    47
      Trust High Yield - 2,229 annuity units at $18.576727 per unit                                                      41
      Trust Stock Index - 4,097 annuity units at $20.804263 per unit                                                     85
      Trust Growth and Income - 1,803 annuity units at $17.739841 per unit                                               32
      Trust Small Cap Stock - 773 annuity units at $12.807785 per unit                                                   10
      Trust Large Cap Stock - 3,028 annuity units at $14.134938 per unit                                                 43
      Trust Select Equity - 3,237 annuity units at $13.341341 per unit                                                   43
      Trust International Equity - 790 annuity units at $10.881576 per unit                                               9
      Fund Growth and Income - 26,046 annuity units at $24.302215 per unit                                              633
- ----------------------------------------------------------------------------------------------------------------------------

Total contract owners' equity                                                                                     1,038,346

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

Total liabilities and contract owners' equity                                                                  $  1,038,386
- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>


<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Statement of Operations

Year or period ended December 31, 1997

(In thousands of dollars)

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

                                                                                                              Cova Series

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

                                                               Growth

                            Quality   Money  High    Stock     and      Bond         Developing  Large Cap Mid-Cap
                             Income  Market  Yield   Index     Income    Debenture    Growth     Research  Value
- -----------------------------------------------------------------------------------------------------------------

Investment income -
   dividends and capital
<S>                          <C>     <C>     <C>      <C>     <C>       <C>                       <C>       <C>                     
     gains distributions     3,311   2,483   3,144    1,321   1,044     1,611         -           2         2                       
- -----------------------------------------------------------------------------------------------------------------

Expenses:
   Mortality and expense

     risk fee                  647     564     483      992     507       301         2           1         2
   Administrative fee           78      68      58      119      61        36         -           -         -
- -----------------------------------------------------------------------------------------------------------------

Total expenses                 725     632     541    1,111     568       337         2           1         2
- -----------------------------------------------------------------------------------------------------------------

Net investment income        2,586   1,851   2,603      210     476     1,274        (2)          1         -
- -----------------------------------------------------------------------------------------------------------------

Net realized gain (loss)
   on investments              503       -     835   15,709     906        27         -           -         -

Net change in unrealized
   gain (loss) on investments  367       -     351    4,729   6,685     1,687         7           6        40
- -----------------------------------------------------------------------------------------------------------------

Net realized and change in
   unrealized gain (loss) on
   investments                 870       -   1,186   20,438   7,591     1,714         7           6        40
- -----------------------------------------------------------------------------------------------------------------

Net increase (decrease) in
   contract owners' equity
   resulting from operations 3,456   1,851   3,789   20,648   8,067     2,988         5           7        40                       
- -----------------------------------------------------------------------------------------------------------------


See accompanying notes to financial statements.
</TABLE>


<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------
                                                                                Lord Abbett
- ----------------------------------------------------------------------------------------------------------------
                                                                        Growth Series Fund, Inc.

         Small    Large             Interna-          Small              and    Growth         GACC
Quality   Cap     Cap     Select    tional            Cap      Equity   Income  and     Global       Money
  Bond   Stock   Stock    Equity    Equity   Balanced  Equity   Income  Equity  Income  Equity  Market   Total

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



<S>        <C>    <C>        <C>    <C>       <C>       <C>     <C>      <C>   <C>                       <C>   
  626      262    1,346      747    547       8         2       11       14    38,031     -        -     54,512
- ----------------------------------------------------------------------------------------------------------------



  109      386      186      704    472       1         1        2        4     4,843     8       21     10,236
   13       47       22       84     57       -         -        -        1       581     1        3      1,229
- ----------------------------------------------------------------------------------------------------------------

  122      433      208      788    529       1         1        2        5     5,424     9       24     11,465
- ----------------------------------------------------------------------------------------------------------------

  504     (171)   1,138      (41)    18       7         1        9        9    32,607    (9)     (24)    43,047
- ----------------------------------------------------------------------------------------------------------------


   51       46    1,668       30     15       1         -        -        1       842   (36)      55     20,653


  156    5,990    1,324   12,310    513       -        (5)      21       18    41,372    (1)      40     75,610
- ----------------------------------------------------------------------------------------------------------------



  207    6,036    2,992   12,340    528       1        (5)      21       19    42,214   (37)      95     96,263
- ----------------------------------------------------------------------------------------------------------------



  711    5,865    4,130   12,299    546       8        (4)      30       28    74,821   (46)      71    139,310
- ----------------------------------------------------------------------------------------------------------------
</TABLE>


<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Statement of Changes in Contract Owners' Equity

Year or period ended December 31, 1997

(In thousands of dollars)
- -----------------------------------------------------------------------------------------------------------------------------------
                                                                                                           Cova SeTrust
                              -----------------------------------------------------------------------------------------------------
                                                                  Growth                                                    Small
                              Quality  Money    High     Stock     and      Bond      Developing Large Cap Mid-Cap Quality   Cap
                              Income   Market   Yield    Index    Income   Debenture   Growth    Research  Value    Bond    Stock
- -----------------------------------------------------------------------------------------------------------------------------------

From operations:

<S>                            <C>      <C>      <C>        <C>      <C>    <C>          <C>         <C>              <C>     <C>  
   Net investment income (loss)2,586    1,851    2,603      210      476    1,274        (2)         1         -      504     (171)
   Net realized gain (loss)
     on investments              503        -      835   15,709      906       27         -          -         -       51       46
   Net change in unrealized
     gain (loss) on investments  367        -      351    4,729    6,685    1,687         7          6        40      156    5,990
- -----------------------------------------------------------------------------------------------------------------------------------

Net increase (decrease) in
   contract owners' equity
   resulting from operations   3,456    1,851    3,789   20,648    8,067    2,988         5          7        40      711    5,865
- -----------------------------------------------------------------------------------------------------------------------------------

From account unit
   transactions:
     Contributions by Cova         -        -        -        -        -        -       100        100       100        -        -
     Redemptions by Cova           -        -        -        -        -        -         -          -         -   (2,144)       -
     Proceeds from units
       of the account sold       504   45,236      795    2,638    2,541    8,751       503        359       463    2,671    9,550
     Payments for units of
       the account redeemed   (9,775)  (8,119)  (2,972)  (14,588) (1,993)    (978)       (2)        (2)      (28)    (731)  (1,221)
     Account transfers, net    3,092  (48,066) (11,222)  (9,170)   5,116   32,608       959        769     1,460   10,203   24,982
- -----------------------------------------------------------------------------------------------------------------------------------

Net increase (decrease) in
   contract owners' equity
   from account unit
   transactions               (6,179) (10,949) (13,399)  (21,120)  5,664   40,381     1,560      1,226     1,995    9,999   33,311
- -----------------------------------------------------------------------------------------------------------------------------------

Net increase (decrease) in
   contract owners' equity    (2,723)  (9,098)  (9,610)    (472)  13,731   43,369     1,565      1,233     2,035   10,710   39,176
Contract owners' equity:
   Beginning of period        51,826   30,708   42,871   89,109   32,416    7,451         -          -         -    5,276   13,993
- -----------------------------------------------------------------------------------------------------------------------------------

   End of period            $ 49,103   21,610   33,261   88,637   46,147   50,820     1,565      1,233     2,035   15,986   53,169
- -----------------------------------------------------------------------------------------------------------------------------------


See accompanying notes to financial statements.
</TABLE>


<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------
                                                             Lord Abbett
- ----------------------------------------------------------------------------------------------
                                                   Growth Series Fund, Inc.

  Large              Interna-          Small          and    Growth          GACC
  Cap      Select  tional             Cap    Equity Income   and    Global   Money
 Stock     Equity   Equity    BalancedEquity Income Equity  Income  Equity   Market   Total
- ----------------------------------------------------------------------------------------------


<S>           <C>       <C>     <C>      <C>   <C>      <C> <C>         <C>    <C>     <C>   
   1,138      (41)      18      7        1     9        9   32,607      (9)    (24)    43,047

   1,668       30       15      1        -     -        1      842     (36)     55     20,653

   1,324   12,310      513      -       (5)   21       18   41,372      (1)     40     75,610
- ----------------------------------------------------------------------------------------------



   4,130   12,299      546      8       (4)   30       28   74,821     (46)     71    139,310
- ----------------------------------------------------------------------------------------------



       -        -        -      1        1     1        1        -       -       -        304
 (15,455)       -        -     (1)      (1)   (1)      (1)       -       -       -    (17,603)

   7,691   19,507   11,213    184      116   219      679   47,264       5   5,197    166,086

    (421)  (1,556)  (1,224)   (26)       -    (1)     (44) (23,254)   (114)   (312)   (67,361)
  10,293   44,654   37,503    235      160   309      646   94,311  (2,228) (1,996)   194,618
- ----------------------------------------------------------------------------------------------




   2,108   62,605   47,492    393      276   527    1,281  118,321  (2,337)  2,889    276,044
- ----------------------------------------------------------------------------------------------


   6,238   74,904   48,038    401      272   557    1,309  193,142  (2,383)  2,960    415,354


  15,751   22,159   14,333      -        -     -      -    294,358   2,383     358    622,992
- ----------------------------------------------------------------------------------------------

  21,989   97,063   62,371    401      272   557    1,309  487,500       -   3,318   1,038,346
- ----------------------------------------------------------------------------------------------
</TABLE>


<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Statement of Changes in Contract Owners' Equity

Year or period ended December 31, 1996

(In thousands of dollars)
- ------------------------------------------------------------------------------------------------------------------

                                                                                                               Cova Series

                                        --------------------------------------------------------------------------
                                                                                             Growth
                                        Quality      Money         High        Stock         and          Bond
                                          Income     Market       Yield        Index         Income      Debenture
- ------------------------------------------------------------------------------------------------------------------

From operations:

<S>                                   <C>              <C>          <C>          <C>         <C>            <C>
   Net investment income (loss)       $   1,465        1,284        2,924        3,048       1,322          200
   Net realized gain (loss)
      on investments                         44            -         (169)       3,892         164           13
   Net change in unrealized
      gain (loss) on investments           (534)           -          952        9,295       2,566          271
- ------------------------------------------------------------------------------------------------------------------

Net increase in contract
   owners' equity resulting
   from operations                          975        1,284        3,707       16,235       4,052          484
- ------------------------------------------------------------------------------------------------------------------

From account unit
   transactions:
      Contributions by Cova                   -            -            -            -           -          500
      Redemptions by Cova                     -            -            -            -           -         (508)
      Proceeds from units of
        the account sold                  1,603       43,943        1,989        3,731       2,777        3,795
      Payments for units of
        the account redeemed             (4,251)      (3,044)      (2,299)      (4,891)       (866)        (164)
      Account transfers                  12,246      (45,603)       2,962      (11,728)      6,836        3,344
- ------------------------------------------------------------------------------------------------------------------

Net decrease (decrease) in
   contract owners' equity
   from account unit
   transactions                           9,598       (4,704)       2,652      (12,888)      8,747        6,967
- ------------------------------------------------------------------------------------------------------------------

Net increase (decrease) in
   contract owners' equity               10,573       (3,420)       6,359        3,347      12,799        7,451
Contract owners' equity:
   Beginning of period                   41,253       34,128       36,512       85,762      19,617            -
- ------------------------------------------------------------------------------------------------------------------

   End of period                      $  51,826       30,708       42,871       89,109      32,416        7,451
- ------------------------------------------------------------------------------------------------------------------


See accompanying notes to financial statements.
</TABLE>


<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------
                                                                       Lord Abbett
Trust                                                               Series Fund, Inc.
- ---------------------------------------------------------------    ---------------------
                  Small        Large                    Interna-    Growth                      GACC
       Quality     Cap          Cap        Select      tional         and          Global      Money
      Bond        Stock        Stock       Equity      Equity       Income         Equity      Market     Total

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


<S>      <C>          <C>         <C>          <C>          <C>       <C>           <C>         <C>        <C>   
         143          509         310          228          25        15,839        262         (1)        27,558

          44           47          85          (17)         72           532         43          -          4,750

          30          533       1,531        1,210         796        24,020       (151)         6         40,525
- ------------------------------------------------------------------------------------------------------------------



         217        1,089       1,926        1,421         893        40,391        154          5         72,833
- ------------------------------------------------------------------------------------------------------------------



       5,000        5,000      15,000        5,000       5,000             -          -          -         35,500
      (3,000)      (5,135)     (3,846)      (4,922)     (5,128)            -          -          -        (22,539)

         995        6,112         800       10,306       5,710        31,434        231         88        113,514

         (19)         (71)          -         (115)        (60)      (13,615)      (328)         -        (29,723)
       2,083        6,998       1,871       10,469       7,918        45,518       (174)       265         43,005
- ------------------------------------------------------------------------------------------------------------------




       5,059       12,904      13,825       20,738      13,440        63,337       (271)       353        139,757
- ------------------------------------------------------------------------------------------------------------------


       5,276       13,993      15,751       22,159      14,333       103,728       (117)       358        212,590


           -            -           -            -           -       190,630      2,500          -        410,402
- ------------------------------------------------------------------------------------------------------------------

       5,276       13,993      15,751       22,159      14,333       294,358      2,383        358        622,992
- ------------------------------------------------------------------------------------------------------------------
</TABLE>


<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Five years ended December 31, 1997

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - Quality Income Portfolio

(Managed by Van Kampen American Capital Investment Advisory Corp.)

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

                                         1997             1996             1995            1994            1993
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,

<S>                                <C>                          <C>              <C>             <C>             <C>  
    beginning of period            $           15.54            15.33            13.17           13.97           12.75
- --------------------------------------------------------------------------------------------------------------------------

Net investment income                            .84              .45              .72             .60            1.00

Net realized and unrealized
    gain (loss) from security
    transactions                                 .34             (.24)            1.44           (1.40)            .22
- --------------------------------------------------------------------------------------------------------------------------

Total from investment
    operations                                  1.18              .21             2.16            (.80)           1.22
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,
    end of period                  $           16.72            15.54            15.33           13.17           13.97
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                   7.57%            1.36%           16.41%         (5.70%)           9.50%

Contract owners' equity,
    end of period (in thousands)   $       49,103           51,826           41,253          33,933           5,111

Ratio of expenses to average
    contract owners' equity                     1.40%             1.40%             1.40%            1.40%           1.40%

Ratio of net investment
    income to average
    contract owners' equity                     5.00%             2.94%             4.99%            4.48%           8.30%
- --------------------------------------------------------------------------------------------------------------------------
<FN>
*Investment  returns do not reflect any contract  based fees  (withdrawal  fees,
  contract maintenance fees, or account transfer fees), but do reflect mortality
  and expense fees,  administration  expense fees as well as all expenses of the
  underlying  portfolio   (investment  advisory  fees  and  portfolio  operating
  expenses).
</FN>
</TABLE>

See accompanying notes to financial statements.

<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Five years ended December 31, 1997

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - Money Market Portfolio

(Managed by Van Kampen American Capital Investment Advisory Corp.)

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

                                         1997             1996             1995            1994            1993
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,

<S>                                <C>                          <C>              <C>             <C>             <C>  
    beginning of period            $           11.88            11.43            10.90           10.61           10.46
- --------------------------------------------------------------------------------------------------------------------------

Net investment income                            .50              .45              .50             .30             .19

Net realized and unrealized
    gain (loss) from security
    transactions                                -                -                 .03            (.01)           (.04)
- --------------------------------------------------------------------------------------------------------------------------

Total from investment
    operations                                   .50              .45              .53             .29             .15
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,
    end of period                  $           12.38            11.88            11.43           10.90           10.61
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                   4.17%             3.98%             4.85%            2.70%          1.45%

Contract owners' equity,
    end of period (in thousands)   $       21,610           30,708           34,128          75,878           6,552

Ratio of expenses to average
    contract owners' equity                     1.40%             1.40%             1.40%            1.40%            1.40%

Ratio of net investment
    income to average
    contract owners' equity                     4.10%             3.90%             4.48%            2.90%            1.78%

- --------------------------------------------------------------------------------------------------------------------------
<FN>
*Investment  returns do not reflect any contract  based fees  (withdrawal  fees,
  contract maintenance fees, or account transfer fees), but do reflect mortality
  and expense fees,  administration  expense fees as well as all expenses of the
  underlying  portfolio   (investment  advisory  fees  and  portfolio  operating
  expenses).
</FN>
</TABLE>

See accompanying notes to financial statements.

<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Five years ended December 31, 1997

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - High Yield Portfolio

(Managed by Van Kampen American Capital Investment Advisory Corp.)

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

                                         1997             1996             1995            1994            1993
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,

<S>                                <C>                          <C>              <C>             <C>             <C>  
    beginning of period            $           21.42            19.52            16.98           18.02           14.99
- --------------------------------------------------------------------------------------------------------------------------

Net investment income                           1.58             1.55             1.44            1.38            1.80

Net realized and unrealized
    gain (loss) from security
    transactions                                 .57              .35             1.10           (2.42)           1.23
- --------------------------------------------------------------------------------------------------------------------------

Total from investment
    operations                                  2.15             1.90             2.54           (1.04)           3.03
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,
    end of period                  $           23.57            21.42            19.52           16.98           18.02
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                  10.03%             9.73%            14.99%           (5.79%)       20.21%

Contract owners' equity,
    end of period (in thousands)   $       33,261           42,871           36,512          19,653          18,846

Ratio of expenses to average
    contract owners' equity                     1.40%             1.40%             1.40%            1.40%            1.40%

Ratio of net investment
    income to average
    contract owners' equity                     6.74%             7.52%             7.98%            7.92%          13.05%

- --------------------------------------------------------------------------------------------------------------------------
<FN>
*Investment  returns do not reflect any contract  based fees  (withdrawal  fees,
  contract maintenance fees, or account transfer fees), but do reflect mortality
  and expense fees,  administration  expense fees as well as all expenses of the
  underlying  portfolio   (investment  advisory  fees  and  portfolio  operating
  expenses).
</FN>
</TABLE>

See accompanying notes to financial statements.

<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Five years ended December 31, 1997

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - Stock Index Portfolio

(Managed by Van Kampen American Capital Investment Advisory Corp.)

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

                                         1997             1996             1995            1994            1993
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,

<S>                                <C>                          <C>              <C>             <C>             <C>  
    beginning of period            $           19.04            15.77            11.68           11.87           11.05
- --------------------------------------------------------------------------------------------------------------------------

Net investment income                            .09              .67              .51             .37             .22

Net realized and unrealized
    gain (loss) from security
    transactions                                5.83             2.60             3.58            (.56)            .60
- --------------------------------------------------------------------------------------------------------------------------

Total from investment
    operations                                  5.92             3.27             4.09            (.19)            .82
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,
    end of period                  $           24.96            19.04            15.77           11.68           11.87
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                  31.13%            20.69%            35.06%         (1.58%)         7.35%

Contract owners' equity,
    end of period (in thousands)   $       88,637           89,109           85,762          36,807          91,269

Ratio of expenses to average
    contract owners' equity                     1.40%            1.40%             1.40%           1.40%           1.40%

Ratio of net investment
    income to average
    contract owners' equity                      .27%             3.53%             4.85%            2.10%          2.99%

- --------------------------------------------------------------------------------------------------------------------------
<FN>
*Investment  returns do not reflect any contract  based fees  (withdrawal  fees,
  contract maintenance fees, or account transfer fees), but do reflect mortality
  and expense fees,  administration  expense fees as well as all expenses of the
  underlying  portfolio   (investment  advisory  fees  and  portfolio  operating
  expenses).
</FN>
</TABLE>

See accompanying notes to financial statements.

<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Five years ended December 31, 1997

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - Growth and Income Portfolio  (Managed by Van Kampen American
Capital Investment Advisory Corp.)

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

                                         1997             1996             1995            1994            1993
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,

<S>                                <C>                          <C>              <C>             <C>             <C>  
    beginning of period            $           17.01            14.61            11.20           11.92           10.47
- --------------------------------------------------------------------------------------------------------------------------

Net investment income                            .23              .68             1.02             .19             .54

Net realized and unrealized
    gain (loss) from security
    transactions                                3.74             1.72             2.39            (.91)            .91
- --------------------------------------------------------------------------------------------------------------------------

Total from investment
    operations                                  3.97             2.40             3.41            (.72)           1.45
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,
    end of period                  $           20.98            17.01            14.61           11.20           11.92
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                  23.34%            16.42%            30.49%           (6.07%)       13.84%

Contract owners' equity,
    end of period (in thousands)   $       46,147           32,416           19,617          10,941           6,528

Ratio of expenses to average
    contract owners' equity                     1.40%             1.40%            1.40%           1.40%           1.40%

Ratio of net investment
    income to average
    contract owners' equity                     1.18%             5.16%             9.92%           2.05%           7.54%
- --------------------------------------------------------------------------------------------------------------------------
<FN>
*Investment  returns do not reflect any contract  based fees  (withdrawal  fees,
  contract maintenance fees, or account transfer fees), but do reflect mortality
  and expense fees,  administration  expense fees as well as all expenses of the
  underlying  portfolio   (investment  advisory  fees  and  portfolio  operating
  expenses).
</FN>
</TABLE>

See accompanying notes to financial statements.



<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Year ended  December 31, 1997 and the period from commencement of operations
through  December 31, 1996

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - Bond Debenture Portfolio
(Managed by Lord, Abbett & Co.)

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

                                                                 Period from
                                                                 May 1, 1996
                                                                through
                                                                 December 31,
                                                  1997            1996
- ---------------------------------------------------------------------------------------------------------------------

Accumulation unit value,

<S>                                          <C>                        <C>  
    beginning of period                      $          11.29           10.10
- ---------------------------------------------------------------------------------------------------------------------

Net investment income                                     .40             .32

Net realized and unrealized
    gain from security
    transactions                                         1.19             .87
- ---------------------------------------------------------------------------------------------------------------------

Total from investment
    operations                                           1.59            1.19
- ---------------------------------------------------------------------------------------------------------------------

Accumulation unit value,
    end of period                            $          12.88           11.29
- ---------------------------------------------------------------------------------------------------------------------

Total return*                                           14.05%           11.86%

Contract owners' equity,
    end of period (in thousands)             $      50,820           7,451

Ratio of expenses to average
    contract owners' equity                              1.40%            1.40%**

Ratio of net investment
    income to average
    contract owners' equity                              5.26%            7.76%**

- ---------------------------------------------------------------------------------------------------------------------
<FN>
  *Investment  returns do not reflect any contract based fees (withdrawal  fees,
    contract  maintenance  fees,  or  account  transfer  fees),  but do  reflect
    mortality  and  expense  fees,  administration  expense  fees as well as all
    expenses of the underlying portfolio (investment advisory fees and portfolio
    operating expenses).

**Annualized
</FN>
</TABLE>

See accompanying notes to financial statements.



<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Period from commencement of operations through December 31, 1997
See accompanying notes to consolidated financial statements.

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - Developing Growth Portfolio
(Managed by Lord, Abbett & Co.)

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

                                                                Period from
                                                              August 20, 1997
                                                                  through
                                                                December 31,
                                                                    1997
- ---------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,

<S>                                                        <C>             
    beginning of period                                    $          10.00
- ---------------------------------------------------------------------------------------------------------------------------

Net investment loss                                                    (.02)

Net realized and unrealized
    gain from security
    transactions                                                        .55

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

Total from investment
    operations                                                          .53

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

Accumulation unit value,
    end of period                                          $          10.53
- ---------------------------------------------------------------------------------------------------------------------------

Total return*                                                          5.28%

Contract owners' equity,
    end of period (in thousands)                           $       1,565

Ratio of expenses to average
    contract owners' equity                                            1.40%**

Ratio of net investment
    income to average
    contract owners' equity                                           (0.98)%**

- ---------------------------------------------------------------------------------------------------------------------------
<FN>
  *Investment return does not reflect any contract based fees (withdrawal  fees,
    contract  maintenance  fees,  or account  transfer  fees),  but does reflect
    mortality  and  expense  fees,  administration  expense  fees as well as all
    expenses of the underlying portfolio (investment advisory fees and portfolio
    operating expenses).

**Annualized
</FN>
</TABLE>

See accompanying notes to financial statements.

<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Period from commencement of operations through December 31, 1997

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - Large Cap Research Portfolio
(Managed by Lord, Abbett & Co.)

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

                                                                Period from
                                                              August 20, 1997
                                                                  through
                                                                December 31,
                                                                    1997

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

Accumulation unit value,

<S>                                                        <C>             
    beginning of period                                    $          10.00
- ---------------------------------------------------------------------------------------------------------------------------

Net investment loss                                                    (.01)

Net realized and unrealized
    loss from security
    transactions                                                       (.09)

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

Total from investment
    operations                                                         (.10)

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

Accumulation unit value,
    end of period                                          $           9.90
- ---------------------------------------------------------------------------------------------------------------------------

Total return*                                                         (1.00%)

Contract owners' equity,
    end of period (in thousands)                           $       1,233

Ratio of expenses to average
    contract owners' equity                                            1.40%**

Ratio of net investment
    income to average
    contract owners' equity                                            0.55%**

- ---------------------------------------------------------------------------------------------------------------------------
<FN>
  *Investment return does not reflect any contract based fees (withdrawal  fees,
    contract  maintenance  fees,  or account  transfer  fees),  but does reflect
    mortality  and  expense  fees,  administration  expense  fees as well as all
    expenses of the underlying portfolio (investment advisory fees and portfolio
    operating expenses).

**Annualized
</FN>
</TABLE>

See accompanying notes to financial statements.

<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Period from commencement of operations through December 31, 1997

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - Mid-Cap Value Portfolio
(Managed by Lord, Abbett & Co.)

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

                                                                Period from
                                                              August 20, 1997
                                                                  through
                                                                December 31,
                                                                    1997

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

Accumulation unit value,

<S>                                                        <C>             
    beginning of period                                    $          10.00
- ---------------------------------------------------------------------------------------------------------------------------

Net investment loss                                                    (.01)

Net realized and unrealized
    gain from security
    transactions                                                        .48

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

Total from investment
    operations                                                          .47

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

Accumulation unit value,
    end of period                                          $          10.47
- ---------------------------------------------------------------------------------------------------------------------------

Total return*                                                          4.68%

Contract owners' equity,
    end of period (in thousands)                           $       2,035

Ratio of expenses to average
    contract owners' equity                                            1.40%**

Ratio of net investment
    income to average
    contract owners' equity                                            (.16%)**

- ---------------------------------------------------------------------------------------------------------------------------
<FN>
  *Investment return does not reflect any contract based fees (withdrawal  fees,
    contract  maintenance  fees,  or account  transfer  fees),  but does reflect
    mortality  and  expense  fees,  administration  expense  fees as well as all
    expenses of the underlying portfolio (investment advisory fees and portfolio
    operating expenses).

**Annualized
</FN>
</TABLE>

See accompanying notes to financial statements.



<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Year ended  December 31, 1997 and the period from commencement of operations
through  December 31, 1996

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - Quality Bond Portfolio
(Managed by J.P. Morgan Investment Management, Inc.)

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

                                                                     Period from
                                                                     May 1, 1996
                                                                    through
                                                                     December 31,
                                                      1997            1996
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,

<S>                                              <C>                         <C> 
    beginning of period                          $          10.37            9.90
- --------------------------------------------------------------------------------------------------------------------------

Net investment income                                         .44             .28

Net realized and unrealized
    gain from security
    transactions                                              .35             .19
- --------------------------------------------------------------------------------------------------------------------------

Total from investment
    operations                                                .79             .47
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,
    end of period                                $          11.16           10.37
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                                7.58%           4.76%

Contract owners' equity,
    end of period (in thousands)                 $      15,986           5,276

Ratio of expenses to average
    contract owners' equity                                  1.40%           1.40%**

Ratio of net investment
    income to average
    contract owners' equity                                  5.76%            3.75%**

- --------------------------------------------------------------------------------------------------------------------------
<FN>
  *Investment  returns do not reflect any contract based fees (withdrawal  fees,
    contract  maintenance  fees,  or  account  transfer  fees),  but do  reflect
    mortality  and  expense  fees,  administration  expense  fees as well as all
    expenses of the underlying portfolio (investment advisory fees and portfolio
    operating expenses).

**Annualized
</FN>
</TABLE>

See accompanying notes to financial statements.

<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Year ended  December 31, 1997 and the period from commencement of operations
through  December 31, 1996

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - Small Cap Stock Portfolio
(Managed by J. P. Morgan Investment Management, Inc.)

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

                                                                     Period from
                                                                     May 1, 1996
                                                                    through
                                                                     December 31,
                                                      1997            1996
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,

<S>                                              <C>                        <C>  
    beginning of period                          $          11.31           10.51
- --------------------------------------------------------------------------------------------------------------------------

Net investment income (loss)                                 (.08)            .39

Net realized and unrealized
    gain from security
    transactions                                             2.26             .41
- --------------------------------------------------------------------------------------------------------------------------

Total from investment
    operations                                               2.18             .80
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,
    end of period                                $          13.49           11.31
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                               19.31%            7.57%

Contract owners' equity,
    end of period (in thousands)                 $      53,169          13,993

Ratio of expenses to average
    contract owners' equity                                  1.40%            1.40%**

Ratio of net investment
    income to average
    contract owners' equity                                  (.55%)           9.65%**

- --------------------------------------------------------------------------------------------------------------------------
<FN>
  *Investment  returns do not reflect any contract based fees (withdrawal  fees,
    contract  maintenance  fees,  or  account  transfer  fees),  but do  reflect
    mortality  and  expense  fees,  administration  expense  fees as well as all
    expenses of the underlying portfolio (investment advisory fees and portfolio
    operating expenses).

**Annualized
</FN>
</TABLE>

See accompanying notes to financial statements.

<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Year ended  December 31, 1997 and the period from commencement of operations
through  December 31, 1996

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - Large Cap Stock Portfolio
(Managed by J. P. Morgan Investment Management, Inc.)

