COVA VARIABLE ANNUITY ACCOUNT ONE
485APOS, 2000-05-12
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                                                       File Nos. 333-90405
                                                                  811-5200
==============================================================================

                      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. 2                                         [X]

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940          [ ]
  Amendment No. 41                                                       [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   Bernard J. Spaulding
          Blazzard, Grodd & Hasenauer, P.C.    Senior Vice President,
          P.O Box 5108                         General Counsel and Secretary
          Westport, CT  06881                  Cova Financial Services
          (203) 226-7866                       Life Insurance Company
                                               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
     _____  on (date) pursuant to paragraph (b) of Rule 485
     __X__  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



<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 . . . . . . . . . . . . . . .   Summary

Item 4.   Condensed Financial Information  . . .   Not Applicable


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

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

Item 7.   General Description of Variable
          Annuity Contracts. . . . . . . . . . .   The Annuity Contract

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


                                                                    The Series A
                                                                       Fixed And
                                                                Variable Annuity

                                                                       issued by

                                                           COVA VARIABLE ANNUITY
                                                                     ACCOUNT ONE

                                                                             and

                                                         COVA FINANCIAL SERVICES
                                                          LIFE INSURANCE COMPANY




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

The annuity  contract has 20 investment  choices -- a fixed account which offers
an interest  rate which is  guaranteed  by Cova,  and 19  investment  portfolios
listed below.  You can put your money in the fixed  account  and/or any of these
investment portfolios (except as noted).

AIM Variable Insurance Funds:
     Managed by A I M Advisors, Inc.
         AIM V.I. Capital Appreciation Fund
         AIM V.I. International Equity Fund
         AIM V.I. Value Fund

Cova Series Trust:
     Managed by J.P. Morgan Investment Management Inc.
         Select Equity Portfolio
         Small Cap Stock Portfolio
         International Equity Portfolio
         Quality Bond Portfolio
         Large Cap Stock Portfolio

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

Franklin Templeton Variable Insurance Products Trust*, Class 1 Shares:
     Managed by Franklin Advisers, Inc.
        Franklin Small Cap Fund (the surviving fund of the merger
           with Franklin Small Cap Investments Fund)
        Franklin Large Cap Growth Securities Fund (the surviving fund
           of the merger with Franklin Large Cap Growth Investments Fund)
        Templeton Global Income Securities Fund (the surviving fund
           of the merger with Templeton Bond Fund)

     Managed by Templeton Investment Counsel, Inc.
        Templeton International Securities Fund (formerly, Templeton
            International Fund)

     Managed by Templeton Global Advisors Limited
        Templeton Growth Securities Fund (the surviving fund of
            the merger with Templeton Stock Fund)


*Effective May 1, 2000, the portfolios of Templeton Variable Products
Series Fund were merged into similar portfolios of Franklin Templeton
Variable Insurance Products Trust.


General American Capital Company:
     Managed by Conning Asset Management Company
         Money Market Fund

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

To learn more about the Cova Series A Fixed and Variable Annuity  Contract,  you
can  obtain  a copy of the  Statement  of  Additional  Information  (SAI)  dated
____________,  2000.  The SAI has been filed with the  Securities  and  Exchange
Commission  (SEC) and is legally a part of the  prospectus.  The SEC maintains a
Website  (http://www.sec.gov)  that contains the SAI,  material  incorporated by
reference,  and other information  regarding  companies 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.

The Contracts:

o are not bank deposits
o are not federally insured
o are not endorsed by any bank or government agency
o are not guaranteed and may be subject to loss of principal

The Securities  and Exchange  Commission has  not  approved  or  disapproved
these  securities  or  determined  if  this prospectus  is accurate or
complete.  Any  representation  to the contrary is a criminal offense.

____________, 2000



TABLE OF CONTENTS                                         Page

  INDEX OF SPECIAL TERMS

  SUMMARY

  Fee Table

  Examples

  THE ANNUITY CONTRACT

  ANNUITY PAYMENTS (THE INCOME PHASE)
     Selecting an Annuity Date
     Annuity Payments
     Selecting an Annuity Option

  PURCHASE
     Purchase Payments
     Allocation of Purchase Payments
     Free Look
     Accumulation Units

  INVESTMENT OPTIONS
     AIM Variable Insurance Funds
     Cova Series Trust
     Franklin Templeton Variable Insurance Products Trust
     General American Capital Company
     Transfers
     Dollar Cost Averaging Program
     Automatic Rebalancing Program
     Voting Rights
     Substitution

  EXPENSES
     Mortality and Expense Risk Charge
     Contract Maintenance Charge
     Sales Charge
         How to Reduce the Sales Charge
     Premium Taxes
     Transfer Fee
     Income Taxes
     Investment Portfolio Expenses

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

  ACCESS TO YOUR MONEY
     Suspension of Payments or Transfers
     Systematic Withdrawal Program

  PERFORMANCE

  DEATH BENEFIT
     Upon Your Death
     Death of Annuitant

  OTHER INFORMATION
     Cova
     The Separate Account
     Distributor
     Ownership
     Annuitant
     Beneficiary
     Assignment
     Financial Statements

TABLE OF CONTENTS OF THE STATEMENT OF
ADDITIONAL INFORMATION

APPENDIX A
Participating Investment Portfolios

APPENDIX B
Performance Information

INDEX OF SPECIAL TERMS

Because of the complex  nature of the  contract,  we have used certain  words or
terms in this prospectus  which may need an explanation.  We have identified the
following as some of these words or terms.  The page that is  indicated  here is
where we believe you will find the best  explanation for the word or term. These
words and terms are in italics on the indicated page.
                                                          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 (including Gross Purchase Payment and
   Net Purchase Payment)
Qualified
Tax Deferral



SUMMARY

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


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.  The contract is intended for retirement
savings or other long-term  investment purposes and provides for a death benefit
and guaranteed income options.

This contract offers 19 investment portfolios.  These portfolios are designed to
offer a better return than the fixed account.  However,  this is NOT guaranteed.
You can also lose your money.

The  contract  also  offers  a fixed  account  with  an  interest  rate  that is
guaranteed by Cova.  While your money is in the fixed account,  we guarantee the
interest your money will earn as well as your principal.

You can put money into any or all of the investment portfolios (except as noted)
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.

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.



ANNUITY PAYMENTS (THE INCOME PHASE):

If you want to receive  regular income from your annuity,  you can choose one of
three payment  plans (we call them annuity  options).  Once you begin  receiving
regular payments, you cannot change your annuity option.



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.  We will not
issue a contract to someone over age 90. Your registered representative can help
you complete the proper forms.



INVESTMENT OPTIONS:

You can put your  money in any or all of the  investment  portfolios  which  are
briefly described in Appendix A and more fully described in the prospectuses for
the funds.

Depending upon market  conditions and the  performance of the  portfolio(s)  you
select, you can make or lose money in any of these portfolios.



EXPENSES:

The contract has insurance and investment  features.  There are costs related to
each.

o    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.

o    Cova also deducts a mortality and expense risk charge which is  equivalent,
     on an annual  basis,  to .85% of the average  daily value of your  contract
     allocated to the investment portfolios.

o    Cova will deduct a sales charge from each purchase  payment you make before
     it  allocates  your  money to the  investment  portfolios  and/or the fixed
     account. The amount of the sales charge varies depending upon the amount of
     the purchase  payments you make and the value of your  contract at the time
     Cova receives your purchase  payment.  Cova will also take into account the
     amount of purchase  payments  which you  represent  in writing will be made
     during a 13-month  period.  The larger your purchase  payments and contract
     value are, the less your sales charge will be. The charge ranges from 5.75%
     to 1.00%.

o    When you begin receiving  regular income  payments from your annuity,  Cova
     may assess a state premium tax charge which ranges from 0% - 4%,  depending
     upon the state.

o    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.



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.



ACCESS TO YOUR MONEY:

You can take money out at any time during the accumulation phase. Of course, you
may also have to pay income tax and a tax penalty on any money you take out.



DEATH BENEFIT:

If you die before moving to the income phase, the person you have chosen as your
beneficiary will receive a death benefit.



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. Cova
will refund the value of your  contract  plus the sales charge  determined as of
the business day that the refund is made. In certain  states,  or if you buy the
contract as an IRA, we may be required to refund the gross purchase payment.

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 income 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:

o    Systematic   Withdrawal   Program   --  You  can   arrange  to  have  money
     automatically  sent to you each month  while your  contract is still in the
     accumulation  phase.  Of  course,  you may have to pay  taxes on money  you
     receive.

o    Dollar Cost  Averaging  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.

o    Automatic  Rebalancing  -- You can arrange to  automatically  readjust  the
     money  between  investment  portfolios  periodically  to keep the blend you
     select.

These features may not be suitable for your particular situation.



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

Service Office
P.O. Box 10366
Des Moines, IA 50306-0366
800-343-8496
For Express Mail Only:
4700 Westown Parkway, Suite 200
West Des Moines, IA 50266-6718



COVA VARIABLE ANNUITY ACCOUNT ONE FEE TABLE

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  the  investment  portfolios.  Expenses  of  the
investment portfolios are not fixed or specified under the terms of the contract
and actual expenses may vary.

Owner Transaction Expenses
Sales Charge (See Note 1 below)
    (as a percentage of gross purchase payment)

              Owner's Investment            Sales Charge
             -------------------            -----------
              Less than $50,000                 5.75%
              $50,000 - $99,999.99              4.50%
              $100,000 - $249,999.99            3.50%
              $250,000 - $499,999.99            2.50%
              $500,000 - $999,999.99            2.00%
              $1,000,000 or greater             1.00%

Transfer Fee (see Note 2 below)             No charge  for first 12 transfers
                                            in a contract year; thereafter,
                                            the fee is $25 per transfer.

Contract Maintenance Charge         $30 per contract per year
    (see Note 3 below)

Separate Account Annual Expenses
    (as a percentage of average account value)

Mortality and Expense Risk Charge                      .85%
                                                      ------
Total Separate Account Annual Expenses                 .85%

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



<TABLE>
<CAPTION>
                                                                                              Other Expenses
                                                                                              (after expense        Total Annual
                                                                       Management            reimbursement for        Portfolio
                                                                          Fees             certain Portfolios)        Expenses
- --------------------------------------------------------------------------------------------------------------------------------

AIM Variable Insurance Funds
Managed by A I M Advisors, Inc.
<S>                                                                       <C>                      <C>                  <C>
       AIM V.I. Capital Appreciation Fund                                 .62%                     .11%                 .73%
       AIM V.I. International Equity Fund                                 .75%                     .22%                 .97%
       AIM V.I. Value Fund                                                .61%                     .15%                 .76%
- ----------------------------------------------------------------------------------------------------------------------------------

Cova Series Trust (a)
Managed by J.P. Morgan Investment Management Inc.
       Select Equity Portfolio                                            .67%                     .10%                 .77%
       Small Cap Stock Portfolio                                          .85%                     .19%                1.04%
       International Equity Portfolio                                     .79%                     .31%                1.10%
       Quality Bond Portfolio                                             .54%                     .10%                 .64%
       Large Cap Stock Portfolio                                          .65%                     .10%                 .75%
- ---------------------------------------------------------------------------------------------------------------------------------

Managed by Lord, Abbett & Co.
       Bond Debenture Portfolio                                           .75%                     .10%                 .85%
       Mid-Cap Value Portfolio                                           1.00%                     .30%                1.30%
       Large Cap Research Portfolio                                      1.00%                     .30%                1.30%
       Developing Growth Portfolio                                        .90%                     .30%                1.20%
       Lord Abbett Growth and Income Portfolio(b)                         .65%                     .05%                 .70%
- --------------------------------------------------------------------------------------------------------------------------------


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


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

Franklin Templeton Variable Insurance Products Trust, Class 1 Shares
Managed by Franklin Advisers, Inc.
       Franklin Small Cap Fund(c)                                         .55%                     .27%                 .82%
       Franklin Large Cap Growth Securities Fund(d)                       .75%                     .02%                 .77%
       Templeton Global Income Securities Fund(e)                         .60%                     .05%                 .65%
- --------------------------------------------------------------------------------------------------------------------------------

Managed by Templeton Investment Counsel, Inc.
       Templeton International Securities Fund(f)                         .69%                     .19%                 .88%

Managed by Templeton Global Advisors Limited
       Templeton Growth Securities Fund(g)                                .83%                     .05%                 .88%
- --------------------------------------------------------------------------------------------------------------------------------


General American Capital Company
Managed by Conning Asset Management Company
       Money Market Fund                                                  .125%                    .08%                 .205%
- --------------------------------------------------------------------------------------------------------------------------------
<FN>
(a)  Cova reimburses the investment portfolios, except the Select Equity,
Small Cap Stock and International Equity Portfolios, for all operating expenses
(exclusive of the management fees) in excess of approximately .30% for the
Mid-Cap Value, Large Cap Research and Developing Growth Portfolios and in
excess of approximately .10% for the other investment portfolios.  Prior to
May 1, 1999, Cova had reimbursed expenses in excess of approximately .10% with
respect to the Select Equity, Small Cap Stock, International Equity, Mid-Cap
Value, Large Cap Research and Developing Growth Portfolios.  Therefore, the
amounts shown above under "Other Expenses" have been restated to reflect the
estimated expenses for the Select Equity, Small Cap Stock and International
Equity Portfolios for the year ending December 31, 2000. Absent  these
expense reimbursement arrangements, the  total annual portfolio expenses
for the year  ended  December  31,  1999 were:  1.09% for the Small Cap
Stock Portfolio; 1.15% for the International Equity Portfolio;
 .71% for the  Quality Bond Portfolio; .76% for the Large Cap Stock Portfolio;
 .86% for the Bond Debenture Portfolio;  1.41%  for the Mid-Cap  Value
Portfolio; 1.38%  for the Large Cap Research Portfolio, and 1.34% for the
Developing Growth  Portfolio.

(b) The Portfolio commenced investment operations on January 8, 1999.