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

                                                                     Period from
                                                                     May 1, 1996
                                                                    through
                                                                     December 31,
                                                      1997            1996
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,

<S>                                              <C>                        <C>  
    beginning of period                          $          11.33           10.00
- --------------------------------------------------------------------------------------------------------------------------

Net investment income                                         .77             .22

Net realized and unrealized
    gain from security
    transactions                                             2.79            1.11
- --------------------------------------------------------------------------------------------------------------------------

Total from investment
    operations                                               3.56            1.33
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,
    end of period                                $          14.89           11.33
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                               31.36%           13.32%

Contract owners' equity,
    end of period (in thousands)                 $      21,989          15,751

Ratio of expenses to average
    contract owners' equity                                  1.40%            1.40%**

Ratio of net investment
    income to average
    contract owners' equity                                  7.64%            3.02%**

- --------------------------------------------------------------------------------------------------------------------------
<FN>
  *Investment  returns do not reflect any contract based fees (withdrawal  fees,
    contract  maintenance  fees,  or  account  transfer  fees),  but do  reflect
    mortality  and  expense  fees,  administration  expense  fees as well as all
    expenses of the underlying portfolio (investment advisory fees and portfolio
    operating expenses).

**Annualized
</FN>
</TABLE>

See accompanying notes to financial statements.

<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Year ended  December 31, 1997 and the period from commencement of operations
through  December 31, 1996

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - Select Equity Portfolio
(Managed by J. P. Morgan Investment Management, Inc.)

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

                                                                     Period from
                                                                     May 1, 1996
                                                                    through
                                                                     December 31,
                                                      1997            1996
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,

<S>                                              <C>                        <C>  
    beginning of period                          $          10.84           10.08
- --------------------------------------------------------------------------------------------------------------------------

Net investment income (loss)                                 (.03)            .10

Net realized and unrealized
    gain from security
    transactions                                             3.24             .66
- --------------------------------------------------------------------------------------------------------------------------

Total from investment
    operations                                               3.21             .76
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,
    end of period                                $          14.05           10.84
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                               29.67%            7.48%

Contract owners' equity,
    end of period (in thousands)                 $      97,063          22,159

Ratio of expenses to average
    contract owners' equity                                  1.40%            1.40%**

Ratio of net investment
    income to average
    contract owners' equity                                  (.07%)           3.12%**

- --------------------------------------------------------------------------------------------------------------------------
<FN>
  *Investment  returns do not reflect any contract based fees (withdrawal  fees,
    contract  maintenance  fees,  or  account  transfer  fees),  but do  reflect
    mortality  and  expense  fees,  administration  expense  fees as well as all
    expenses of the underlying portfolio (investment advisory fees and portfolio
    operating expenses).

**Annualized
</FN>
</TABLE>

See accompanying notes to financial statements.

<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Year ended  December 31, 1997 and the period from commencement of operations
through  December 31, 1996

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - International Equity Portfolio
(Managed by J. P. Morgan Investment Management, Inc.)

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

                                                                     Period from
                                                                     May 1, 1996
                                                                    through
                                                                     December 31,
                                                      1997            1996
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,

<S>                                              <C>                        <C>  
    beginning of period                          $          10.97           10.21
- --------------------------------------------------------------------------------------------------------------------------

Net investment income (loss)                                 (.01)            .02

Net realized and unrealized
    gain from security
    transactions                                              .50             .74
- --------------------------------------------------------------------------------------------------------------------------

Total from investment
    operations                                                .49             .76
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,
    end of period                                $          11.46           10.97
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                                4.52%            7.36%

Contract owners' equity,
    end of period (in thousands)                 $      62,371          14,333

Ratio of expenses to average
    contract owners' equity                                  1.40%            1.40%**

Ratio of net investment
    income to average
    contract owners' equity                                   .05%             .46%**

- --------------------------------------------------------------------------------------------------------------------------
<FN>
  *Investment  returns do not reflect any contract based fees (withdrawal  fees,
    contract  maintenance  fees,  or  account  transfer  fees),  but do  reflect
    mortality  and  expense  fees,  administration  expense  fees as well as all
    expenses of the underlying portfolio (investment advisory fees and portfolio
    operating expenses).

**Annualized
</FN>
</TABLE>

See accompanying notes to financial statements.



<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Period from commencement of operations through December 31, 1997

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - Balanced Portfolio
(Managed by Mississippi Advisors, Inc.)

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

                                                          Period from
                                                         July 1, 1997
                                                           through
                                                         December 31,
                                                             1997

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

Accumulation unit value,

<S>                                                <C>               
    beginning of period                            $            10.00
- --------------------------------------------------------------------------------------------------------------------------

Net investment income                                             .14

Net realized and unrealized
    gain from security
    transactions                                                  .39

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

Total from investment
    operations                                                    .53

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

Accumulation unit value,
    end of period                                  $            10.53
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                                    5.32%

Contract owners' equity,
    end of period (in thousands)                   $           401

Ratio of expenses to average
    contract owners' equity                                      1.40%**

Ratio of net investment
    income to average
    contract owners' equity                                      6.75%**

- --------------------------------------------------------------------------------------------------------------------------
<FN>
  *Investment return does not reflect any contract based fees (withdrawal  fees,
    contract  maintenance  fees,  or account  transfer  fees),  but does reflect
    mortality  and  expense  fees,  administration  expense  fees as well as all
    expenses of the underlying portfolio (investment advisory fees and portfolio
    operating expenses).

**Annualized
</FN>
</TABLE>

See accompanying notes to financial statements.

<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Period from commencement of operations through December 31, 1997

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - Small Cap Equity Portfolio
(Managed by Mississippi Advisors, Inc.)

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

                                                          Period from
                                                         July 1, 1997
                                                           through
                                                         December 31,
                                                             1997

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

Accumulation unit value,

<S>                                                <C>               
    beginning of period                            $            10.00
- --------------------------------------------------------------------------------------------------------------------------

Net investment income                                            -

Net realized and unrealized
    gain from security
    transactions                                                  .42

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

Total from investment
    operations                                                    .42

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

Accumulation unit value,
    end of period                                  $            10.42
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                                    4.18%

Contract owners' equity,
    end of period (in thousands)                   $           272

Ratio of expenses to average
    contract owners' equity                                      1.40%**

Ratio of net investment
    income to average
    contract owners' equity                                      1.01%**

- --------------------------------------------------------------------------------------------------------------------------
<FN>
  *Investment return does not reflect any contract based fees (withdrawal  fees,
    contract  maintenance  fees,  or account  transfer  fees),  but does reflect
    mortality  and  expense  fees,  administration  expense  fees as well as all
    expenses of the underlying portfolio (investment advisory fees and portfolio
    operating expenses).

**Annualized
</FN>
</TABLE>

See accompanying notes to financial statements.

<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Period from commencement of operations through December 31, 1997

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - Equity Income Portfolio
(Managed by Mississippi Advisors, Inc.)

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

                                                          Period from
                                                         July 1, 1997
                                                            through
                                                         December 31,
                                                              1997

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

Accumulation unit value,

<S>                                                <C>               
    beginning of period                            $            10.00
- --------------------------------------------------------------------------------------------------------------------------

Net investment income                                             .15

Net realized and unrealized
    gain from security
    transactions                                                 1.04

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

Total from investment
    operations                                                   1.19

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

Accumulation unit value,
    end of period                                  $            11.19
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                                   11.94%

Contract owners' equity,
    end of period (in thousands)                   $           557

Ratio of expenses to average
    contract owners' equity                                      1.40%**

Ratio of net investment
    income to average
    contract owners' equity                                      6.79%**

- --------------------------------------------------------------------------------------------------------------------------
<FN>
  *Investment return does not reflect any contract based fees (withdrawal  fees,
    contract  maintenance  fees,  or account  transfer  fees),  but does reflect
    mortality  and  expense  fees,  administration  expense  fees as well as all
    expenses of the underlying portfolio (investment advisory fees and portfolio
    operating expenses).

**Annualized
</FN>
</TABLE>

See accompanying notes to financial statements.

<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Period from commencement of operations through December 31, 1997

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Cova Series Trust - Growth and Income Equity Portfolio
(Managed by Mississippi Advisors, Inc.)

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

                                                          Period from
                                                         July 1, 1997
                                                           through
                                                         December 31,
                                                             1997

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

Accumulation unit value,

<S>                                                <C>               
    beginning of period                            $            10.00
- --------------------------------------------------------------------------------------------------------------------------

Net investment income                                             .05

Net realized and unrealized
    gain from security
    transactions                                                  .71

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

Total from investment
    operations                                                    .76

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

Accumulation unit value,
    end of period                                  $            10.76
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                                    7.56%

Contract owners' equity,
    end of period (in thousands)                   $         1,309

Ratio of expenses to average
    contract owners' equity                                      1.40%**

Ratio of net investment
    income to average
    contract owners' equity                                      3.25%**

- --------------------------------------------------------------------------------------------------------------------------
<FN>
  *Investment return does not reflect any contract based fees (withdrawal  fees,
    contract  maintenance  fees,  or account  transfer  fees),  but does reflect
    mortality  and  expense  fees,  administration  expense  fees as well as all
    expenses of the underlying portfolio (investment advisory fees and portfolio
    operating expenses).

**Annualized
</FN>
</TABLE>

See accompanying notes to financial statements.



<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Five years ended December 31, 1997

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Lord Abbett Series Fund, Inc. Growth and Income Portfolio
(Managed by Lord, Abbett & Co.)

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

                                         1997               1996            1995            1994           1993
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,

<S>                                 <C>                            <C>            <C>             <C>            <C>  
    beginning of period             $          25.09               21.31          16.64           16.42          14.50
- --------------------------------------------------------------------------------------------------------------------------

Net investment income                           2.01                1.32           1.37             .76            .88

Net realized and unrealized
    gain (loss) from security
    transactions                                3.74                2.46           3.30            (.54)          1.04
- --------------------------------------------------------------------------------------------------------------------------

Total from investment
    operations                                  5.75                3.78           4.67             .22           1.92
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,
    end of period                   $          30.84               25.09          21.31           16.64          16.42
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                  22.91%               17.76%          28.03%           1.32%        13.24%

Contract owners' equity,
    end of period (in thousands)    $     487,500             294,358        190,630         114,416         82,033

Ratio of expenses to average
    contract owners' equity                     1.40%                1.40%           1.40%            1.40%        1.40%

Ratio of net investment
    income to average
    contract owners' equity                     8.40%                6.59%           8.57%            5.40%         8.12%
- --------------------------------------------------------------------------------------------------------------------------
<FN>
*Investment  returns do not reflect any contract  based fees  (withdrawal  fees,
  contract maintenance fees, or account transfer fees), but do reflect mortality
  and expense fees,  administration  expense fees as well as all expenses of the
  underlying  portfolio   (investment  advisory  fees  and  portfolio  operating
  expenses).
</FN>
</TABLE>

See accompanying notes to financial statements.

<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Period  from  January 1, 1997  through  April 18,  1997 and the four years ended
December 31, 1996

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

Lord Abbett Series Fund, Inc. Global Equity Portfolio
(Managed by Lord, Abbett & Co.)

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

                                     Period from
                                     January 1,
                                    1997 through
                                    April 18, 1997

                                         1997     ***       1996            1995            1994           1993
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,

<S>                                 <C>                            <C>            <C>             <C>            <C>  
    beginning of period             $          15.41               14.52          13.33           13.29          10.64
- --------------------------------------------------------------------------------------------------------------------------

Net investment income (loss)                    (.06)               1.70            .91            1.45            .24

Net realized and unrealized
    gain (loss) from security
    transactions                                (.29)               (.81)           .28           (1.41)          2.41
- --------------------------------------------------------------------------------------------------------------------------

Total from investment
    operations                                  (.35)                .89           1.19             .04           2.65
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,
    end of period                   $          15.06               15.41          14.52           13.33          13.29
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                  (2.28%)               6.18%           8.91%           .27%         24.91%

Contract owners' equity,
    end of period (in thousands)    $           -               2,383          2,500           3,108          3,635

Ratio of expenses to average
    contract owners' equity                     1.40%**               1.40%           1.40%           1.40%         1.40%

Ratio of net investment
    income to average
    contract owners' equity                    (1.40)%**              10.33%           5.36%           9.78%        1.88%
- --------------------------------------------------------------------------------------------------------------------------
<FN>
    *Investment returns do not reflect any contract based fees (withdrawal fees,
      contract  maintenance  fees,  or account  transfer  fees),  but do reflect
      mortality  and expense  fees,  administration  expense fees as well as all
      expenses  of  the  underlying  portfolio  (investment  advisory  fees  and
      portfolio operating expenses).

  **Annualized

***Sub-account ceased operations on April 18, 1997.
</FN>
</TABLE>

See accompanying notes to financial statements.




<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Financial Highlights

Year ended  December 31, 1997 and the period from commencement of operations
through  December 31, 1996

Financial  Highlights  for each  accumulation  unit  outstanding  throughout the
period are presented below:

General American Capital Company Money Market Portfolio
(Managed by Conning Asset Management Company)

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

                                                             Period from
                                                             June 3, 1996
                                                                through
                                                             December 31,
                                                 1997           1996
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,

<S>                                        <C>                        <C>  
    beginning of period                    $           10.23          10.00
- --------------------------------------------------------------------------------------------------------------------------

Net investment loss                                     (.14)          (.08)

Net realized and unrealized
    gain from security
    transactions                                         .58            .31
- --------------------------------------------------------------------------------------------------------------------------

Total from investment
    operations                                           .44            .23
- --------------------------------------------------------------------------------------------------------------------------

Accumulation unit value,
    end of period                          $           10.67          10.23
- --------------------------------------------------------------------------------------------------------------------------

Total return*                                           4.24%           2.34%

Contract owners' equity,
    end of period (in thousands)           $        3,318            358

Ratio of expenses to average
    contract owners' equity                             1.40%           1.40%**

Ratio of net investment
    income to average
    contract owners' equity                            (1.40%)         (1.40%)**

- --------------------------------------------------------------------------------------------------------------------------
<FN>
  *Investment  returns do not reflect any contract based fees (withdrawal  fees,
    contract  maintenance  fees,  or  account  transfer  fees),  but do  reflect
    mortality  and  expense  fees,  administration  expense  fees as well as all
    expenses of the underlying portfolio (investment advisory fees and portfolio
    operating expenses).

**Annualized
</FN>
</TABLE>

See accompanying notes to financial statements.


COVA VARIABLE ANNUITY ACCOUNT ONE

Notes to Financial Statements
- --------------------------------------------------------------------------------


COVA VARIABLE ANNUITY ACCOUNT ONE

Notes to Financial Statements

December 31, 1997 and 1996
- --------------------------------------------------------------------------------


(1)  Organization

     Cova  Variable  Annuity  Account One (the  Separate  Account) is a separate
     investment account established by a resolution of the Board of Directors of
     Cova Financial Services Life Insurance Company (Cova). The Separate Account
     operates as a Unit  Investment  Trust under the  Investment  Company Act of
     1940.

     The Separate Account is divided into sub-accounts,  with the assets of each
     sub-account  invested in the Cova  Series  Trust  (Trust),  the Lord Abbett
     Series Fund, Inc. (Fund) or General  American  Capital Company (GACC).  The
     Trust consists of eighteen  portfolios of which five portfolios are managed
     by Van Kampen American Capital Investment  Advisory Corp., four are managed
     by  Lord,  Abbett  & Co.,  five  are  managed  by  J.P.  Morgan  Investment
     Management,  Inc., and four are managed by Mississippi  Advisors,  Inc. The
     Trust  portfolios  available for investment are the Quality  Income,  Money
     Market,  High  Yield,  Stock  Index,  Growth and  Income,  Bond  Debenture,
     Developing Growth,  Large Cap Research,  Mid-Cap Value, Quality Bond, Small
     Cap Stock, Large Cap Stock, Select Equity,  International Equity, Balanced,
     Small Cap Equity,  Equity Income,  and Growth and Income Equity portfolios.
     The Fund has one portfolio available for investment,  the Growth and Income
     portfolio.  GACC has one  portfolio  available  for  investment,  the Money
     Market  portfolio.  Not all  portfolios  of the Trust,  Fund,  and GACC are
     available for  investment  depending  upon the nature and specific terms of
     the different  contracts currently being offered for sale. The Trust, Fund,
     and GACC are all diversified,  open-end,  management  investment  companies
     which are intended to meet differing investment objectives.

     The Trust Developing  Growth,  Trust Large Cap Research,  and Trust Mid-Cap
     Value  sub-accounts  commenced  operations  on August 20,  1997.  The Trust
     Balanced, Trust Small Cap Equity, Trust Equity Income, and Trust Growth and
     Income Equity sub-accounts commenced operations on July 1, 1997.

     The assets and  liabilities  of the Fund Global  Equity  Portfolio and Fund
     Global  Equity  sub-account  were  transferred  to the Trust  International
     Portfolio and Trust International  Equity sub-accounts in accordance with a
     substitution order. The Fund Global Equity sub-account ceased operations on
     April 18, 1997.

     In order to satisfy  diversification  requirements  and provide for optimum
     policyholder returns, Cova has made periodic contributions to the Trust and
     Fund to provide for the initial purchases of investments.  In return,  Cova
     has been  credited  with  accumulation  units of the Separate  Account.  As
     additional funds are received through policyholder  deposits,  Cova has, at
     its discretion and without adversely impacting the investment operations of
     the Trust and Fund,  removed its capital investment in the Separate Account
     by liquidating  accumulation  units.  Cova contributed  approximately  $0.3
     million and $35.5 million in 1997 and 1996,  respectively,  to the Separate
     Account  of  which,  after  subsequent  redemptions,  net of  realized  and
     unrealized  gains and losses on  investments,  approximately  $0.3  million
     remains as of December 31, 1997.


(2)  Significant Accounting Policies

     (a)  Investment Valuation

     Investments  in shares of the  Trust,  Fund,  and GACC are  carried  in the
     statement of assets and  liabilities  at the  underlying net asset value of
     the Trust, Fund, and GACC. The net asset value of the Trust, Fund, and GACC
     has been  determined  on the market  value basis and is valued daily by the
     Trust,  Fund, and GACC investment  managers.  Realized gains and losses are
     calculated by the average cost method.

     (b)  Reinvestment of Dividends

     With the exception of GACC,  dividends  received from net investment income
     and net realized  capital gains are reinvested in additional  shares of the
     portfolio of the Trust or Fund making the  distribution or, at the election
     of the  Separate  Account,  received in cash.  Dividends  and capital  gain
     distributions are recorded as income on the ex-dividend date.

     GACC follows the Federal income tax practice known as consent  dividending,
     whereby  substantially  all of its net  investment  income and net realized
     capital gains are deemed to be passed through to the Separate Account. As a
     result,  GACC does not distribute  any dividends or capital  gains.  During
     December of each year,  accumulated  investment income and capital gains of
     the  underlying  GACC  funds  are  allocated  to the  Separate  Account  by
     increasing  the cost basis and  recognizing  a capital gain in the Separate
     Account.

     (c)  Federal Income Taxes

     Operations of the Separate Account form a part of Cova, which is taxed as a
     Life  Insurance  Company  under the Internal  Revenue  Code  (Code).  Under
     current provisions of the Code, no Federal income taxes are payable by Cova
     with respect to earnings of the Separate Account.

     Under the  principles  set forth in  Internal  Revenue  Ruling  81-225  and
     Section 817(h) of the Code and regulations  thereunder,  Cova believes that
     it will be  treated  as the owner of the assets  invested  in the  Separate
     Account for Federal income tax purposes,  with the result that earnings and
     gains, if any, derived from those assets will not be included in a contract
     owner's gross income until amounts are withdrawn or received pursuant to an
     Optional Payment Plan.

     (d)  Annuity Reserves

     Annuity reserves are computed for currently payable contracts  according to
     the 1983  Mortality  Table.  The assumed  interest  rate is 3%.  Charges to
     annuity  reserves for mortality and expense risks experience are reimbursed
     to Cova if the reserves  required are less than  originally  estimated.  If
     additional  reserves are required,  Cova  reimburses  the variable  annuity
     account. The 1997 charges were not material.


(3)  Contract Fees

     There are no deductions  made from purchase  payments for sales fees at the
     time of purchase.  However,  if all or a portion of the  contract  value is
     withdrawn,  a withdrawal  fee is calculated  and deducted from the contract
     value.  The withdrawal  fee is imposed on  withdrawals  of contract  values
     attributable  to purchase  payments  within five years after receipt and is
     equal to 5% of the purchase  payment  withdrawn.  After the first  contract
     anniversary,  provided that the contract value prior to withdrawal  exceeds
     $5,000,  an owner may make a withdrawal  each contract year of up to 10% of
     the aggregate purchase payments free from withdrawal fees.

     An annual contract  maintenance fee of $30 is imposed on all contracts with
     contract  values less than  $50,000 on their  policy  anniversary.  The fee
     covers the cost of contract  administration  for the  previous  year and is
     prorated between the sub-accounts to which the contract value is allocated.

     Subject to certain  restrictions,  the contract owner may transfer all or a
     part of the  accumulated  value of the  contract  among  other  offered and
     available  account options of the Separate Account and fixed rate annuities
     of Cova. If more than 12 transfers  have been made in the contract  year, a
     transfer fee of $25 per transfer or, if less, 2% of the amount transferred,
     will be deducted from the account value. If the owner is  participating  in
     the Dollar Cost  Averaging  program,  such related  transfers are not taken
     into account in determining any transfer fee.

     For the year ended  December 31,  1997,  withdrawal  and  account  transfer
     charges of  approximately  $113 thousand and contract  maintenance  fees of
     approximately  $317 thousand were deducted from the contract  values in the
     Separate Account.

     Mortality  and  expense  risks  assumed  by Cova are  compensated  by a fee
     equivalent  to an  annual  rate of 1.25% of the  value of net  assets.  The
     mortality  risks assumed by Cova arise from its  contractual  obligation to
     make annuity payments after the annuity date for the life of the annuitant,
     and to waive the  withdrawal  fee in the event of the death of the contract
     owner.

     In addition,  the Separate Account bears certain  administration  expenses,
     which are  equivalent  to an annual rate of .15% of net assets.  These fees
     cover the cost of  establishing  and maintaining the contracts and Separate
     Account.

     Cova currently advances any premium taxes due at the time purchase payments
     are made and then deducts premium taxes from the contract value at the time
     annuity  payments  begin,  or upon withdrawal if Cova is unable to obtain a
     refund.  Cova,  however,  reserves the right to deduct  premium  taxes when
     incurred.

(4)  Gain (Loss) on Investments

     The table below  summarizes the realized and change in unrealized gains and
     losses on investments.
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------------------
                                                                                                          1997      1996
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                  (in thousands of dollars)
        Realized gain (loss) on investments:

              Trust Quality Income Portfolio:
<S>                                                                                                 <C>             <C>   
                 Aggregate proceeds from sales                                                      $    33,851     13,850
                 Aggregate cost of redemptions                                                           33,348     13,806
- ---------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $       503         44
- ---------------------------------------------------------------------------------------------------------------------------
              Trust Money Market Portfolio:
                 Aggregate proceeds from sales                                                           63,852     36,177
                 Aggregate cost of redemptions                                                           63,852     36,177
- ---------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $         -          -
- ---------------------------------------------------------------------------------------------------------------------------
              Trust High Yield Portfolio:
                 Aggregate proceeds from sales                                                           27,472     22,909
                 Aggregate cost of redemptions                                                           26,637     23,078
- ---------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain (loss) on investments                                               $       835       (169)
- ---------------------------------------------------------------------------------------------------------------------------
              Trust Stock Index Portfolio:
                 Aggregate proceeds from sales                                                           55,951     21,062
                 Aggregate cost of redemptions                                                           40,242     17,170
- ---------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $    15,709      3,892
- ---------------------------------------------------------------------------------------------------------------------------


                                                                                                          1997      1996
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                  (in thousands of dollars)
        Realized gain (loss) on investments:

              Trust Growth and Income Portfolio:
                 Aggregate proceeds from sales                                                      $     4,135      1,508
                 Aggregate cost of redemptions                                                            3,229      1,344
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $       906        164
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Bond Debenture Portfolio:
                 Aggregate proceeds from sales                                                              646        635
                 Aggregate cost of redemptions                                                              619        622
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $        27         13
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Developing Growth Portfolio:
                 Aggregate proceeds from sales                                                                -
                 Aggregate cost of redemptions                                                                -        N/A
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $         -
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Large Cap Research Portfolio:
                 Aggregate proceeds from sales                                                                1
                 Aggregate cost of redemptions                                                                1        N/A
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $         -
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Mid-Cap Value Portfolio:
                 Aggregate proceeds from sales                                                                -
                 Aggregate cost of redemptions                                                                -        N/A
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $         -
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Quality Bond Portfolio:
                 Aggregate proceeds from sales                                                            3,837      2,991
                 Aggregate cost of redemptions                                                            3,786      2,947
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $        51         44
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Small Cap Stock Portfolio:
                 Aggregate proceeds from sales                                                              513      1,882
                 Aggregate cost of redemptions                                                              467      1,835
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $        46         47
- ---------------------------------------------------------------------------------------------------------------------------


                                                                                                          1997      1996
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                  (in thousands of dollars)
        Realized gain (loss) on investments:

              Trust Large Cap Stock Portfolio:
                 Aggregate proceeds from sales                                                      $     7,686      1,423
                 Aggregate cost of redemptions                                                            6,018      1,338
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $     1,668         85
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Select Equity Portfolio:
                 Aggregate proceeds from sales                                                              305      1,680
                 Aggregate cost of redemptions                                                              275      1,697
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain (loss) on investments                                               $        30        (17)
- ---------------------------------------------------------------------------------------------------------------------------

              Trust International Equity Portfolio:
                 Aggregate proceeds from sales                                                              616      4,568
                 Aggregate cost of redemptions                                                              601      4,496
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $        15         72
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Balanced Portfolio:
                 Aggregate proceeds from sales                                                               38
                 Aggregate cost of redemptions                                                               37        N/A
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $         1
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Small Cap Equity Portfolio:
                 Aggregate proceeds from sales                                                                2
                 Aggregate cost of redemptions                                                                2        N/A
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $         -
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Equity Income Portfolio:
                 Aggregate proceeds from sales                                                                3
                 Aggregate cost of redemptions                                                                3        N/A
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $         -
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Growth and Income Equity Portfolio:
                 Aggregate proceeds from sales                                                               34
                 Aggregate cost of redemptions                                                               33        N/A
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $         1
- ---------------------------------------------------------------------------------------------------------------------------



                                                                                                          1997      1996
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                  (in thousands of dollars)
        Realized gain (loss) on investments:

              Fund Growth and Income Portfolio:
                 Aggregate proceeds from sales                                                      $     3,701      2,696
                 Aggregate cost of redemptions                                                            2,859      2,164
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $       842        532
- ---------------------------------------------------------------------------------------------------------------------------

              Fund Global Equity Portfolio:
                 Aggregate proceeds from sales                                                            2,353        372
                 Aggregate cost of redemptions                                                            2,389        329
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain (loss) on investments                                               $       (36)        43
- ---------------------------------------------------------------------------------------------------------------------------

              GACC Money Market Portfolio:
                 Aggregate proceeds from sales                                                            2,883          6
                 Aggregate cost of redemptions                                                            2,828          6
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net realized gain on investments                                                      $        55          -
- ---------------------------------------------------------------------------------------------------------------------------

        Net change in unrealized gain (loss) on investments:

              Trust Quality Income Portfolio:
                 End of period                                                                            1,302        935
                 Beginning of period                                                                        935      1,469
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain (loss) on investments                                   $       367       (534)
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Money Market Portfolio:
                 End of period                                                                                -          -
                 Beginning of period                                                                          -          -
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $         -          -
- ---------------------------------------------------------------------------------------------------------------------------

              Trust High Yield Portfolio:
                 End of period                                                                              842        491
                 Beginning of period                                                                        491       (461)
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $       351        952
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Stock Index Portfolio:
                 End of period                                                                           25,000     20,271
                 Beginning of period                                                                     20,271     10,976
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $     4,729      9,295
- ---------------------------------------------------------------------------------------------------------------------------



                                                                                                          1997      1996
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                  (in thousands of dollars)
        Net change in unrealized gain (loss) on investments:

              Trust Growth and Income Portfolio:
                 End of period                                                                      $    10,887      4,202
                 Beginning of period                                                                      4,202      1,636
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $     6,685      2,566
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Bond Debenture Portfolio:
                 End of period                                                                            1,958        271
                 Beginning of period                                                                        271         - 
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $     1,687        271
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Developing Growth Portfolio:
                 End of period                                                                                7
                 Beginning of period                                                                          -        N/A
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $         7
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Large Cap Research Portfolio:
                 End of period                                                                                6
                 Beginning of period                                                                          -        N/A
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $         6
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Mid-Cap Value Portfolio:
                 End of period                                                                               40
                 Beginning of period                                                                         -         N/A
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $        40
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Quality Bond Portfolio:
                 End of period                                                                              186         30
                 Beginning of period                                                                         30         - 
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $       156         30
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Small Cap Stock Portfolio:
                 End of period                                                                            6,523        533
                 Beginning of period                                                                        533         - 
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $     5,990        533
- ---------------------------------------------------------------------------------------------------------------------------



                                                                                                          1997      1996
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                  (in thousands of dollars)
        Net change in unrealized gain (loss) on investments:

              Trust Large Cap Stock Portfolio:
                 End of period                                                                      $     2,855      1,531
                 Beginning of period                                                                      1,531         - 
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $     1,324      1,531
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Select Equity Portfolio:
                 End of period                                                                           13,520      1,210
                 Beginning of period                                                                      1,210         - 
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $    12,310      1,210
- ---------------------------------------------------------------------------------------------------------------------------

              Trust International Equity Portfolio:
                 End of period                                                                            1,309        796
                 Beginning of period                                                                        796         - 
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $       513        796
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Balanced Portfolio:
                 End of period                                                                                -
                 Beginning of period                                                                          -        N/A
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $         -
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Small Cap Equity Portfolio:
                 End of period                                                                               (5)
                 Beginning of period                                                                          -        N/A
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized loss on investments                                          $        (5)
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Equity Income Portfolio:
                 End of period                                                                               21
                 Beginning of period                                                                          -        N/A
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $        21
- ---------------------------------------------------------------------------------------------------------------------------

              Trust Growth and Income Equity Portfolio:
                 End of period                                                                               18
                 Beginning of period                                                                          -        N/A
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $        18
- ---------------------------------------------------------------------------------------------------------------------------



                                                                                                          1997      1996
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                  (in thousands of dollars)
        Net change in unrealized gain (loss) on investments:

              Fund Growth and Income Portfolio:
                 End of period                                                                      $    87,861     46,489
                 Beginning of period                                                                     46,489     22,469
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $    41,372     24,020
- ---------------------------------------------------------------------------------------------------------------------------

              Fund Global Equity Portfolio:
                 End of period                                                                                -          1
                 Beginning of period                                                                          1        152
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized loss on investments                                          $        (1)      (151)
- ---------------------------------------------------------------------------------------------------------------------------

              GACC Money Market Portfolio:
                 End of period                                                                               46          6
                 Beginning of period                                                                          6          -
- ---------------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------------
              Net change in unrealized gain on investments                                          $        40          6
- ---------------------------------------------------------------------------------------------------------------------------

</TABLE>




<TABLE>
<CAPTION>
COVA VARIABLE ANNUITY ACCOUNT ONE

Notes to Financial Statements

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

(5)  UNIT TRANSACTIONS

     The change in the number of units resulting from account transactions is as
follows:

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

                                                                                                         Cova SeTrust

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

                           Quality    Money      High    Stock    Growth and  Bond     DevelopinLarge CapMid-Cap  Quality
                            Income    Market    Yield    Index    Income     Debenture  Growth  Research Value     Bond

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

Accumulation phase:

<S>                     <C>  <C>       <C>       <C>                <C>                                                    
Balance at December 31, 1995 2,690,633 2,987,132 1,870,2325,436,980 1,342,833      N/A      N/A      N/A      N/A       N/A

   Contributions by Cova          -         -         -        -        -     50,000                              500,000
   Redemptions by Cova            -         -         -        -        -    (50,000)                             (294,154)
   Units sold               106,671  3,772,567   98,690  216,989  180,267    360,638                               98,567
   Units redeemed          (280,149) (259,281) (113,437)(283,639) (59,321)   (10,552)                              (2,065)
   Units transferred        817,805  (3,915,492)145,699 (689,475) 442,117    309,577                              206,482
- --------------------------------------------------------------------------------------------------------------------------

Balance at December 31, 1996  334,960 2,584,926 2,001,1844,680,855 1,905,896  659,663      N/A      N/A      N/A   508,830

   Contributions by Cova          -         -         -        -        -          -   10,000   10,000   10,000         -
   Redemptions by Cova            -         -         -        -        -          -        -        -        -   (205,846)
   Units sold                33,059  3,712,455   36,057  125,947  130,796    715,126   47,968   36,718   45,300   256,670
   Units redeemed          (623,489) (683,810) (135,503)(654,828) (101,374)  (79,865)    (322)    (274)  (2,730)  (67,027)
   Units transferred        186,523  (3,871,127(492,448)(604,754) 262,932    2,650,173 91,012   78,115   141,816  940,454

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

Balance at December 31, 1992,931,053 1,742,444 1,409,2903,547,220 2,198,250  3,945,097 148,658  124,559  194,386  1,433,081
- --------------------------------------------------------------------------------------------------------------------------

Annuity phase:

   Balance at December 31, 1996 N/A       N/A       N/A      N/A      N/A        N/A      N/A      N/A      N/A       N/A

   Units sold                 8,913     4,793     2,641    4,293    1,875          -        -        -        -         -
   Units redeemed              (844)     (231)     (412)    (196)     (72)         -        -        -        -         -
- --------------------------------------------------------------------------------------------------------------------------

Balance at December 31, 1997  8,069     4,562     2,229    4,097    1,803        N/A      N/A      N/A      N/A       N/A
- --------------------------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------





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

                                                                               Lord Abbett

- ---------------------------------------------------------------------------
                                  Interna-          Small          Growth anSeries Fund, Inc.   GACC
   Small Cap Large Cap  Select    tional             Cap   Equity   Income  Growth andGlobal    Money
    Stock     Stock     Equity    Equity    BalancedEquity Income  Equity    Income   Equity   Market

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


<S>    <C>   <C>        <C>       <C>         <C>     <C>     <C>      <C>  <C>       <C>       <C>   
       N/A        N/A       N/A       N/A     N/A     N/A     N/A      N/A  8,947,108 172,206      N/A

   500,000   1,500,000  500,000   500,000                                          -        -        -
   (500,000) (367,586) (500,000) (500,000)                                         -        -        -
   580,659     76,199  1,024,461  550,620                                   1,374,562  15,160    8,787
    (6,730)      (522)  (11,729)   (5,835)                                  (587,874) (21,479)     (96)
   663,476    181,515  1,031,791  762,107                                   1,998,505 (11,278)  26,273
- -------------------------------------------------------------------------------------------------------

   1,237,405 1,389,606 2,044,523 1,306,892    N/A     N/A     N/A      N/A  11,732,301154,609   34,964

         -          -         -         -     100     100     100      100         -        -        -
         -   (1,132,414)      -         -    (100)   (100)   (100)    (100)        -        -        -
   786,201    538,054  1,538,506  974,793   17,711  10,694 17,814   46,324  1,642,859     350  509,800
   (90,427)   (36,558) (116,499) (107,953)  (2,450)     -     (56)  (4,084) (816,777)  (7,330) (29,528)
   2,007,064  715,241  3,437,076 3,266,860  22,818  15,454 31,967   79,433  3,230,021 (147,629)(204,185)
- -------------------------------------------------------------------------------------------------------

   3,940,243 1,473,929 6,903,606 5,440,592  38,079  26,148 49,725  121,673  15,788,404      -  311,051
- -------------------------------------------------------------------------------------------------------


       N/A        N/A       N/A       N/A     N/A     N/A     N/A      N/A       N/A      N/A      N/A

       804      3,384     3,617       822       -       -       -        -    28,068        -        -
       (31)      (356)     (380)      (32)      -       -       -        -    (2,022)       -        -
- -------------------------------------------------------------------------------------------------------

       773      3,028     3,237       790     N/A     N/A     N/A      N/A    26,046      N/A      N/A
- -------------------------------------------------------------------------------------------------------
</TABLE>



COVA FINANCIAL SERVICES
LIFE INSURANCE COMPANY AND SUBSIDIARIES
(a wholly owned subsidiary of Cova Corporation)

Consolidated Financial Statements

December 31, 1997, 1996, and 1995

(With Independent Auditors' Report Thereon)



                          INDEPENDENT AUDITORS' REPORT

     The Board of Directors and Shareholder
     Cova Financial Services Life Insurance Company:

     We have  audited  the  accompanying  consolidated  balance  sheets  of Cova
     Financial  Services Life Insurance Company and subsidiaries (a wholly owned
     subsidiary of Cova  Corporation)  (the Company) as of December 31, 1997 and
     1996,  and the related  consolidated  statements  of income,  shareholder's
     equity,  and cash flows for the years ended December 31, 1997 and 1996, and
     the period from June 1, 1995 to December 31, 1995 (Successor periods),  and
     the period from January 1, 1995 to May 31, 1995 (Predecessor period). These
     consolidated  financial  statements are the responsibility of the Company's
     management.   Our   responsibility  is  to  express  an  opinion  on  these
     consolidated financial statements based on our audits.

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

     In our opinion,  the consolidated  financial  statements  referred to above
     present fairly, in all material  respects,  the financial  position of Cova
     Financial  Services Life Insurance  Company and subsidiaries as of December
     31, 1997 and 1996, and the results of their operations and their cash flows
     for the Successor periods, in conformity with generally accepted accounting
     principles.  Also, in our opinion, the Predecessor  consolidated  financial
     statements present fairly, in all material  respects,  the results of their
     operations and their cash flows for the Predecessor  period   in conformity
     with generally accepted accounting principles.

     As discussed in note 1 to the consolidated financial statements,  effective
     June 1, 1995, the predecessor to Cova Corporation,  a subsidiary of General
     American Life Insurance  Company,  acquired all of the outstanding stock of
     Cova Financial  Services Life Insurance  Company in a business  combination
     accounted  for  as  a  purchase.  As  a  result  of  the  acquisition,  the
     consolidated  financial  information  for  the  periods  subsequent  to the
     acquisition is presented on a different cost basis than that for the period
     prior to the acquisition and, therefore, is not comparable.


     Chicago, Illinois
     March 5, 1998



<TABLE>
<CAPTION>
COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
AND SUBSIDIARIES
(a wholly owned subsidiary of Cova Corporation)

Consolidated Balance Sheets

December 31, 1997 and 1996

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

                              ASSETS                                                         1997         1996
- -------------------------------------------------------------------------------------------------------------------
                                                                                              (in thousands)

Investments:

    Debt securities available for sale, at fair value (cost of

<S>                                                                                    <C>                 <C>    
       $1,269,362 in 1997 and $952,824 in 1996)                                        $    1,280,247      949,611
    Mortgage loans, net of allowance for potential loan loss
       of $237 in 1997 and $88 in 1996                                                        348,206      244,103
    Policy loans                                                                               24,228       22,336
    Short-term investments, at fair value                                                       -            4,404
- -------------------------------------------------------------------------------------------------------------------

Total investments                                                                           1,652,681    1,220,454
- -------------------------------------------------------------------------------------------------------------------

Cash and cash equivalents - interest-bearing                                                   12,910       38,322
Cash - noninterest-bearing                                                                      3,666        5,501
Receivable from sale of securities                                                              1,870        1,064
Accrued investment income                                                                      20,602       15,011
Deferred policy acquisition costs                                                              84,326       49,833
Present value of future profits                                                                41,486       46,389
Goodwill                                                                                       19,717       20,849
Federal and state income taxes recoverable                                                      -            1,461
Deferred tax benefits, net                                                                      7,933       13,537
Receivable from OakRe                                                                       1,544,567    1,973,813
Reinsurance receivables                                                                         9,293        3,504
Other assets                                                                                    2,184        2,205
Separate account assets                                                                     1,108,125      641,871
- -------------------------------------------------------------------------------------------------------------------

Total assets                                                                           $    4,509,360    4,033,814
- -------------------------------------------------------------------------------------------------------------------
</TABLE>


See accompanying notes to consolidated financial statements.

<TABLE>
<CAPTION>
COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
AND SUBSIDIARIES
(a wholly owned subsidiary of Cova Corporation)

Consolidated Balance Sheets

December 31, 1997 and 1996

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

        LIABILITIES AND SHAREHOLDER'S EQUITY                                                1997         1996
- ------------------------------------------------------------------------------------------------------------------
                                                                                             (in thousands)

Liabilities:

<S>                                                                                   <C>               <C>      
    Policyholder deposits                                                             $    3,098,287    3,135,325
    Future policy benefits                                                                    38,361       32,342
    Payable on purchase of securities                                                          7,261       15,978
    Federal and state income taxes payable                                                     1,312        -
    Accounts payable and other liabilities                                                    21,912       19,764
    Future purchase price payable to OakRe                                                    12,173       16,051
    Guaranty fund assessments                                                                  9,700       12,409
    Separate account liabilities                                                           1,107,816      626,901
- ------------------------------------------------------------------------------------------------------------------

Total liabilities                                                                          4,296,822    3,858,770
- ------------------------------------------------------------------------------------------------------------------


Shareholder's equity:

    Common stock, $2 par value.  Authorized
       5,000,000 shares; issued and outstanding

       2,899,446 shares in 1997 and 1996                                                       5,799        5,799
    Additional paid-in capital                                                               191,491      166,491
    Retained earnings                                                                         12,516        3,538
    Net unrealized appreciation (depreciation)

       on securities, net of tax                                                               2,732         (784)
- ------------------------------------------------------------------------------------------------------------------

Total shareholder's equity                                                                   212,538      175,044
- ------------------------------------------------------------------------------------------------------------------

Total liabilities and shareholder's equity                                            $    4,509,360    4,033,814
- ------------------------------------------------------------------------------------------------------------------
</TABLE>



<TABLE>
<CAPTION>
COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
AND SUBSIDIARIES
(a wholly owned subsidiary of Cova Corporation)

Consolidated Statements of Income

Years ended December 31, 1997, 1996, and 1995

- ---------------------------------------------------------------------------------------------------------------------------
                                                                                 The Company                  Predecessor
                                                                 ----------------------------------------------------------
                                                                                         Seven months         Five months
                                                                                             ended               ended
                                                                                         December 31,           May 31,
                                                                    1997       1996        1995                 1995
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                      (in thousands)

Revenues:

<S>                                                            <C>               <C>             <C>               <C>  
    Premiums                                                   $      9,368      3,154           921               1,097
    Net investment income                                           111,661     70,629        24,188              92,486
    Net realized gains (losses) on sales of

       investments                                                      563        472         1,324             (12,414)
    Separate account fees                                            12,455      7,205         2,957               1,818
    Other income                                                      2,400      1,320           725               1,037
- ---------------------------------------------------------------------------------------------------------------------------

Total revenues                                                      136,447     82,780        30,115              84,024
- ---------------------------------------------------------------------------------------------------------------------------

Benefits and expenses:

    Interest on policyholder deposits                                81,129     50,100        17,706              97,867
    Current and future policy benefits                               11,496      5,130         1,785               1,830
    Operating and other expenses                                     19,208     14,573         7,126              12,777
    Amortization of purchased

       intangible assets                                              3,668      2,332         3,030               -
    Amortization of deferred acquisition
       costs                                                          6,307      4,389           100              11,157
- ---------------------------------------------------------------------------------------------------------------------------

Total benefits and expenses                                         121,808     76,524        29,747             123,631
- ---------------------------------------------------------------------------------------------------------------------------

Income (loss) before income taxes                                    14,639      6,256           368             (39,607)
- ---------------------------------------------------------------------------------------------------------------------------

Income tax expense (benefit):

    Current                                                           1,951      1,740         1,011             (16,404)
    Deferred                                                          3,710        915          (580)              6,340
- ---------------------------------------------------------------------------------------------------------------------------

Total income tax expense (benefit)                                    5,661      2,655           431             (10,064)
- ---------------------------------------------------------------------------------------------------------------------------

Net income (loss)                                              $      8,978      3,601           (63)            (29,543)
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>


See accompanying notes to consolidated financial statements.




<TABLE>
<CAPTION>
COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
AND SUBSIDIARIES
(a wholly owned subsidiary of Cova Corporation)

Consolidated Statements of Shareholder's Equity

Years ended December 31, 1997, 1996, and 1995

- ----------------------------------------------------------------------------------------------------------------------------
                                                                                    The Company                Predecessor
                                                                      ------------------------------------------------------
                                                                                            Seven months       Five months
                                                                                               ended              ended
                                                                                            December 31,         May 31,
                                                                        1997      1996        1995               1995
- ----------------------------------------------------------------------------------------------------------------------------
                                                                                         (in thousands)

Common stock, balance at beginning

<S>                                                                 <C>             <C>          <C>               <C>  
    and end of period                                               $     5,799     5,799        5,799             5,799
- ----------------------------------------------------------------------------------------------------------------------------

Additional paid-in capital:

    Balance at beginning of period                                      166,491   129,586      137,749           136,534
    Adjustment to reflect purchase acquisition
      indicated in note 2                                                 -         -          (52,163)            -
    Capital contribution                                                 25,000    36,905       44,000             1,215
- ----------------------------------------------------------------------------------------------------------------------------

Balance at end of period                                                191,491   166,491      129,586           137,749
- ----------------------------------------------------------------------------------------------------------------------------

Retained earnings (deficit):

    Balance at beginning of period                                        3,538       (63)     (36,441)            1,506
    Adjustment to reflect purchase acquisition
      indicated in note 2                                                 -         -           36,441             -
    Net income (loss)                                                     8,978     3,601          (63)          (29,543)
    Dividends to shareholder                                              -         -            -                (8,404)
- ----------------------------------------------------------------------------------------------------------------------------

Balance at end of period                                                 12,516     3,538          (63)          (36,441)
- ----------------------------------------------------------------------------------------------------------------------------

Net unrealized appreciation (depreciation) of securities:

      Balance at beginning of period                                       (784)    2,764      (28,837)          (65,228)
      Adjustment to reflect purchase acquisition
         indicated in note 2                                              -         -           28,837             -
      Change in unrealized appreciation (depreciation)
         of debt and equity securities                                   14,077   (13,915)      10,724           178,010
      Change in deferred Federal income taxes                            (1,893)    1,910       (1,489)          (18,458)
      Change in deferred acquisition costs                               (5,342)    1,561        -              (123,161)
      Change in present value of future profits

         attributable to unrealized losses (gains)                       (3,326)    6,896       (6,471)            -
- ----------------------------------------------------------------------------------------------------------------------------

Balance at end of period                                                  2,732      (784)       2,764           (28,837)
- ----------------------------------------------------------------------------------------------------------------------------

Total shareholder's equity                                          $   212,538   175,044      138,086            78,270
- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>


See accompanying notes to consolidated financial statements.




<TABLE>
<CAPTION>
COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
AND SUBSIDIARIES
(a wholly owned subsidiary of Cova Corporation)

Consolidated Statements of Cash Flows

Years ended December 31, 1997, 1996, and 1995

- ----------------------------------------------------------------------------------------------------------------------------
                                                                                The Company                   Predecessor
                                                                 -----------------------------------------------------------
                                                                                          Seven months        Five months
                                                                                             ended               ended
                                                                                          December 31,          May 31,
                                                                    1997       1996         1995                1995
- ----------------------------------------------------------------------------------------------------------------------------
                                                                                       (in thousands)

Cash flows from operating activities:

<S>                                                            <C>               <C>          <C>                <C>    
    Interest and dividend receipts                             $    109,731      68,622       18,744             131,439
    Premiums received                                                 9,579       3,154          921               1,097
    Insurance and annuity benefit payments                           (5,219)     (3,729)      (2,799)             (1,809)
    Operating disbursements                                         (21,839)    (17,158)     (10,480)             (9,689)
    Taxes on income refunded (paid)                                     970      (3,016)          60              48,987
    Commissions and acquisition costs paid                          (55,067)    (36,735)     (17,456)            (23,872)
    Separate account charges                                         12,455       7,205        2,957               1,818
    Other                                                            (1,429)        937          529               1,120
    ------------------------------------------------------------------------------------------------------------------------

Net cash provided by (used in) operating activities                  49,181      19,280       (7,524)            149,091
- ----------------------------------------------------------------------------------------------------------------------------

Cash flows from investing activities:

    Cash used for the purchase of investment securities            (809,814)   (715,274)    (875,996)           (575,891)
    Proceeds from investment securities sold and matured            382,783     262,083      253,814           2,885,053
    Other                                                            15,400     (14,166)         179              (8,557)
- ----------------------------------------------------------------------------------------------------------------------------

Net cash provided by (used in) investing activities                (411,631)   (467,357)    (622,003)          2,300,605
- ----------------------------------------------------------------------------------------------------------------------------

Cash flows from financing activities:

    Policyholder deposits                                           841,174     446,784      132,752             130,660
    Transfers from (to) OakRe                                       637,168     574,010      628,481          (3,048,531)
    Transfer to separate accounts                                  (450,303)   (126,797)     (40,903)             (6,653)
    Return of policyholder deposits                                (597,425)   (491,025)    (436,271)           (290,586)
    Transfers to RGA                                               (120,411)      -            -                   -
    Dividends to shareholder                                          -           -            -                  (8,404)
    Capital contributions received                                   25,000      20,000       44,000               1,215
- ----------------------------------------------------------------------------------------------------------------------------

Net cash provided by (used in) financing activities                 335,203     422,972      328,059          (3,222,299)
- ----------------------------------------------------------------------------------------------------------------------------

Decrease in cash and cash equivalents                               (27,247)    (25,105)    (301,468)           (772,603)

Cash and cash equivalents at beginning of period                     43,823      62,256      363,724           1,136,327
CFLIC contributed cash (note 9)                                       -           6,672        -                   -
- ----------------------------------------------------------------------------------------------------------------------------

Cash and cash equivalents at end of period                     $     16,576      43,823       62,256             363,724
- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>

See accompanying notes to consolidated financial statements.

                                                                     (Continued)

<TABLE>
<CAPTION>
COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
AND SUBSIDIARIES
(a wholly owned subsidiary of Cova Corporation)

Consolidated Statements of Cash Flows

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

                                                                                The Company                   Predecessor
                                                                 -----------------------------------------------------------
                                                                                          Seven months        Five months
                                                                                             ended               ended
                                                                                          December 31,          May 31,
                                                                    1997       1996         1995                1995
- ----------------------------------------------------------------------------------------------------------------------------
                                                                                       (in thousands)

Reconciliation  of net income (loss) to net cash provided by (used in) operating
    activities:

<S>                                                            <C>                <C>            <C>             <C>     
      Net income (loss)                                        $      8,978       3,601          (63)            (29,543)
      Adjustments to reconcile net income (loss) to net
         cash provided by operating activities:
           Increase (decrease) in future policy benefits              6,019         680       (1,013)                 11
           Increase (decrease) in payables and accrued
              liabilities                                            (1,194)      2,900         (392)            (10,645)
           Decrease (increase) in accrued investment
              income                                                 (5,591)     (4,778)      (7,904)             32,010
           Amortization of intangible assets                          9,975       6,721        3,831              11,309
           Amortization and accretion of securities
              premiums and discounts                                  1,664       2,751          307               2,410
           Recapture commissions paid to OakRe                       (4,837)     (4,483)      (4,777)              -
           Net realized loss (gain) on sale of investments             (563)       (472)      (1,324)             12,414
           Interest accumulated on policyholder deposits             81,129      50,100       17,706              97,867
           Investment expenses paid                                   1,936       1,151          642               2,373
           Decrease (increase) in guaranty fund assessments           -           -             (104)              5,070
           Increase (decrease) in current and deferred
              Federal income taxes                                    5,917        (351)         491              38,923
           Separate account net loss (income)                        (2,637)     (2,008)           1                   1
           Commissions and expenses deferred                        (46,142)    (34,803)     (14,568)            (13,354)
           Other                                                     (5,473)     (1,729)        (357)                245
- ----------------------------------------------------------------------------------------------------------------------------

Net cash provided by (used in) operating activities            $     49,181      19,280       (7,524)            149,091
- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>


See accompanying notes to consolidated financial statements.




COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
AND SUBSIDIARIES
(a wholly owned subsidiary of Cova Corporation)

Notes to Consolidated Financial Statements

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

COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
AND SUBSIDIARIES
(a wholly owned subsidiary of Cova Corporation)

Notes to Consolidated Financial Statements

December 31, 1997, 1996, and 1995

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

 (1)    NATURE OF BUSINESS AND ORGANIZATION

              NATURE OF THE BUSINESS

        Cova Financial Services Life Insurance Company (CFSLIC) and subsidiaries
        (the Company),  formerly Xerox Financial Services Life Insurance Company
        (the Predecessor), market and service single premium deferred annuities,
        immediate annuities,  variable annuities,  and single premium whole-life
        insurance policies.  The Company is licensed to do business in 47 states
        and the District of Columbia.  Most of the  policies  issued  present no
        significant  mortality  nor  longevity  risk to the Company,  but rather
        represent  investment  deposits  by the  policyholders.  Life  insurance
        policies provide policy  beneficiaries with mortality benefits amounting
        to a multiple, which declines with age, of the original premium.

        Under  the  deferred  annuity  contracts,  interest  rates  credited  to
        policyholder deposits are guaranteed by the Company for periods from one
        to ten  years,  but in no case may  renewal  rates be less than 3%.  The
        Company may assess  surrender fees against  amounts  withdrawn  prior to
        scheduled  rate  reset  and  adjust  account  values  based  on  current
        crediting rates. Policyholders also may incur certain Federal income tax
        penalties on withdrawals.

        Although the Company markets its products through numerous distributors,
        including regional brokerage firms, national brokerage firms, and banks,
        approximately 73%, 66%, and 59% of the company's sales have been through
        two specific  brokerage  firms, A. G. Edwards & Sons,  Incorporated  and
        Edward Jones & Company in 1997, 1996, and 1995, respectively.

              ORGANIZATION

        Prior to June 1, 1995, Xerox Financial Services, Inc. (XFSI) owned 100%,
        or  2,899,446,  shares  of  the  Predecessor.  XFSI  is a  wholly  owned
        subsidiary of Xerox Corporation.

        On June 1, 1995, XFSI sold 100% of the issued and outstanding  shares of
        the Predecessor to Cova  Corporation,  a subsidiary of General  American
        Life  Insurance  Company  (GALIC),  a Missouri  domiciled life insurance
        company,  in exchange for approximately  $91.4 million in cash and $22.7
        million in future  payables.  In conjunction  with this  Agreement,  the
        Predecessor also entered into a financing  reinsurance  transaction with
        OakRe Life Insurance  Company (OakRe),  a subsidiary of the Predecessor,
        to assume the economic benefits and risks of the existing single premium
        deferred  annuity  deposits  (SPDAs)  of Cova  Financial  Services  Life
        Insurance Company, which had an aggregate carrying value at June 1, 1995
        of $2,982 million. In exchange, the Predecessor transferred specifically
        identified assets to OakRe with a market value at June 1, 1995 of $2,986
        million.  Ownership of OakRe was retained by XFSI subsequent to the sale
        of the Predecessor and other affiliates.  The "Receivable from OakRe" to
        the Company that was created by this transaction will be liquidated over
        the   remaining   crediting   rate   guaranty   periods  which  will  be
        substantially  expired in three  years,  by the  transfer of cash in the
        amount of the then current  account value,  less a recapture  commission
        fee to OakRe on policies  retained beyond their 30-day no-fee  surrender
        window by the Company,  upon the next  crediting rate reset date of each
        annuity  policy.  The  Company  may then  reinvest  that  cash for those
        policies that are retained and thereafter  assume the benefits and risks
        of those deposits.

        In the event that both OakRe and XFSI  default  on the  receivable,  the
        Company may draw funds from a standby bank irrevocable  letter of credit
        established  by XFSI in the amount of $500 million.  No funds were drawn
        on this letter of credit during the periods ending December 31, 1997 and
        1996.


COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
AND SUBSIDIARIES
(a wholly owned subsidiary of Cova Corporation)

Notes to Consolidated Financial Statements

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

        In substance,  terms of the agreement have allowed the seller,  XFSI, to
        retain substantially all of the existing financial benefits and risks of
        the  existing  business,  while  the  purchaser,   GALIC,  obtained  the
        corporate  operating and product licenses,  marketing and administrative
        capabilities  of  the  Company,  and  access  to  the  retention  of the
        policyholder  deposit base that persists  beyond the next crediting rate
        reset date.

        The  Company  owns 100% of the  outstanding  shares  of First  Cova Life
        Insurance Company (a New York domiciled  insurance  company) (FCLIC) and
        Cova Financial Life Insurance Company (a California  domiciled insurance
        company) (CFLIC). Ownership of Cova Financial Life Insurance Company was
        obtained on December 31, 1996,  as the result of a capital  contribution
        by  Cova  Corporation.   The  Company  has  presented  the  consolidated
        financial  position and results of operations for its subsidiaries  from
        the dates of actual ownership (see note 9).

 (2)    PURCHASE ACCOUNTING

        Upon closing the sale, the Company restated its financial  statements in
        accordance with "push down purchase accounting," which allocates the net
        purchase  price for the  Company and its then sole  subsidiary  FCLIC of
        $91.4  million  according to the fair values of the acquired  assets and
        liabilities,  including the estimated  present value of future  profits.
        These allocated  values were dependent upon policies in force and market
        conditions at the time of closing,  however,  these allocations were not
        finalized until 1996. The table below summarizes the final allocation of
        purchase price:

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------

                                                                                                             June 1, 1995

- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                             (in millions)

        Assets acquired:

<S>                                                                                                         <C>       
           Debt securities                                                                                  $     32.4
           Policy loans                                                                                           18.3
           Cash and cash equivalents                                                                             363.7
           Present value of future profits                                                                        47.4
           Goodwill                                                                                               20.5
           Deferred tax benefit                                                                                   24.9
           Receivable from OakRe                                                                               2,969.0
           Other assets                                                                                            5.9
           Separate account assets                                                                               332.7
- ---------------------------------------------------------------------------------------------------------------------------

                                                                                                               3,814.8

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

        Liabilities assumed:

           Policyholder deposits                                                                               3,299.2
           Future policy benefits                                                                                 27.2
           Future purchase price payable                                                                          22.7
           Deferred Federal income taxes                                                                          12.6
           Other liabilities                                                                                      29.0
           Separate account liabilities                                                                          332.7
- ---------------------------------------------------------------------------------------------------------------------------

                                                                                                               3,723.4

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

        Adjusted purchase price                                                                             $     91.4
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

        In addition to revaluing all material tangible assets and liabilities to
        their  respective  estimated market values as of the closing date of the
        sale,  the Company also recorded in its financial  statements the excess
        of cost over fair value of net assets acquired (goodwill) as well as the
        present  value of future  profits to be derived from the  purchased  and
        reinsured business. These amounts were determined in accordance with the
        purchase method of accounting.  This new basis of accounting resulted in
        an increase in shareholder's  equity of $13.1 million in 1995 reflecting
        the  application  of  push  down  purchase  accounting.   The  Company's
        consolidated  financial  statements  subsequent  to June 1, 1995 reflect
        this new basis of accounting.