     (c) On 2/8/00, a merger and reorganization was approved that combined the
assets of the fund with a similar fund of Templeton Variable Products Series
Fund, effective 5/1/00. On 2/8/00, fund shareholders approved new management
fees, which apply to the combined fund effective 5/1/00.  The table shows
restated total expenses based on the new fees and assets of the fund as of
12/31/99, and not the assets  of the combined fund.  However, if the table
reflected both the new fees and the combined assets, the fund's expenses
after 5/1/00 would be estimated as:  Management Fees 0.55%, Other Expenses
0.27%, and Total Fund Operating Expenses 0.82%.

     (d) On 2/8/00, a merger and reorganization was approved that combined the
fund with a similar fund of Templeton Variable Products Series Fund, effective
5/1/00.  The table shows total expenses based on the fund's assets as of
12/31/99, and not the assets of the combined fund.  However, if the table
reflected combined assets, the fund's expenses after 5/1/00 would be estimated
as: Management Fees 0.75%, Other Expenses 0.02%, and Total Fund Operating
Expenses 0.77%.  Before December 15, 1999, the Fund was known as the Franklin
Capital Growth Fund.  The fund administration fee is paid indirectly through
the management fee.

     (e) On 2/8/00, a merger and reorganization was approved that combined the
fund with a similar fund of Templeton Variable Products Series Fund, effective
5/1/00.  The table shows total expenses based on the fund's assets as of
12/31/99, and not the assets of the combined fund. However, if the table
reflected combined assets, the fund's expenses after 5/1/00 would be estimated
as: Management Fees 0.60%, Other Expenses 0.04%, and Total Fund Operating
Expenses 0.64%.  The fund administration fee is paid indirectly through the
management fee.


     (f) On 2/8/00, shareholders approved a merger and reorganization
that combined the fund with the Templeton International Equity Fund,
effective 5/1/00.  The shareholders of that fund had approved new management
fees, which apply to the combined fund effective 5/1/00.  The table shows
restated total expenses based on the new fees and the assets of the fund as
of 12/31/99, and not the assets of the combined fund.  However, if the table
reflected both the new fees and the combined assets, the fund's expenses
after 5/1/00 would be estimated as: Management Fees 0.65%, Other Expenses
0.20%, and Total Fund Operating Expenses 0.85%.

     (g) On 2/8/00, a merger and reorganization was approved that combined
the fund with a similar fund of Templeton Variable Products Series Fund,
effective 5/1/00. The table shows total expenses based on the fund's assets
as of 12/31/99, and not the assets of the combined fund.  However, if the table
reflected combined assets, the fund's expenses after 5/1/00 would be estimated
as: Management Fees 0.80%, Other Expenses 0.05%, and Total Fund Operating
Expenses 0.85%. The fund administration fee is paid indirectly through the
management fee.

</FN>
</TABLE>



Examples

The  examples  should  not be  considered  a  representation  of past or  future
expenses. Actual expenses may be greater or less than those shown.

For purposes of the examples, the assumed average contract size is $30,000.

You would pay the  following  expenses  on a $1,000  investment,  assuming  a 5%
annual return on assets regardless of whether you surrender your contract at the
end of each time period:


<TABLE>
<CAPTION>
                                                                          Time Periods
                                                  1 year          3 years           5 years          10 years
- -------------------------------------------------------------------------------------------------------------------

AIM Variable Insurance Funds
Managed by A I M Advisors, Inc..
<S>                                               <C>             <C>                <C>              <C>
       AIM V.I. Capital Appreciation Fund         $74.59          $110.30            $148.17          $253.25
       AIM V.I. International Equity Fund         $76.87          $117.21            $159.81          $277.12
       AIM V.I. Value Fund                        $74.87          $111.17            $149.64          $256.27
- -------------------------------------------------------------------------------------------------------------------

Cova Series Trust
Managed by J.P. Morgan Investment Management Inc.
       Select Equity Portfolio                    $74.97          $111.46            $150.12          $257.27
       Small Cap Stock Portfolio                  $77.53          $119.21            $163.18          $283.97
       International Equity Portfolio             $78.10          $120.93            $166.06          $289.80
       Quality Bond Portfolio                     $73.73          $107.70            $143.77          $244.14
       Large Cap Stock Portfolio                  $74.78          $110.88            $149.15          $255.27
- -------------------------------------------------------------------------------------------------------------------

Managed by Lord, Abbett & Co.
       Bond Debenture Portfolio                   $75.73          $113.76            $154.01          $265.27
       Mid-Cap Value Portfolio                    $79.99          $126.62            $175.58          $308.94
       Large Cap Research Portfolio               $79.99          $126.62            $175.58          $308.94
       Developing Growth Portfolio                $79.04          $123.78            $170.83          $299.42
       Lord Abbett Growth and Income Portfolio    $74.30          $109.44            $146.71          $250.22
- -------------------------------------------------------------------------------------------------------------------

Franklin Templeton Variable Insurance Products
Trust, Class 1 Shares
Managed by Franklin Advisers, Inc.
       Franklin Small Cap Fund                    $75.44          $112.90            $152.55          $262.28
       Franklin Large Cap Growth Securities Fund  $74.97          $111.46            $150.12          $257.27
       Templeton Global Income Securities Fund    $73.83          $107.99            $144.26          $245.16
- -------------------------------------------------------------------------------------------------------------------

Managed by Templeton Investment Counsel, Inc.
       Templeton International Securities Fund    $76.01          $114.63            $155.46          $268.25

- ---------------------------------------------------------------------------------------------------------------
Managed by Templeton Global Advisors Limited
      Templeton Growth Securities Fund            $76.01          $114.63            $155.46          $268.25

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

General American Capital Company
Managed by Conning Asset Management Company
       Money Market Fund                          $69.59           $95.01            $122.20          $198.80
- -------------------------------------------------------------------------------------------------------------------

</TABLE>



Explanation of Fee Table

1. You may be entitled to a reduced  sales charge if: 1) you indicate in writing
   that you will make  additional  purchase  payments to your contract  during a
   13-month  period;  and 2) if the amount of the owner's  investment  (purchase
   payment  plus  contract  value)  falls  within  certain  dollar  ranges.  See
   "Expenses" for a discussion of how the sales charge is determined.

2. Cova  will not  charge  you the  transfer  fee even if there are more than 12
   transfers  in a year if the  transfer is under the Dollar Cost  Averaging  or
   Automatic Rebalancing Programs.

3. 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.

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


THE ANNUITY CONTRACT

This  Prospectus  describes  the Series A 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 an income to you,
in the form of annuity payments, beginning on a designated date that is at least
one month  after we issue your  contract.  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 the
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 rate 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  account  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 under
"Other Information."



ANNUITY PAYMENTS (THE INCOME PHASE)


Selecting an Annuity Date

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.

We ask you to choose your annuity date when you purchase the  contract.  You can
change it 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 first day of a calendar month  following the
annuitant's  85th  birthday or 10 years from the date the  contract  was issued,
whichever is later.


Annuity Payments

Unless you designate another person to receive the annuity  payments,  Cova will
pay you the annuity 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:

o    the fixed account (fixed annuity payout);

o    the investment portfolio(s) (variable annuity payout); or

o    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 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  assumed  investment  rate  (AIR),  your
annuity payments will increase.  Similarly,  if the performance is less than the
AIR, your annuity  payments will  decrease.  Currently,  the AIR is 3%. Cova may
change the AIR or add AIRs in the future.

Annuity  payments  will be  paid in  monthly  installments  or at any  frequency
acceptable to Cova.  Each annuity  payment will be reduced by a pro rata portion
of the contract maintenance charge. (See "Expenses").

Annuity  payments  are made  monthly  unless you have less than  $5,000 to apply
toward a payment.  In that case,  Cova may pay your annuity  payment in a single
lump sum.  Likewise,  if your annuity  payments would be less than $100 a month,
Cova has the right to change the  frequency  of  payments  so that your  annuity
payments are at least $100.


Selecting an Annuity Option

You can choose among income plans. We call those annuity options.  We ask you to
choose an annuity option when you purchase the contract. If you do not choose an
annuity  option at the time you purchase the  contract,  we will assume that you
selected  Option 2 which  provides a life  annuity  with 10 years of  guaranteed
payments.  You can change the annuity option at any time before the annuity date
with 30 days notice to us.

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  periodic  annuity
payments 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 periodic annuity payments 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.  If you do not  want to  receive  annuity
payments, you can ask us for a single lump sum.

Option 3.  Joint and Last  Survivor  Annuity.  Under this  option,  we will make
periodic  annuity payments 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.



PURCHASE

Purchase Payments

A purchase  payment is the money you give us to purchase the contract.  When you
make a purchase  payment (we call this the "gross  purchase  payment"),  we will
deduct the sales charge and any  applicable  premium taxes before we allocate it
to the investment  portfolio(s)  and/or the fixed account (we call this the "net
purchase payment").  See "Expenses" for a discussion of the sales charge.

The minimum gross purchase payment we will accept is $5,000 when the contract is
purchased as a  non-qualified  contract.  If you are  purchasing the contract as
part of an IRA (Individual Retirement Annuity),  401(k) or other qualified plan,
the minimum gross purchase  payment we will accept is $2,000.  The maximum gross
purchase  payments we accept are $1 million without our prior approval.  You can
make additional gross purchase  payments of $500 or more to any type of contract
any time during the accumulation phase.


Allocation of Purchase Payments

When you purchase a contract,  we will allocate your net 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.  Currently, you may
allocate your money to any of the investment portfolios. Cova reserves the right
to limit the number of investment  portfolios  you may invest in at any one time
in the future.  There is a $500  minimum  allocation  requirement  for the fixed
account and for each investment portfolio.

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.


Free Look

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). Cova will refund
the contract value plus the sales charge  determined as of the business day that
the  refund is made,  which may be less than your  gross  purchase  payment.  In
certain  states,  or if you have  purchased  the  contract  as an IRA, we may be
required  to refund  your gross  purchase  payment if you decide to cancel  your
contract  within 10 days after  receiving it (or whatever  period is required in
your state).


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  business 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  business  day to
business 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 net 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 from you. The amount of
   the net purchase  payment is $5,000.  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.



INVESTMENT OPTIONS

The contract offers 19 investment portfolios which are listed below.  Additional
investment portfolios may be available in the future.

The  investment  objectives  and policies of certain  investment  portfolios are
similar to the  investment  objectives  and  policies of other mutual funds that
certain of the investment advisers manage.  Although the objectives and policies
may be similar,  the  investment  results of the  investment  portfolios  may be
higher or lower than the  results of such other  mutual  funds.  The  investment
advisers  cannot  guarantee,  and make no  representation,  that the  investment
results of similar funds will be comparable  even though the funds have the same
investment advisers.

   A fund's performance may be affected by risks specific to certain types of
investments, such as foreign securities, derivative investments, non-investment
grade debt securities, initial public offerings (IPOs) or companies with
relatively small market capitalizations.  IPOs and other investment techniques
may have a magnified performance impact on a fund with a small asset base.  A
fund may not experience similar performance as its assets grow.

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
believe that offering their shares in this manner will not be disadvantageous to
you.

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

You should read the prospectuses for these funds carefully.  Copies of these
prospectuses will be sent to you with your contract.  Certain portfolios
contained in the fund prospectuses may not be available with your contract.
(See Appendix A which contains a summary of investment objectives and
strategies for each investment portfolio.)


AIM Variable Insurance Funds

AIM  Variable  Insurance  Funds 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


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.  Each investment portfolio has a different investment
objective.  Cova Advisory has engaged  sub-advisers to provide investment advice
for the individual  investment  portfolios.  The following investment portfolios
are available under the contract:

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

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

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

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


Franklin Templeton Variable Insurance Products Trust

Franklin Templeton  Variable Insurance Products Trust  is  a  mutual  fund
with  multiple portfolios. Effective May 1, 2000, the portfolios of
Templeton Variable Products Series Fund were merged into similar portfolios
of Franklin Templeton Variable Insurance Products Trust.  Franklin
Templeton Variable Insurance Products Trust issues 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 Large Cap Growth Securities Fund, the Franklin Small Cap Fund and
the Templeton Global Income Securities Fund.  Templeton  Investment
Counsel,  Inc. is the investment manager of the Templeton International
Securities Fund.  Templeton Global Advisors Limited is the investment
manager for the Templeton Growth Securities Fund. The following portfolios
are available under the contract:

  Franklin Small Cap Fund (the surviving fund of the merger with
      Franklin Small Cap Investments Fund)
  Franklin Large Cap Growth Securities Fund (the surviving fund of
      the merger with Franklin Large Cap Growth Investments Fund)
  Templeton International Securities Fund (formerly, Templeton International
      Fund)
  Templeton Growth Securities Fund (the surviving fund of the merger
      with Templeton Stock Fund)
  Templeton Global Income Securities Fund (the surviving fund of the
      merger with Templeton Bond Fund)


General American Capital Company

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

  Money Market Fund


Transfers

You can transfer  money among the fixed account and the  investment  portfolios.
Cova has  reserved the right during the year to terminate or modify the transfer
provisions described below.

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. The following apply to any
transfer during the accumulation phase:

1.   The minimum  amount  which you can transfer is $500 or your entire value in
     the investment  portfolio or fixed  account.  The minimum amount which must
     remain in an investment portfolio and/or the fixed account after a transfer
     is $500.

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

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

4.   We will  process  your  transfer as of the end of the business day when our
     Service Office receives an acceptable  transfer  request which contains all
     required  information  (including the amount which is to be transferred and
     the investment portfolio(s) and/or fixed account involved in the transfer).

5.   Neither  Cova nor its  Service  Office is  liable  for a  transfer  made in
     accordance with your instructions.

6.   Cova reserves the right to restrict the number of transfers per year and to
     restrict transfers from being made on consecutive business days.

7.   Your right to make transfers is subject to modification if Cova determines,
     in  Cova's  sole  opinion,  that the  exercise  of the right by one or more
     owners is or would be to the disadvantage of other owners. Restrictions may
     be applied  in any manner  reasonably  designed  to prevent  any use of the
     transfer  right which is  considered by Cova to be to the  disadvantage  of
     other owners.  A modification  could be applied to transfers to or from one
     or more of the investment  portfolios and could include, but not be limited
     to:

     o   the  requirement of a minimum time period  between each  transfer;  not
         accepting  a transfer  request  from an agent  acting  under a power of
         attorney on behalf of more than one owner; or

     o   limiting  the  dollar  amount  that  may  be  transferred  between  the
         investment portfolios by an owner at any one time.

8.   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 a fixed  annuity
     payout to a variable  annuity payout,  but you can transfer from a variable
     annuity payout to a fixed annuity payout at any time.

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


Dollar Cost Averaging Program

The Dollar Cost Averaging  Program allows you to  systematically  transfer a set
amount each month from the Money Market Fund or the fixed  account to any of the
other investment  portfolio(s).  By allocating  amounts on a regular schedule as
opposed to allocating the total amount at one  particular  time, you may be less
susceptible  to the impact of market  fluctuations.  The 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.  Cova will waive the minimum transfer amount and
the minimum amount required to establish dollar cost averaging if you establish
dollar cost averaging for 6 or 12 months at the time you buy the contract.

Cova reserves the right,  without  notice,  to modify,  terminate or suspend the
Dollar Cost Averaging Program.  Cova does not currently charge for participating
in this 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 to 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 business day after the end of the period you selected.  The
Automatic  Rebalancing  Program is available only during the accumulation phase.
Cova does not currently charge for participating in this 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 business 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%.


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  affected
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 or more 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.  Cova may  limit  further  purchases  in an  investment
portfolio if it deems the investment inappropriate.



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:


Mortality and Expense Risk Charge

This charge is equivalent, on an annual basis, to .85% of the daily value of the
contracts  invested in an  investment  portfolio,  after fund 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.  This charge is
also for  administrative  expenses.  Cova may use any profits it makes from this
charge to pay for the costs of distributing the contract.


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. 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 out of each annuity payment.


Sales Charge

Cova deducts a sales charge from a gross purchase  payment before the payment is
allocated to an investment portfolio and/or the fixed account. The amount of the
sales charge depends on the "owner's investment." The owner's investment for the
initial  purchase  payment  equals  the  amount of the  initial  gross  purchase
payment.  The owner's  investment for subsequent  purchase  payments  equals the
amount of the subsequent  gross purchase  payment and the value of your contract
on the day Cova receives the subsequent gross purchase payment. The charge is:

                               Sales Charge (as a percentage
     Owner's Investment        of gross purchase payment)
     --------------------      ----------------------------

     Less than $50,000                   5.75%
     $50,000 - $99,999.99                4.50%
     $100,000 - $249,999.99              3.50%
     $250,000 - $499,999.99              2.50%
     $500,000 - $999,999.99              2.00%
     $1,000,000 or greater               1.00%


How to Reduce the Sales Charge

You may be able to lower the sales charge you pay by  indicating  in writing the
amount of gross purchase  payments you intend to make during a 13-month  period.
You have 13 months from the date Cova  receives the written  indication  to make
the purchase  payments  you chose as your goal.  We will deduct the sales charge
based on the total of the purchase payments intended to be made if less than the
sales charge as calculated  above based on the owner's  investment.  You are not
obligated to reach your purchase  payment goal. If you do not make the amount of
purchase  payments you indicated during the 13-month  period,  we will deduct an
additional  charge from your contract in the 14th month equal to the  difference
between the sales charge  determined with the intended purchase payments and the
sales charge  determined  with the actual  purchase  payments made during the 13
months.  Any additional sales charge will be deducted during the 14th month from
the  investment  portfolios and the fixed account in the ratio that they bear to
the value of your  contract.  Cova  reserves  the right to  modify,  suspend  or
terminate this feature at any time.

In addition,  Cova will reduce or eliminate  the amount of the sales 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 may not  deduct a sales  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 per  transfer.  We will  deduct the  transfer  fee from the
investment portfolio and/or the fixed account from which the transfer is made or
from the amount  transferred  if the entire amount in the  investment  portfolio
and/or the fixed account is transferred.

If the transfer is part of the Dollar Cost  Averaging  Program or the  Automatic
Rebalancing 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 fund prospectuses.



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 a trust holding the contract as
an agent for a natural person), 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), and
pension and profit-sharing plans, which include 401(k) plans and H.R. 10 plans.


A qualified contract will not provide any necessary or additional tax deferral
if it is used to fund a qualified plan that is tax deferred.  However, the
contract has features and benefits other than tax deferral that may make it an
appropriate investment for a qualified plan.  You should consult your tax
adviser regarding these features and benefits prior to purchasing a qualified
contract.

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) for life or a period not exceeding life expectancy;

(5)  paid under an immediate annuity; or

(6) which come from purchase payments made prior to August 14, 1982.


Withdrawals - Qualified Contracts



If you make a withdrawal  from your  qualified  contract,  a portion of the
withdrawal is treated as taxable  income.  This portion  depends on the ratio of
pre-tax purchase  payments to the after-tax  purchase payments in your contract.
If all of your  purchase  payments  were made with  pre-tax  money then the full
amount of any  withdrawal  is includible  in taxable  income.  Special rules may
apply to withdrawals from certain types of qualified contracts.

The Code also provides that any amount received under a qualified  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 you reach age 59 1/2;
     (2)  paid after you die;
     (3)  paid if you become  totally  disabled  (as that term is defined in the
          Code);
     (4)  paid to you after leaving your employment in a series of substantially
          equal  periodic  payments made annually (or more  frequently)  under a
          lifetime annuity;
     (5)  paid to you  after  you have  attained  age 55 and you have  left your
          employment;
     (6)  paid for certain allowable medical expenses (as defined in the Code);
     (7)  paid pursuant to a qualified domestic relations order;
     (8)  paid on account of an IRS levy upon the qualified contract;
     (9)  paid from an IRA for medical insurance (as defined in the Code);
     (10) paid from an IRA for qualified higher education expenses; or
     (11) paid from an IRA for up to $10,000 for qualified  first-time homebuyer
          expenses (as defined in the Code).

The  exceptions in (5) and (7) above do not apply to IRAs. The exception in
(4) above applies to IRAs but without the requirement of leaving employment.

We have provided a more complete  discussion in the Statement of Additional
Information.


Withdrawals - Tax-Sheltered Annuities

The Code limits the withdrawal of amounts attributable to purchase payments made
under a salary  reduction  agreement  by owners  from  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 you are
considered the owner of the shares,  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 without being considered the owner of the shares. 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.



ACCESS TO YOUR MONEY

You can have access to the money in your contract:

o    by making a withdrawal (either a partial or a complete withdrawal);

o    by electing to receive annuity payments; or

o    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 contract  maintenance charge. Cova
will pay the amount of a withdrawal from the investment portfolios within 7 days
of the  withdrawal  request  unless the  Suspension  of  Payments  or  Transfers
provision is in effect (see below).

Unless you instruct Cova in advance  otherwise,  any partial  withdrawal will be
made pro rata from all the investment  portfolios  and the fixed account.  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 or the fixed account.

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  "Taxes"  and the
discussion in the Statement of Additional Information.

Income taxes, tax penalties and certain restrictions may apply to any withdrawal
you make.


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.


Systematic Withdrawal Program

You may use the Systematic  Withdrawal Program.  This program provides automatic
monthly payments to you. Cova does not charge for participation in this program,
but reserves the right to charge in the future.

Income taxes,  tax penalties  and certain  restrictions  may apply to Systematic
Withdrawals.



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  mortality  and expense risk
charge and the  operating  expenses of the  portfolios.  It does not reflect the
deduction of any applicable  contract  maintenance  charge and sales charge. The
deduction of any applicable  contract  maintenance charge and sales charge 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 sales  charge,  mortality and expense risk charge,  contract  maintenance
charge and the operating expenses of the portfolios. Cova will show performance
information which reflects both the maximum sales charge (5.75% of the gross
purchase payment) and the minimum sales charge (1.00% of the gross purchase
payment).

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.

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.  It
is  divided  into  various  parts,   depending  upon  the  type  of  performance
information  shown.  Future  performance will vary and the results shown are not
necessarily representative of future results.



DEATH BENEFIT

Upon Your Death

If you die before annuity payments begin,  Cova will pay a death benefit to your
beneficiary (see below). Joint owners must be spouses. The surviving joint owner
will be treated as the beneficiary.

If you, or a joint owner, who is not the annuitant, die during the income phase,
any remaining  payments  under the annuity option elected will continue at least
as rapidly as under the method of  distribution  in effect at your death. If you
die  during the  income  phase,  the  beneficiary  will  become the owner of the
contract.

At the time you buy the contract,  you can select the Annual  Step-Up  Option or
the Five Year Step-Up with 4% Accumulation  Option. If you do not choose a death
benefit  option on the forms provided by Cova, the Annual Step-Up Option will be
your death benefit.

The death  benefits are described  below.  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.


Annual Step-Up Option:

The death benefit will be the greatest of:

1.   Gross purchase payments less any withdrawals; or

2.   The value of your contract determined on the business day following the day
     when Cova receives both due proof of death and an election for payment; or

3.   The greatest contract value (as explained below).

The greatest  contract value is evaluated at each contract  anniversary prior to
the date of your or your joint owner's death and on each day a purchase payment
or withdrawal is made.  On the contract  anniversary,  if the current  contract
value exceeds the greatest  contract  value,  the greatest contract  value will
be increased to the current  value of your  contract.  If a purchase payment is
made, the amount of the gross purchase payment will increase the greatest
contract  value.  If a withdrawal is made,  the greatest  contract value will
be reduced by the amount withdrawn.

After you or your joint owner attains age 80, the greatest  contract value is no
longer evaluated at each contract anniversary. On the contract anniversary on or
before your, or your joint owner's, 80th birthday, if the current contract value
exceeds  the  greatest  contract  value,  the  greatest  contract  value will be
increased  to the  current  contract  value.  If a  purchase  payment  is  made,
including  after age 80, the amount of the gross purchase  payment will increase
the greatest  contract value.  If a withdrawal is made,  including after age 80,
the greatest contract value will be reduced by the amount withdrawn.


Five Year Step-Up with 4% Accumulation Option:

The death benefit will be the greatest of:

1.   Gross purchase  payments,  less any  withdrawals  made on or before your or
     your joint owner's 80th birthday,  accumulated at an effective  annual rate
     of 4% until the owner's or joint owner's 80th  birthday or death;  plus any
     subsequent  gross purchase  payments less any subsequent  withdrawals  made
     subsequent to the owner's or a joint owner's 80th birthday; or

2.   The value of your contract determined on the business day following the day
     when Cova receives both due proof of death and an election for payment; or

3.   The  greatest  of the values of your  contract  resulting  from  taking the
     contract  value on any 5 year contract  anniversary  while the owner,  or a
     joint  owner is  living,  on or before  your,  or your joint  owner's  80th
     birthday,  plus any gross  purchase  payments you made  subsequent  to that
     contract  anniversary,  less any  withdrawals  subsequent  to that contract
     anniversary.

In certain states,  one or both of the death benefit options described above may
not be  available.  Check  your  contract  for  your  applicable  death  benefit
provision.

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.

The amount of the death  benefit is determined as of the end of the business day
during  which  Cova  receives  both due proof of death and an  election  for the
payment  option.  The death benefit amount remains in the investment  portfolios
and/or the fixed account until distribution  begins.  From the time we determine
the  death  benefit  until we make a  complete  distribution,  any  amount in an
investment  portfolio  will be subject to investment  risk which is borne by the
beneficiary.


Death of Annuitant

If the  annuitant,  not an owner or joint  owner,  dies during the  accumulation
phase, you, as the owner automatically become the annuitant.  You can name a new
annuitant,  subject to Cova's  administrative rules then in effect. 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 during the income phase,  the death benefit,  if
any, will be as provided for in the annuity option  selected and will be paid at
least  as  rapidly  as  under  the  method  of  distribution  in  effect  at the
annuitant's death.



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  (General
American  Life)  purchased  Cova  which on that  date  changed  its name to Cova
Financial Services Life Insurance Company. On January 6, 2000, Metropolitan Life
Insurance Company (MetLife) acquired GenAmerica Corporation, the ultimate parent
company of General American Life. The acquisition of GenAmerica Corporation does
not affect policy benefits or any other terms or conditions under your contract.
MetLife,  headquartered  in New York City since 1868,  is a leading  provider of
insurance and financial products and services to individual and group customers.

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


The Separate Account

Cova has  established  a separate  account,  Cova Variable  Annuity  Account One
(Separate  Account),  to hold the assets that underlie the contracts (except the
assets allocated to the fixed account). 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 Separate Account is divided into sub-accounts.

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 ranging up to 5.0% of purchase payments,
depending  on the size of the  purchase  payment.  Commissions  are reduced once
certain  breakpoints in purchase payments and/or contract value are achieved for
a contract. In addition, broker-dealers will be paid annual trail commissions in
the  amount  of .25%  of  purchase  payments,  beginning  in year 2.


Ownership

Owner. You, as the owner of the contract, have all the interest and rights under
the  contract.  The owner is as  designated  at the time the contract is issued,
unless  changed.   You  can  change  the  owner  at  any  time.  A  change  will
automatically revoke any prior designation of an owner.

The change must be:

o    made in writing; and
o    received at Cova's Service Office.

The change will  become  effective  as of the date when the  written  request is
signed.  A new  designation of owner will not apply to any payment Cova makes or
action it takes before it receives the change.

Joint Owner. The contract can be owned by joint owners.  Any joint owner must be
the  spouse of the  other  owner  (except  in  states  which do not  allow  this
limitation on joint owners). Upon the death of either joint owner, the surviving
joint owner will be the primary 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.  Joint owners
must both authorize exercising any ownership rights (except telephone transfers)
unless Cova permits otherwise.


Annuitant

The annuitant is the person whose life we look to when we make annuity payments.
You may change the  annuitant  at any time prior to the annuity  date unless the
contract is owned by a non-natural person (e.g., a corporation). On or after the
annuity date, any reference to the annuitant includes any joint annuitant.