        All  amounts  for the  period  ended  before  June 1,  1995 are  labeled
        "Predecessor" and are based on Predecessor historical costs. The periods
        ending on or after such date are labeled "the Company," and are based on
        the new cost  basis of the  Company  or fair  values at June 1, 1995 and
        subsequent results of operations.

 (3)    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

              DEBT SECURITIES

        Investments  in all debt  securities  with readily  determinable  market
        values are classified  into one of three  categories:  held to maturity,
        trading,  or available for sale.  Classification of investments is based
        on management's current intent. All debt securities at December 31, 1997
        and 1996 were classified as available for sale. Securities available for
        sale are carried at market  value,  with  unrealized  holding  gains and
        losses reported as a separate component of stockholder's  equity, net of
        deferred   effects  of  income  tax  and  related  effects  on  deferred
        acquisition costs and present value of future profits.

        Amortization   of  the   discount  or  premium   from  the  purchase  of
        mortgage-backed  bonds is recognized  using a  level-yield  method which
        considers  the  estimated  timing  and  amount  of  prepayments  of  the
        underlying mortgage loans. Actual prepayment  experience is periodically
        reviewed and effective  yields are recalculated  when differences  arise
        between  the   prepayments   previously   anticipated   and  the  actual
        prepayments received and currently  anticipated.  When such a difference
        occurs,  the net investment in the  mortgage-backed  bond is adjusted to
        the amount  that would have  existed  had the new  effective  yield been
        applied since the acquisition of the bond,  with a corresponding  charge
        or credit to interest income (the "retrospective method").

        A  realized  loss  is  recognized  and  charged  against  income  if the
        Company's   carrying   value   in  a   particular   investment   in  the
        available-for-sale  category has  experienced a  significant  decline in
        market value that is deemed to be other than temporary.

        Investment  income is recorded when earned.  Realized  capital gains and
        losses  on the  sale of  investments  are  determined  on the  basis  of
        specific  costs of  investments  and are  credited or charged to income.
        Gains or losses on financial future or option contracts which qualify as
        hedges  of  investments  are  treated  as  basis   adjustments  and  are
        recognized in income over the life of the hedged investments.

              MORTGAGE LOANS AND OTHER INVESTED ASSETS

        Mortgage  loans and policy loans are carried at their  unpaid  principal
        balances. Other invested assets are carried at lower of cost or market.

        Reserves  for loans are  established  when the Company  determines  that
        collection  of all amounts due under the  contractual  terms is doubtful
        and are calculated in conformity with Statement of Financial  Accounting
        Standards  (SFAS) No. 114,  Accounting by Creditors for  Impairment of a
        Loan, as amended by SFAS No. 118, Accounting by Creditors for Impairment
        of a Loan - Income Recognition and Disclosures.

              CASH AND CASH EQUIVALENTS

        Cash and cash equivalents include currency and demand deposits in banks,
        U.S.  Treasury bills,  money market accounts,  and commercial paper with
        maturities under 90 days, which are not otherwise restricted.

              SEPARATE ACCOUNT ASSETS

        The separate  account  investments are assigned to the  policyholders in
        the separate accounts,  and are not guaranteed or supported by the other
        general  investments  of the Company.  The Company  earns  mortality and
        expense  risk fees from the separate  accounts  and assesses  withdrawal
        charges in the event of early withdrawals.  Separate accounts assets are
        carried at fair value.

        In order to provide for optimum  policyholder  returns, and to allow for
        the  replication  of the  investment  performance  of existing  "cloned"
        mutual funds,  the Company has periodically  transferred  capital to the
        separate  account to provide for the initial  purchase of investments in
        new  portfolios.   As  additional   funds  have  been  received  through
        policyholder  deposits, the Company has periodically reduced its capital
        investment  in  the  separate   accounts.   As  of  December  31,  1997,
        approximately  $309,000  of  capital  investments  remained  within  the
        separate accounts.

              DEFERRED POLICY ACQUISITION COSTS

        The costs of  acquiring  new  business  which vary with and are directly
        related to the  production  of new  business,  principally  commissions,
        premium taxes, sales costs, and certain policy issuance and underwriting
        costs, are deferred. These deferred costs are amortized in proportion to
        estimated future gross profits derived from investment income,  realized
        gains and losses on sales of securities, unrealized securities gains and
        losses, interest credited to accounts,  surrender fees, mortality costs,
        and policy maintenance expenses.  The estimated gross profit streams are
        periodically   reevaluated  and  the  unamortized  balance  of  deferred
        acquisition  costs is adjusted to the amount that would have existed had
        the actual  experience and revised estimates been known and applied from
        the  inception of the  policies  and  contracts.  The  amortization  and
        adjustments resulting from unrealized gains and losses is not recognized
        currently in income but as an offset to the unrealized  gains and losses
        reflected as a separate component of equity. The amortization  period is
        the remaining  life of the  policies,  which is estimated to be 20 years
        from the date of original policy issue.

        The components of deferred policy acquisition costs are shown below. The
        effects on deferred policy  acquisition  costs of the  consolidation  of
        CFLIC (see note 9) with the Company are presented separately.

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------

                                                                                    The Company                Predecessor
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                 Seven            Five
                                                                                                months           months
                                                                                                 ended            ended
                                                                                             December 31,        May 31,
                                                                         1997       1996         1995             1995

                                                                                           (in thousands)

        Deferred policy acquisition costs,

<S>                                                                <C>             <C>            <C>             <C>    
           beginning of period                                     $    49,833     14,468         92,398          213,362
        Effects of push down purchase accounting                            -          -         (92,398)              -
        Commissions and expenses deferred                               46,142     34,803         14,568           13,354
        Amortization                                                    (6,307)    (4,389)          (100)         (11,157)
        Deferred policy acquisition costs attributable
           to unrealized (gains) losses                                 (5,342)     1,561             -          (123,161)
        Effects on deferred policy acquisition costs
           of CFLIC consolidation                                           -       3,390             -                -
- ---------------------------------------------------------------------------------------------------------------------------

        Deferred policy acquisition costs, end of period           $    84,326     49,833         14,468           92,398
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

              PURCHASE-RELATED INTANGIBLE ASSETS AND LIABILITIES

        In  accordance  with the  purchase  method of  accounting  for  business
        combinations,  two  intangible  assets and a future  payable  related to
        accrued purchase price consideration were established as of the purchase
        date.

              Present Value of Future Profits

        As of June 1, 1995, the Company  established  an intangible  asset which
        represents the "present value of future profits" to be derived from both
        the purchased and transferred blocks of business. Certain estimates were
        utilized in the computation of this asset including  estimates of future
        policy retention, investment income, interest credited to policyholders,
        surrender fees, mortality costs, and policy maintenance costs discounted
        at a pretax rate of 18% (12% net after tax).

        In  addition,  as the  Company  has the  option  of  retaining  its SPDA
        policies  after they reach their next  interest  rate reset date and are
        "recaptured" from OakRe, a component of this asset represents  estimates
        of future profits on recaptured  business.  This asset will be amortized
        in proportion to estimated  future gross profits derived from investment
        income,  realized  gains and losses on sales of  securities,  unrealized
        securities gains and losses,  interest  credited to accounts,  surrender
        fees,  mortality costs, and policy maintenance  expenses.  The estimated
        gross profit streams are  periodically  reevaluated  and the unamortized
        balance of  present  value of future  profits  will be  adjusted  to the
        amount  that would have  existed had the actual  experience  and revised
        estimates been known and applied from inception.  The  amortization  and
        adjustments   resulting  from  unrealized   gains  and  losses  are  not
        recognized  currently in income but as an offset to the unrealized gains
        and losses reflected as a separate component of equity. The amortization
        period is the remaining  life of the policies,  which is estimated to be
        20 years from the date of original policy issue.

        Based on current assumptions, amortization of the original in-force PVFP
        asset,  expressed as a percentage  of the original  in-force  asset,  is
        projected to be 5.3%,  4.3%,  4.4%,  4.7%,  and 4.7% for the years ended
        December  31,  1998  through  2002,  respectively.  Actual  amortization
        incurred  during  these  years  may be more or less as  assumptions  are
        modified to incorporate actual results.

        During 1996, the Company  adjusted its original  purchase  accounting to
        include a revised  estimate of the ultimate  renewal  (recapture)  rate.
        This  adjustment  resulted  in  a  reallocation  of  the  net  purchased
        intangible asset between present value of future profits,  goodwill, and
        the future payable.  This final  allocation and the resulting  impact on
        inception to date amortization was recorded,  in its entirety,  in 1996.
        No restatement of the June 1, 1995 opening balance sheet was made.

        The components of present value of future  profits are shown below.  The
        effects on present value of future profits of the consolidation of CFLIC
        (see note 9) with the Company are presented separately.

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                                   Seven
                                                                                                                  months
                                                                                                                   ended
                                                                                                               December 31,

                                                                                          1997        1996         1995
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                  (in thousands)

<S>                                                                                 <C>               <C>          <C>   
        Present value of future profits - beginning of period                       $     46,389      38,155       46,709
        Net amortization                                                                  (1,577)       (473)      (2,083)
        Present value of future profits attributable to

           unrealized (gains) losses                                                      (3,326)      6,896       (6,471)
        Adjustment due to revised push-down purchase accounting                               -          698           -
        Effects on present value of future profits of CFLIC consolidation                     -        1,113           -
- ---------------------------------------------------------------------------------------------------------------------------

        Present value of future profits - end of period                             $     41,486      46,389       38,155
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

              Goodwill

        Under  the  push-down  method  of  purchase  accounting,  the  excess of
        purchase price over the fair value of tangible and intangible assets and
        liabilities  acquired  is  established  as an asset and  referred  to as
        "goodwill."  The  Company  has  elected  to  amortize  goodwill  on  the
        straight-line  basis over a 20-year  period.  The components of goodwill
        are shown below.  The effects on goodwill of the  consolidation of CFLIC
        (see note 9) with the Company are presented separately.

<TABLE>
<CAPTION>
                                                                                                                 Seven
                                                                                                                  months
                                                                                                                   ended
                                                                                                               December 31,
                                                                                          1997        1996         1995
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                  (in thousands)

<S>                                                                                 <C>               <C>          <C>   
        Goodwill - beginning of period                                              $     20,849      23,358       24,060
        Amortization                                                                      (1,132)       (916)        (702)
        Adjustment due to revised push down purchase accounting                               -       (3,626)          -
        Effects on goodwill of CFLIC consolidation                                            -        2,033           -
- ---------------------------------------------------------------------------------------------------------------------------

        Goodwill - end of period                                                    $     19,717      20,849       23,358
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

              Future Payable

        Pursuant  to  the  financial   reinsurance  agreement  with  OakRe,  the
        receivable from OakRe becomes due in installments when the SPDA policies
        reach their next crediting rate reset date. For any recaptured  policies
        that continue in force into the next guarantee period,  the Company will
        pay a commission  to OakRe of 1.75% up to 40% of policy  account  values
        originally  reinsured  and  3.50%  thereafter.   On  policies  that  are
        recaptured and subsequently  exchanged to a variable annuity policy, the
        Company will pay a commission to OakRe of 0.50%.

        The Company has recorded a future  payable that  represents  the present
        value of the anticipated  future  commission  payments  payable to OakRe
        over  the  remaining  life  of  the  financial   reinsurance   agreement
        discounted  at an  estimated  borrowing  rate of 6.50%.  This  liability
        represents  a  contingent   purchase  price  payable  for  the  policies
        transferred  to OakRe on the  purchase  date and has been pushed down to
        the Company  through the financial  reinsurance  agreement.  The Company
        expects that this payable will be substantially extinguished by the year
        2000.

        The  components of this future  payable are shown below.  The effects on
        the future payable on the  consolidation  of CFLIC (see note 9) with the
        Company are presented separately.

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                                   Seven
                                                                                                                 months
                                                                                                                   ended
                                                                                                               December 31,
                                                                                          1997        1996         1995
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                  (in thousands)

<S>                                                                                 <C>               <C>          <C>   
        Future payable - beginning of period                                        $     16,051      23,967       27,797
        Interest added                                                                       959         943          947
        Payments to OakRe                                                                 (4,837)     (4,483)      (4,777)
        Adjustment due to revised push-down purchase accounting                               -       (5,059)          -
        Effects on future payable of CFLIC consolidation                                      -          683           -
- ---------------------------------------------------------------------------------------------------------------------------

        Future payable - end of period                                              $     12,173      16,051       23,967
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

              DEFERRED TAX ASSETS AND LIABILITIES

        XFSI and GALIC  agreed to file an election to treat the  acquisition  of
        the Company as an asset  acquisition  under the  provisions  of Internal
        Revenue Code Section 338(h)(10).  As a result of that election,  the tax
        basis  of the  Company's  assets  as of the  date  of  acquisition  were
        revalued  based upon fair market  values.  The  principal  effect of the
        election was to establish a tax asset on the tax-basis  balance sheet of
        approximately  $37.9 million for the value of the business acquired that
        is amortizable for tax purposes over ten to fifteen years.

              POLICYHOLDER DEPOSITS

        The Company  recognizes  its liability  for policy  amounts that are not
        subject  to  policyholder  mortality  nor  longevity  risk at the stated
        contract value, which is the sum of the original deposit and accumulated
        interest, less any withdrawals.  The average weighted interest crediting
        rate on the Company's  policyholder deposits as of December 31, 1997 was
        5.95%.

              FUTURE POLICY BENEFITS

        Reserves are held for future  annuity  benefits that subject the Company
        to risks to make payments  contingent upon the continued  survival of an
        individual or couple (longevity risk).  These reserves are valued at the
        present  value of estimated  future  benefits  discounted  for interest,
        expenses,  and mortality.  The assumed  mortality is the 1983 Individual
        Annuity  Mortality Tables  discounted at 5.50% to 8.50%,  depending upon
        year of issue.

        Current mortality  benefits payable are recorded for reported claims and
        estimates of amounts incurred but not reported.

              PREMIUM REVENUE

        The Company  recognizes  premium revenue at the time of issue on annuity
policies that subject it to longevity risks.

        The Company  currently  assesses no explicit life insurance  premium for
        its commitment to make payments in excess of its recorded liability that
        are contingent upon policyholder  mortality.  Benefits paid in excess of
        the recorded  liability are recognized  when incurred as the amounts are
        not material to the financial statements.

        Amounts  collected on policies not subject to any mortality or longevity
        risk are recorded as increases in the policyholder deposits liability.

              FEDERAL INCOME TAXES

        Prior to June 1, 1995 the revenues and expenses of the Predecessor  were
        included  in a  consolidated  Federal  income tax return with its parent
        company and other  affiliates.  Allocations of Federal income taxes were
        based upon separate return calculations.

        Subsequent to June 1, 1995, the Company files a consolidated  income tax
        return with its  subsidiaries.  Allocations  of Federal income taxes are
        based upon separate return calculations.

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

              RISKS AND UNCERTAINTIES

        In  preparing  the  consolidated  financial  statements,  management  is
        required to make  estimates  and  assumptions  that affect the  reported
        amounts of assets and liabilities  and disclosures of contingent  assets
        and  liabilities  as of the date of the balance  sheet and  revenues and
        expenses for the period.  Actual results could differ significantly from
        those estimates.

        The following elements of the consolidated financial statements are most
        affected by the use of estimates and assumptions:

                    Investment market valuation

                    Amortization   of   deferred   policy    acquisition   costs
                    Amortization    of   present   value   of   future   profits
                    Recoverability of goodwill

        The market  value of the  Company's  investments  is subject to the risk
        that  interest  rates will  change  and cause a  temporary  increase  or
        decrease in the liquidation value of debt securities. To the extent that
        fluctuations  in  interest  rates  cause the cash  flows of  assets  and
        liabilities to change,  the Company might have to liquidate assets prior
        to their  maturity and recognize a gain or loss.  Interest rate exposure
        for  the  investment   portfolio  is  managed  through   asset/liability
        management  techniques  which attempt to control the risks  presented by
        differences in the probable cash flows and  reinvestment  of assets with
        the timing of  crediting  rate  changes in the  Company's  policies  and
        contracts.  Changes  in the  estimated  prepayments  of  mortgage-backed
        securities  also may cause  retrospective  changes  in the  amortization
        period of securities and the related recognition of income.

        The amortization of deferred  acquisition costs is based on estimates of
        long-term  future gross  profits  from  existing  policies.  These gross
        profits are  dependent  upon  policy  retention  and lapses,  the spread
        between  investment  earnings  and  crediting  rates,  and the  level of
        maintenance  expenses.  Changes in  circumstances or estimates may cause
        retrospective  adjustment to the periodic  amortization  expense and the
        carrying value of the deferred expense.

        In a similar manner, the amortization of present value of future profits
        is based on  estimates  of long-term  future  profits from  existing and
        recaptured  policies.  These  gross  profits are  dependent  upon policy
        retention  and  lapses,  the  spread  between  investment  earnings  and
        crediting  rates,  and the level of  maintenance  expenses.  Changes  in
        circumstances  or estimates  may cause  retrospective  adjustment to the
        periodic amortization expense and the carrying value of the asset.

        In accordance  with SFAS No. 121,  Accounting for the Impairment of Long
        Lived  Assets and for Long Lived  Assets to the  Disposed  of, which was
        adopted by the  Company in the fourth  quarter of 1995,  the Company has
        considered  the  recoverability  of goodwill and has  concluded  that no
        circumstances  have  occurred  which  would give rise to  impairment  of
        goodwill at December 31, 1997.

              FAIR VALUE OF FINANCIAL INSTRUMENTS

        SFAS No.  107,  Disclosures  About Fair Value of  Financial  Instruments
        applies  fair  value  disclosure  practices  with  regard  to  financial
        instruments,  both assets and liabilities,  for which it is practical to
        estimate fair value. In cases where quoted market prices are not readily
        available,  fair values are based on estimates that use present value or
        other valuation techniques.

        These  techniques are  significantly  affected by the assumptions  used,
        including the discount rate and estimates of future cash flows. Although
        fair value estimates are calculated  using  assumptions  that management
        believes  are  appropriate,  changes in  assumptions  could  cause these
        estimates to vary  materially.  In that  regard,  the derived fair value
        estimates cannot be  substantiated by comparison to independent  markets
        and, in many cases, might not be realized in the immediate settlement of
        the instruments. SFAS No. 107 excludes certain financial instruments and
        all nonfinancial instruments from its disclosure  requirements.  Because
        of this, and further  because the value of a business is also based upon
        its  anticipated   earning  power,  the  aggregate  fair  value  amounts
        represented do not present the underlying value of the Company.

        The  following  methods  and  assumptions  were used by the  Company  in
        estimating its fair value disclosures for financial instruments:

              Cash and Cash Equivalents, Short-Term Investments,
                 and Accrued Investment Income

        The  carrying  value  amounts  reported in the balance  sheets for these
        instruments  approximate  their fair values.  Short-term debt securities
        are considered available for sale.

          Investment  Securities and Mortgage Loans  (Including  Mortgage-backed
          Securities)

        Fair values of debt securities are based on quoted market prices,  where
        available. For debt securities not actively traded, fair value estimates
        are obtained from independent  pricing services.  In some cases, such as
        private placements,  certain  mortgage-backed  securities,  and mortgage
        loans,  fair values are estimated by  discounting  expected  future cash
        flows  using a current  market  rate  applicable  to the  yield,  credit
        quality,  and  maturity  of the  investments  (see note 4 for fair value
        disclosures).

              Policy Loans

        Fair values of policy loans  approximate  carrying value as the interest
        rates on the  majority  of  policy  loans are  reset  periodically  and,
        therefore, approximate current interest rates.

              Interest Rate Swaps and Financial Futures Contracts

        The fair value of interest  rate swaps and financial  futures  contracts
        are the  amounts  the  Company  would  receive or pay to  terminate  the
        contracts at the reporting date, thereby taking into account the current
        unrealized  gains or  losses  of open  contracts.  Amounts  are based on
        quoted  market  prices or  pricing  models  or  formulas  using  current
        assumptions (see note 6 for fair value disclosures).

              Investment Contracts

        The Company's  policy  contracts  require the  beneficiaries to commence
        receipt of payments  by the later of age 85 or 10 years after  purchase,
        and  substantially all permit earlier  surrenders,  generally subject to
        fees and  adjustments.  Fair values for the  Company's  liabilities  for
        investment type contracts  (Policyholder  Deposits) are estimated as the
        amount  payable on demand.  As of December  31, 1997 and 1996,  the cash
        surrender value of policyholder funds on deposit was approximately $41.2
        million and $29.1 million less than their stated  carrying value. Of the
        contracts permitting surrender,  substantially all provide the option to
        surrender  without fee or adjustment  during the 30 days following reset
        of  guaranteed  crediting  rates.  The  Company  has  not  determined  a
        practical method to determine the present value of this option.

        All of the Company's  deposit  obligations  are fully  guaranteed by the
        acquirer,  GALIC,  and the  receivable  from  OakRe  equal  to the  SPDA
        obligations is guaranteed by OakRe's parent, XFSI.

              REINSURANCE

        The  financing  reinsurance  agreement  entered  into  with  OakRe  as a
        condition to the  purchase of the Company  does not meet the  conditions
        for  reinsurance   accounting   under  generally   accepted   accounting
        principles  (GAAP).  The net assets initially  transferred to OakRe were
        established as a receivable and are  subsequently  increased as interest
        is accrued on the  underlying  liabilities  and  decreased  as funds are
        transferred back to the Company when policies reach their crediting rate
        reset date or benefits are claimed.

        During 1997, the Company entered into a financing  reinsurance agreement
        with RGA Reinsurance Company (RGA), an affiliate,  related to certain of
        the Company's single premium deferred  annuity  products.  The agreement
        contains recapture provisions,  at the option of the Company,  beginning
        in 1999 at a rate of 20% per year.  Deposits recorded under the contract
        during  1997 were  approximately  $120  million,  and are  reflected  as
        policyholder  deposits in the consolidated balance sheet at December 31,
        1997.

              OTHER

        Certain 1996 and 1995 amounts have been  reclassified  to conform to the
1997 presentation.

 (4)    INVESTMENTS

        The Company's  investments in debt and equity  securities are considered
        available  for  sale and  carried  at  estimated  fair  value,  with the
        aggregate  unrealized  appreciation or depreciation  being recorded as a
        separate   component  of  shareholder's   equity.  The  amortized  cost,
        estimated fair value,  and carrying value of investments at December 31,
        1997 and 1996 were as follows:

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------

                                                                                    1997

                                                                       Gross          Gross      Estimated
                                                       Amortized    unrealized     unrealized      fair         Carrying
                                                         cost          gains         losses        value          value
- ---------------------------------------------------------------------------------------------------------------------------
                                                                            (in thousands of dollars)

        Debt securities:

<S>                                                <C>                    <C>                          <C>           <C>  
             U.S. Government treasuries            $        8,067         121              -           8,188         8,188
             Collateralized mortgage
                obligations                               370,802       4,504            (524)       374,782       374,782
             Corporate, state, municipalities,
                and political subdivisions                890,493      14,867          (8,083)       897,277       897,277
- ---------------------------------------------------------------------------------------------------------------------------

        Total debt securities                           1,269,362      19,492          (8,607)     1,280,247     1,280,247

        Mortgage loans                                    348,206      24,346              -         372,552       348,206
        Policy loans                                       24,228          -               -          24,228        24,228
        Short-term investments                                 -           -               -              -             -
- ---------------------------------------------------------------------------------------------------------------------------

        Total investments                          $    1,641,796      43,838          (8,607)     1,677,027     1,652,681
- ---------------------------------------------------------------------------------------------------------------------------

        Company's beneficial interest

             in separate accounts                  $           -           -               -             309           309
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
                                                                                    1996

                                                                       Gross          Gross      Estimated
                                                       Amortized    unrealized     unrealized      fair         Carrying
                                                         cost          gains         losses        value          value
- ---------------------------------------------------------------------------------------------------------------------------
                                                                            (in thousands of dollars)

        Debt securities:

<S>                                                <C>                     <C>            <C>          <C>           <C>  
             U.S. Government treasuries            $        7,196          29             (50)         7,175         7,175
             Collateralized mortgage
                obligations                               384,071         985          (2,721)       382,335       382,335
             Corporate, state, municipalities,
                and political subdivisions                561,557       3,971          (5,427)       560,101       560,101
- ---------------------------------------------------------------------------------------------------------------------------

        Total debt securities                             952,824       4,985          (8,198)       949,611       949,611

        Mortgage loans                                    244,103          -               -         244,103       244,103
        Policy loans                                       22,336          -               -          22,336        22,336
        Short-term investments                              4,383          21              -           4,404         4,404
- ---------------------------------------------------------------------------------------------------------------------------

        Total investments                          $    1,223,646       5,006          (8,198)     1,220,454     1,220,454
- ---------------------------------------------------------------------------------------------------------------------------

        Company's beneficial interest

             in separate accounts                  $           -           -               -          14,970        14,970
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

        The  amortized  cost and  estimated  fair  value of debt  securities  at
        December 31, 1997, by contractual  maturity,  are shown below.  Expected
        maturities will differ from contractual maturities because borrowers may
        have the right to call or prepay  obligations  with or  without  call or
        prepayment penalties.  Maturities of mortgage-backed  securities will be
        substantially  shorter  than their  contractual  maturity  because  they
        require  monthly  principal   installments  and  mortgagees  may  prepay
        principal.

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------


                                                                                                          1997

                                                                                                                Estimated
                                                                                                 Amortized        fair
                                                                                                   cost           value
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                (in thousands of dollars)

<S>                                                                                          <C>                    <C>  
        Less than one year                                                                   $        7,218         7,223
        Due after one year through five years                                                       390,374       391,433
        Due after five years through ten years                                                      381,229       385,719
        Due after ten years                                                                         119,739       121,090
        Mortgage-backed securities                                                                  370,802       374,782
- ---------------------------------------------------------------------------------------------------------------------------

        Total                                                                                $    1,269,362     1,280,247
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

        At  December  31,  1997,  approximately  94.0%  of  the  Company's  debt
        securities are investment  grade or are nonrated but considered to be of
        investment grade. Of the 6.0% noninvestment grade debt securities,  4.6%
        are rated as BB,  1.3% are rated as B and .1% are rated C and treated as
        impaired.

        The Company participates in a securities lending program whereby certain
        securities are loaned to third parties, primarily major brokerage firms.
        The agreement with a custodian bank facilitating such lending requires a
        minimum  of 102% of the  initial  market  value of the  domestic  loaned
        securities to be maintained  in a collateral  pool. To further  minimize
        the credit risk related to this lending  program,  the Company  monitors
        the  financial  condition  of the  counterparties  to these  agreements.
        Securities  loaned at  December  31,  1997 had  market  values  totaling
        $14,594,982.  Cash,  letters of credit,  and  government  securities  of
        $14,851,854 were held by the custodian bank as collateral to secure this
        agreement.  Income on the Company's security lending program in 1997 was
        immaterial.

        No debt  securities  were non  income-producing  during the years  ended
December 31, 1997 and 1996.

        The  components  of  net  investment  income,   realized  capital  gains
        (losses), and unrealized gains (losses) were as follows:

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------

                                                                              The Company                      Predecessor

                                                                                              Seven                Five
                                                                                             months               months
                                                                                              ended                ended
                                                                                          December 31,            May 31,
                                                             1997          1996               1995                 1995
                                                                                 (in thousands of dollars)

<S>                                                      <C>               <C>               <C>                  <C>   
        Income on debt securities                        $   84,203        53,632            19,629               63,581
        Income on equity securities                              -             -                 -                   302
        Income on short-term investments                      2,265         2,156             2,778               28,060
        Income on interest rate swaps                            43            -                 -                   377
        Income on policy loans                                1,852         1,454               868                  624
        Interest on mortgage loans                           24,890        13,633             1,444                  248
        Income on foreign exchange                               -             -                 -                   184
        Income on real estate                                    -             -                 -                 1,508
        Income on separate account investments                2,637           772                -                    (1)
        Loss on derivatives                                  (2,035)       (1,640)               -                    -
        Miscellaneous interest                                 (258)        1,773               109                  (24)
- ---------------------------------------------------------------------------------------------------------------------------

        Total investment income                             113,597        71,780            24,828               94,859

        Investment expenses                                  (1,936)       (1,151)             (640)              (2,373)
- ---------------------------------------------------------------------------------------------------------------------------

        Net investment income                            $  111,661        70,629            24,188               92,486
- ---------------------------------------------------------------------------------------------------------------------------

        Net realized capital gains (losses) were as follows:

               Debt securities                                  537           469             1,344              (16,749)
               Mortgage loans                                    27             4                -                 1,431
               Equity securities                                 -             -                 -                  (423)
               Real estate                                       -             -                 -                  (124)
               Short-term investments                            (1)           (1)              (20)              (1,933)
               Other assets                                      -             -                 -                   (76)
               Interest rate swaps                               -             -                 -                 5,460
- ---------------------------------------------------------------------------------------------------------------------------

        Net realized gains (losses) on investments        $     563           472             1,324              (12,414)
- ---------------------------------------------------------------------------------------------------------------------------

        Unrealized gains (losses) were as follows:

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

<TABLE>
<CAPTION>

                                                                             The Company                       Predecessor

                                                                                              Seven                Five
                                                                                             months               months
                                                                                              ended                ended
                                                                                          December 31,            May 31,

                                                             1997          1996               1995                 1995
                                                                                   (in thousands of dollars)

<S>                                                       <C>              <C>                <C>                  <C>     
        Debt securities                                   $  10,885        (3,213)            10,688               (85,410)
        Short-term investments                                   -             21                 36                   879
        Effects on deferred acquisition costs
           amortization                                      (3,781)        1,561                 -                 39,030
        Effects on present value of future
           profits amortization                              (2,901)          425             (6,471)                   -
- ---------------------------------------------------------------------------------------------------------------------------

        Unrealized gains (losses) before income tax           4,203        (1,206)             4,253               (45,501)

        Unrealized income tax benefit (expense)              (1,471)          422             (1,489)               16,664
- ---------------------------------------------------------------------------------------------------------------------------

        Net unrealized gains (losses) on investments      $   2,732          (784)             2,764               (28,837)
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

        Proceeds from sales of investments in debt  securities  during 1997 were
        $358,658,091.  Gross gains of  $1,765,242  and gross  losses of $254,493
        were realized on those sales. Included in these amounts were $681,159 of
        gross  gains  and  $122,480  of  gross  losses  realized  on the sale of
        noninvestment  grade  securities.  Net  realized  gains  include  a 1997
        impairment  adjustment  totaling  approximately  $974,000 related to one
        debt security held by the Company.

        Proceeds from sales of investments in debt  securities  during 1996 were
        $223,430,495.  Gross gains of  $1,158,518  and gross  losses of $687,126
        were realized on those sales.  Included in these amounts were $28,969 of
        gross gains realized on the sale of noninvestment grade securities.

        Proceeds from sales of  investments  in debt  securities for the Company
        during   1995  were   $214,811,186,   and  for  the   Predecessor   were
        $2,786,998,780.  Gross gains of $1,553,501  and gross losses of $190,899
        were realized by the Company on its sales. Included in these amounts for
        the  Company  are  $373,768  of  gross  gains  realized  on the  sale of
        noninvestment grade securities.  The Predecessor realized gross gains of
        $9,499,191  and gross losses of  $26,249,279  on its sales.  Included in
        these  amounts are  $6,367,297  of gross gains and  $7,607,167  of gross
        losses on the sale of noninvestment grade securities.

          Securities  with a  carrying  value  of  approximately  $7,083,163  at
          December  31,  1997 were  deposited  with  government  authorities  as
          required by law.


 (5)    SECURITIES GREATER THAN 10% OF SHAREHOLDER'S EQUITY

        As of December 31, 1997 the Company held no individual  securities which
exceeded 10% of shareholder's equity.

<TABLE>
<CAPTION>
        As of December 31,  1996 the Company held the following  individual  securities which exceeded 10% of shareholder's
        equity:

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

               Long-term debt                                                                                   Carrying
                 securities                                                                                       value

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

<S>                      <C>  <C> <C>                                                                       <C>           
        Countrywide Mtg. 1993-12 A4                                                                         $   19,347,536
        FNMA Remic Tr 1996-50 A1                                                                                19,104,500
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

 (6)    FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK

              FINANCIAL FUTURES CONTRACTS

        A derivative  financial  instrument,  in very general terms, refers to a
        security whose value is "derived" from the value of an underlying asset,
        reference rate, or index.

        The Company has a variety of reasons to use derivative instruments, such
        as to attempt to protect the  Company  against  possible  changes in the
        market value of its  portfolio and to manage the  portfolio's  effective
        yield,  maturity, and duration. All of the Company's holdings are marked
        to market  monthly  with the  change in value  reflected  in  unrealized
        appreciation/depreciation.  Upon disposition, a realized gain or loss is
        recognized  accordingly,  except when  exercising an option  contract or
        taking delivery of a security  underlying a futures  contract.  In these
        instances,  the  recognition  of gain or loss  is  postponed  until  the
        disposal of the security underlying the option or futures contract.

        Summarized  below are the specific types of derivative  instruments used
by the Company.

              INTEREST RATE SWAPS

        The  Company is  sensitive  to  interest  rate  changes  and  changes in
        exchange  rates,   as  its   liabilities  may  reprice,   mature  before
        interest-earning  assets or exchange  rates may  fluctuate on bonds that
        pay in  foreign  dollars.  The  Company  manages  interest  rate risk on
        certain  contracts,  primarily  through the utilization of interest rate
        swaps. Under interest rate swaps, the Company agrees with counterparties
        to exchange,  at specified intervals,  the payments between floating and
        fixed rate interest amounts calculated by reference to notional amounts.
        Net interest payments are recognized within net investment income in the
        consolidated statements of operations.

        At December 31, 1997, the Company has one outstanding interest rate swap
        agreement  which  expires  in 2002.  Under the  agreement,  the  Company
        receives a fixed rate of 6.63% on $7.0 million and pays a floating  rate
        based on London  Interbank  Offered Rate (LIBOR).  At December 31, 1997,
        the estimated fair value of the agreement was immaterial.

              FUTURES

        A  futures  contract  is  an  agreement  involving  the  delivery  of  a
        particular asset on a specified future date at an agreed upon price. The
        Company generally invests in futures on S&P 500 securities and typically
        closes the contract  prior to the delivery  date.  These  contracts  are
        generally used to manage the portfolio's  effective  duration and reduce
        market risk.

        Upon  entering  into  futures  contracts,  the Company  maintains,  in a
        segregated account with its custodian,  securities with a value equal to
        its  obligation  under the  futures  contracts.  During  the  period the
        futures  contract is open,  payments  are  received  from or made to the
        broker  daily  based  upon  changes  in the value of the  contract  (the
        variation  margin)  with the  related  income or loss  reflected  in the
        statement  of income as a contra to  changes in fair value of the hedged
        security.

        The Company  periodically  enters into  financial  futures  contracts in
        order to hedge its short-term investment spread risks encountered during
        occasional periods of unusually large recapture activity as described in
        note 1. Gains and losses from these  anticipatory  hedges are applied to
        the cost basis of the assets acquired with recaptured  funds. Net losses
        recorded as basis  adjustments to hedged debt  securities  were $-0- and
        $381,105 in 1997 and 1996, respectively.

        In order to limit exposure to market  fluctuations  related to temporary
        seed money invested  within the separate  account,  the Company  entered
        into  financial  futures  contracts  during 1997 and 1996.  No financial
        futures were held at December 31, 1997.  Financial  futures with a total
        notional face amount of $14,528,750 and a fair value of $14,652,969 were
        held  at  December  31,  1996.  The  Company  recorded   $2,035,309  and
        $1,639,717  of losses from  terminated  contracts  as a component of net
        investment income during 1997 and 1996,  respectively.  The Company also
        recorded  gains of  $2,636,999  and  $2,007,720  as a  component  of net
        investment  income from market  appreciation  on the  underlying  hedged
        securities   within  the   separate   account   during  1997  and  1996,
        respectively.

        The  Company  is  exposed  to  credit  related  risk  in  the  event  of
        nonperformance by  counterparties to financial  instruments but does not
        expect  any  counterparties  to fail to meet  their  obligations.  Where
        appropriate,  master  netting  agreements are arranged and collateral is
        obtained  in the form of rights  to  securities  to lower the  Company's
        exposure to credit risk.  It is the  Company's  policy to deal only with
        highly rated companies.

 (7)    POSTRETIREMENT AND POSTEMPLOYMENT BENEFITS

        The  Company  has no direct  employees  and no  retired  employees.  All
        personnel  used to support the operations of the Company are supplied by
        contract  by  Cova  Life  Management  Company  (CLMC),  a  wholly  owned
        subsidiary  of Cova  Corporation.  The Company is allocated a portion of
        certain  health  care and life  insurance  benefits  for future  retired
        employees of CLMC. In 1997 and 1996, the Company was allocated a portion
        of benefit costs including  severance pay,  accumulated  vacations,  and
        disability benefits. At December 31, 1997, CLMC had no retired employees
        nor any employees fully eligible for retirement and had no disbursements
        for such benefit commitments.

        The expense arising from these obligations is not material.

 (8)    INCOME TAXES

        The Company will file a consolidated  Federal income tax return with its
        wholly  owned  subsidiaries,   CFLIC  and  FCLIC.   Amounts  payable  or
        recoverable  related to periods  before  June 1, 1995 are  subject to an
        indemnification  agreement  with  XFSI,  which has the  effect  that the
        Company is not at risk for any income taxes nor  entitled to  recoveries
        related to those periods, except for approximately $1.4 million of state
        income tax recoveries.

        Income taxes are recorded in the  statements of earnings and directly in
        certain shareholder's equity accounts.  Income tax expense for the years
        ended December 31 was allocated as follows:

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------

                                                                               The Company                     Predecessor

                                                                                              Seven                Five
                                                                                             months               months
                                                                                              ended                ended
                                                                                          December 31,            May 31,
                                                                1997          1996            1995                 1995
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                      (in thousands of dollars)

        Statements of income:
           Operating income (excluding realized

<S>                                                       <C>                 <C>               <C>                 <C>    
               investment gains and losses)               $      5,464        2,493             (85)                (5,038)
           Realized investment gains (losses)                      197          162             516                 (5,026)
- ---------------------------------------------------------------------------------------------------------------------------

           Income tax expense (benefit) included

               in the statements of income                       5,661        2,655             431                (10,064)
- ---------------------------------------------------------------------------------------------------------------------------

        Shareholder's equity:
           Change in deferred Federal income

- ---------------------------------------------------------------------------------------------------------------------------
               taxes related to unrealized appreciation

- ---------------------------------------------------------------------------------------------------------------------------
               (depreciation) on securities                      1,893       (1,910)          1,489                 18,458

        Total income tax expense                          $      7,554          745           1,920                  8,394
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

        The actual  Federal  income tax expense  differed  from the expected tax
        expense computed by applying the U.S.  Federal  statutory rate to income
        before taxes on income as follows:

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------

                                                                            The Company                      Predecessor

                                                                                              Seven                Five
                                                                                             months               months
                                                                                             ended                 ended
                                                                                          December 31,            May 31,
                                                         1997              1996               1995                 1995
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                (in thousands of dollars)

<S>                                               <C>                <C>                <C>               <C>        <C>  
        Computed expected tax expense             $  5,12435.0%      $ 2,19035.0%       $  12935.0%       $  (13,862)35.0%
        State income taxes, net                        (33)(0.2)          77  1.2           11  3.0             (306)0.8
        Tax-exempt bond interest                        -    -            -     -          (22)(6.0)            (332)0.8
        Amortization of intangible assets              396 2.7           320  5.1          254 69.0               -    -
        Permanent difference due to
           derivative transfer                          -    -            -     -           -     -            4,399(11.1)
        Other                                          174 1.2            68  1.1           59 16.1               37 (.1)
- ---------------------------------------------------------------------------------------------------------------------------

        Total                                     $  5,66138.7%      $ 2,65542.4%       $  431117.1%      $  (10,064)25.4%
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

        The tax effect of temporary  differences  that give rise to  significant
        portions of the  deferred tax assets and  deferred  tax  liabilities  at
        December 31, 1997 and 1996 follows:

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------

                                                                                                      1997          1996
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                  (in thousands of dollars)

        Deferred tax assets:

<S>                                                                                              <C>                 <C>  
           PVFP                                                                                  $     2,043         1,639
           Policy reserves                                                                            25,312        19,237
           Liability for commissions on recapture                                                      4,715         6,073
           Tax basis of intangible assets purchased                                                    5,791         6,230
           DAC "Proxy Tax"                                                                            14,594         9,032
           Unrealized losses on investments                                                               -            422
           Other deferred tax assets                                                                      31           827
- ---------------------------------------------------------------------------------------------------------------------------

        Total assets                                                                                  52,486        43,460
- ---------------------------------------------------------------------------------------------------------------------------

        Deferred tax liabilities:

           PVFP                                                                                       11,777        19,169
           Unrealized gains on investments                                                             1,472            -
           Deferred acquisition costs                                                                 29,514        10,694
           Other deferred tax liabilities                                                              1,790            60
- ---------------------------------------------------------------------------------------------------------------------------

        Total liabilities                                                                             44,553        29,923
- ---------------------------------------------------------------------------------------------------------------------------

        Net deferred tax assets                                                                  $     7,933        13,537
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

        A valuation  allowance is provided  when it is more likely than not that
        some portion of the deferred tax assets will not be realized. Management
        believes the  deferred  tax assets will be fully  realized in the future
        based  upon   expectation   of  the   reversal  of  existing   temporary
        differences, anticipated future earnings, and consideration of all other
        available evidence. Accordingly, no valuation allowance is established.

 (9)    RELATED-PARTY TRANSACTIONS

        The  Company has  entered  into  management,  operations,  and  services
        agreements  with  both  affiliated  and  unaffiliated   companies.   The
        affiliated companies are Cova Life Management Company (CLMC), a Delaware
        corporation,  which  provides  management  services  and  the  employees
        necessary to conduct the  activities  of the Company,  and Conning Asset
        Management, which provides investment advice. Additionally, a portion of
        overhead and other  corporate  expenses are  allocated by the  Company's
        ultimate  parent,  GALIC.  The  unaffiliated  companies  are  Johnson  &
        Higgins,  a New Jersey  corporation,  and  Johnson &  Higgins/Kirke  Van
        Orsdel, a Delaware  corporation,  which provide various services for the
        Company including  underwriting,  claims, and administrative  functions.
        The affiliated and unaffiliated service providers are reimbursed for the
        cost of their  services  and are paid a service  fee.  Expenses and fees
        paid to affiliated  companies during 1997, 1996, and the seven months of
        1995  for the  Company  were  $9,400,517,  $6,618,303,  and  $7,139,525,
        respectively,  and for the five months of 1995 for the Predecessor  were
        $6,364,609.

        During 1997, the Company received approximately $1.1 million in advisory
        fees from GALIC  related to advisory  services for certain GALIC annuity
        products.

        On December 31, 1996 Cova Corporation  transferred its ownership of Cova
        Financial Life Insurance  Company  (CFLIC),  an affiliated  life insurer
        domiciled in the state of  California,  to the Company.  The transfer of
        ownership  was  recorded as  additional  paid-in  capital and  increased
        shareholder's equity on the Company's December 31, 1996 balance sheet by
        approximately  $16.9  million.  This change in direct  ownership  had no
        effect on the operations of either the Company or CFLIC as both entities
        had existed  under common  management  and control prior to the December
        31, 1996 transfer.  Although CFLIC's balance sheet is fully consolidated
        with the Company's December 31, 1996 balance sheet,  CFLIC's 1996 income
        and cash flow statements have not been  consolidated  with the Company's
        1996 income or cash flows statements. However, CFLIC's December 31, 1996
        cash  balance of $6.7  million is included in the  Company's  cash flows
        statement.

(10)    STATUTORY SURPLUS AND DIVIDEND RESTRICTION

        GAAP  differs  in  certain   respects  from  the  accounting   practices
        prescribed or permitted by insurance regulatory  authorities  (statutory
        accounting principles).

        The major  differences  arise  principally  from the  immediate  expense
        recognition  of policy  acquisition  costs  and  intangible  assets  for
        statutory reporting, determination of policy reserves based on different
        discount rates and methods,  the  recognition of deferred tax under GAAP
        reporting,   the  nonrecognition  of  financial   reinsurance  for  GAAP
        reporting,  the  establishment  of  an  Asset  Valuation  Reserve  as  a
        contingent  liability  based  on the  credit  quality  of the  Company's
        investment  securities,  and  an  Interest  Maintenance  Reserve  as  an
        unearned  liability  to defer the  realized  gains  and  losses of fixed
        income investments  presumably  resulting from changes to interest rates
        and amortize them into income over the remaining  life of the investment
        sold.  In addition,  adjustments  to record the carrying  values of debt
        securities and certain equity  securities at fair value are applied only
        under GAAP  reporting,  and capital  contributions  in the form of notes
        receivable  from an  affiliated  company are not  recognized  under GAAP
        reporting.

        Purchase  accounting  creates  another  difference  as it  requires  the
        restatement  of GAAP  assets and  liabilities  to their  estimated  fair
        values and  shareholders'  equity to the net purchase  price.  Statutory
        accounting does not recognize the purchase method of accounting.

        As of December 31, the differences between statutory capital and surplus
        and  shareholder's  equity  determined in  conformity  with GAAP were as
        follows:

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------

                                                                                                     1997          1996
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                 (in thousands of dollars)

<S>                                                                                             <C>                 <C>   
        Statutory capital and surplus                                                           $     90,439        75,354
        Reconciling items:
           GAAP investment valuation reserves                                                           (237)          (88)
           Statutory asset valuation reserves                                                         18,301        17,599
           Interest maintenance reserve                                                                3,080         2,301
           GAAP investment adjustments to fair value                                                  10,886        (3,191)
           Deferred policy acquisition costs                                                          84,326        49,833
           GAAP basis policy reserves                                                                (37,292)      (30,202)
           Deferred Federal income taxes (net)                                                         7,933        13,537
           GAAP guarantee assessment adjustment                                                      (12,329)           -
           Goodwill                                                                                   19,457        20,849
           Present value of future profits                                                            41,486        46,389
           Future purchase price payable                                                             (12,173)      (16,051)
           Other                                                                                      (1,339)       (1,286)
- ---------------------------------------------------------------------------------------------------------------------------

        GAAP shareholder's equity                                                               $    212,538       175,044
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

          Statutory net losses for CFSLIC for the years ended December 31, 1997,
          1996,  and  1995  were  $9,816,357,   $13,575,788,   and  $74,012,650,
          respectively.

        The maximum  amount of dividends  which can be paid by State of Missouri
        insurance  companies  to  shareholders  without  prior  approval  of the
        insurance commissioner is the greater of 10% of statutory earned surplus
        or statutory net gain from operations for the preceding year. Due to the
        1997  statutory net loss and the Company's  negative  earned  surplus at
        December 31, 1997,  no dividends are  permissible  in 1998 without prior
        approval of the insurance commissioner.

        The  National  Association  of  Insurance  Commissioners  has  developed
        certain Risk Based  Capital (RBC)  requirements  for life  insurers.  If
        prescribed  levels of RBC are not  maintained,  certain  actions  may be
        required on the part of the Company or its  regulators.  At December 31,
        1997 the Company's total adjusted capital and authorized control level -
        RBC were  $108,741,069  and  $25,433,964,  respectively.  This  level of
        adjusted capital qualifies under all tests.

(11)    GUARANTY FUND ASSESSMENTS

        The  Company   participates  with  life  insurance   companies  licensed
        throughout  the  United  States,  in  associations  formed to  guarantee
        benefits to policyholders of insolvent life insurance  companies.  Under
        state laws, as a condition for  maintaining  the Company's  authority to
        issue new business,  the Company is contingently liable for its share of
        claims covered by the guaranty  associations for  insolvencies  incurred
        through 1997, but for which assessments have not yet been determined nor
        assessed,  to a  maximum  in each  state  generally  of 2% of  statutory
        premiums per annum in the given state.  Most states then permit recovery
        of assets as a credit  against  premium of other state taxes over,  most
        commonly, five years.

        At December  31,  1997,  the  National  Organization  of Life and Health
        Guaranty   Associations  (NOLHGA)  distributed  a  study  of  the  major
        outstanding industry insolvencies,  with estimates of future assessments
        by state.  Based on this study,  the Company has accrued a liability for
        approximately  $9.7 million in future  assessments on insolvencies  that
        occurred  before  December 31,  1997.  Under the  coinsurance  agreement
        between  the  Company  and OakRe  (see  note 1),  OakRe is  required  to
        reimburse  the  Company  for any future  assessments  that it pays which
        relate to  insolvencies  occurring  prior to June 1, 1995. As such,  the
        Company has  recorded a  receivable  from OakRe for  approximately  $9.7
        million.

        At the same time,  the  Company is liable to OakRe for 80% of any future
        premium tax recoveries that are realized from any such assessments,  and
        may retain the  remaining  20%.  The credits  retained for 1997 were not
        material.


                                    PART C
                              OTHER INFORMATION


ITEM 24.   FINANCIAL STATEMENTS AND EXHIBITS

a.         Financial Statements
________________________________________________________________________

The following financial statements of the Separate Account are included
in Part B hereof:

     1.  Statement of Assets and Liabilities as of June 30, 1998
         (unaudited).

     2.  Statement of Operations for the six months ended or from 
         commencement of operations through June 30, 1998 (unaudited).

     3.  Statement of Changes in Contract Owners' Equity for the six 
         months ended or from commencement of operations through June 30,
         1998 (unaudited).

     4.  Notes to Financial Statements -June 30, 1998 (unaudited).

     5.  Independent Auditors' Report.

     6.  Statement of Assets and Liabilities as of December 31, 1997.

     7.  Statement of Operations for the year or period ended December
         31, 1997.

     8.  Statements of Changes in Contract Owners' Equity for each of the
         years or periods presented.

     9.  Financial Highlights for each of the years or periods presented.

    10.  Notes to Financial Statements - December 31, 1997 and 1996.

The following consolidated financial statements of the Company are 
included in Part B hereof:

     1.  Independent Auditors' Report.

     2.  Consolidated Balance Sheets as of December 31, 1997 and 1996.

     3.  Consolidated Statements of Income for the years ended December 31, 
         1997, 1996, and 1995.

     4.  Consolidated Statements of Shareholder's Equity for the
         years ended December 31, 1997, 1996, and 1995.

     5.  Consolidated Statements of Cash Flows for the years ended
         December 31, 1997, 1996, and 1995.

     6.  Notes to Consolidated Financial Statements - December 31,
         1997, 1996, and 1995.

b.         Exhibits
           ---------------------------------------------------------------

       1.  Resolution of Board of Directors of the Company authorizing the
           establishment of the Variable Account.*

       2.  Not Applicable.

       3.(i)  Form of Principal Underwriter's Agreement. +
         (ii) Form of Selling Agreement. +

       4.(i) Individual Flexible Purchase Payment Deferred Variable Annuity
             Contract.***

         (ii)Death Benefit Rider***

        (iii)Rider - Nursing Home Waiver***

       5.  Application for Variable Annuity. +

       6.(i)   Copy of Articles of Incorporation of the Company.***
         (ii)  Copy of the Bylaws of the Company.***

       7.  Not Applicable.

       8.(i)  Form of Fund Participation Agreement among MFS Variable Insurance 
              Trust, Cova Financial Services Life Insurance Company and 
              Massachusetts Financial Services Company+

        (ii)  Form of Fund Participation Agreement among Cova Financial
              Services Life Insurance Company, Cova Life Sales Company,
              Alliance Capital Management LP and Alliance Fund Distributors,
              Inc.+

        (iii) Form of Fund Participation Agreement among Oppenheimer Variable
              Account Funds, OppenheimerFunds, Inc. and Cova Financial Services
              Life Insurance Company++

        (iv)  Form of Fund Participation Agreement among Putnam Variable Trust,
              Putnam Mutual Funds Corp. and Cova Financial Services Life
              Insurance Company++

        (v)   Form of Fund Participation Agreement by and among AIM Variable
              Insurance Funds, Inc., A I M Distributors, Inc., Cova Financial
              Services Life Insurance Company, on behalf of itself and its
              Separate Accounts, and Cova Life Sales Company++

        (vi)  Form of Fund Participation Agreement among Investors Fund Series, 
              Zurich Kemper Investments, Inc., Zurich Kemper Distributors, Inc.
              and Cova Financial Services Life Insurance Company++

       (vii)  Form of Participation Agreement by and between Goldman Sachs 
              Variable Insurance Trust, Goldman, Sachs & Co. and Cova Financial
              Services Life Insurance Company++

       (viii) Form of Participation Agreement among Russell Insurance Funds,
              Russell Fund Distributors, Inc. and Cova Financial Services Life
              Insurance Company++

        (ix)  Form of Participation Agreement among Liberty Variable Investment
              Trust, Liberty Financial Investments, Inc. and Cova Financial 
              Services Life Insurance Company++
      
       9.  Opinion and Consent of Counsel. 

      10.  Consent of Independent Auditors.

      11.  Not Applicable.

      12.  Agreement Governing Contribution.**

      13.  Calculation of Performance Information

      14.  Company Organizational Chart.***

      27.  Not Applicable
     
      *Incorporated by reference to Registrant's initial filing on Form N-4 
       (File No. 811-5200) as filed on June 11, 1987.

     **Incorporated  by  reference  to  Registrant's  Amendment  No. 5 (File No.
     811-5200) as filed April 2, 1990.

     ***Incorporated by reference to Registrant's Form N-4 (File Nos. 333-34741
     and 811-05200) electronically filed on August 29, 1997.

     +Incorporated by reference to Registrants Pre-Effective Amendment No. 1 
     to Form N-4 electronically filed on November 19, 1997.

     ++Incorporated by reference to Post-Effective Amendment No. 1 to Form N-4
     electronically filed on January 26, 1998.
 
ITEM 25.   DIRECTORS AND OFFICERS OF THE DEPOSITOR

The following are the Officers and Directors of the Company:

<TABLE>
<CAPTION>
<S>                               <C>
Name and Principal                Positions and Offices
 Business Address                 with Depositor
_______________________________   ____________________________________
Richard A. Liddy                  Chairman of the Board and Director
700 Market Street
St. Louis, MO 63101

Leonard Rubenstein                Director
700 Market Street
St. Louis, MO 63101

Lorry J. Stensrud                 President and Director
One Tower Lane, Suite 3000
Oakbrook Terrace, IL  60181-4644

John W. Barber                    Director
13045 Tesson Ferry Road
St. Louis, MO 63128

Frances S. Cook                   Secretary
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644

Connie Doern                      Vice President
1776 West Lakes Pkwy
Des Moines, IA 50266

Patricia E. Gubbe                 Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL  60181-4644

Philip A. Haley                   Executive Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL  60181-4644

J. Robert Hopson                  Vice President,
One Tower Lane, Suite 3000        Chief Actuary and Director
Oakbrook Terrace, IL  60181-4644

E. Thomas Hughes, Jr.             Treasurer and Director
700 Market St.
St. Louis, MO 63101

Douglas E. Jacobs                 Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL  60181-4644

Lisa O. Kirchner                  Vice President
1776 West Lakes Pkwy
Des Moines, IA 50266

William C. Mair                   Vice President,
One Tower Lane, Suite 3000        Controller and Director
Oakbrook Terrace, IL  60181-4644

Matthew P. McCauley               Assistant Secretary and Director
700 Market St.
St. Louis, MO 63101

Mark E. Reynolds                  Executive Vice President and Director
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644

Myron H. Sandberg                 Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL  60181-4644

John W. Schaus                    Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL  60181-4644

Peter L. Witkewiz                 Vice President
1776 West Lakes Pkwy
Des Moines, IA 50266

Kent P. Zimmerman                 Assistant Treasurer
700 Market Street
St. Louis, MO 63101
</TABLE>



ITEM 26.   PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH THE DEPOSITOR OR
           REGISTRANT

A company  organizational  chart was filed in  Registrant's  Form N-4 (File Nos.
333-34741 and 811-05200) filed August 29, 1997 as Exhibit 14 and is incorporated
herein by reference.


ITEM 27.   NUMBER OF CONTRACT OWNERS

As of September 15, 1998 there were 416 Qualified Contract Owners and 1,846
Non-Qualified Contract Owners.

ITEM 28.   INDEMNIFICATION

The Bylaws of the Company (Article IV, Section 1) provide that:

Each person who is or was a director,  officer or employee of the corporation or
is or was serving at the request of the  corporation  as a director,  officer or
employee of another  corporation,  partnership,  joint  venture,  trust or other
enterprise  (including the heirs,  executors,  administrators  or estate of such
person) shall be indemnified  by the  corporation as of right to the full extent
permitted or authorized  by the laws of the State of Missouri,  as now in effect
and as hereafter amended, against any liability,  judgment, fine, amount paid in
settlement, cost and expenses (including attorney's fees) asserted or threatened
against and  incurred  by such  person in his  capacity as or arising out of his
status as a director,  officer or employee of the  corporation  or if serving at
the request of the  corporation,  as a director,  officer or employee of another
corporation,   partnership,  joint  venture,  trust  or  other  enterprise.  The
indemnification  provided by this bylaw  provision shall not be exclusive of any
other rights to which those indemnified may be entitled under any other bylaw or
under  any  agreement,  vote  of  shareholders  or  disinterested  directors  or
otherwise,  and shall not limit in any way any right which the  corporation  may
have to make  different or further  indemnification  with respect to the same or
different persons or classes of persons.

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

ITEM 29.   PRINCIPAL UNDERWRITERS

     (a) Cova Life Sales Company is the principal  underwriter for the following
investment companies (other than Registrant):

Cova Variable Annuity Account Five
First Cova Variable Annuity Account One
Cova Variable Life Account One
Cova Variable Life Account Five
Cova Variable Annuity Account Four

     (b) Cova Life Sales Company is the principal underwriter for the Contracts.
The following persons are the officers and directors of Cova Life Sales Company.
The principal  business address for each officer and director of Cova Life Sales
Company is One Tower Lane, Suite 3000, Oakbrook Terrace, Illinois 60181-4644.

<TABLE>
<CAPTION>
<S>                 <C>
Name and Principal  Positions and Offices
 Business Address   with Underwriter
- ------------------  --------------------------
Lorry J. Stensrud   Director

Patricia E. Gubbe   Vice President and Chief Compliance Officer

William C. Mair     Director

Philip A. Haley     Vice President

Frances S. Cook     Assistant Secretary

Robert A. Miner     Treasurer
</TABLE>


     (c)  Not Applicable.

ITEM 30.   LOCATION OF ACCOUNTS AND RECORDS

William Flory,  whose address is One Tower Lane, Suite 3000,  Oakbrook  Terrace,
Illinois  60181-4644  maintains  physical  possession of the accounts,  books or
documents of the Variable  Account required to be maintained by Section 31(a) of
the Investment Company Act of 1940 and the rules promulgated thereunder.

ITEM 31.   MANAGEMENT SERVICES

Not Applicable.