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 by written  request at
Cova's  Service  Office.  The change is  effective as of the date you signed the
notice.


Assignment

You can assign the contract at any time before the annuity  date.  Cova will not
be  bound  by the  assignment  until  it  receives  the  written  notice  of the
assignment  at its  Service  Office.  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.


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
     Calculation of Performance Information
     Federal Tax Status
     Annuity Provisions
     Financial Statements


                                 APPENDIX A

                    PARTICIPATING INVESTMENT PORTFOLIOS

Below are the investment objectives and strategies of each investment portfolio
available under the Contract.  The fund prospectuses contain more complete
information including a description of the investment objectives, policies,
restrictions and risks.  THERE CAN BE NO ASSURANCE THAT THE INVESTMENT
OBJECTIVES WILL BE ACHIEVED.

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

     AIM V.I. CAPITAL APPRECIATION FUND

Investment Objective:  The Fund's investment objective is growth of capital
through investment in common stocks, with emphasis on medium- and small-sized
companies.  The portfolio managers focus on companies they believe are
likely to benefit from new or innovative products, services or processes
as well as those that have experienced above-average, long-term growth in
earnings and have excellent prospects for future growth.

     AIM V.I. INTERNATIONAL EQUITY FUND

Investment  Objective:  The Fund's investment  objective is to achieve long-term
growth of capital by  investing  in a  diversified  portfolio  of  international
equity securities whose issuers are considered to have strong earnings momentum.

     AIM V.I. VALUE FUND

Investment Objective: The Fund's investment objective is to achieve long-term
growth of capital by investing primarily in equity securities judged by the
Fund's investment advisor to be undervalued relative to the investment
advisor's appraisal of the current or projected earnings of the companies
issuing the securities, or relative to current market values of assets
owned by the companies issuing the securities or relative to the equity
market generally.  Income is a secondary objective.


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:

PORTFOLIOS MANAGED BY J. P. MORGAN INVESTMENT MANAGEMENT INC.:

     INTERNATIONAL EQUITY PORTFOLIO

Investment Objective: The International Equity Portfolio seeks to provide a high
total return from a portfolio of equity securities of foreign corporations.

     LARGE CAP STOCK PORTFOLIO

Investment Objective: The Large Cap Stock Portfolio seeks to provide long-term
growth of capital and income.

     QUALITY BOND PORTFOLIO

Investment  Objective:  The Quality Bond Portfolio seeks to provide a high total
return consistent with moderate risk of capital and maintenance of liquidity.

     SELECT EQUITY PORTFOLIO

Investment  Objective:  The Select Equity  Portfolio seeks to provide  long-term
growth of capital and income.

     SMALL CAP STOCK PORTFOLIO

Investment  Objective:  The Small Cap Stock  Portfolio  seeks to  provide a high
total return from a portfolio of equity securities of small companies.

PORTFOLIOS MANAGED BY LORD, ABBETT & CO.:

     BOND DEBENTURE PORTFOLIO

Investment Objective: The Bond Debenture Portfolio seeks to provide high current
income and the  opportunity  for  capital  appreciation  to produce a high total
return.

     DEVELOPING GROWTH PORTFOLIO

Investment Objective:  The Developing Growth Portfolio seeks long-term growth of
capital  through a  diversified  and  actively-managed  portfolio  consisting of
developing growth companies, many of which are traded over the counter.

     LARGE CAP RESEARCH PORTFOLIO

Investment  Objective:  The Large Cap Research Portfolio seeks growth of capital
and growth of income consistent with reasonable risk.

     LORD ABBETT GROWTH AND INCOME PORTFOLIO

Investment  Objective:  The Lord  Abbett  Growth and Income  Portfolio  seeks to
achieve long-term growth of capital and income without excessive  fluctuation in
market value.

     MID-CAP VALUE PORTFOLIO

Investment  Objective:  The Mid-Cap Value Portfolio  seeks capital  appreciation
through  investments,  primarily in equity securities,  which are believed to be
undervalued in the marketplace.


FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST, CLASS 1 SHARES:

Franklin  Templeton  Variable  Insurance  Products  Trust is a mutual  fund with
multiple portfolios. Effective May 1, 2000, the portfolios of Templeton Variable
Products Series Fund were merged into similar  portfolios of Franklin  Templeton
Variable  Insurance  Products  Trust.  Each portfolio has two classes of shares:
Class 1 and Class 2. The portfolios  available in connection  with your contract
are Class 1 shares.  Franklin  Advisers,  Inc. is the investment adviser for the
Franklin Large Cap Growth  Securities  Fund, the Franklin Small Cap Fund and the
Templeton Global Income Securities Fund. Templeton  Investment Counsel,  Inc. is
the  investment  adviser  for  the  Templeton  International   Securities  Fund.
Templeton  Global Advisors  Limited is the investment  adviser for the Templeton
Growth  Securities  Fund.  The  following  portfolios  are  available  under the
contract:

     FRANKLIN LARGE CAP GROWTH SECURITIES FUND (the surviving fund of the
          merger with Franklin Large Cap Growth Investments Fund)

Investment Objective and Principal Investments: The Fund's investment goal
is capital appreciation.  Under normal market conditions, the Fund will
invest at least 65% of its total assets in equity securities of large cap
growth companies that are expected to have revenue growth in excess of the
economy as a whole either through above-average industry expansion or
market share gains.

     FRANKLIN SMALL CAP FUND (the surviving fund of the merger with
          Franklin Small Cap Investments Fund)

Investment Objective and Principal Investments: The Fund's investment
goal is long-term capital growth.  Under normal market conditions, the
Fund will invest at least 65% of its total assets in equity securities of
U.S. small capitalization (small cap) growth companies.

     TEMPLETON GLOBAL INCOME SECURITIES FUND (the surviving fund of the
          merger with Templeton Bond Fund)

Investment Objective and Principal Investments: The Fund's investment goal
is high current income.  Capital appreciation is a secondary consideration.
Under normal market conditions, the Fund will invest at least 65% of its
total assets in the debt securities of governments and their political
subdivisions and agencies, supranational organizations, and companies
located anywhere in the world, including emerging markets.

     TEMPLETON INTERNATIONAL SECURITIES FUND (formerly Templeton International
          Fund)

Investment Objective and Principal Investments: The Fund's investment goal is
long-term capital growth.  Under normal market conditions, the Fund will invest
at least 65% of its total assets in the equity securities of companies located
outside the U.S., including in emerging markets.

     TEMPLETON GROWTH SECURITIES FUND (the surviving fund of the merger with
          Templeton Stock Fund)

Investment Objective and Principal Investments: The Fund's investment goal is
long-term capital growth.  Under normal market conditions, the Fund will invest
at least 65% of its total assets in equity securities of companies located
anywhere in the world, including in the U.S. and emerging markets.


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

Investment Objective: The Money Market Fund's investment objective is to provide
investors  with  current  income  while   preserving   capital  and  maintaining
liquidity.  The Fund seeks to achieve this  objective by investing  primarily in
high-quality, short-term money market instruments. The Fund purchases securities
that meet the quality, maturity, and diversification  requirements applicable to
money market funds.




APPENDIX B
PERFORMANCE INFORMATION

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


PART 1 - SEPARATE ACCOUNT PERFORMANCE

o    Column A presents  performance  figures  for the  accumulation  units which
     reflect the  mortality  and expense risk charge,  the contract  maintenance
     charge,  the  maximum  sales  charge  (which is equal to 5.75% of the gross
     purchase payment),  and the fees and expenses of the investment  portfolio.
     The  performance  shown in Column A is  standardized  average  annual total
     return performance calculated according to SEC requirements.
o    Column B presents performance figures for the accumulation units which
     reflect the mortality and expense risk charge, the contract maintenance
     charge, the minimum sales charge (which is equal to 1.00% of the gross
     purchase payment) and the fees and expenses of the investment portfolio.

o    Column C presents  performance  figures  for the  accumulation  units which
     reflect the  mortality  and expense  risk charge as well as the expenses of
     the investment portfolio.

o    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.



<TABLE>
<CAPTION>

Part 1 AIM Variable Insurance Funds
Average Annual Total Return for the periods ended December 31, 1999:
- --------------------------------------------------------------------------------------------------------------------------------


                                                                                 Accumulation Unit Performance
                                                            Column A (reflects       Column B (reflects        Column C (reflects
                                                            all charges (assuming    all charges (assuming     mortality and
                                                         maximum sales charge)    minimum sales charge)     expense risk charge and
                                                            and portfolio expenses)  and portfolio expenses)   portfolio expenses)
- ------------------------------------------------------------------------------------------------------------------------------------
                                 Separate Account
                                 Inception Date                                 Since              Since                 Since
Portfolio                        in Portfolio                    1 yr         Inception   1 yr    Inception  1 yr     Inception
- --------------------------------------------------------------------------------------------------------------------------------

<S>                                 <C>   <C>                   <C>            <C>        <C>        <C>    <C>           <C>
   AIM V.I. Capital
     Appreciation Fund              12/31/97                    31.87%         23.04%    38.62%   26.20%    40.02%        26.83%
   AIM V.I. International
     Equity Fund                    12/31/97                    44.83%         28.73%    52.24%   32.04%    53.77%        32.70%
   AIM V.I. Value Fund              12/31/97                    21.31%         26.16%    27.53%   29.40%    28.82%        30.05%

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


<TABLE>
<CAPTION>
Part 1 Cova Series Trust
Average Annual Total Return for the periods ended December 31, 1999:
- --------------------------------------------------------------------------------------------------------------------------------

                                                                                 Accumulation Unit Performance
                                                          Column A (reflects       Column B (reflects        Column C (reflects
                                                          all charges (assuming    all charges (assuming     mortality and
                                                          maximum sales charge)    minimum sales charge)     expense risk charge and
                                                          and portfolio expenses)  and portfolio expenses)   portfolio expenses)
- --------------------------------------------------------------------------------------------------------------------------------
                                 Separate Account
                                 Inception Date                                 Since              Since                 Since
Portfolio                        in Portfolio                    1 yr         Inception   1 yr    Inception  1 yr     Inception
- --------------------------------------------------------------------------------------------------------------------------------

<S>                                            <C> <C>           <C>         <C>                        <C>          <C>
   Select Equity Portfolio                     5/1/96             2.47%      16.46%       7.74%   18.12%     8.83%       18.44%
   Small Cap Stock Portfolio                   5/1/96            35.00%      14.18%      41.90%   15.83%    43.34%       16.14%
   International Equity Portfolio              5/1/96            20.02%      12.48%      26.17%   14.10%    27.44%       14.41%
   Quality Bond Portfolio                      5/1/96           -8.09%        3.12%      -3.36%    4.61%    -2.38%        4.90%
   Large Cap Stock Portfolio                   5/1/96            9.90%       23.36%      15.55%   25.11%    16.72%        25.45%
   Bond Debenture Portfolio                    5/1/96           -3.44%        7.59%       1.53%    9.14%     2.56%         9.43%
   Mid-Cap Value Portfolio                     8/20/97          -1.35%        1.35%       3.72%    3.61%     4.77%         4.05%
   Large Cap Research Portfolio                8/20/97          17.21%       14.94%      23.22%   17.49%    24.47%        17.99%
   Developing Growth Portfolio                 8/20/97           23.68%       14.32%     30.01%   16.86%    31.33%       17.36%
   Lord Abbett Growth and Income Portfolio     1/8/99            N/A           4.05%      N/A      9.39%     N/A         10.50%
- --------------------------------------------------------------------------------------------------------------------------------
</TABLE>


<TABLE>
<CAPTION>
Part 1 Franklin Templeton  Variable Insurance Products Trust,  Class 1 Shares Average Annual
Total Return for the periods ended December 31, 1999:
- --------------------------------------------------------------------------------------------------------------------------------

                                                                               Accumulation Unit Performance
                                                          Column A (reflects       Column B (reflects        Column C (reflects
                                                          all charges (assuming    all charges (assuming     mortality and
                                                          maximum sales charge)    minimum sales charge)     expense risk charge and
                                                          and portfolio expenses)  and portfolio expenses)   portfolio expenses)
- --------------------------------------------------------------------------------------------------------------------------------
                                 Separate Account
                                 Inception Date                                 Since              Since                 Since
Portfolio                        in Portfolio                    1 yr         Inception   1 yr    Inception  1 yr     Inception
- --------------------------------------------------------------------------------------------------------------------------------

   Franklin Small Cap
<S>        <C>                        <C> <C>                                 <C>                                      <C>
      Fund (1)                        3/1/99                N/A               93.46%     N/A     103.31%     N/A       105.37%
   Franklin Large Cap Growth
      Securities Fund (2)             3/1/99                N/A               23.20%     N/A      29.51%     N/A        30.82%
   Templeton International
      Securities Fund (3)             5/1/98              15.44%                4.04%  21.36%      7.28%    22.59%       7.92%
   Templeton Growth Securities
      Fund (4)                       1/19/99                N/A               14.08%     N/A      19.93%     N/A        21.14%
   Templeton Global Income
      Securities Fund (5)             3/1/99                N/A               -8.89%     N/A      -4.19%     N/A        -3.22%
- --------------------------------------------------------------------------------------------------------------------------------
</TABLE>

(1) Effective May 1, 2000, the Franklin Small Cap Investments Fund
(previously offered under the contract) merged into the Franklin Small
Cap Fund.  Performance shown reflects historical performance of the
Franklin Small Cap Fund.

(2) Effective May 1, 2000, the Franklin Large Cap Growth Investments
Fund (previously offered under the contract) merged into the
Franklin Large Cap Growth Securities Fund.  Performance shown reflects
historical performance of the Franklin Large Cap Growth Securities
Fund.

(3) Previously, the Templeton International Securities Fund was known
as the Templeton International Fund.  Effective May 1, 2000, the
Templeton International Securities Fund merged into the Templeton
International Equity Fund.  Performance shown reflects historical
performance of the Templeton International Securities Fund.

(4) Effective May 1, 2000, the Templeton Stock Fund (previously offered
under the contract) merged into the Templeton Growth Securities Fund.
Performance shown reflects historical performance of the Templeton
Growth Securities Fund.