ITEM 32.     UNDERTAKINGS

     a. Registrant hereby undertakes to file a post-effective  amendment to this
registration  statement as frequently as is necessary to ensure that the audited
financial  statements in the registration  statement are never more than sixteen
(16) months old for so long as payment under the variable annuity  contracts may
be accepted.

     b.  Registrant  hereby  undertakes  to  include  either  (1) as part of any
application to purchase a contract  offered by the  Prospectus,  a space that an
applicant can check to request a Statement of Additional  Information,  or (2) a
postcard  or  similar  written  communication  affixed  to or  included  in  the
Prospectus  that the  applicant can remove to send for a Statement of Additional
Information.

     c.  Registrant  hereby  undertakes  to deliver any  Statement of Additional
Information and any financial statement required to be made available under this
Form promptly upon written or oral request.

     d. Cova  Financial  Services  Life  Insurance  Company  ("Company")  hereby
represents that the fees and charges  deducted under the Contracts  described in
the  Prospectus,  in the  aggregate,  are reasonable in relation to the services
rendered, the expenses to be incurred and the risks assumed by the Company.

                               REPRESENTATIONS

     The Company  hereby  represents  that it is relying upon a No Action Letter
issued to the  American  Council  of Life  Insurance  dated  November  28,  1988
(Commission ref.  IP-6-88) and that the following  provisions have been complied
with:

     1. Include  appropriate  disclosure  regarding the redemption  restrictions
imposed by Section  403(b)(11)  in each  registration  statement,  including the
prospectus, used in connection with the offer of the contract;

     2. Include  appropriate  disclosure  regarding the redemption  restrictions
imposed by Section  403(b)(11) in any sales  literature  used in connection with
the offer of the contract;

     3. Instruct sales  representatives who solicit participants to purchase the
contract  specifically to bring the redemption  restrictions  imposed by Section
403(b)(11) to the attention of the potential participants;

     4. Obtain from each plan participant who purchases a Section 403(b) annuity
contract,  prior  to or at  the  time  of  such  purchase,  a  signed  statement
acknowledging  the  participant's  understanding  of  (1)  the  restrictions  on
redemption imposed by Section 403(b)(11),  and (2) other investment alternatives
available  under  the  employer's   Section  403(b)  arrangement  to  which  the
participant may elect to transfer his contract value.


                                  SIGNATURES

As  required by the  Securities  Act of 1933 and the  Investment  Company Act of
1940, the Registrant  certifies that it meets the requirements of Securities Act
Rule 485(b) for effectiveness of this Registration Statement and has caused this
Registration  Statement  to be signed  on its  behalf,  in the City of  Oakbrook
Terrace, and State of Illinois on this 17th day of September, 1998.

<TABLE>
<CAPTION>
<S>                                   <C>
                                      COVA VARIABLE ANNUITY ACCOUNT ONE
                                      (Registrant)


                                 By:  COVA FINANCIAL SERVICES LIFE
                                      INSURANCE COMPANY


                                 By:   /S/ LORRY J. STENSRUD
                                      ____________________________________
                                     


                                      COVA FINANCIAL SERVICES LIFE
                                      INSURANCE COMPANY
                                      Depositor

                                 By:  /S/ LORRY J. STENSRUD
                                      ____________________________________
                                      
</TABLE>


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


<TABLE>
<CAPTION>
<S>                     <C>                       <C>
                        
- ----------------------  Chairman of the Board     ------    
Richard A. Liddy        and Director               Date

/S/ LORRY J. STENSRUD   President and Director    9/17/98
- ----------------------                            ------
Lorry J. Stensrud                                  Date
                      
- ----------------------  Director                  ------    
Leonard M. Rubenstein                              Date

                        Director
- ----------------------                            ------    
J. Robert Hopson                                   Date

William C. Mair*        Controller and Director   9/17/98
- ----------------------                            ------     
William C. Mair                                    Date

E. Thomas Hughes, Jr.*  Treasurer and Director    9/17/98
- ----------------------                            ------     
E. Thomas Hughes, Jr.                              Date

Matthew P. McCauley*    Director                  9/17/98
- ----------------------                            ------     
Matthew P. McCauley                                Date

John W. Barber*         Director                  9/17/98
- ----------------------                            ------     
John W. Barber                                     Date

/S/ MARK E. REYNOLDS    Director                  9/17/98
- ----------------------                            ------
Mark E. Reynolds                                   Date
</TABLE>




                                  *By: /S/ LORRY J. STENSRUD
                                      ____________________________________
                                      Lorry J. Stensrud, Attorney-in-Fact






                              INDEX TO EXHIBITS

EXHIBIT NO.

EX-99.B9      Opinion and Consent of Counsel

EX-99.B10     Consent of Independent Auditors

EX-99.B13     Calculation of Performance Information



                                   EXHIBITS

                                      TO

              POST-EFFECTIVE AMENDMENT NO. 3 (FILE NO. 333-34741) 

                                      TO

                                   FORM N-4

                                      FOR

                        COVA VARIABLE ANNUITY ACCOUNT ONE

Blazzard, Grodd & Hasenauer, P.C.
943 Post Road East
Westport, CT 06880
(203) 226-7866

September 29, 1998


Board of Directors
Cova Financial Services Life Insurance Company
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644

RE:  Opinion of Counsel - Cova Variable Annuity Account One

Gentlemen:

You have requested our Opinion of Counsel in connection with the filing with the
Securities  and  Exchange   Commission  of  a  Post-Effective   Amendment  to  a
Registration  Statement on Form N-4 for the Individual Flexible Purchase Payment
Deferred  Variable  Annuity  Contracts  (the  "Contracts")  to be issued by Cova
Financial  Services  Life  Insurance  Company  and its  separate  account,  Cova
Variable Annuity Account One.

We have made such  examination  of the law and have  examined  such  records and
documents as in our judgment are necessary or appropriate to enable us to render
the opinions expressed below.

We are of the following opinions:

     1. Cova Variable  Annuity  Account One is a Unit  Investment  Trust as that
term is defined  in  Section  4(2) of the  Investment  Company  Act of 1940 (the
"Act"), and is currently registered with the Securities and Exchange Commission,
pursuant to Section 8(a) of the Act.

     2. Upon the acceptance of purchase  payments made by an Owner pursuant to a
Contract issued in accordance with the Prospectus  contained in the Registration
Statement and upon  compliance  with  applicable  law, such an Owner will have a
legally-issued,  fully  paid,  non-assessable  contractual  interest  under such
Contract.

You may use  this  opinion  letter,  or a copy  thereof,  as an  exhibit  to the
Registration Statement.

We  consent to the  reference  to our Firm under the  caption  "Legal  Opinions"
contained in the Statement of Additional  Information  which forms a part of the
Registration Statement.

Sincerely,

BLAZZARD, GRODD & HASENAUER, P.C.


By: /S/ LYNN KORMAN STONE
    _____________________________________
        Lynn Korman Stone



The Board of Directors
Cova Financial Services Life Insurance Company

We consent to the use of our reports on the consolidated financial statements of
Cova Financial  Services Life Insurance  Company and subsidiaries  (the Company)
dated March 5, 1998 and on the financial  statements of the  subaccounts of Cova
Variable Annuity Account One dated February 20, 1998 and to the reference to our
firm under the heading  "Experts" in the Statement of Additional  Information in
the Post-Effective  Amendment No. 3 to the Registration Statement (Form N-4, No.
333-34741)  of Cova  Variable  Annuity  Account One. Our report on the Company's
consolidated  financial  statements dated March 5, 1998, contains an explanatory
paragraph  stating that as a result of its 1995  acquisition,  the  consolidated
financial information for the periods subsequent to the acquisition is presented
on a  different  cost basis than for the period  prior to the  acquisition  and,
therefore, is not comparable.

                                              /S/ KPMG PEAT MARWICK LLP

Chicago, Illinois
September 29, 1998




<TABLE>
<CAPTION>
Cova Variable Annuity Account One (Missouri)
Non-Standard One Year Performance Return Data
As of 6/30/1998


             Date       Transaction      Amount  Unit       Unit Balance   Transaction      Unit         Account        Account
                                                 Value         Before         Units        Balance        Value          Value
                                                            Transaction                                   Before         After
                                                                                                       Transaction    Transaction


   6 Lord Abbett Growth & Income
<S>     <C>   <C>                     <C>              <C>             <C>          <C>           <C>             <C>       <C>     
   6    06/30/97       Purchase       1,000.00         29.075373       0.0000       34.3934       34.3934         0.00      1,000.00
   6    06/30/98       annual fee                      33.662976      34.3934        0.0000       34.3934     1,157.78      1,157.78
   6    06/30/98       surrender fee                   33.662976      34.3934        0.0000       34.3934     1,157.78      1,157.78

   8 LA Bond Debenture
   8    06/30/97       Purchase       1,000.00         12.073529       0.0000       82.8258       82.8258         0.00      1,000.00
   8    06/30/98       annual fee                      13.512812      82.8258        0.0000       82.8258     1,119.21      1,119.21
   8    06/30/98       surrender fee                   13.512812      82.8258        0.0000       82.8258     1,119.21      1,119.21

   9 GACC Money Market
   9    06/30/97       Purchase       1,000.00         10.442860       0.0000       95.7592       95.7592         0.00      1,000.00
   9    06/30/98       annual fee                      10.891338      95.7592        0.0000       95.7592     1,042.95      1,042.95
   9    06/30/98       surrender fee                   10.891338      95.7592        0.0000       95.7592     1,042.95      1,042.95

  15 JPM Quality Bond
  15    06/30/97       Purchase       1,000.00         10.579730       0.0000       94.5204       94.5204         0.00      1,000.00
  15    06/30/98       annual fee                      11.525607      94.5204        0.0000       94.5204     1,089.40      1,089.40
  15    06/30/98       surrender fee                   11.525607      94.5204        0.0000       94.5204     1,089.40      1,089.40

  16 JPM Small Cap Stock
  16    06/30/97       Purchase       1,000.00         12.020402       0.0000       83.1919       83.1919         0.00      1,000.00
  16    06/30/98       annual fee                      14.018877      83.1919        0.0000       83.1919     1,166.26      1,166.26
  16    06/30/98       surrender fee                   14.018877      83.1919        0.0000       83.1919     1,166.26      1,166.26

  17 JPM Large Cap Stock
  17    06/30/97       Purchase       1,000.00         13.648930       0.0000       73.2658       73.2658         0.00      1,000.00
  17    06/30/98       annual fee                      17.659381      73.2658        0.0000       73.2658     1,293.83      1,293.83
  17    06/30/98       surrender fee                   17.659381      73.2658        0.0000       73.2658     1,293.83      1,293.83

  18 JPM Select Equity
  18    06/30/97       Purchase       1,000.00         12.853891       0.0000       77.7975       77.7975         0.00      1,000.00
  18    06/30/98       annual fee                      15.795533      77.7975        0.0000       77.7975     1,228.85      1,228.85
  18    06/30/98       surrender fee                   15.795533      77.7975        0.0000       77.7975     1,228.85      1,228.85

  19 JPM International Equity
  19    06/30/97       Purchase       1,000.00         12.054405       0.0000       82.9572       82.9572         0.00      1,000.00
  19    06/30/98       annual fee                      13.059689      82.9572        0.0000       82.9572     1,083.40      1,083.40
  19    06/30/98       surrender fee                   13.059689      82.9572        0.0000       82.9572     1,083.40      1,083.40
</TABLE>

<TABLE>
<CAPTION>
                  Cova Variable Annuity Account One (Missouri)
                              One Year Performance
                           Non-Standard Total Returns
                                    6/30/98


                    Sub-Account             Total        Account        6/30/98       Initial      Inception     Days Since
                                           Return         Value           AUV       Investment        Date        Inception


<S>                                                       <C>         <C>              <C>        <C>               <C>   <C>  <C>  
   6 Lord Abbett Growth & Income                          15.78%      1,157.78         33.662976  1,000.00          12/11/89   3,123
   8 LA Bond Debenture                                    11.92%      1,119.21         13.512812  1,000.00           5/1/96      791
   9 GACC Money Market                                     4.30%      1,042.95         10.891338  1,000.00           6/3/96      757
  11 LA Developing Growth                   (1)                                        11.313738  1,000.00           8/20/97     315
  12 LA Large Cap Research                  (1)                                        11.344054  1,000.00           8/20/97     315
  13 LA Mid-Cap Value                       (1)                                        11.209641  1,000.00           8/20/97     315
  15 JPM Quality Bond                                      8.94%      1,089.40         11.525607  1,000.00           5/1/96      791
  16 JPM Small Cap Stock                                  16.63%      1,166.26         14.018877  1,000.00           5/1/96      791
  17 JPM Large Cap Stock                                  29.38%      1,293.83         17.659381  1,000.00           5/1/96      791
  18 JPM Select Equity                                    22.89%      1,228.85         15.795533  1,000.00           5/1/96      791
  19 JPM International Equity                              8.34%      1,083.40         13.059689  1,000.00           5/1/96      791
  24 Russell Multi-Style Equity             (1)                                        11.950204  1,000.00           1/2/98      179
  25 Russell Aggressive Equity              (1)                                        10.629243  1,000.00           1/2/98      179
  26 Russell Non-U.S.                       (1)                                        11.200649  1,000.00           1/2/98      179
  27 Russell Core Bond                      (1)                                        10.315688  1,000.00           1/2/98      179
  30 AIM Value                              (1)                                        11.764796  1,000.00           1/2/98      179
  31 AIM Capital Appreciation               (1)                                        11.210744  1,000.00           1/2/98      179
  32 AIM International Equity               (1)                                        11.800847  1,000.00           1/2/98      179
  35 Alliance Premier Growth                (1)                                        12.751717  1,000.00           1/2/98      179
  36 Alliance Real Estate Investment        (1)                                         9.295588  1,000.00           1/2/98      179
  39 Liberty Newport Tiger                  (1)                                         7.316828  1,000.00           1/2/98      179
  40 Goldman Sachs Growth & Income          (1)                                        10.776200  1,000.00           1/29/98     152
  41 Goldman Sachs International            (1)                                        11.429119  1,000.00           1/29/98     152
  42 Goldman Sachs Global Income            (1)                                        10.297894  1,000.00           1/29/98     152
  45 Kemper Small Cap Growth                (1)                                        11.245417  1,000.00           1/2/98      179
  46 Kemper Small Cap Value                 (1)                                        10.160018  1,000.00           1/2/98      179
  47 Kemper Government Securities           (1)                                        10.264104  1,000.00           1/2/98      179
  49 MFS Research                           (1)                                        11.808504  1,000.00           1/2/98      179
  50 MFS Growth with Income                 (1)                                        11.535562  1,000.00           1/2/98      179
  51 MFS Emerging Growth                    (1)                                        12.073075  1,000.00           1/2/98      179
  52 MFS F&C Emerging Markets               (1)                                         8.675954  1,000.00           1/2/98      179
  53 MFS High Income                        (1)                                        10.396518  1,000.00           1/2/98      179
  54 MFS World Governments                  (1)                                        10.172638  1,000.00           1/2/98      179
  55 Oppenheimer Growth                     (1)                                        11.627266  1,000.00           1/2/98      179
  56 Oppenheimer Growth & Income            (1)                                        11.232688  1,000.00           1/2/98      179
  57 Oppenheimer High Income                (1)                                        10.407015  1,000.00           1/2/98      179
  58 Oppenheimer Bond                       (1)                                        10.323456  1,000.00           1/2/98      179
  59 Oppenheimer Strategic Bond             (1)                                        10.263162  1,000.00           1/2/98      179
  60 Putnam Growth & Income                 (1)                                        10.917315  1,000.00           1/2/98      179
  61 Putman New Value                       (1)                                        10.313419  1,000.00           1/2/98      179
  62 Putnam Vista                           (1)                                        11.611220  1,000.00           1/2/98      179
  63 Putnam International Growth            (1)                                        11.897017  1,000.00           1/2/98      179
  64 Putnam Int'l New Opportunity           (1)                                        11.552897  1,000.00           1/2/98      179
  67 Templeton International                (1)                                         9.637200  1,000.00           5/1/98       60
  68 Templeton Developing Markets           (1)                                         7.369957  1,000.00           5/1/98       60
  69 Mutual Shares Investments              (1)                                         9.509571  1,000.00           5/1/98       60
<FN>
(1)     Sub-account has not been in existence for 1 year.
</FN>
</TABLE>

<TABLE>
<CAPTION>
Cova Variable Annuity Account One (Missouri)
Non-Standard Five Year Performance Return Data
As of 6/30/1998


             Date       Transaction      Amount   Unit       Unit Balance   Transaction      Unit         Account        Account
                                                  Value         Before         Units        Balance        Value          Value
                                                             Transaction                                   Before         After
                                                                                                        Transaction    Transaction

   6 Lord Abbett Growth & Income
<S>     <C>   <C>                     <C>              <C>             <C>          <C>           <C>             <C>       <C>     
   6    06/30/93       Purchase       1,000.00         15.530852       0.0000       64.3880       64.3880         0.00      1,000.00
   6    06/30/94       annual fee                      16.050290      64.3880        0.0000       64.3880     1,033.45      1,033.45
   6    06/30/95       annual fee                      19.414863      64.3880        0.0000       64.3880     1,250.08      1,250.08
   6    06/28/96       annual fee                      22.645982      64.3880        0.0000       64.3880     1,458.13      1,458.13
   6    06/30/97       annual fee                      29.075373      64.3880        0.0000       64.3880     1,872.11      1,872.11
   6    06/30/98       annual fee                      33.662976      64.3880        0.0000       64.3880     2,167.49      2,167.49
   6    06/30/98       surrender fee                   33.662976      64.3880        0.0000       64.3880     2,167.49      2,167.49
</TABLE>

<TABLE>
<CAPTION>
                  Cova Variable Annuity Account One (Missouri)
                              Five Year Performance
                         Non-Standard Annualized Returns
                                    6/30/98


            Sub-Account                          Average       Account        6/30/98       Initial      Inception     Days Since
                                                 Annual         Value           AUV       Investment        Date        Inception
                                                 Return

<S>                                                       <C>         <C>              <C>        <C>               <C>   <C>  <C>  
   6 Lord Abbett Growth & Income                          16.73%      2,167.49         33.662976  1,000.00          12/11/89   3,123
   8 LA Bond Debenture                      (1)                                        13.512812  1,000.00          05/01/96     791
   9 GACC Money Market                      (1)                                        10.891338  1,000.00          06/03/96     757
  11 LA Developing Growth                   (1)                                        11.313738  1,000.00          08/20/97     315
  12 LA Large Cap Research                  (1)                                        11.344054  1,000.00          08/20/97     315
  13 LA Mid-Cap Value                       (1)                                        11.209641  1,000.00          08/20/97     315
  15 JPM Quality Bond                       (1)                                        11.525607  1,000.00          05/01/96     791
  16 JPM Small Cap Stock                    (1)                                        14.018877  1,000.00          05/01/96     791
  17 JPM Large Cap Stock                    (1)                                        17.659381  1,000.00          05/01/96     791
  18 JPM Select Equity                      (1)                                        15.795533  1,000.00          05/01/96     791
  19 JPM International Equity               (1)                                        13.059689  1,000.00          05/01/96     791
  24 Russell Multi-Style Equity             (1)                                        11.950204  1,000.00          01/02/98     179
  25 Russell Aggressive Equity              (1)                                        10.629243  1,000.00          01/02/98     179
  26 Russell Non-U.S.                       (1)                                        11.200649  1,000.00          01/02/98     179
  27 Russell Core Bond                      (1)                                        10.315688  1,000.00          01/02/98     179
  30 AIM Value                              (1)                                        11.764796  1,000.00          01/02/98     179
  31 AIM Capital Appreciation               (1)                                        11.210744  1,000.00          01/02/98     179
  32 AIM International Equity               (1)                                        11.800847  1,000.00          01/02/98     179
  35 Alliance Premier Growth                (1)                                        12.751717  1,000.00          01/02/98     179
  36 Alliance Real Estate Investment        (1)                                         9.295588  1,000.00          01/02/98     179
  39 Liberty Newport Tiger                  (1)                                         7.316828  1,000.00          01/02/98     179
  40 Goldman Sachs Growth & Income          (1)                                        10.776200  1,000.00          01/29/98     152
  41 Goldman Sachs International            (1)                                        11.429119  1,000.00          01/29/98     152
  42 Goldman Sachs Global Income            (1)                                        10.297894  1,000.00          01/29/98     152
  45 Kemper Small Cap Growth                (1)                                        11.245417  1,000.00          01/02/98     179
  46 Kemper Small Cap Value                 (1)                                        10.160018  1,000.00          01/02/98     179
  47 Kemper Government Securities           (1)                                        10.264104  1,000.00          01/02/98     179
  49 MFS Research                           (1)                                        11.808504  1,000.00          01/02/98     179
  50 MFS Growth with Income                 (1)                                        11.535562  1,000.00          01/02/98     179
  51 MFS Emerging Growth                    (1)                                        12.073075  1,000.00          01/02/98     179
  52 MFS F&C Emerging Markets               (1)                                         8.675954  1,000.00          01/02/98     179
  53 MFS High Income                        (1)                                        10.396518  1,000.00          01/02/98     179
  54 MFS World Governments                  (1)                                        10.172638  1,000.00          01/02/98     179
  55 Oppenheimer Growth                     (1)                                        11.627266  1,000.00          01/02/98     179
  56 Oppenheimer Growth & Income            (1)                                        11.232688  1,000.00          01/02/98     179
  57 Oppenheimer High Income                (1)                                        10.407015  1,000.00          01/02/98     179
  58 Oppenheimer Bond                       (1)                                        10.323456  1,000.00          01/02/98     179
  59 Oppenheimer Strategic Bond             (1)                                        10.263162  1,000.00          01/02/98     179
  60 Putnam Growth & Income                 (1)                                        10.917315  1,000.00           1/2/98      179
  61 Putman New Value                       (1)                                        10.313419  1,000.00           1/2/98      179
  62 Putnam Vista                           (1)                                        11.611220  1,000.00           1/2/98      179
  63 Putnam International Growth            (1)                                        11.897017  1,000.00           1/2/98      179
  64 Putnam Int'l New Opportunity           (1)                                        11.552897  1,000.00           1/2/98      179
  67 Templeton International                (1)                                         9.637200  1,000.00           5/1/98       60
  68 Templeton Developing Markets           (1)                                         7.369957  1,000.00           5/1/98       60
  69 Mutual Shares Investments              (1)                                         9.509571  1,000.00           5/1/98       60
<FN>
(1)     Sub-account has not been in existence for 5 years.
</FN>
</TABLE>

<TABLE>
<CAPTION>
Cova Variable Annuity Account One (Missouri)
Non-Standard Inception to Date Performance Return Data
As of 6/30/1998


             Date       Transaction      Amount   Unit       Unit Balance   Transaction      Unit         Account        Account
                                                  Value         Before         Units        Balance        Value          Value
                                                             Transaction                                   Before         After
                                                                                                        Transaction    Transaction

   6 Lord Abbett Growth & Income
<S>     <C>   <C>                      <C>              <C>             <C>         <C>           <C>              <C>      <C>     
   6    12/11/89       Purchase        1,000.00         10.000000       0.0000      100.0000      100.0000         0.00     1,000.00
   6    12/11/90       annual fee                        9.991916     100.0000        0.0000      100.0000       999.19       999.19
   6    12/11/91       annual fee                       11.635826     100.0000        0.0000      100.0000     1,163.58     1,163.58
   6    12/11/92       annual fee                       14.232895     100.0000        0.0000      100.0000     1,423.29     1,423.29
   6    12/11/93       annual fee                       16.227131     100.0000        0.0000      100.0000     1,622.71     1,622.71
   6    12/11/94       annual fee                       16.145116     100.0000        0.0000      100.0000     1,614.51     1,614.51
   6    12/11/95       annual fee                       21.265128     100.0000        0.0000      100.0000     2,126.51     2,126.51
   6    12/11/96       annual fee                       25.168559     100.0000        0.0000      100.0000     2,516.86     2,516.86
   6    12/11/97       annual fee                       30.678569     100.0000        0.0000      100.0000     3,067.86     3,067.86
   6    06/30/98       annual fee                       33.662976     100.0000        0.0000      100.0000     3,366.30     3,366.30
   6    06/30/98       surrender fee                    33.662976     100.0000        0.0000      100.0000     3,366.30     3,366.30

   8 LA Bond Debenture
   8    05/01/96       Purchase        1,000.00         10.097690       0.0000       99.0326       99.0326         0.00     1,000.00
   8    12/11/96       annual fee                       11.194096      99.0326        0.0000       99.0326     1,108.58     1,108.58
   8    12/11/97       annual fee                       12.782825      99.0326        0.0000       99.0326     1,265.92     1,265.92
   8    06/30/98       annual fee                       13.512812      99.0326        0.0000       99.0326     1,338.21     1,338.21
   8    06/30/98       surrender fee                    13.512812      99.0326        0.0000       99.0326     1,338.21     1,338.21

   9 GACC Money Market
   9    06/03/96       Purchase        1,000.00         10.000000       0.0000      100.0000      100.0000         0.00     1,000.00
   9    12/11/96       annual fee                       10.210737     100.0000        0.0000      100.0000     1,021.07     1,021.07
   9    12/11/97       annual fee                       10.639859     100.0000        0.0000      100.0000     1,063.99     1,063.99
   9    06/30/98       annual fee                       10.891338     100.0000        0.0000      100.0000     1,089.13     1,089.13
   9    06/30/98       surrender fee                    10.891338     100.0000        0.0000      100.0000     1,089.13     1,089.13

  11 LA Developing Growth
  11    08/20/97       Purchase        1,000.00         10.000000       0.0000      100.0000      100.0000         0.00     1,000.00
  11    12/11/97       annual fee                       10.223930     100.0000        0.0000      100.0000     1,022.39     1,022.39
  11    06/30/98       annual fee                       11.313738     100.0000        0.0000      100.0000     1,131.37     1,131.37
  11    06/30/98       surrender fee                    11.313738     100.0000        0.0000      100.0000     1,131.37     1,131.37

  12 LA Large Cap Research
  12    08/20/97       Purchase        1,000.00         10.000000       0.0000      100.0000      100.0000         0.00     1,000.00
  12    12/11/97       annual fee                        9.729456     100.0000        0.0000      100.0000       972.95       972.95
  12    06/30/98       annual fee                       11.344054     100.0000        0.0000      100.0000     1,134.41     1,134.41
  12    06/30/98       surrender fee                    11.344054     100.0000        0.0000      100.0000     1,134.41     1,134.41

  13 LA Mid-Cap Value
  13    08/20/97       Purchase        1,000.00         10.000000       0.0000      100.0000      100.0000         0.00     1,000.00
  13    12/11/97       annual fee                       10.200277     100.0000        0.0000      100.0000     1,020.03     1,020.03
  13    06/30/98       annual fee                       11.209641     100.0000        0.0000      100.0000     1,120.96     1,120.96
  13    06/30/98       surrender fee                    11.209641     100.0000        0.0000      100.0000     1,120.96     1,120.96

  15 JPM Quality Bond
  15    05/01/96       Purchase        1,000.00          9.897228       0.0000      101.0384      101.0384         0.00     1,000.00
  15    12/11/96       annual fee                       10.364657     101.0384        0.0000      101.0384     1,047.23     1,047.23
  15    12/11/97       annual fee                       11.109409     101.0384        0.0000      101.0384     1,122.48     1,122.48
  15    06/30/98       annual fee                       11.525607     101.0384        0.0000      101.0384     1,164.53     1,164.53
  15    06/30/98       surrender fee                    11.525607     101.0384        0.0000      101.0384     1,164.53     1,164.53
</TABLE>




<TABLE>
<CAPTION>
Cova Variable Annuity Account One (Missouri)
Non-Standard Inception to Date Performance Return Data
As of 6/30/1998


             Date       Transaction      Amount   Unit       Unit Balance   Transaction      Unit         Account        Account
                                                  Value         Before         Units        Balance        Value          Value
                                                             Transaction                                   Before         After
                                                                                                        Transaction    Transaction

  16 JPM Small Cap Stock
<S>     <C>   <C>                     <C>              <C>             <C>          <C>           <C>             <C>       <C>     
  16    05/01/96       Purchase       1,000.00         10.512560       0.0000       95.1243       95.1243         0.00      1,000.00
  16    12/11/96       annual fee                      11.086421      95.1243        0.0000       95.1243     1,054.59      1,054.59
  16    12/11/97       annual fee                      13.178906      95.1243        0.0000       95.1243     1,253.63      1,253.63
  16    06/30/98       annual fee                      14.018877      95.1243        0.0000       95.1243     1,333.54      1,333.54
  16    06/30/98       surrender fee                   14.018877      95.1243        0.0000       95.1243     1,333.54      1,333.54

  17 JPM Large Cap Stock
  17    05/01/96       Purchase       1,000.00         10.003025       0.0000       99.9698       99.9698         0.00      1,000.00
  17    12/11/96       annual fee                      11.353003      99.9698        0.0000       99.9698     1,134.96      1,134.96
  17    12/11/97       annual fee                      14.627928      99.9698        0.0000       99.9698     1,462.35      1,462.35
  17    06/30/98       annual fee                      17.659381      99.9698        0.0000       99.9698     1,765.40      1,765.40
  17    06/30/98       surrender fee                   17.659381      99.9698        0.0000       99.9698     1,765.40      1,765.40

  18 JPM Select Equity
  18    05/01/96       Purchase       1,000.00         10.083890       0.0000       99.1681       99.1681         0.00      1,000.00
  18    12/11/96       annual fee                      10.779321      99.1681        0.0000       99.1681     1,068.96      1,068.96
  18    12/11/97       annual fee                      13.728118      99.1681        0.0000       99.1681     1,361.39      1,361.39
  18    06/30/98       annual fee                      15.795533      99.1681        0.0000       99.1681     1,566.41      1,566.41
  18    06/30/98       surrender fee                   15.795533      99.1681        0.0000       99.1681     1,566.41      1,566.41