(5) Effective May 1, 2000, the Templeton Bond Fund (previously offered
under the contract) merged into the Templeton Global Income Securities
Fund.  Performance shown reflects historical performance of the Templeton
Global Income Securities Fund.

<TABLE>
<CAPTION>
APPENDIX
PERFORMANCE INFORMATION (continued)
Part 1 General American Capital Company
Average Annual Total Return for the periods ended December 31, 1999:
- --------------------------------------------------------------------------------------------------------------------------------

                                                                               Accumulation Unit Performance
                                                          Column A (reflects       Column B (reflects        Column C (reflects
                                                          all charges (assuming    all charges (assuming     mortality and
                                                          maximum sales charge)    minimum sales charge)     expense risk charge and
                                                          and portfolio expenses)  and portfolio expenses)   portfolio expenses)
- --------------------------------------------------------------------------------------------------------------------------------
                                 Separate Account
                                 Inception Date                                 Since              Since                 Since
Portfolio                        in Portfolio                    1 yr         Inception   1 yr    Inception  1 yr     Inception
- --------------------------------------------------------------------------------------------------------------------------------
<S>                                   <C> <C>               <C>                 <C>                   <C>                  <C>
   Money Market Fund                  6/3/96               -1.78%              2.79%     3.27%     4.32%     4.32%       4.62%
- --------------------------------------------------------------------------------------------------------------------------------
</TABLE>


APPENDIX
PERFORMANCE INFORMATION (continued)

PART 2 - HISTORICAL FUND PERFORMANCE

Shares of certain  portfolios  have been offered  prior to the time the Separate
Account  first  invested in them and therefore  have an  investment  performance
history.  In order to show how  investment  performance  of  certain  portfolios
affect accumulation unit values, we have developed performance information.

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

o    The performance  figures in Column A for the portfolio reflect the fees and
     expenses paid by the portfolio.

o    Column B presents  performance  figures  for the  accumulation  units which
     reflect the  mortality  and expense risk charge,  the contract  maintenance
     charge, the maximum sales charge (which is equal to 5.75% of the gross
     purchase payment) and the expenses of the portfolio.

o    Column C presents performance figures for the accumulation units which
     reflect the mortality and expense risk charge, the contract maintenance
     charge, the minimum sales charge (which is equal to 1.00% of the gross
     purchase payment) and expenses of the portfolio.

o    Column D presents  performance  figures  for the  accumulation  units which
     reflect  the  mortality  and  expense  risk  charge as well as the fees and
     expenses of the portfolio.



<TABLE>
<CAPTION>

Part 2 AIM Variable Insurance Funds
Average Annual Total Return for the periods ended December 31, 1999:


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



                                  Fund Performance                         Accumulation Unit Performance
                                                               Column B                  Column C                  Column D
                                                           (reflects all charges    (reflects all charges   (reflects mortality and
                                                           (assuming maximum sales  (assuming minimum sales  expense risk charge and
                                                           charge) and portfolio    charge) and portfolio    portfolio expenses)
                                   Column A                      expenses)                expenses)
- -----------------------------------------------------------------------------------------------------------------------------------

                        Portfolio
                        Inception                 Since                    Since                  Since                     Since
Portfolio               Date        1 yr  5 yrs Inception  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>     <C>       <C>      <C>      <C>

AIM V.I. Capital
 Appreciation Fund      5/5/93    44.61%  25.59%   22.33%  31.87% 21.32%  8.85%   38.62% 22.59% 19.80%      40.02%   22.84%   19.98%
AIM V.I. International
  Equity Fund           5/5/93    55.04%  21.93%   18.82%  44.83% 19.40% 16.70%   52.24% 20.67% 17.64%      53.77%   20.91%   17.82%
AIM V.I. Value Fund     5/5/93    29.90%  27.23%   23.07%  21.31% 24.62% 20.88%   27.53% 25.92% 21.85%     28.82%   26.17%   22.03%

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


Part 2 Cova Series Trust
Average Annual Total Return for the periods ended December 31, 1999:
- --------------------------------------------------------------------------------------------------------------------------------


                                    Fund Performance                         Accumulation Unit Performance
                                                               Column B                  Column C                  Column D
                                                           (reflects all charges    (reflects all charges   (reflects mortality and
                                                           (assuming maximum sales  (assuming minimum sales  expense risk charge and
                                                           charge) and portfolio    charge) and portfolio    portfolio expenses)
                                     Column A                    expenses)                expenses)
- ------------------------------------------------------------------------------------------------------------------------------------

                   Portfolio
                   Inception                    Since                    Since                  Since                     Since
Portfolio          Date            1 yr  5 yrs Inception  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>     <C>       <C>      <C>   <C>
Select Equity Portfolio        5/1/96   9.71% N/A  19.44%     2.47%   N/A    16.46%    7.74% N/A    18.12%      8.83%   N/A  18.44%
Small Cap Stock Portfolio      5/1/96  44.56% N/A  17.30%    35.00%   N/A    14.18%   41.90% N/A    15.83%     43.34%   N/A  16.14%
International Equity Portfolio 5/1/96  28.52% N/A  15.26%    20.02%   N/A    12.48%   26.17% N/A    14.10%     27.44%   N/A  14.41%
Quality Bond Portfolio         5/1/96  -1.54% N/A   5.79%    -8.09%   N/A    3.12%    -3.36% N/A     4.61%     -2.38%   N/A   4.90%
Large Cap Stock Portfolio      5/1/96  17.64% N/A  26.52%     9.90%   N/A    23.36%   15.55% N/A    25.11%     16.72%   N/A  25.45%
Bond Debenture Portfolio       5/1/96   3.40% N/A  10.32%    -3.44%   N/A     7.59%    1.53% N/A     9.14%      2.56%   N/A   9.43%
Mid-Cap Value Portfolio        8/20/97  5.71% N/A   4.95%    -1.35%   N/A     1.35%    3.72% N/A     3.61%      4.77%   N/A   4.05%
Large Cap Research Portfolio   8/20/97 25.54% N/A  18.96%    17.21%   N/A    14.94%   23.22% N/A    17.49%     24.47%   N/A  17.99%

Developing Growth Portfolio    8/20/97 32.47% N/A  18.35%    23.68%   N/A    14.32%   30.01% N/A    16.86%     31.33%   N/A  17.36%
Lord Abbett Growth and Income
Portfolio                      1/8/99   N/A   N/A  11.38%      N/A    N/A     4.05%    N/A   N/A     9.39%       N/A    N/A  10.50%

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

</TABLE>


<TABLE>
<CAPTION>
APPENDIX
PERFORMANCE INFORMATION (continued)
Part 2 Franklin Templeton  Variable Insurance Products Trust,  Class 1 Shares Average Annual
Total Return for the periods ended December 31, 1999:
- --------------------------------------------------------------------------------------------------------------------------------


                                Fund Performance                               Accumulation Unit Performance
                                                               Column B                  Column C                  Column D
                                                           (reflects all charges    (reflects all charges   (reflects mortality and
                                                           (assuming maximum sales  (assuming minimum sales  expense risk charge and
                                  Column A                 charge) and portfolio    charge) and portfolio    portfolio expenses)
                                                                 expenses)                expenses)
- ------------------------------------------------------------------------------------------------------------------------------------

                   Portfolio
                   Inception                   Since                     Since                  Since                     Since
Portfolio          Date         1 yr   5 yrs   Inception  1 yr   5 yrs   Inception  1 yr  5 yrs  Inception   1 yr   5 yrs  Inception
- ------------------------------------------------------------------------------------------------------------------------------------
Templeton International
<S>                        <C> <C>   <C>      <C>      <C>     <C>  <C>      <C>      <C>    <C>     <C>       <C>      <C>      <C>
   Securities Fund (1)       5/1/92  23.61%  17.21%  15.36%    15.44%  14.78%  13.43%   21.36% 15.99% 14.24%   22.59% 16.22% 14.39%
Templeton Growth Securities
   Fund (2)                 3/15/94  21.04%  15.40%  13.76%    13.03%  13.01%  11.57%   18.83% 14.21% 12.60%    20.03% 14.43% 12.80%
Templeton Global Income
   Securities Fund (3)      1/24/89  -5.79%   5.39%   5.88%   -12.06%   3.18%   4.29%   -7.52% 4.29%   4.88%    -6.59%  4.50%  4.99%
Franklin Small Cap Fund (4) 11/1/95  96.94%    N/A   30.41%    84.03%    N/A   27.40%   93.41%  N/A   29.02%    95.36%   N/A  29.33%
Franklin Large Cap Growth
Securities Fund (5)          5/1/96  31.65%    N/A   22.85%    22.95%    N/A    9.33%   29.26% N/A    10.86%    30.56%   N/A  21.84%
- ------------------------------------------------------------------------------------------------------------------------------------

   (1) Previously, Templeton International Fund.  Effective May 1, 2000, the
Templeton International Securities Fund merged into the Templeton International
Equity Fund.  Performance shown reflects historical performance and inception date
of the Templeton International Securities Fund.

   (2) Effective May 1, 2000, the Templeton Stock Fund (previously offered under
the contract) merged into the Templeton Growth Securities Fund.  Performance shown
reflects historical performance and inception date of the Templeton Growth
Securities Fund.

   (3) Effective May 1, 2000, the Templeton Bond Fund (previously offered under
the contract) merged into the Templeton Global Income Securities Fund.
Performance shown reflects historical performance and inception date of the
Templeton Global Income Securities Fund.

   (4) Effective May 1, 2000, the Franklin Small Cap Investments Fund (previously
offered under the contract) merged into the Franklin Small Cap Fund.  Performance
shown reflects historical performance and inception date of the Franklin Small Cap
Fund.

   (5) Effective May 1, 2000, the Franklin Large Cap Growth Investments Fund
(previously offered under the contract) merged into the Franklin Large Cap Growth
Securities Fund.  Performance shown reflects historical performance and inception
date of the Franklin Large Cap Growth Securities Fund.

</TABLE>

<TABLE>
<CAPTION>
Part 2 General American Capital Company
Average Annual Total Return for the periods ended December 31, 1999:
- --------------------------------------------------------------------------------------------------------------------------------



                               Fund Performance                              Accumulation Unit Performance
                                                               Column B                  Column C                  Column D
                                                           (reflects all charges    (reflects all charges   (reflects mortality and
                                                           (assuming maximum sales  (assuming minimum sales  expense risk charge and
                                  Column A                 charge) and portfolio    charge) and portfolio    portfolio expenses)
                                                                    expenses)                expenses)
- ------------------------------------------------------------------------------------------------------------------------------------

                           Portfolio
                           Inception                 Since
Portfolio                  Date        1 yr  5 yrs   10 yrs   1 yr    5 yrs   10 yrs   1 yr  5 yrs  10 yrs      1 yr   5 yrs  10 yrs
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                            <C>  <C>   <C>      <C>      <C>          <C>      <C>     <C>           <C>     <C>      <C>
   Money Market Fund       10/1/87    5.20%  5.60%    5.35%   -1.78%  3.38%    3.76%   3.27% 4.50% 4.36%     4.32%   4.71%    4.46%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>






Please send me, at no charge, the Statement of Additional  Information dated
______________, 2000, for the Series A Annuity Contract issued by Cova.


               (Please print or type and fill in all information)




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




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




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


CL-4321 (5/00)                                                       COVA VA-MO












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




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







                                      COVA
                  Cova Financial Services Life Insurance Company




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




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









CL-4319 (2/00) Policy Form Series CL-4155     21-SERA-MO(2/00)



                                     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 _______,  2000 FOR THE SERIES A
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 ___________, 2000.


                              TABLE OF CONTENTS


                                                         Page

COMPANY

EXPERTS

LEGAL OPINIONS

DISTRIBUTION

REDUCTION OR ELIMINATION OF SALES CHARGE

CALCULATION OF PERFORMANCE INFORMATION
Total Return
Historical Unit Values
Reporting Agencies

FEDERAL TAX STATUS
General
Diversification
Multiple Contracts
Partial 1035 Exchanges
Contracts Owned by Other than Natural Persons
Tax Treatment of Assignments
Death Benefits
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  Life")  purchased the Company from
Xerox  Financial  Services,  Inc. The Company changed its name to Cova Financial
Services Life Insurance Company. On January 6, 2000, Metropolitan Life Insurance
Company (MetLife) acquired GenAmerica  Corporation,  the ultimate parent company
of General  American Life. The  acquisition of GenAmerica  Corporation  does not
affect  policy  benefits or any other terms or conditions  under your  contract.
MetLife,  headquartered  in New York City since 1868,  is a leading  provider of
insurance and financial products and services to individual and group customers.


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.


                                   EXPERTS

The consolidated balance sheets of the Company as of December 31, 1999 and 1998,
and the related  consolidated  statements of income,  shareholder's  equity, and
cash flows for each of the years in the  three-year  period  ended  December 31,
1999, and the statement of assets and liabilities of the Separate  Account as of
December 31, 1999,  and the related  statement of  operations  for the year then
ended and the  statements of changes in net assets for the two years then ended,
have been included  herein in reliance  upon the reports of KPMG LLP,
independent certified public accountants, appearing elsewhere herein, and upon
the authority of said firm as experts in accounting and auditing.


                                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 SALES CHARGE

The amount of the Sales  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  Sales  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 Sales Charge.

The Sales 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  Sales  Charge  be  permitted  where the
reduction or elimination of the Sales Charge will be unfairly  discriminatory to
any person.

                     CALCULATION OF 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 .85% Mortality and Expense Risk Charge,  the maximum Sales Charge
(which is equal to 5.75% of the  gross  purchase  payment),  the  minimum  Sales
Charge (which is equal to 1.00% of the gross purchase  payment) and the expenses
for the  underlying  investment  portfolio  being  advertised and any applicable
Contract Maintenance Charge.

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  Charge  and any Sales  Charge  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
<TABLE>
<CAPTION>
<S>  <C>  <C>
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.
</TABLE>

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 the
Sales Charge and Contract  Maintenance Charge. The deduction of any Sales Charge
and Contract  Maintenance  Charge would reduce any  percentage  increase or make
greater any percentage decrease.

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.

You 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 your total return may be in any future period.

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.  For purposes of this rule,  contracts  received in a
Section 1035  exchange  will be  considered  issued in the year of the exchange.
Owners  should  consult  a  tax  adviser  prior  to  purchasing  more  than  one
non-qualified annuity contract in any calendar year.


PARTIAL 1035 EXCHANGES

Section 1035 of the Code provides that an annuity contract may be exchanged in
a tax-free transaction for another annuity contract.  Historically, it was
presumed that only the exchange of an entire contract, as opposed to a
partial exchange, would be accorded tax-free status.  In 1998 in CONWAY VS.
COMMISSIONER, the Tax Court held that the direct transfer of a portion of
an annuity contract into another annuity contract qualified as a non-taxable
exchange.  On November 22, 1999, the Internal Revenue Service filed an Action
on Decision which indicated that it acquiesced in the Tax Court decision in
CONWAY.  However, in its acquiescence with the decision of the Tax Court, the
Internal Revenue Service stated that it will challenge transactions where
taxpayers enter into a series of partial exchanges and annuitizations as part
of a design to avoid application of the 10% premature distribution penalty or
other limitations imposed on annuity contracts under the Code.  In the absence
of further guidance from the Internal Revenue Service it is unclear what
specific types of partial exchange designs and transactions will be challenged
by the Internal Revenue Service.  Due to the uncertainty in this area owners
should consult their own tax advisers prior to entering into a partial exchange
of an annuity contract.


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.

DEATH BENEFITS

Any death  benefit paid under the Contract are taxable to the  beneficiary.  The
rules governing the taxation of payments from an annuity contract,  as discussed
above,  generally  apply to the payment of death  benefits and depend on whether
the death benefits are paid as a lump sum or as annuity  payments.  Estate taxes
may also apply.

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.

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);  or d) hardship  withdrawals.  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.

With  respect  to (d)  above,  if the  series of  substantially  equal  periodic
payments is modified  before the later of your  attaining  age 59 1/2 or 5 years
from the date of the first  periodic  payment,  then the tax for the year of the
modification  is  increased  by an amount equal to the tax which would have been
imposed (the 10% penalty tax) but for the  exception,  plus interest for the tax
years in which the exception was used.

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.  The Company is not
bound by the terms and conditions of such plans to the extent such terms
conflict with the terms of a Contract, unless the Company specifically consents
to be bound.  Owners, participants and   Beneficiaries   are  responsible  for
determining   that   contributions, distributions  and other  transactions with
respect to the Contracts comply with applicable  law.

A qualified contract will not provide any necessary or additional tax deferral
if it is used to fund a qualified plan that is tax deferred.  However, the
contract has features and benefits other than tax deferral that may make it an
appropriate investment for a qualified plan.  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.     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.

b.   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  taxable 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

Section  408A of the Code  provides  that  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 and are not
deductible from taxable income.  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.

c.     Pension and Profit-Sharing Plans

Sections  401(a)  and  401(k)  of the Code  permit  employers,  including  self-
employed  individuals,  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  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 (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 made on
account of an IRS levy upon the Qualified Contract; (h)  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);  (i)  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 (j)  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.

With  respect  to (c)  above,  if the  series of  substantially  equal  periodic
payments is modified  before the later of your  attaining  age 59 1/2 or 5 years
from the date of the first  periodic  payment,  then the tax for the year of the
modification  is  increased  by an amount equal to the tax which would have been
imposed (the 10% penalty tax) but for the  exception,  plus interest for the tax
years in which the exception was used.

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  transfers  between  Tax-Sheltered  Annuity 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. On the Annuity Date, a fixed number of Annuity Units will
be purchased as follows:

The first Annuity  Payment is equal to A divided first by B then multiplied by C
where:

   A.  is the Variable Annuity Value.
   B.  is $1,000.
   C.  is the appropriate Annuity Payment amount for each $1,000 of Variable
       Annuity Value for the Annuity Option elected.

Each  Annuity  Payment  will be  reduced  by a pro rata  portion  of the  annual
Contract  Maintenance  Charge.  In each Subaccount,  the fixed number of Annuity
Units is  determined  by  dividing  the amount of the  initial  Annuity  Payment
determined  for each  Subaccount  by the Annuity Unit value on the Annuity Date.
Thereafter,  the number of Annuity Units in each  Subaccount  remains  unchanged
unless  you  elect  a  transfer  between  Subaccounts.   All  calculations  will
appropriately reflect the Annuity Payment frequency selected.

On the date of each subsequent Annuity Payment, the total Annuity Payment is the
sum  of the  Annuity  Payments  for  each  Subaccount  reduced  by the  Contract
Maintenance  Charge.  The Annuity  Payment in each  Subaccount  is determined by
multiplying the number of Annuity Units then allocated to such Subaccount by the
Annuity Unit value for that Subaccount.

The dollar amount of Variable  Annuity  Payments for each applicable  Subaccount
after the first is determined as follows:

1) the dollar  amount of the first  Variable  Annuity  Payment is divided by the
Annuity Unit Value for each applicable Subaccount as of the Annuity Date.

2) the  established  number of Annuity  Units per payment in each  Subaccount is
multiplied by the Annuity Unit value for that  Subaccount  for the last business
day of the month  preceding  the month for which the payment is due. This result
is the dollar amount of the payment for each applicable Subaccount.

ANNUITY UNIT

The value of an Annuity Unit for each Subaccount was arbitrarily set initially.
This was done when the first  investment  portfolio  shares were purchased.  The
Subaccount  Annuity  Unit  value at the end of any  subsequent  business  day is
determined by multiplying the Subaccount  Annuity Unit value for the immediately
preceding  business day by the net  investment  factor for the day for which the
Annuity  Unit Value is being  calculated;  and dividing the result by the factor
equivalent to the Assumed  Investment  Rate for the period from the  immediately
preceding  business day to the current business day. The Assumed Investment Rate
is 3%.

NET INVESTMENT FACTOR

The net  investment  factor for any  Subaccount of the Variable  Account for any
business day is determined by dividing:

1) the Accumulation Unit Value as of the close of the current business day; by

2) the  Accumulation  Unit  Value as of the close of the  immediately  preceding
business day.

The net  investment  factor may be greater or less than one, as the Annuity Unit
Value may increase or decrease.

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.  Each  Annuity  Payment will be reduced by a pro rata
portion of the annual  contract  maintenance  charge.  The first monthly Annuity
Payment  will be based  upon the  Annuity  Option  elected  and the  appropriate
Annuity Option Table.

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

                           December 31, 1999 and 1998

                   (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 each of
the sub-accounts comprising Cova Variable Annuity Account One of Cova Financial
Services Life Insurance Company (the Separate Account), as of December 31, 1999,
and the related statement of operations for the year then ended and the
statements of changes in net assets for the two years then ended. These
financial statements are the responsibility of the Separate Account's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. Our procedures included
confirmation of securities owned as of December 31, 1999 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 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, 1999, and the results of their operations and the changes in
their net assets for each of the years presented, in conformity with generally
accepted accounting principles.

Chicago, Illinois
March 20, 2000



<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Assets and Liabilities
December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
Assets:
    Investments:
<S>                                                   <C>                                       <C>                    <C>
      Cova Series Trust (Cova):
         Lord Abbett Growth and Income Portfolio      34,707,072 shares at a net asset value of $24.070563 per share   $ 835,419
         Bond Debenture Portfolio                     12,630,708 shares at a net asset value of $12.474609 per share     157,563
         Developing Growth Portfolio                   2,091,722 shares at a net asset value of $14.885144 per share      31,136
         Large Cap Research Portfolio                  2,208,460 shares at a net asset value of $14.991245 per share      33,108
         Mid-Cap Value Portfolio                       2,463,026 shares at a net asset value of $11.168093 per share      27,507
         Quality Bond Portfolio                        8,264,208 shares at a net asset value of $10.669328 per share      88,174
         Small Cap Stock Portfolio                     5,647,655 shares at a net asset value of $17.268582 per share      97,527
         Large Cap Stock Portfolio                    10,977,166 shares at a net asset value of $20.674865 per share     226,951
         Select Equity Portfolio                      14,012,264 shares at a net asset value of $16.112437 per share     225,772
         International Equity Portfolio                7,636,292 shares at a net asset value of $16.225039 per share     123,899
         Balanced Portfolio                              711,844 shares at a net asset value of $11.857810 per share       8,441
         Equity Income Portfolio                         511,023 shares at a net asset value of $11.168718 per share       5,707
         Growth and Income Equity Portfolio            1,085,889 shares at a net asset value of $13.788230 per share      14,972
         Riggs U.S. Government Securities Portfolio       29,121 shares at a net asset value of $10.044951 per share         292
         Riggs Stock Portfolio                            21,243 shares at a net asset value of $10.287914 per share         219
      General American Capital Company (GACC):
         Money Market Fund                             2,118,010 shares at a net asset value of $20.252283 per share      42,895
      Russell Insurance Funds (Russell):
         Multi-Style Equity Fund                       3,354,855 shares at a net asset value of     $16.79 per share      56,328
         Aggressive Equity Fund                          707,879 shares at a net asset value of     $13.36 per share       9,457
         Non-US Fund                                   1,618,203 shares at a net asset value of     $14.19 per share      22,962
         Core Bond Fund                                2,858,271 shares at a net asset value of      $9.64 per share      27,554
         Real Estate Securities Fund                      71,678 shares at a net asset value of      $8.81 per share         631
      AIM Variable Insurance Funds, Inc. (AIM):
         AIM V.I. Value Fund                           1,270,795 shares at a net asset value of     $33.50 per share      42,572
         AIM V.I. Capital Appreciation Fund              425,170 shares at a net asset value of     $35.58 per share      15,128
         AIM V.I. International Equity Fund              165,305 shares at a net asset value of     $29.29 per share       4,842
      Alliance Variable Products Series
          Fund, Inc. (Alliance):
         Premier Growth Portfolio                        972,396 shares at a net asset value of     $40.45 per share      39,333
         Real Estate Investment Portfolio                400,684 shares at a net asset value of      $8.87 per share       3,554
      Liberty Variable Investment Trust (Liberty):
         Newport Tiger Fund, Variable Series             237,245 shares at a net asset value of      $2.62 per share         622
      Goldman Sachs Variable Insurance
          Trust (Goldman Sachs):
         Growth and Income Fund                          586,954 shares at a net asset value of     $10.89 per share       6,392
         International Equity Fund                       246,107 shares at a net asset value of     $14.47 per share       3,561
         Global Income Fund                               33,771 shares at a net asset value of      $9.83 per share         332
      Kemper Variable Series (Kemper):
         Kemper-Dreman High Return Equity Portfolio      192,771 shares at a net asset value of  $0.896450 per share         173
         Kemper Small Cap Growth Portfolio               662,996 shares at a net asset value of  $2.653950 per share       1,760
         Kemper Small Cap Value Portfolio              4,057,278 shares at a net asset value of  $1.084940 per share       4,402
         Kemper Government Securities Portfolio        1,982,984 shares at a net asset value of  $1.156570 per share       2,293
      MFS Variable Insurance Trust (MFS):
         MFS Bond Series                                  20,057 shares at a net asset value of     $10.93 per share         219
         MFS Research Series                             700,868 shares at a net asset value of     $23.34 per share      16,358
         MFS Growth with Income Series                   817,962 shares at a net asset value of     $21.31 per share      17,431
         MFS Emerging Growth Series                      752,059 shares at a net asset value of     $37.94 per share      28,533
         MFS/Foreign & Colonial Emerging
          Markets Equity Series                           18,334 shares at a net asset value of      $8.15 per share         149

                                                                                                                        (Continued)

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Assets and Liabilities
December 31, 1999
(In thousands of dollars)