  19 JPM International Equity
  19    05/01/96       Purchase       1,000.00         10.214899       0.0000       97.8962       97.8962         0.00      1,000.00
  19    12/11/96       annual fee                      10.726728      97.8962        0.0000       97.8962     1,050.11      1,050.11
  19    12/11/97       annual fee                      11.295266      97.8962        0.0000       97.8962     1,105.76      1,105.76
  19    06/30/98       annual fee                      13.059689      97.8962        0.0000       97.8962     1,278.49      1,278.49
  19    06/30/98       surrender fee                   13.059689      97.8962        0.0000       97.8962     1,278.49      1,278.49

  24 Russell Multi-Style Equity
  24    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  24    06/30/98       annual fee                      11.950204     100.0000        0.0000      100.0000     1,195.02      1,195.02
  24    06/30/98       surrender fee                   11.950204     100.0000        0.0000      100.0000     1,195.02      1,195.02

  25 Russell Aggressive Equity
  25    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  25    06/30/98       annual fee                      10.629243     100.0000        0.0000      100.0000     1,062.92      1,062.92
  25    06/30/98       surrender fee                   10.629243     100.0000        0.0000      100.0000     1,062.92      1,062.92

  26 Russell Non-U.S.
  26    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  26    06/30/98       annual fee                      11.200649     100.0000        0.0000      100.0000     1,120.06      1,120.06
  26    06/30/98       surrender fee                   11.200649     100.0000        0.0000      100.0000     1,120.06      1,120.06

  27 Russell Core Bond
  27    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  27    06/30/98       annual fee                      10.315688     100.0000        0.0000      100.0000     1,031.57      1,031.57
  27    06/30/98       surrender fee                   10.315688     100.0000        0.0000      100.0000     1,031.57      1,031.57

  30 AIM Value
  30    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  30    06/30/98       annual fee                      11.764796     100.0000        0.0000      100.0000     1,176.48      1,176.48
  30    06/30/98       surrender fee                   11.764796     100.0000        0.0000      100.0000     1,176.48      1,176.48
</TABLE>



<TABLE>
<CAPTION>
Cova Variable Annuity Account One (Missouri)
Non-Standard Inception to Date Performance Return Data
As of 6/30/1998


             Date       Transaction      Amount   Unit       Unit Balance   Transaction      Unit         Account        Account
                                                  Value         Before         Units        Balance        Value          Value
                                                             Transaction                                   Before         After
                                                                                                        Transaction    Transaction

  31 AIM Capital Appreciation
<S>     <C>   <C>                     <C>              <C>             <C>         <C>           <C>              <C>       <C>     
  31    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  31    06/30/98       annual fee                      11.210744     100.0000        0.0000      100.0000     1,121.07      1,121.07
  31    06/30/98       surrender fee                   11.210744     100.0000        0.0000      100.0000     1,121.07      1,121.07

  32 AIM International Equity
  32    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  32    06/30/98       annual fee                      11.800847     100.0000        0.0000      100.0000     1,180.08      1,180.08
  32    06/30/98       surrender fee                   11.800847     100.0000        0.0000      100.0000     1,180.08      1,180.08

  35 Alliance Premier Growth
  35    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  35    06/30/98       annual fee                      12.751717     100.0000        0.0000      100.0000     1,275.17      1,275.17
  35    06/30/98       surrender fee                   12.751717     100.0000        0.0000      100.0000     1,275.17      1,275.17

  36 Alliance Real Estate Investment
  36    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  36    06/30/98       annual fee                       9.295588     100.0000        0.0000      100.0000       929.56        929.56
  36    06/30/98       surrender fee                    9.295588     100.0000        0.0000      100.0000       929.56        929.56

  39 Liberty Newport Tiger
  39    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  39    06/30/98       annual fee                       7.316828     100.0000        0.0000      100.0000       731.68        731.68
  39    06/30/98       surrender fee                    7.316828     100.0000        0.0000      100.0000       731.68        731.68

  40 Goldman Sachs Growth & Income
  40    01/29/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  40    06/30/98       annual fee                      10.776200     100.0000        0.0000      100.0000     1,077.62      1,077.62
  40    06/30/98       surrender fee                   10.776200     100.0000        0.0000      100.0000     1,077.62      1,077.62

  41 Goldman Sachs International
  41    01/29/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  41    06/30/98       annual fee                      11.429119     100.0000        0.0000      100.0000     1,142.91      1,142.91
  41    06/30/98       surrender fee                   11.429119     100.0000        0.0000      100.0000     1,142.91      1,142.91

  42 Goldman Sachs Global Income
  42    01/29/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  42    06/30/98       annual fee                      10.297894     100.0000        0.0000      100.0000     1,029.79      1,029.79
  42    06/30/98       surrender fee                   10.297894     100.0000        0.0000      100.0000     1,029.79      1,029.79

  45 Kemper Small Cap Growth
  45    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  45    06/30/98       annual fee                      11.245417     100.0000        0.0000      100.0000     1,124.54      1,124.54
  45    06/30/98       surrender fee                   11.245417     100.0000        0.0000      100.0000     1,124.54      1,124.54

  46 Kemper Small Cap Value
  46    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  46    06/30/98       annual fee                      10.160018     100.0000        0.0000      100.0000     1,016.00      1,016.00
  46    06/30/98       surrender fee                   10.160018     100.0000        0.0000      100.0000     1,016.00      1,016.00
</TABLE>

<TABLE>
<CAPTION>
Cova Variable Annuity Account One (Missouri)
Non-Standard Inception to Date Performance Return Data
As of 6/30/1998


             Date       Transaction      Amount   Unit       Unit Balance   Transaction      Unit         Account        Account
                                                  Value         Before         Units        Balance        Value          Value
                                                             Transaction                                   Before         After
                                                                                                        Transaction    Transaction

  47 Kemper Government Securities
<S>     <C>   <C>                     <C>              <C>             <C>         <C>           <C>              <C>       <C>     
  47    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  47    06/30/98       annual fee                      10.264104     100.0000        0.0000      100.0000     1,026.41      1,026.41
  47    06/30/98       surrender fee                   10.264104     100.0000        0.0000      100.0000     1,026.41      1,026.41

  49 MFS Research
  49    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  49    06/30/98       annual fee                      11.808504     100.0000        0.0000      100.0000     1,180.85      1,180.85
  49    06/30/98       surrender fee                   11.808504     100.0000        0.0000      100.0000     1,180.85      1,180.85

  50 MFS Growth with Income
  50    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  50    06/30/98       annual fee                      11.535562     100.0000        0.0000      100.0000     1,153.56      1,153.56
  50    06/30/98       surrender fee                   11.535562     100.0000        0.0000      100.0000     1,153.56      1,153.56

  51 MFS Emerging Growth
  51    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  51    06/30/98       annual fee                      12.073075     100.0000        0.0000      100.0000     1,207.31      1,207.31
  51    06/30/98       surrender fee                   12.073075     100.0000        0.0000      100.0000     1,207.31      1,207.31

  52 MFS F&C Emerging Markets
  52    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  52    06/30/98       annual fee                       8.675954     100.0000        0.0000      100.0000       867.60        867.60
  52    06/30/98       surrender fee                    8.675954     100.0000        0.0000      100.0000       867.60        867.60

  53 MFS High Income
  53    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  53    06/30/98       annual fee                      10.396518     100.0000        0.0000      100.0000     1,039.65      1,039.65
  53    06/30/98       surrender fee                   10.396518     100.0000        0.0000      100.0000     1,039.65      1,039.65

  54 MFS World Governments
  54    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  54    06/30/98       annual fee                      10.172638     100.0000        0.0000      100.0000     1,017.26      1,017.26
  54    06/30/98       surrender fee                   10.172638     100.0000        0.0000      100.0000     1,017.26      1,017.26

  55 Oppenheimer Growth
  55    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  55    06/30/98       annual fee                      11.627266     100.0000        0.0000      100.0000     1,162.73      1,162.73
  55    06/30/98       surrender fee                   11.627266     100.0000        0.0000      100.0000     1,162.73      1,162.73

  56 Oppenheimer Growth & Income
  56    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  56    06/30/98       annual fee                      11.232688     100.0000        0.0000      100.0000     1,123.27      1,123.27
  56    06/30/98       surrender fee                   11.232688     100.0000        0.0000      100.0000     1,123.27      1,123.27

  57 Oppenheimer High Income
  57    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  57    06/30/98       annual fee                      10.407015     100.0000        0.0000      100.0000     1,040.70      1,040.70
  57    06/30/98       surrender fee                   10.407015     100.0000        0.0000      100.0000     1,040.70      1,040.70
</TABLE>

<TABLE>
<CAPTION>
Cova Variable Annuity Account One (Missouri)
Non-Standard Inception to Date Performance Return Data
As of 6/30/1998


             Date       Transaction      Amount Unit       Unit Balance   Transaction      Unit         Account        Account
                                                Value         Before         Units        Balance        Value          Value
                                                           Transaction                                   Before         After
                                                                                                      Transaction    Transaction

  58 Oppenheimer Bond
<S>     <C>   <C>                     <C>              <C>             <C>         <C>           <C>              <C>       <C>     
  58    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  58    06/30/98       annual fee                      10.323456     100.0000        0.0000      100.0000     1,032.35      1,032.35
  58    06/30/98       surrender fee                   10.323456     100.0000        0.0000      100.0000     1,032.35      1,032.35

  59 Oppenheimer Strategic Bond
  59    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  59    06/30/98       annual fee                      10.263162     100.0000        0.0000      100.0000     1,026.32      1,026.32
  59    06/30/98       surrender fee                   10.263162     100.0000        0.0000      100.0000     1,026.32      1,026.32

  60 Putnam Growth & Income
  60    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  60    06/30/98       annual fee                      10.917315     100.0000        0.0000      100.0000     1,091.73      1,091.73
  60    06/30/98       surrender fee                   10.917315     100.0000        0.0000      100.0000     1,091.73      1,091.73

  61 Putnam New Value
  61    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  61    06/30/98       annual fee                      10.313419     100.0000        0.0000      100.0000     1,031.34      1,031.34
  61    06/30/98       surrender fee                   10.313419     100.0000        0.0000      100.0000     1,031.34      1,031.34

  62 Putnam Vista
  62    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  62    06/30/98       annual fee                      11.611220     100.0000        0.0000      100.0000     1,161.12      1,161.12
  62    06/30/98       surrender fee                   11.611220     100.0000        0.0000      100.0000     1,161.12      1,161.12

  63 Putnam International Growth
  63    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  63    06/30/98       annual fee                      11.897017     100.0000        0.0000      100.0000     1,189.70      1,189.70
  63    06/30/98       surrender fee                   11.897017     100.0000        0.0000      100.0000     1,189.70      1,189.70

  64 Putnam International New Opportunity
  64    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  64    06/30/98       annual fee                      11.552897     100.0000        0.0000      100.0000     1,155.29      1,155.29
  64    06/30/98       surrender fee                   11.552897     100.0000        0.0000      100.0000     1,155.29      1,155.29

  67 Templeton International Fund
  67    05/01/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  67    06/30/98       annual fee                       9.637200     100.0000        0.0000      100.0000       963.72        963.72
  67    06/30/98       surrender fee                    9.637200     100.0000        0.0000      100.0000       963.72        963.72

  68 Templeton Developing Markets
  68    05/01/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  68    06/30/98       annual fee                       7.369957     100.0000        0.0000      100.0000       737.00        737.00
  68    06/30/98       surrender fee                    7.369957     100.0000        0.0000      100.0000       737.00        737.00

  69 Mutual Shares Investments
  69    05/01/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  69    06/30/98       annual fee                       9.509571     100.0000        0.0000      100.0000       950.96        950.96
  69    06/30/98       surrender fee                    9.509571     100.0000        0.0000      100.0000       950.96        950.96
</TABLE>

<TABLE>
<CAPTION>
                  Cova Variable Annuity Account One (Missouri)
                          Inception to Date Performance
                         Non-Standard Annualized Returns
                                    6/30/98


                    Sub-Account               Annualized      Account        6/30/98       Initial      Inception     Days Since
                                               Inception       Value           AUV       Investment        Date        Inception
                                                Return

<S>                                                    <C>         <C>              <C>        <C>               <C>   <C>  <C>  
   6 Lord Abbett Growth & Income                       15.24%      3,366.30         33.662976  1,000.00          12/11/89   3,123
   8 LA Bond Debenture                                 14.39%      1,338.21         13.512812  1,000.00           5/1/96      791
   9 GACC Money Market                                  4.20%      1,089.13         10.891338  1,000.00           6/3/96      757
  11 LA Developing Growth                (1)           13.14%      1,131.37         11.313738  1,000.00           8/20/97     315
  12 LA Large Cap Research               (1)           13.44%      1,134.41         11.344054  1,000.00           8/20/97     315
  13 LA Mid-Cap Value                    (1)           12.10%      1,120.96         11.209641  1,000.00           8/20/97     315
  15 JPM Quality Bond                                   7.28%      1,164.53         11.525607  1,000.00           5/1/96      791
  16 JPM Small Cap Stock                               14.20%      1,333.54         14.018877  1,000.00           5/1/96      791
  17 JPM Large Cap Stock                               29.99%      1,765.40         17.659381  1,000.00           5/1/96      791
  18 JPM Select Equity                                 23.01%      1,566.41         15.795533  1,000.00           5/1/96      791
  19 JPM International Equity                          12.00%      1,278.49         13.059689  1,000.00           5/1/96      791
  24 Russell Multi-Style Equity          (1)           19.50%      1,195.02         11.950204  1,000.00           1/2/98      179
  25 Russell Aggressive Equity           (1)            6.29%      1,062.92         10.629243  1,000.00           1/2/98      179
  26 Russell Non-U.S.                    (1)           12.01%      1,120.06         11.200649  1,000.00           1/2/98      179
  27 Russell Core Bond                   (1)            3.16%      1,031.57         10.315688  1,000.00           1/2/98      179
  30 AIM Value                           (1)           17.65%      1,176.48         11.764796  1,000.00           1/2/98      179
  31 AIM Capital Appreciation            (1)           12.11%      1,121.07         11.210744  1,000.00           1/2/98      179
  32 AIM International Equity            (1)           18.01%      1,180.08         11.800847  1,000.00           1/2/98      179
  35 Alliance Premier Growth             (1)           27.52%      1,275.17         12.751717  1,000.00           1/2/98      179
  36 Alliance Real Estate Investment     (1)           -7.04%        929.56          9.295588  1,000.00           1/2/98      179
  39 Liberty Newport Tiger               (1)          -26.83%        731.68          7.316828  1,000.00           1/2/98      179
  40 Goldman Sachs Growth & Income       (1)            7.76%      1,077.62         10.776200  1,000.00           1/29/98     152
  41 Goldman Sachs International         (1)           14.29%      1,142.91         11.429119  1,000.00           1/29/98     152
  42 Goldman Sachs Global Income         (1)            2.98%      1,029.79         10.297894  1,000.00           1/29/98     152
  45 Kemper Small Cap Growth             (1)           12.45%      1,124.54         11.245417  1,000.00           1/2/98      179
  46 Kemper Small Cap Value              (1)            1.60%      1,016.00         10.160018  1,000.00           1/2/98      179
  47 Kemper Government Securities        (1)            2.64%      1,026.41         10.264104  1,000.00           1/2/98      179
  49 MFS Research                        (1)           18.09%      1,180.85         11.808504  1,000.00           1/2/98      179
  50 MFS Growth with Income              (1)           15.36%      1,153.56         11.535562  1,000.00           1/2/98      179
  51 MFS Emerging Growth                 (1)           20.73%      1,207.31         12.073075  1,000.00           1/2/98      179
  52 MFS F&C Emerging Markets            (1)          -13.24%        867.60          8.675954  1,000.00           1/2/98      179
  53 MFS High Income                     (1)            3.97%      1,039.65         10.396518  1,000.00           1/2/98      179
  54 MFS World Governments               (1)            1.73%      1,017.26         10.172638  1,000.00           1/2/98      179
  55 Oppenheimer Growth                  (1)           16.27%      1,162.73         11.627266  1,000.00           1/2/98      179
  56 Oppenheimer Growth & Income         (1)           12.33%      1,123.27         11.232688  1,000.00           1/2/98      179
  57 Oppenheimer High Income             (1)            4.07%      1,040.70         10.407015  1,000.00           1/2/98      179
  58 Oppenheimer Bond                    (1)            3.23%      1,032.35         10.323456  1,000.00           1/2/98      179
  59 Oppenheimer Strategic Bond          (1)            2.63%      1,026.32         10.263162  1,000.00           1/2/98      179
  60 Putnam Growth & Income              (1)            9.17%     $1,091.73        $10.917315 $1,000.00           1/2/98      179
  61 Putman New Value                    (1)            3.13%      1,031.34         10.313419  1,000.00           1/2/98      179
  62 Putnam Vista                        (1)           16.11%      1,161.12         11.611220  1,000.00           1/2/98      179
  63 Putnam International Growth         (1)           18.97%      1,189.70         11.897017  1,000.00           1/2/98      179
  64 Putnam Int'l New Opportunity        (1)           15.53%      1,155.29         11.552897  1,000.00           1/2/98      179
  67 Templeton International             (1)           -3.63%        963.72          9.637200  1,000.00           5/1/98       60
  68 Templeton Developing Markets        (1)          -26.30%        737.00          7.369957  1,000.00           5/1/98       60
  69 Mutual Shares Investments           (1)           -4.90%        950.96          9.509571  1,000.00           5/1/98       60
<FN>
(1)     Not annualized for sub-accounts in existence less than 1 year.
</FN>
</TABLE>

<TABLE>
<CAPTION>
Cova Variable Annuity Account One (Missouri)
Standard One Year Performance Return Data
As of 6/30/1998


             Date       Transaction      Amount   Unit       Unit Balance   Transaction      Unit         Account        Account
                                                  Value         Before         Units        Balance        Value          Value
                                                             Transaction                                   Before         After
                                                                                                        Transaction    Transaction

   6 Lord Abbett Growth & Income
<S>     <C>   <C>                     <C>              <C>             <C>          <C>           <C>             <C>       <C>     
   6    06/30/97       Purchase       1,000.00         29.075373       0.0000       34.3934       34.3934         0.00      1,000.00
   6    06/30/98       annual fee        (1.16)        33.662976      34.3934       (0.0345)      34.3589     1,157.78      1,156.62
   6    06/30/98       surrender fee    (50.00)        33.662976      34.3589       (1.4853)      32.8736     1,156.62      1,106.62

   8 LA Bond Debenture
   8    06/30/97       Purchase       1,000.00         12.073529       0.0000       82.8258       82.8258         0.00      1,000.00
   8    06/30/98       annual fee        (1.12)        13.512812      82.8258       (0.0829)      82.7429     1,119.21      1,118.09
   8    06/30/98       surrender fee    (50.00)        13.512812      82.7429       (3.7002)      79.0427     1,118.09      1,068.09

   9 GACC Money Market
   9    06/30/97       Purchase       1,000.00         10.442860       0.0000       95.7592       95.7592         0.00      1,000.00
   9    06/30/98       annual fee        (1.04)        10.891338      95.7592       (0.0955)      95.6637     1,042.95      1,041.91
   9    06/30/98       surrender fee    (50.00)        10.891338      95.6637       (4.5908)      91.0729     1,041.91        991.91

  15 JPM Quality Bond
  15    06/30/97       Purchase       1,000.00         10.579730       0.0000       94.5204       94.5204         0.00      1,000.00
  15    06/30/98       annual fee        (1.09)        11.525607      94.5204       (0.0946)      94.4258     1,089.40      1,088.31
  15    06/30/98       surrender fee    (50.00)        11.525607      94.4258       (4.3382)      90.0876     1,088.31      1,038.31

  16 JPM Small Cap Stock
  16    06/28/96                                       10.467047
  16    06/30/97       Purchase       1,000.00         12.020402       0.0000       83.1919       83.1919         0.00      1,000.00
  16    06/30/98       annual fee        (1.17)        14.018877      83.1919       (0.0835)      83.1084     1,166.26      1,165.09
  16    06/30/98       surrender fee    (50.00)        14.018877      83.1084       (3.5666)      79.5418     1,165.09      1,115.09

  17 JPM Large Cap Stock
  17    06/30/97       Purchase       1,000.00         13.648930       0.0000       73.2658       73.2658         0.00      1,000.00
  17    06/30/98       annual fee        (1.29)        17.659381      73.2658       (0.0730)      73.1928     1,293.83      1,292.54
  17    06/30/98       surrender fee    (50.00)        17.659381      73.1928       (2.8314)      70.3614     1,292.54      1,242.54

  18 JPM Select Equity
  18    06/30/97       Purchase       1,000.00         12.853891       0.0000       77.7975       77.7975         0.00      1,000.00
  18    06/30/98       annual fee        (1.23)        15.795533      77.7975       (0.0779)      77.7196     1,228.85      1,227.62
  18    06/30/98       surrender fee    (50.00)        15.795533      77.7196       (3.1655)      74.5541     1,227.62      1,177.62

  19 JPM International Equity
  19    06/30/97       Purchase       1,000.00         12.054405       0.0000       82.9572       82.9572         0.00      1,000.00
  19    06/30/98       annual fee        (1.08)        13.059689      82.9572       (0.0827)      82.8745     1,083.40      1,082.32
  19    06/30/98       surrender fee    (50.00)        13.059689      82.8745       (3.8286)      79.0459     1,082.32      1,032.31
</TABLE>

<TABLE>
<CAPTION>
                  Cova Variable Annuity Account One (Missouri)
                              One Year Performance
                             Standard Total Returns
                                    6/30/98


                    Sub-Account               Total        Account        6/30/98       Initial      Inception     Days Since
                                             Return         Value           AUV       Investment        Date        Inception


<S>                                                    <C>         <C>              <C>        <C>               <C>   <C>  <C>  
   6 Lord Abbett Growth & Income                       10.66%      1,106.62         33.662976  1,000.00          12/11/89   3,123
   8 LA Bond Debenture                                  6.81%      1,068.09         13.512812  1,000.00           5/1/96      791
   9 GACC Money Market                                 -0.81%        991.91         10.891338  1,000.00           6/3/96      757
  11 LA Developing Growth                (1)                                        11.313738  1,000.00           8/20/97     315
  12 LA Large Cap Research               (1)                                        11.344054  1,000.00           8/20/97     315
  13 LA Mid-Cap Value                    (1)                                        11.209641  1,000.00           8/20/97     315
  15 JPM Quality Bond                                   3.83%      1,038.31         11.525607  1,000.00           5/1/96      791
  16 JPM Small Cap Stock                               11.51%      1,115.09         14.018877  1,000.00           5/1/96      791
  17 JPM Large Cap Stock                               24.25%      1,242.54         17.659381  1,000.00           5/1/96      791
  18 JPM Select Equity                                 17.76%      1,177.62         15.795533  1,000.00           5/1/96      791
  19 JPM International Equity                           3.23%      1,032.31         13.059689  1,000.00           5/1/96      791
  24 Russell Multi-Style Equity          (1)                                        11.950204  1,000.00           1/2/98      179
  25 Russell Aggressive Equity           (1)                                        10.629243  1,000.00           1/2/98      179
  26 Russell Non-U.S.                    (1)                                        11.200649  1,000.00           1/2/98      179
  27 Russell Core Bond                   (1)                                        10.315688  1,000.00           1/2/98      179
  30 AIM Value                           (1)                                        11.764796  1,000.00           1/2/98      179
  31 AIM Capital Appreciation            (1)                                        11.210744  1,000.00           1/2/98      179
  32 AIM International Equity            (1)                                        11.800847  1,000.00           1/2/98      179
  35 Alliance Premier Growth             (1)                                        12.751717  1,000.00           1/2/98      179
  36 Alliance Real Estate Investment     (1)                                         9.295588  1,000.00           1/2/98      179
  39 Liberty Newport Tiger               (1)                                         7.316828  1,000.00           1/2/98      179
  40 Goldman Sachs Growth & Income       (1)                                        10.776200  1,000.00           1/29/98     152
  41 Goldman Sachs International         (1)                                        11.429119  1,000.00           1/29/98     152
  42 Goldman Sachs Global Income         (1)                                        10.297894  1,000.00           1/29/98     152
  45 Kemper Small Cap Growth             (1)                                        11.245417  1,000.00           1/2/98      179
  46 Kemper Small Cap Value              (1)                                        10.160018  1,000.00           1/2/98      179
  47 Kemper Government Securities        (1)                                        10.264104  1,000.00           1/2/98      179
  49 MFS Research                        (1)                                        11.808504  1,000.00           1/2/98      179
  50 MFS Growth with Income              (1)                                        11.535562  1,000.00           1/2/98      179
  51 MFS Emerging Growth                 (1)                                        12.073075  1,000.00           1/2/98      179
  52 MFS F&C Emerging Markets            (1)                                         8.675954  1,000.00           1/2/98      179
  53 MFS High Income                     (1)                                        10.396518  1,000.00           1/2/98      179
  54 MFS World Governments               (1)                                        10.172638  1,000.00           1/2/98      179
  55 Oppenheimer Growth                  (1)                                        11.627266  1,000.00           1/2/98      179
  56 Oppenheimer Growth & Income         (1)                                        11.232688  1,000.00           1/2/98      179
  57 Oppenheimer High Income             (1)                                        10.407015  1,000.00           1/2/98      179
  58 Oppenheimer Bond                    (1)                                        10.323456  1,000.00           1/2/98      179
  59 Oppenheimer Strategic Bond          (1)                                        10.263162  1,000.00           1/2/98      179
  60 Putnam Growth & Income              (1)                                        10.917315  1,000.00           1/2/98      179
  61 Putman New Value                    (1)                                        10.313419  1,000.00           1/2/98      179
  62 Putnam Vista                        (1)                                        11.611220  1,000.00           1/2/98      179
  63 Putnam International Growth         (1)                                        11.897017  1,000.00           1/2/98      179
  64 Putnam Int'l New Opportunity        (1)                                        11.552897  1,000.00           1/2/98      179
  67 Templeton International             (1)                                         9.637200  1,000.00           5/1/98       60
  68 Templeton Developing Markets        (1)                                         7.369957  1,000.00           5/1/98       60
  69 Mutual Shares Investments           (1)                                         9.509571  1,000.00           5/1/98       60
<FN>
(1)     Sub-account has not been in existence for 1 year.
</FN>
</TABLE>

<TABLE>
<CAPTION>
Cova Variable Annuity Account One (Missouri)
Standard Five Year Performance Return Data
As of 6/30/1998


             Date       Transaction      Amount  Unit       Unit Balance   Transaction      Unit         Account        Account
                                                 Value         Before         Units        Balance        Value          Value
                                                            Transaction                                   Before         After
                                                                                                       Transaction    Transaction

   6 Lord Abbett Growth & Income
<S>     <C>   <C>                     <C>              <C>             <C>          <C>           <C>             <C>       <C>     
   6    06/30/93       Purchase       1,000.00         15.530852       0.0000       64.3880       64.3880         0.00      1,000.00
   6    06/30/94       annual fee        (1.03)        16.050290      64.3880       (0.0642)      64.3238     1,033.45      1,032.42
   6    06/30/95       annual fee        (1.25)        19.414863      64.3238       (0.0644)      64.2594     1,248.84      1,247.59
   6    06/28/96       annual fee        (1.46)        22.645982      64.2594       (0.0645)      64.1949     1,455.22      1,453.76
   6    06/30/97       annual fee        (1.87)        29.075373      64.1949       (0.0643)      64.1306     1,866.49      1,864.62
   6    06/30/98       annual fee        (2.16)        33.662976      64.1306       (0.0642)      64.0664     2,158.83      2,156.67
   6    06/30/98       surrender fee    (45.00)        33.662976      64.0664       (1.3368)      62.7296     2,156.67      2,111.67
</TABLE>


<TABLE>
<CAPTION>
                  Cova Variable Annuity Account One (Missouri)
                              Five Year Performance
                           Standard Annualized Returns
                                    6/30/98


            Sub-Account                       Average       Account        6/30/98       Initial      Inception     Days Since
                                              Annual         Value           AUV       Investment        Date        Inception
                                              Return