<TABLE>
<CAPTION>

Assets, continued:
 Investments, continued:
<S>                                                     <C>                                     <C>                      <C>
      MFS High Income Series                            393,825 shares at a net asset value of  $11.49 per share         $ 4,525
      MFS Global Governments Series                       7,643 shares at a net asset value of  $10.03 per share              77
   Oppenheimer Variable Account Funds (Oppenheimer):
      Oppenheimer Capital Appreciation Fund             149,729 shares at a net asset value of  $49.84 per share           7,463
      Oppenheimer Main Street Growth & Income Fund      311,375 shares at a net asset value of  $24.63 per share           7,669
      Oppenheimer High Income Fund                      226,164 shares at a net asset value of  $10.72 per share           2,424
      Oppenheimer Bond Fund                             915,108 shares at a net asset value of  $11.52 per share          10,542
      Oppenheimer Strategic Bond Fund                   634,884 shares at a net asset value of   $4.97 per share           3,155
   Putnam Variable Trust (Putnam)
      Putnam VT Growth and Income Fund                  980,278 shares at a net asset value of  $26.80 per share          26,271
      Putnam VT New Value Fund                           58,470 shares at a net asset value of  $11.86 per share             693
      Putnam  VT Vista Fund                             331,114 shares at a net asset value of  $20.68 per share           6,847
      Putnam VT International Growth Fund               932,755 shares at a net asset value of  $21.65 per share          20,194
      Putnam VT International New
          Opportunities Fund                            107,771 shares at a net asset value of  $23.31 per share           2,512
   Templeton Variable Products Series
          Fund (Templeton):
      Templeton Bond Fund                                32,682 shares at a net asset value of   $9.99 per share             326
      Franklin Small Cap Investments Fund                62,033 shares at a net asset value of  $15.79 per share             980
      Templeton Stock Fund                               22,057 shares at a net asset value of  $24.39 per share             538
      Templeton International Fund                      413,917 shares at a net asset value of  $22.25 per share           9,210
      Templeton Developing Markets Fund                 449,045 shares at a net asset value of   $7.77 per share           3,489
      Mutual Shares Investments Fund                    242,768 shares at a net asset value of  $10.63 per share           2,581
      Franklin Growth Investments Fund                   61,027 shares at a net asset value of  $16.70 per share           1,019
   Variable Insurance Products Fund, Fund II
          and Fund III (Fidelity):
      VIP Growth Portfolio                               33,314 shares at a net asset value of  $54.93 per share           1,830
      VIP II Contrafund Portfolio                        62,294 shares at a net asset value of  $29.15 per share           1,816
      VIP III Growth Opportunities Portfolio             31,500 shares at a net asset value of  $23.15 per share             729
      VIP III Growth & Income Portfolio                 143,448 shares at a net asset value of  $17.30 per share           2,482
      VIP Equity-Income Portfolio                        47,752 shares at a net asset value of  $25.71 per share           1,228
   American Century Variable Portfolios,
          Inc. (American Century):
      American Century VP Income & Growth Fund           34,859 shares at a net asset value of   $8.00 per share             279
      American Century VP International Fund                156 shares at a net asset value of  $12.50 per share               2
      American Century VP Value Fund                     28,998 shares at a net asset value of   $5.95 per share             173
   Dreyfus Stock Index Fund (Dreyfus)                       369 shares at a net asset value of  $38.45 per share              14
   Dreyfus Variable Investment Fund (Dreyfus):
      Dreyfus VIF Disciplined Stock Portfolio               361 shares at a net asset value of  $26.92 per share              10
      Dreyfus VIF Capital Appreciation Portfolio          5,642 shares at a net asset value of  $39.87 per share             225
   INVESCO Variable Investment Funds,
          Inc. (INVESCO):
      INVESCO VIF Dynamics Fund                           9,589 shares at a net asset value of  $18.90 per share             181
      INVESCO VIF High Yield Fund                         4,879 shares at a net asset value of  $11.51 per share              56
   PIMCO Variable Insurance Trust (PIMCO):
      PIMCO High Yield Bond Portfolio                        11 shares at a net asset value of   $9.18 per share               -
      PIMCO Low Duration Bond Portfolio                      10 shares at a net asset value of   $9.74 per share               -
      PIMCO StocksPLUS Growth & Income Portfolio            674 shares at a net asset value of  $13.56 per share               9
      PIMCO Total Return Bond Portfolio                   7,495 shares at a net asset value of   $9.45 per share              71
   Scudder Variable Life Investment Fund (Scudder):
      International Portfolio                             8,294 shares at a net asset value of  $20.34 per share             169
                                                                                                                    -------------
          Total assets                                                                                               $ 2,343,957
                                                                                                                    =============


                                                                                                                      (Continued)
</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Assets and Liabilities
December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
Net assets:
    Accumulation units:
<S>                                                <C>                                   <C>                             <C>
      Cova Lord Abbett Growth and Income           21,128,621 accumulation units at      $39.456928 per unit             $ 833,671
      Cova Bond Debenture                          11,413,993 accumulation units at      $13.765381 per unit               157,118
      Cova Developing Growth                        2,153,899 accumulation units at      $14.452868 per unit                31,130
      Cova Large Cap Research                       2,260,424 accumulation units at      $14.635627 per unit                33,083
      Cova Mid-Cap Value                            2,528,900 accumulation units at      $10.875538 per unit                27,503
      Cova Quality Bond                             7,608,610 accumulation units at      $11.567155 per unit                88,010
      Cova Small Cap Stock                          5,435,852 accumulation units at      $17.932441 per unit                97,478
      Cova Large Cap Stock                         10,050,149 accumulation units at      $22.548941 per unit               226,620
      Cova Select Equity                           12,271,286 accumulation units at      $18.384654 per unit               225,604
      Cova International Equity                     7,578,951 accumulation units at      $16.333906 per unit               123,794
      Cova Balanced                                   678,937 accumulation units at      $12.432529 per unit                 8,441
      Cova Equity Income                              467,721 accumulation units at      $12.202725 per unit                 5,707
      Cova Growth and Income Equity                 1,072,066 accumulation units at      $13.966013 per unit                14,972
      Cova Riggs U.S. Government Securities            29,265 accumulation units at       $9.995395 per unit                   292
      Cova Riggs Stock                                 21,344 accumulation units at      $10.239524 per unit                   219
      GACC Money Market                             3,709,173 accumulation units at      $11.525358 per unit                42,750
      Russell Multi-Style Equity                    3,839,689 accumulation units at      $14.667724 per unit                56,319
      Russell Aggressive Equity                       907,258 accumulation units at      $10.422234 per unit                 9,455
      Russell Non-US                                1,566,787 accumulation units at      $14.652149 per unit                22,956
      Russell Core Bond                             2,654,149 accumulation units at      $10.380043 per unit                27,550
      Russell Real Estate Securities                   67,264 accumulation units at       $9.388124 per unit                   631
      AIM V.I. Value                                2,544,761 accumulation units at      $16.729131 per unit                42,572
      AIM V.I. Capital Appreciation                   901,235 accumulation units at      $16.785351 per unit                15,128
      AIM V.I. International Equity                   277,998 accumulation units at      $17.416663 per unit                 4,842
      Alliance Premier Growth                       2,065,459 accumulation units at      $19.043436 per unit                39,333
      Alliance Real Estate Investment                 475,475 accumulation units at       $7.474763 per unit                 3,554
      Liberty Newport Tiger Fund, Variable             40,648 accumulation units at      $15.290670 per unit                   622
      Goldman Sachs Growth and Income                 620,568 accumulation units at      $10.299328 per unit                 6,392
      Goldman Sachs International Equity              240,170 accumulation units at      $14.826563 per unit                 3,561
      Goldman Sachs Global Income                      31,541 accumulation units at      $10.524196 per unit                   332
      Kemper-Dreman High Return Equity                 18,808 accumulation units at       $9.187195 per unit                   173
      Kemper Small Cap Growth                         113,560 accumulation units at      $15.493396 per unit                 1,760
      Kemper Small Cap Value                          496,083 accumulation units at       $8.872647 per unit                 4,402
      Kemper Government Securities                    218,804 accumulation units at      $10.480981 per unit                 2,293
      MFS Bond                                         21,525 accumulation units at      $10.184471 per unit                   219
      MFS Research                                  1,098,586 accumulation units at      $14.890281 per unit                16,358
      MFS Growth with Income                        1,373,014 accumulation units at      $12.695264 per unit                17,431
      MFS Emerging Growth                           1,237,361 accumulation units at      $23.059667 per unit                28,533
      MFS/Foreign & Colonial Emerging
          Markets Equity                               16,687 accumulation units at       $8.954559 per unit                   149
      MFS High Income                                 437,876 accumulation units at      $10.334082 per unit                 4,525
      MFS Global Governments                            7,473 accumulation units at      $10.258675 per unit                    77
      Oppenheimer Capital Appreciation                436,692 accumulation units at      $17.087450 per unit                 7,463
      Oppenheimer Main Street Growth & Income         618,771 accumulation units at      $12.393263 per unit                 7,669
      Oppenheimer High Income                         238,266 accumulation units at      $10.174699 per unit                 2,424
      Oppenheimer Bond                              1,030,539 accumulation units at      $10.228856 per unit                10,542
      Oppenheimer Strategic Bond                      306,527 accumulation units at      $10.293168 per unit                 3,155

                                                                                                                      (Continued)

</TABLE>

<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Assets and Liabilities
December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
Net assets, continued:
    Accumulation units, continued:
<S>                                                   <C>                                <C>                              <C>
      Putnam VT Growth and Income                     2,304,013 accumulation units at    $11.402482 per unit              $ 26,271
      Putnam VT New Value                                66,900 accumulation units at    $10.365439 per unit                   693
      Putnam VT Vista                                   385,345 accumulation units at    $17.769589 per unit                 6,847
      Putnam VT International Growth                  1,092,379 accumulation units at    $18.486388 per unit                20,194
      Putnam VT International New Opportunities         110,085 accumulation units at    $22.820083 per unit                 2,512
      Templeton Bond                                     33,720 accumulation units at     $9.681884 per unit                   326
      Franklin Small Cap Investments                     55,398 accumulation units at    $17.679923 per unit                   980
      Templeton Stock                                    42,835 accumulation units at    $12.557918 per unit                   538
      Templeton International                           826,137 accumulation units at    $11.147003 per unit                 9,210
      Templeton Developing Markets                      304,489 accumulation units at    $11.457935 per unit                 3,489
      Templeton Mutual Shares Investments               247,806 accumulation units at    $10.413095 per unit                 2,581
      Franklin Growth Investments                        69,488 accumulation units at    $14.665449 per unit                 1,019
      Fidelity VIP Growth                               103,240 accumulation units at    $17.723853 per unit                 1,830
      Fidelity VIP II Contrafund                        119,923 accumulation units at    $15.140886 per unit                 1,816
      Fidelity VIP III Growth Opportunities              60,394 accumulation units at    $12.073401 per unit                   729
      Fidelity VIP III Growth & Income                  188,911 accumulation units at    $13.135609 per unit                 2,482
      Fidelity VIP Equity-Income                        110,182 accumulation units at    $11.141767 per unit                 1,228
      American Century VP Income & Growth                27,012 accumulation units at    $10.320209 per unit                   279
      American Century VP International                     155 accumulation units at    $12.514968 per unit                     2
      American Century VP Value                          17,999 accumulation units at     $9.582238 per unit                   173
      Dreyfus Stock Index                                 1,373 accumulation units at    $10.321607 per unit                    14
      Dreyfus VIF Disciplined Stock                         944 accumulation units at    $10.300470 per unit                    10
      Dreyfus VIF Capital Appreciation                   22,221 accumulation units at    $10.118366 per unit                   225
      INVESCO Dynamics                                   16,259 accumulation units at    $11.142628 per unit                   181
      INVESCO High Yield                                  5,548 accumulation units at    $10.117511 per unit                    56
      PIMCO High Yield Bond                                  10 accumulation units at    $10.078000 per unit                     -
      PIMCO Low Duration Bond                                10 accumulation units at     $9.969000 per unit                     -
      PIMCO StocksPLUS Growth & Income                      887 accumulation units at    $10.306817 per unit                     9
      PIMCO Total Return Bond                             7,170 accumulation units at     $9.875011 per unit                    71
      Scudder International                              14,499 accumulation units at    $11.631204 per unit                   169
                                                                                                                      -------------
                                                                                                                         2,340,746


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Assets and Liabilities
December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
Net assets, continued:
    Annuity units:
<S>                                                    <C>                           <C>                               <C>
      Cova Lord Abbett Growth and Income               59,648 annuity units at       $29.309972 per unit               $ 1,748
      Cova Bond Debenture                              36,141 annuity units at       $12.317493 per unit                   445
      Cova Developing Growth                              413 annuity units at       $13.475931 per unit                     6
      Cova Large Cap Research                           1,820 annuity units at       $13.646349 per unit                    25
      Cova Mid-Cap Value                                  409 annuity units at       $10.140412 per unit                     4
      Cova Quality Bond                                15,804 annuity units at       $10.350485 per unit                   164
      Cova Small Cap Stock                              3,048 annuity units at       $16.046246 per unit                    49
      Cova Large Cap Stock                             16,416 annuity units at       $20.177175 per unit                   331
      Cova Select Equity                               10,234 annuity units at       $16.450916 per unit                   168
      Cova International Equity                         7,202 annuity units at       $14.615841 per unit                   105
      GACC Money Market                                13,985 annuity units at       $10.368367 per unit                   145
      Russell Multi-Style                                 616 annuity units at       $13.825531 per unit                     9
      Russell Aggressive Equity                           164 annuity units at        $9.823809 per unit                     2
      Russell Non-US                                      398 annuity units at       $13.810834 per unit                     6
      Russell Core Bond                                   363 annuity units at        $9.784047 per unit                     4
                                                                                                                  -------------
             Total net assets                                                                                      $ 2,343,957
                                                                                                                  =============


See accompanying notes to financial statements.

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Operations
Year ended December 31, 1999
(In thousands of dollars)

<TABLE>
<CAPTION>

                                                                              Cova
                                          -----------------------------------------------------------------------------------------
                                                                                           VKAC       Lord Abbett
                                                                                          Growth         Growth
                                           Quality      Money       High      Stock         and           and             Bond
                                            Income      Market     Yield      Index       Income         Income        Debenture
                                          -----------  ---------  ---------   --------  ------------  -------------   -------------
<S>                                           <C>             <C>    <C>     <C>           <C>             <C>              <C>
Income:
    Dividends                           $      1,404          7      1,324        576           331              -           2,999
                                          -----------  ---------  ---------   --------  ------------  -------------   -------------

Expenses:
    Mortality and expense risk                    11          2          8         27            14          9,608           1,878
    Administrative fee                             1          -          1          3             2          1,153             225
                                          -----------  ---------  ---------   --------  ------------  -------------   -------------
        Total expenses                            12          2          9         30            16         10,761           2,103
                                          -----------  ---------  ---------   --------  ------------  -------------   -------------

        Net investment income (loss)           1,392          5      1,315        546           315        (10,761)            896
                                          -----------  ---------  ---------   --------  ------------  -------------   -------------

Net realized gain (loss) on investments:
    Realized gain (loss) on sale of fund
      shares                                    (520)         -       (955)    18,079         6,587          1,426             123
    Realized gain distributions                    -          -          -      9,833         5,025              -             972
                                          -----------  ---------  ---------   --------  ------------  -------------   -------------
        Net realized gain (loss)                (520)         -       (955)    27,912        11,612          1,426           1,095
                                          -----------  ---------  ---------   --------  ------------  -------------   -------------

Change in unrealized appreciation             (1,307)         -       (174)   (25,838)      (11,521)        84,856             825
                                          -----------  ---------  ---------   --------  ------------  -------------   -------------

        Net increase (decrease) in net
           assets from operations       $       (435)         5        186      2,620           406         75,521           2,816
                                          ===========  =========  =========   ========  ============  =============   =============

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Operations
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                                                  Cova
                                          ------------------------------------------------------------------------------------