<S>                                                    <C>         <C>              <C>        <C>               <C>   <C>  <C>  
   6 Lord Abbett Growth & Income                       16.12%      2,111.67         33.662976  1,000.00          12/11/89   3,123
   8 LA Bond Debenture                   (1)                                        13.512812  1,000.00          05/01/96     791
   9 GACC Money Market                   (1)                                        10.891338  1,000.00          06/03/96     757
  11 LA Developing Growth                (1)                                        11.313738  1,000.00          08/20/97     315
  12 LA Large Cap Research               (1)                                        11.344054  1,000.00          08/20/97     315
  13 LA Mid-Cap Value                    (1)                                        11.209641  1,000.00          08/20/97     315
  15 JPM Quality Bond                    (1)                                        11.525607  1,000.00          05/01/96     791
  16 JPM Small Cap Stock                 (1)                                        14.018877  1,000.00          05/01/96     791
  17 JPM Large Cap Stock                 (1)                                        17.659381  1,000.00          05/01/96     791
  18 JPM Select Equity                   (1)                                        15.795533  1,000.00          05/01/96     791
  19 JPM International Equity            (1)                                        13.059689  1,000.00          05/01/96     791
  24 Russell Multi-Style Equity          (1)                                        11.950204  1,000.00          01/02/98     179
  25 Russell Aggressive Equity           (1)                                        10.629243  1,000.00          01/02/98     179
  26 Russell Non-U.S.                    (1)                                        11.200649  1,000.00          01/02/98     179
  27 Russell Core Bond                   (1)                                        10.315688  1,000.00          01/02/98     179
  30 AIM Value                           (1)                                        11.764796  1,000.00          01/02/98     179
  31 AIM Capital Appreciation            (1)                                        11.210744  1,000.00          01/02/98     179
  32 AIM International Equity            (1)                                        11.800847  1,000.00          01/02/98     179
  35 Alliance Premier Growth             (1)                                        12.751717  1,000.00          01/02/98     179
  36 Alliance Real Estate Investment     (1)                                         9.295588  1,000.00          01/02/98     179
  39 Liberty Newport Tiger               (1)                                         7.316828  1,000.00          01/02/98     179
  40 Goldman Sachs Growth & Income       (1)                                        10.776200  1,000.00          01/29/98     152
  41 Goldman Sachs International         (1)                                        11.429119  1,000.00          01/29/98     152
  42 Goldman Sachs Global Income         (1)                                        10.297894  1,000.00          01/29/98     152
  45 Kemper Small Cap Growth             (1)                                        11.245417  1,000.00          01/02/98     179
  46 Kemper Small Cap Value              (1)                                        10.160018  1,000.00          01/02/98     179
  47 Kemper Government Securities        (1)                                        10.264104  1,000.00          01/02/98     179
  49 MFS Research                        (1)                                        11.808504  1,000.00          01/02/98     179
  50 MFS Growth with Income              (1)                                        11.535562  1,000.00          01/02/98     179
  51 MFS Emerging Growth                 (1)                                        12.073075  1,000.00          01/02/98     179
  52 MFS F&C Emerging Markets            (1)                                         8.675954  1,000.00          01/02/98     179
  53 MFS High Income                     (1)                                        10.396518  1,000.00          01/02/98     179
  54 MFS World Governments               (1)                                        10.172638  1,000.00          01/02/98     179
  55 Oppenheimer Growth                  (1)                                        11.627266  1,000.00          01/02/98     179
  56 Oppenheimer Growth & Income         (1)                                        11.232688  1,000.00          01/02/98     179
  57 Oppenheimer High Income             (1)                                        10.407015  1,000.00          01/02/98     179
  58 Oppenheimer Bond                    (1)                                        10.323456  1,000.00          01/02/98     179
  59 Oppenheimer Strategic Bond          (1)                                        10.263162  1,000.00          01/02/98     179
  60 Putnam Growth & Income              (1)                                       $10.917315 $1,000.00           1/2/98      179
  61 Putman New Value                    (1)                                        10.313419  1,000.00           1/2/98      179
  62 Putnam Vista                        (1)                                        11.611220  1,000.00           1/2/98      179
  63 Putnam International Growth         (1)                                        11.897017  1,000.00           1/2/98      179
  64 Putnam Int'l New Opportunity        (1)                                        11.552897  1,000.00           1/2/98      179
  67 Templeton International             (1)                                         9.637200  1,000.00           5/1/98       60
  68 Templeton Developing Markets        (1)                                         7.369957  1,000.00           5/1/98       60
  69 Mutual Shares Investments           (1)                                         9.509571  1,000.00           5/1/98       60
<FN>
(1)     Sub-account has not been in existence for 5 years.
</FN>
</TABLE>

<TABLE>
<CAPTION>
Cova Variable Annuity Account One (Missouri)
Standard Inception to Date Performance Return Data
As of 6/30/1998


             Date       Transaction      Amount    Unit       Unit Balance   Transaction      Unit         Account        Account
                                                   Value         Before         Units        Balance        Value          Value
                                                              Transaction                                   Before         After
                                                                                                         Transaction    Transaction

   6 Lord Abbett Growth & Income
<S>     <C>   <C>                     <C>              <C>             <C>         <C>           <C>              <C>       <C>     
   6    12/11/89       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
   6    12/11/90       annual fee        (1.00)         9.991916     100.0000       (0.1001)      99.8999       999.19        998.19
   6    12/11/91       annual fee        (1.16)        11.635826      99.8999       (0.0997)      99.8002     1,162.42      1,161.26
   6    12/11/92       annual fee        (1.42)        14.232895      99.8002       (0.0998)      99.7004     1,420.45      1,419.03
   6    12/11/93       annual fee        (1.62)        16.227131      99.7004       (0.0998)      99.6006     1,617.85      1,616.23
   6    12/11/94       annual fee        (1.61)        16.145116      99.6006       (0.0997)      99.5009     1,608.06      1,606.45
   6    12/11/95       annual fee        (2.12)        21.265128      99.5009       (0.0997)      99.4012     2,115.90      2,113.78
   6    12/11/96       annual fee        (2.50)        25.168559      99.4012       (0.0993)      99.3019     2,501.78      2,499.29
   6    12/11/97       annual fee        (3.05)        30.678569      99.3019       (0.0994)      99.2025     3,046.44      3,043.39
   6    06/30/98       annual fee        (3.34)        33.662976      99.2025       (0.0992)      99.1033     3,339.45      3,336.11
   6    06/30/98       surrender fee      0.00         33.662976      99.1033        0.0000       99.1033     3,336.11      3,336.11

   8 LA Bond Debenture
   8    05/01/96       Purchase       1,000.00         10.097690       0.0000       99.0326       99.0326         0.00      1,000.00
   8    12/11/96       annual fee        (1.11)        11.194096      99.0326       (0.0992)      98.9334     1,108.58      1,107.47
   8    12/11/97       annual fee        (1.26)        12.782825      98.9334       (0.0986)      98.8348     1,264.65      1,263.39
   8    06/30/98       annual fee        (1.34)        13.512812      98.8348       (0.0992)      98.7356     1,335.54      1,334.20
   8    06/30/98       surrender fee    (45.00)        13.512812      98.7356       (3.3302)      95.4054     1,334.20      1,289.20

   9 GACC Money Market
   9    06/03/96       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
   9    12/11/96       annual fee        (1.02)        10.210737     100.0000       (0.0999)      99.9001     1,021.07      1,020.05
   9    12/11/97       annual fee        (1.06)        10.639859      99.9001       (0.0996)      99.8005     1,062.92      1,061.86
   9    06/30/98       annual fee        (1.09)        10.891338      99.8005       (0.1001)      99.7004     1,086.96      1,085.87
   9    06/30/98       surrender fee    (45.00)        10.891338      99.7004       (4.1317)      95.5687     1,085.87      1,040.87

  11 LA Developing Growth
  11    08/20/97       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  11    12/11/97       annual fee        (1.02)        10.223930     100.0000       (0.0998)      99.9002     1,022.39      1,021.37
  11    06/30/98       annual fee        (1.13)        11.313738      99.9002       (0.0999)      99.8003     1,130.24      1,129.11
  11    06/30/98       surrender fee    (50.00)        11.313738      99.8003       (4.4194)      95.3809     1,129.11      1,079.11

  12 LA Large Cap Research
  12    08/20/97       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  12    12/11/97       annual fee        (0.97)         9.729456     100.0000       (0.0997)      99.9003       972.95        971.98
  12    06/30/98       annual fee        (1.13)        11.344054      99.9003       (0.0996)      99.8007     1,133.27      1,132.14
  12    06/30/98       surrender fee    (50.00)        11.344054      99.8007       (4.4076)      95.3931     1,132.14      1,082.14

  13 LA Mid-Cap Value
  13    08/20/97       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  13    12/11/97       annual fee        (1.02)        10.200277     100.0000       (0.1000)      99.9000     1,020.03      1,019.01
  13    06/30/98       annual fee        (1.12)        11.209641      99.9000       (0.0999)      99.8001     1,119.84      1,118.72
  13    06/30/98       surrender fee    (50.00)        11.209641      99.8001       (4.4604)      95.3397     1,118.72      1,068.72

  15 JPM Quality Bond
  15    05/01/96       Purchase       1,000.00          9.897228       0.0000      101.0384      101.0384         0.00      1,000.00
  15    12/11/96       annual fee        (1.05)        10.364657     101.0384       (0.1013)     100.9371     1,047.23      1,046.18
  15    12/11/97       annual fee        (1.12)        11.109409     100.9371       (0.1008)     100.8363     1,121.35      1,120.23
  15    06/30/98       annual fee        (1.16)        11.525607     100.8363       (0.1006)     100.7357     1,162.20      1,161.04
  15    06/30/98       surrender fee    (45.00)        11.525607     100.7357       (3.9043)      96.8314     1,161.04      1,116.04
</TABLE>




<TABLE>
<CAPTION>
Cova Variable Annuity Account One (Missouri)
Standard Inception to Date Performance Return Data
As of 6/30/1998


             Date       Transaction      Amount   Unit       Unit Balance   Transaction      Unit         Account        Account
                                                  Value         Before         Units        Balance        Value          Value
                                                             Transaction                                   Before         After
                                                                                                        Transaction    Transaction

  16 JPM Small Cap Stock
<S>     <C>   <C>                     <C>              <C>             <C>          <C>           <C>             <C>       <C>     
  16    05/01/96       Purchase       1,000.00         10.512560       0.0000       95.1243       95.1243         0.00      1,000.00
  16    12/11/96       annual fee        (1.05)        11.086421      95.1243       (0.0947)      95.0296     1,054.59      1,053.54
  16    12/11/97       annual fee        (1.25)        13.178906      95.0296       (0.0948)      94.9348     1,252.39      1,251.14
  16    06/30/98       annual fee        (1.33)        14.018877      94.9348       (0.0949)      94.8399     1,330.88      1,329.55
  16    06/30/98       surrender fee    (45.00)        14.018877      94.8399       (3.2100)      91.6299     1,329.55      1,284.55

  17 JPM Large Cap Stock
  17    05/01/96       Purchase       1,000.00         10.003025       0.0000       99.9698       99.9698         0.00      1,000.00
  17    12/11/96       annual fee        (1.13)        11.353003      99.9698       (0.0995)      99.8703     1,134.96      1,133.83
  17    12/11/97       annual fee        (1.46)        14.627928      99.8703       (0.0998)      99.7705     1,460.90      1,459.44
  17    06/30/98       annual fee        (1.76)        17.659381      99.7705       (0.0997)      99.6708     1,761.89      1,760.12
  17    06/30/98       surrender fee    (45.00)        17.659381      99.6708       (2.5482)      97.1226     1,760.12      1,715.12

  18 JPM Select Equity
  18    05/01/96       Purchase       1,000.00         10.083890       0.0000       99.1681       99.1681         0.00      1,000.00
  18    12/11/96       annual fee        (1.07)        10.779321      99.1681       (0.0993)      99.0688     1,068.96      1,067.89
  18    12/11/97       annual fee        (1.36)        13.728118      99.0688       (0.0991)      98.9697     1,360.03      1,358.67
  18    06/30/98       annual fee        (1.56)        15.795533      98.9697       (0.0988)      98.8709     1,563.28      1,561.72
  18    06/30/98       surrender fee    (45.00)        15.795533      98.8709       (2.8489)      96.0220     1,561.72      1,516.72

  19 JPM International Equity
  19    05/01/96       Purchase       1,000.00         10.214899       0.0000       97.8962       97.8962         0.00      1,000.00
  19    12/11/96       annual fee        (1.05)        10.726728      97.8962       (0.0979)      97.7983     1,050.11      1,049.06
  19    12/11/97       annual fee        (1.10)        11.295266      97.7983       (0.0974)      97.7009     1,104.66      1,103.56
  19    06/30/98       annual fee        (1.28)        13.059689      97.7009       (0.0980)      97.6029     1,275.94      1,274.66
  19    06/30/98       surrender fee    (45.00)        13.059689      97.6029       (3.4457)      94.1572     1,274.66      1,229.66

  24 Russell Multi-Style Equity
  24    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  24    06/30/98       annual fee        (1.20)        11.950204     100.0000       (0.1004)      99.8996     1,195.02      1,193.82
  24    06/30/98       surrender fee    (50.00)        11.950204      99.8996       (4.1840)      95.7156     1,193.82      1,143.82

  25 Russell Aggressive Equity
  25    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  25    06/30/98       annual fee        (1.06)        10.629243     100.0000       (0.0997)      99.9003     1,062.92      1,061.86
  25    06/30/98       surrender fee    (50.00)        10.629243      99.9003       (4.7040)      95.1963     1,061.86      1,011.86

  26 Russell Non-U.S.
  26    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  26    06/30/98       annual fee        (1.12)        11.200649     100.0000       (0.1000)      99.9000     1,120.06      1,118.94
  26    06/30/98       surrender fee    (50.00)        11.200649      99.9000       (4.4640)      95.4360     1,118.94      1,068.95

  27 Russell Core Bond
  27    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  27    06/30/98       annual fee        (1.03)        10.315688     100.0000       (0.0998)      99.9002     1,031.57      1,030.54
  27    06/30/98       surrender fee    (50.00)        10.315688      99.9002       (4.8470)      95.0532     1,030.54        980.54
</TABLE>







<TABLE>
<CAPTION>
Cova Variable Annuity Account One (Missouri)
Standard Inception to Date Performance Return Data
As of 6/30/1998


             Date       Transaction      Amount   Unit       Unit Balance   Transaction      Unit         Account        Account
                                                  Value         Before         Units        Balance        Value          Value
                                                             Transaction                                   Before         After
                                                                                                        Transaction    Transaction

  30 AIM Value
<S>     <C>   <C>                     <C>              <C>             <C>         <C>           <C>              <C>       <C>     
  30    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  30    06/30/98       annual fee        (1.18)        11.764796     100.0000       (0.1003)      99.8997     1,176.48      1,175.30
  30    06/30/98       surrender fee    (50.00)        11.764796      99.8997       (4.2500)      95.6497     1,175.30      1,125.30

  31 AIM Capital Appreciation
  31    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  31    06/30/98       annual fee        (1.12)        11.210744     100.0000       (0.0999)      99.9001     1,121.07      1,119.95
  31    06/30/98       surrender fee    (50.00)        11.210744      99.9001       (4.4600)      95.4401     1,119.95      1,069.95

  32 AIM International Equity
  32    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  32    06/30/98       annual fee        (1.18)        11.800847     100.0000       (0.1000)      99.9000     1,180.08      1,178.90
  32    06/30/98       surrender fee    (50.00)        11.800847      99.9000       (4.2370)      95.6630     1,178.90      1,128.90

  35 Alliance Premier Growth
  35    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  35    06/30/98       annual fee        (1.28)        12.751717     100.0000       (0.1004)      99.8996     1,275.17      1,273.89
  35    06/30/98       surrender fee    (50.00)        12.751717      99.8996       (3.9210)      95.9786     1,273.89      1,223.89

  36 Alliance Real Estate Investment
  36    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  36    06/30/98       annual fee        (0.93)         9.295588     100.0000       (0.1000)      99.9000       929.56        928.63
  36    06/30/98       surrender fee    (50.00)         9.295588      99.9000       (5.3789)      94.5211       928.63        878.63

  39 Liberty Newport Tiger
  39    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  39    06/30/98       annual fee        (0.73)         7.316828     100.0000       (0.0998)      99.9002       731.68        730.95
  39    06/30/98       surrender fee    (50.00)         7.316828      99.9002       (6.8336)      93.0666       730.95        680.95

  40 Goldman Sachs Growth & Income
  40    01/29/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  40    06/30/98       annual fee        (1.08)        10.776200     100.0000       (0.1002)      99.8998     1,077.62      1,076.54
  40    06/30/98       surrender fee    (50.00)        10.776200      99.8998       (4.6399)      95.2599     1,076.54      1,026.54

  41 Goldman Sachs International
  41    01/29/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  41    06/30/98       annual fee        (1.14)        11.429119     100.0000       (0.0997)      99.9003     1,142.91      1,141.77
  41    06/30/98       surrender fee    (50.00)        11.429119      99.9003       (4.3748)      95.5255     1,141.77      1,091.77

  42 Goldman Sachs Global Income
  42    01/29/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  42    06/30/98       annual fee        (1.03)        10.297894     100.0000       (0.1000)      99.9000     1,029.79      1,028.76
  42    06/30/98       surrender fee    (50.00)        10.297894      99.9000       (4.8554)      95.0446     1,028.76        978.76

  45 Kemper Small Cap Growth
  45    01/02/98       Purchase        1,000.00         10.000000       0.0000      100.0000      100.0000         0.00     1,000.00
  45    06/30/98       annual fee         (1.12)        11.245417     100.0000       (0.0996)      99.9004     1,124.54     1,123.42
  45    06/30/98       surrender fee     (50.00)        11.245417      99.9004       (4.4463)      95.4541     1,123.42     1,073.42
</TABLE>

<TABLE>
<CAPTION>
Cova Variable Annuity Account One (Missouri)
Standard Inception to Date Performance Return Data
As of 6/30/1998


             Date       Transaction      Amount    Unit       Unit Balance   Transaction      Unit         Account        Account
                                                   Value         Before         Units        Balance        Value          Value
                                                              Transaction                                   Before         After
                                                                                                         Transaction    Transaction

  46 Kemper Small Cap Value
<S>     <C>   <C>                     <C>              <C>             <C>         <C>           <C>              <C>       <C>     
  46    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  46    06/30/98       annual fee        (1.02)        10.160018     100.0000       (0.1004)      99.8996     1,016.00      1,014.98
  46    06/30/98       surrender fee    (50.00)        10.160018      99.8996       (4.9213)      94.9783     1,014.98        964.98

  47 Kemper Government Securities
  47    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  47    06/30/98       annual fee        (1.03)        10.264104     100.0000       (0.1003)      99.8997     1,026.41      1,025.38
  47    06/30/98       surrender fee    (50.00)        10.264104      99.8997       (4.8713)      95.0284     1,025.38        975.38

  49 MFS Research
  49    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  49    06/30/98       annual fee        (1.18)        11.808504     100.0000       (0.0999)      99.9001     1,180.85      1,179.67
  49    06/30/98       surrender fee    (50.00)        11.808504      99.9001       (4.2342)      95.6659     1,179.67      1,129.67

  50 MFS Growth with Income
  50    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  50    06/30/98       annual fee        (1.15)        11.535562     100.0000       (0.0997)      99.9003     1,153.56      1,152.41
  50    06/30/98       surrender fee    (50.00)        11.535562      99.9003       (4.3344)      95.5659     1,152.41      1,102.41

  51 MFS Emerging Growth
  51    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  51    06/30/98       annual fee        (1.21)        12.073075     100.0000       (0.1002)      99.8998     1,207.31      1,206.10
  51    06/30/98       surrender fee    (50.00)        12.073075      99.8998       (4.1414)      95.7584     1,206.10      1,156.10

  52 MFS F&C Emerging Markets
  52    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  52    06/30/98       annual fee        (0.87)         8.675954     100.0000       (0.1003)      99.8997       867.60        866.73
  52    06/30/98       surrender fee    (50.00)         8.675954      99.8997       (5.7631)      94.1366       866.73        816.72

  53 MFS High Income
  53    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  53    06/30/98       annual fee        (1.04)        10.396518     100.0000       (0.1000)      99.9000     1,039.65      1,038.61
  53    06/30/98       surrender fee    (50.00)        10.396518      99.9000       (4.8093)      95.0907     1,038.61        988.61

  54 MFS World Governments
  54    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  54    06/30/98       annual fee        (1.02)        10.172638     100.0000       (0.1003)      99.8997     1,017.26      1,016.24
  54    06/30/98       surrender fee    (50.00)        10.172638      99.8997       (4.9151)      94.9846     1,016.24        966.24

  55 Oppenheimer Growth
  55    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  55    06/30/98       annual fee        (1.16)        11.627266     100.0000       (0.0998)      99.9002     1,162.73      1,161.57
  55    06/30/98       surrender fee    (50.00)        11.627266      99.9002       (4.3002)      95.6000     1,161.57      1,111.57

  56 Oppenheimer Growth & Income
  56    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  56    06/30/98       annual fee        (1.12)        11.232688     100.0000       (0.0997)      99.9003     1,123.27      1,122.15
  56    06/30/98       surrender fee    (50.00)        11.232688      99.9003       (4.4513)      95.4490     1,122.15      1,072.15
</TABLE>

<TABLE>
<CAPTION>
Cova Variable Annuity Account One (Missouri)
Standard Inception to Date Performance Return Data
As of 6/30/1998


             Date       Transaction      Amount    Unit       Unit Balance   Transaction      Unit         Account        Account
                                                   Value         Before         Units        Balance        Value          Value
                                                              Transaction                                   Before         After
                                                                                                         Transaction    Transaction

  57 Oppenheimer High Income
<S>     <C>   <C>                     <C>              <C>             <C>         <C>           <C>              <C>       <C>     
  57    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  57    06/30/98       annual fee        (1.04)        10.407015     100.0000       (0.0999)      99.9001     1,040.70      1,039.66
  57    06/30/98       surrender fee    (50.00)        10.407015      99.9001       (4.8045)      95.0956     1,039.66        989.66

  58 Oppenheimer Bond
  58    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  58    06/30/98       annual fee        (1.03)        10.323456     100.0000       (0.0998)      99.9002     1,032.35      1,031.32
  58    06/30/98       surrender fee    (50.00)        10.323456      99.9002       (4.8433)      95.0569     1,031.32        981.32

  59 Oppenheimer Strategic Bond
  59    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  59    06/30/98       annual fee        (1.03)        10.263162     100.0000       (0.1004)      99.8996     1,026.32      1,025.29
  59    06/30/98       surrender fee    (50.00)        10.263162      99.8996       (4.8718)      95.0278     1,025.29        975.29

  60 Putnam Growth & Income
  60    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  60    06/30/98       annual fee        (1.09)        10.917315     100.0000       (0.0998)      99.9002     1,091.73      1,090.64
  60    06/30/98       surrender fee    (50.00)        10.917315      99.9002       (4.5799)      95.3203     1,090.64      1,040.64

  61 Putnam New Value
  61    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  61    06/30/98       annual fee        (1.03)        10.313419     100.0000       (0.0999)      99.9001     1,031.34      1,030.31
  61    06/30/98       surrender fee    (50.00)        10.313419      99.9001       (4.8481)      95.0520     1,030.31        980.31

  62 Putnam Vista
  62    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  62    06/30/98       annual fee        (1.16)        11.611220     100.0000       (0.0999)      99.9001     1,161.12      1,159.96
  62    06/30/98       surrender fee    (50.00)        11.611220      99.9001       (4.3062)      95.5939     1,159.96      1,109.96

  63 Putnam International Growth
  63    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  63    06/30/98       annual fee        (1.19)        11.897017     100.0000       (0.1000)      99.9000     1,189.70      1,188.51
  63    06/30/98       surrender fee    (50.00)        11.897017      99.9000       (4.2027)      95.6973     1,188.51      1,138.51

  64 Putnam International New Opportunity
  64    01/02/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  64    06/30/98       annual fee        (1.16)        11.552897     100.0000       (0.1004)      99.8996     1,155.29      1,154.13
  64    06/30/98       surrender fee    (50.00)        11.552897      99.8996       (4.3279)      95.5717     1,154.13      1,104.13

  67 Templeton International Fund
  67    05/01/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  67    06/30/98       annual fee        (0.96)         9.637200     100.0000       (0.0996)      99.9004       963.72        962.76
  67    06/30/98       surrender fee    (50.00)         9.637200      99.9004       (5.1882)      94.7122       962.76        912.76

  68 Templeton Developing Markets
  68    05/01/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  68    06/30/98       annual fee        (0.74)         7.369957     100.0000       (0.1004)      99.8996       737.00        736.26
  68    06/30/98       surrender fee    (50.00)         7.369957      99.8996       (6.7843)      93.1153       736.26        686.26

  69 Mutual Shares Investments
  69    05/01/98       Purchase       1,000.00         10.000000       0.0000      100.0000      100.0000         0.00      1,000.00
  69    06/30/98       annual fee        (0.95)         9.509571     100.0000       (0.0999)      99.9001       950.96        950.01
  69    06/30/98       surrender fee    (50.00)         9.509571      99.9001       (5.2579)      94.6422       950.01        900.01
</TABLE>

<TABLE>
<CAPTION>
                  Cova Variable Annuity Account One (Missouri)
                          Inception to Date Performance
                           Standard Annualized Returns
                                    06/30/98


            Sub-Account                      Annualized      Account        6/30/98       Initial      Inception     Days Since
                                              Inception       Value           AUV       Investment        Date        Inception
                                               Return

<S>                                                    <C>         <C>              <C>        <C>               <C>   <C>  <C>  
   6 Lord Abbett Growth & Income                       15.12%      3,336.11         33.662976  1,000.00          12/11/89   3,123
   8 LA Bond Debenture                                 12.44%      1,289.20         13.512812  1,000.00          05/01/96     791
   9 GACC Money Market                                  1.95%      1,040.87         10.891338  1,000.00          06/03/96     757
  11 LA Developing Growth                (1)            7.91%      1,079.11         11.313738  1,000.00          08/20/97     315
  12 LA Large Cap Research               (1)            8.21%      1,082.14         11.344054  1,000.00          08/20/97     315
  13 LA Mid-Cap Value                    (1)            6.87%      1,068.72         11.209641  1,000.00          08/20/97     315
  15 JPM Quality Bond                                   5.20%      1,116.04         11.525607  1,000.00          05/01/96     791
  16 JPM Small Cap Stock                               12.25%      1,284.55         14.018877  1,000.00          05/01/96     791
  17 JPM Large Cap Stock                               28.27%      1,715.12         17.659381  1,000.00          05/01/96     791
  18 JPM Select Equity                                 21.19%      1,516.72         15.795533  1,000.00          05/01/96     791
  19 JPM International Equity                          10.01%      1,229.66         13.059689  1,000.00          05/01/96     791
  24 Russell Multi-Style Equity          (1)           14.38%      1,143.82         11.950204  1,000.00          01/02/98     179
  25 Russell Aggressive Equity           (1)            1.19%      1,011.86         10.629243  1,000.00          01/02/98     179
  26 Russell Non-U.S.                    (1)            6.90%      1,068.95         11.200649  1,000.00          01/02/98     179
  27 Russell Core Bond                   (1)           -1.95%        980.54         10.315688  1,000.00          01/02/98     179
  30 AIM Value                           (1)           12.53%      1,125.30         11.764796  1,000.00          01/02/98     179
  31 AIM Capital Appreciation            (1)            7.00%      1,069.95         11.210744  1,000.00          01/02/98     179
  32 AIM International Equity            (1)           12.89%      1,128.90         11.800847  1,000.00          01/02/98     179
  35 Alliance Premier Growth             (1)           22.39%      1,223.89         12.751717  1,000.00          01/02/98     179
  36 Alliance Real Estate Investment     (1)          -12.14%        878.63          9.295588  1,000.00          01/02/98     179
  39 Liberty Newport Tiger               (1)          -31.91%        680.95          7.316828  1,000.00          01/02/98     179
  40 Goldman Sachs Growth & Income       (1)            2.65%      1,026.54         10.776200  1,000.00          01/29/98     152
  41 Goldman Sachs International         (1)            9.18%      1,091.77         11.429119  1,000.00          01/29/98     152
  42 Goldman Sachs Global Income         (1)           -2.12%        978.76         10.297894  1,000.00          01/29/98     152
  45 Kemper Small Cap Growth             (1)            7.34%      1,073.42         11.245417  1,000.00          01/02/98     179
  46 Kemper Small Cap Value              (1)           -3.50%        964.98         10.160018  1,000.00          01/02/98     179
  47 Kemper Government Securities        (1)           -2.46%        975.38         10.264104  1,000.00          01/02/98     179
  49 MFS Research                        (1)           12.97%      1,129.67         11.808504  1,000.00          01/02/98     179
  50 MFS Growth with Income              (1)           10.24%      1,102.41         11.535562  1,000.00          01/02/98     179
  51 MFS Emerging Growth                 (1)           15.61%      1,156.10         12.073075  1,000.00          01/02/98     179
  52 MFS F&C Emerging Markets            (1)          -18.33%        816.72          8.675954  1,000.00          01/02/98     179
  53 MFS High Income                     (1)           -1.14%        988.61         10.396518  1,000.00          01/02/98     179
  54 MFS World Governments               (1)           -3.38%        966.24         10.172638  1,000.00          01/02/98     179
  55 Oppenheimer Growth                  (1)           11.16%      1,111.57         11.627266  1,000.00          01/02/98     179
  56 Oppenheimer Growth & Income         (1)            7.22%      1,072.15         11.232688  1,000.00          01/02/98     179
  57 Oppenheimer High Income             (1)           -1.03%        989.66         10.407015  1,000.00          01/02/98     179
  58 Oppenheimer Bond                    (1)           -1.87%        981.32         10.323456  1,000.00          01/02/98     179
  59 Oppenheimer Strategic Bond          (1)           -2.47%        975.29         10.263162  1,000.00          01/02/98     179
  60 Putnam Growth & Income              (1)            4.06%      1,040.64         10.917315  1,000.00          01/02/98     179
  61 Putman New Value                    (1)           -1.97%        980.31         10.313419  1,000.00          01/02/98     179
  62 Putnam Vista                        (1)           11.00%      1,109.96         11.611220  1,000.00          01/02/98     179
  63 Putnam International Growth         (1)           13.85%      1,138.51         11.897017  1,000.00          01/02/98     179
  64 Putnam Int'l New Opportunity        (1)           10.41%      1,104.13         11.552897  1,000.00          01/02/98     179
  67 Templeton International             (1)           -8.72%        912.76          9.637200  1,000.00          05/01/98      60
  68 Templeton Developing Markets        (1)          -31.37%        686.26          7.369957  1,000.00          05/01/98      60
  69 Mutual Shares Investments           (1)          -10.00%        900.01          9.509571  1,000.00          05/01/98      60
<FN>
(1)     Not annualized for sub-accounts in existence less than 1 year.
</FN>
</TABLE>







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