                                                          Large                              Small        Large
                                          Developing       Cap       Mid-Cap    Quality       Cap          Cap       Select
                                            Growth       Research     Value       Bond       Stock        Stock      Equity
                                          ------------   ---------  ----------  ---------   ---------   ----------  ----------
<S>                                     <C>                 <C>           <C>     <C>         <C>          <C>         <C>
Income:
    Dividends                           $           -          40          32        980         201          273         528
                                          ------------   ---------  ----------  ---------   ---------   ----------  ----------

Expenses:
    Mortality and expense risk                    263         280         290      1,077         900        2,451       2,538
    Administrative fee                             32          34          35        129         108          294         305
                                          ------------   ---------  ----------  ---------   ---------   ----------  ----------
        Total expenses                            295         314         325      1,206       1,008        2,745       2,843
                                          ------------   ---------  ----------  ---------   ---------   ----------  ----------

        Net investment income (loss)             (295)       (274)       (293)      (226)       (807)      (2,472)     (2,315)
                                          ------------   ---------  ----------  ---------   ---------   ----------  ----------

Net realized gain (loss) on investments:
    Realized gain (loss) on sale of fund
      shares                                       69           9          21        (12)        116        2,080         283
    Realized gain distributions                     -           -           -        491           -        5,964      17,924
                                          ------------   ---------  ----------  ---------   ---------   ----------  ----------
        Net realized gain (loss)                   69           9          21        479         116        8,044      18,207
                                          ------------   ---------  ----------  ---------   ---------   ----------  ----------

Change in unrealized appreciation               6,712       5,533       1,266     (2,613)     29,693       20,021         404
                                          ------------   ---------  ----------  ---------   ---------   ----------  ----------

        Net increase (decrease) in net
           assets from operations       $       6,486       5,268         994     (2,360)     29,002       25,593      16,296
                                          ============   =========  ==========  =========   =========   ==========  ==========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Operations
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                                                   Cova
                                          --------------------------------------------------------------------------------------
                                                                                              Growth       Riggs
                                                                       Small                   and          U.S.
                                          International                 Cap       Equity      Income     Government      Riggs
                                             Equity       Balanced     Equity     Income      Equity     Securities      Stock
                                          -------------   ----------  ---------  ---------   ---------  -------------  ----------
<S>                                     <C>                     <C>         <C>       <C>       <C>               <C>         <C>
Income:
    Dividends                           $          509          161          -         92          53              -          -
                                          -------------   ----------  ---------  ---------   ---------  -------------  ----------

Expenses:
    Mortality and expense risk                   1,283           77         14         62         148              1          -
    Administrative fee                             154            9          2          7          18              -          -
                                          -------------   ----------  ---------  ---------   ---------  -------------   --------
        Total expenses                           1,437           86         16         69         166              1          -
                                          -------------   ----------  ---------  ---------   ---------  -------------   --------

        Net investment income (loss)              (928)          75        (16)        23        (113)            (1)         -
                                          -------------   ----------  ---------  ---------   ---------  -------------   --------

Net realized gain (loss) on investments:
    Realized gain (loss) on sale of fund
      shares                                     1,060           43         76         27          62              1          -
    Realized gain distributions                  1,361           80          -        266          95              -          -
                                          -------------   ----------  ---------  ---------   ---------  -------------   --------
        Net realized gain (loss)                 2,421          123         76        293         157              1          -
                                          -------------   ----------  ---------  ---------   ---------  -------------   --------

Change in unrealized appreciation               24,455          138        (34)      (336)      1,557             (4)         4
                                          -------------   ----------  ---------  ---------   ---------  -------------   --------

        Net increase (decrease) in net
           assets from operations       $       25,948          336         26        (20)      1,601             (4)         4
                                          =============   ==========  =========  =========   =========  =============   ========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Operations
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                            GACC      Lord Abbett                              Russell
                                          ----------  ------------   ------------------------------------------------------------

                                                        Growth        Multi-                                             Real
                                            Money         and         Style      Aggressive                  Core       Estate
                                           Market       Income        Equity       Equity       Non-US       Bond      Securities
                                          ----------  ------------   ---------   -----------  -----------  ---------   ----------
<S>                                     <C>                <C>          <C>             <C>        <C>        <C>             <C>
Income:
    Dividends                           $         -             -         304            22          287      1,359           20
                                          ----------  ------------   ---------   -----------  -----------  ---------   ----------

Expenses:
    Mortality and expense risk                  476           186         528            87          190        284            2
    Administrative fee                           57            22          63            10           23         34            -
                                          ----------  ------------   ---------   -----------  -----------  ---------   ----------
        Total expenses                          533           208         591            97          213        318            2
                                          ----------  ------------   ---------   -----------  -----------  ---------   ----------

        Net investment income (loss)           (533)         (208)       (287)          (75)          74      1,041           18
                                          ----------  ------------   ---------   -----------  -----------  ---------   ----------

Net realized gain (loss) on investments:
    Realized gain (loss) on sale of fund
      shares                                    955       145,466         122           (10)          45        (71)           -
    Realized gain distributions                   -             -       3,846            38          468        812            -
                                          ----------  ------------   ---------   -----------  -----------  ---------   ----------
        Net realized gain (loss)                955       145,466       3,968            28          513        741            -
                                          ----------  ------------   ---------   -----------  -----------  ---------   ----------

Change in unrealized appreciation               984      (114,453)      2,497           661        4,373     (2,215)          (9)
                                          ----------  ------------   ---------   -----------  -----------  ---------   ----------

        Net increase (decrease) in net
           assets from operations       $     1,406        30,805       6,178           614        4,960       (433)           9
                                          ==========  ============   =========   ===========  ===========  =========   ==========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Operations
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                          AIM                               Alliance     Liberty     Goldman Sachs
                                         ---------------------------------------- ---------------------- ----------  ---------------
                                                                                                         Newport
                                                                        V.I.                   Real       Tiger         Growth
                                                     V.I. Capital   International Premier     Estate      Fund,           and
                                         V.I. Value  Appreciation      Equity     Growth    Investment   Variable       Income
                                         ----------- -------------- ------------- --------  ------------ ----------  ---------------
<S>                                     <C>                  <C>           <C>      <C>            <C>         <C>              <C>
Income:
    Dividends                           $       106              9            30        -           137          4               71
                                         ----------- -------------- ------------- --------  ------------ ----------  ---------------

Expenses:
    Mortality and expense risk                  247             76            39      283            35          5               72
    Administrative fee                           30              9             5       34             4          1                9
                                         ----------- -------------- ------------- --------  ------------ ----------  ---------------
        Total expenses                          277             85            44      317            39          6               81
                                         ----------- -------------- ------------- --------  ------------ ----------  ---------------

        Net investment income (loss)           (171)           (76)          (14)    (317)           98         (2)             (10)
                                         ----------- -------------- ------------- --------  ------------ ----------  ---------------

Net realized gain (loss) on investments:
    Realized gain (loss) on sale of fund
      shares                                     16             14           671       58           (22)       170              (20)
    Realized gain distributions                 555            294           128      279             -          -                -
                                         ----------- -------------- ------------- --------  ------------ ----------  ---------------
        Net realized gain (loss)                571            308           799      337           (22)       170              (20)
                                         ----------- -------------- ------------- --------  ------------ ----------  ---------------

Change in unrealized appreciation             5,538          3,433           927    6,844          (237)        47              205
                                         ----------- -------------- ------------- --------  ------------ ----------  ---------------

        Net increase (decrease) in net
           assets from operations       $     5,938          3,665         1,712    6,864          (161)       215              175
                                         =========== ============== ============= ========  ============ ==========  ===============


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Operations
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                 Goldman Sachs                             Kemper                         MFS
                                          ------------------------   --------------------------------------------------  ------
                                                                       Kemper-
                                                                        Dreman       Small      Small
                                          International   Global     High Return      Cap        Cap      Government
                                             Equity       Income        Equity       Growth     Value     Securities     Bond
                                          -------------   --------   -------------  ---------  --------  --------------  ------
<S>                                     <C>                    <C>            <C>        <C>       <C>             <C>      <C>
Income:
    Dividends                           $           44         10               1          -        33              69       4
                                          -------------   --------   -------------  ---------  --------  --------------  ------

Expenses:
    Mortality and expense risk                      27          3               2         16        45              20       2
    Administrative fee                               3          -               -          2         5               2       -
                                          -------------   --------   -------------  ---------  --------  --------------  ------
        Total expenses                              30          3               2         18        50              22       2
                                          -------------   --------   -------------  ---------  --------  --------------  ------

        Net investment income (loss)                14          7              (1)       (18)      (17)             47       2
                                          -------------   --------   -------------  ---------  --------  --------------  ------

Net realized gain (loss) on investments:
    Realized gain (loss) on sale of fund
      shares                                       158          -               -         37       (18)             (1)      -
    Realized gain distributions                    217          2               1          -         -               -       -
                                          -------------   --------   -------------  ---------  --------  --------------  ------
        Net realized gain (loss)                   375          2               1         37       (18)             (1)      -
                                          -------------   --------   -------------  ---------  --------  --------------  ------

Change in unrealized appreciation                  380        (14)            (21)       435       195             (57)     (7)
                                          -------------   --------   -------------  ---------  --------  --------------  ------

        Net increase (decrease) in net
           assets from operations       $          769         (5)            (21)       454       160             (11)     (5)
                                          =============   ========   =============  =========  ========  ==============  ======


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Operations
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                                                 MFS                                   Oppenheimer
                                          ---------------------------------------------------------------------------  -------------
                                                                                  F&C
                                                       Growth                   Emerging
                                                        with       Emerging     Markets       High         Global        Capital
                                          Research     Income       Growth       Equity      Income     Governments    Appreciation
                                          ----------  ---------   -----------  -----------  ----------  -------------  -------------
<S>                                     <C>                <C>        <C>             <C>         <C>             <C>         <C>
Income:
    Dividends                           $        16         35             -            -         210              3              7
                                          ----------  ---------   -----------  -----------  ----------  -------------  -------------

Expenses:
    Mortality and expense risk                  126        155           175            4          43              1             47
    Administrative fee                           15         19            21            -           5              -              6
                                          ----------  ---------   -----------  -----------  ----------  -------------  -------------
        Total expenses                          141        174           196            4          48              1             53
                                          ----------  ---------   -----------  -----------  ----------  -------------  -------------

        Net investment income (loss)           (125)      (139)         (196)          (4)        162              2            (46)
                                          ----------  ---------   -----------  -----------  ----------  -------------  -------------

Net realized gain (loss) on investments:
    Realized gain (loss) on sale of fund
      shares                                     27         20           139          (12)         (5)             -             18
    Realized gain distributions                  86         42             -            -           -              -             78
                                          ----------  ---------   -----------  -----------  ----------  -------------  -------------
        Net realized gain (loss)                113         62           139          (12)         (5)             -             96
                                          ----------  ---------   -----------  -----------  ----------  -------------  -------------

Change in unrealized appreciation             2,613        841        11,084          118         (24)            (4)         1,620
                                          ----------  ---------   -----------  -----------  ----------  -------------  -------------

        Net increase (decrease) in net
           assets from operations       $     2,601        764        11,027          102         133             (2)         1,670
                                          ==========  =========   ===========  ===========  ==========  =============  =============

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Operations
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                                  Oppenheimer                               Putnam
                                          -----------------------------------------------   -------------------------------------
                                          Main Street
                                            Growth                                           VT Growth
                                               &           High                Strategic        and         VT New
                                            Income        Income      Bond       Bond         Income        Value      VT Vista
                                          ------------   ---------   --------  ----------   ------------   ---------   ----------
<S>                                     <C>                    <C>      <C>           <C>          <C>          <C>        <C>
Income:
    Dividends                           $          15          72        286          84            240           -          484
                                          ------------   ---------   --------  ----------   ------------   ---------   ----------

Expenses:
    Mortality and expense risk                     56          20         98          27            258           8           43
    Administrative fee                              7           2         12           3             31           1            5
                                          ------------   ---------   --------  ----------   ------------   ---------   ----------
        Total expenses                             63          22        110          30            289           9           48
                                          ------------   ---------   --------  ----------   ------------   ---------   ----------

        Net investment income (loss)              (48)         50        176          54            (49)         (9)         436
                                          ------------   ---------   --------  ----------   ------------   ---------   ----------

Net realized gain (loss) on investments:
    Realized gain (loss) on sale of fund
      shares                                       27          (1)        (7)         (4)             2          (7)          22
    Realized gain distributions                    26           -         28           -          1,199           9            -
                                          ------------   ---------   --------  ----------   ------------   ---------   ----------
        Net realized gain (loss)                   53          (1)        21          (4)         1,201           2           22
                                          ------------   ---------   --------  ----------   ------------   ---------   ----------

Change in unrealized appreciation                 905         (25)      (412)         (3)        (1,651)        (28)       1,514
                                          ------------   ---------   --------  ----------   ------------   ---------   ----------

        Net increase (decrease) in net
           assets from operations       $         910          24       (215)         47           (499)        (35)       1,972
                                          ============   =========   ========  ==========   ============   =========   ==========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Operations
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                     Putnam                                   Templeton
                                         ---------------------------  --------------------------------------------------------------
                                                            VT
                                              VT       International              Franklin
                                         International     New                   Small Cap                             Developing
                                            Growth     Opportunities   Bond     Investments   Stock    International     Markets
                                         ------------- -------------  --------  ------------- -------  -------------  --------------
<S>                                     <C>                   <C>          <C>           <C>      <C>         <C>               <C>
Income:
    Dividends                           $           -             -         -              -       -             57              13
                                         ------------- -------------  --------  ------------- -------  -------------  --------------

Expenses:
    Mortality and expense risk                    150            13         2              3       2             64              26
    Administrative fee                             18             2         -              -       -              8               3
                                         ------------- -------------  --------  ------------- -------  -------------  --------------
        Total expenses                            168            15         2              3       2             72              29
                                         ------------- -------------  --------  ------------- -------  -------------  --------------

        Net investment income (loss)             (168)          (15)       (2)            (3)     (2)           (15)            (16)
                                         ------------- -------------  --------  ------------- -------  -------------  --------------

Net realized gain (loss) on investments:
    Realized gain (loss) on sale of fund
      shares                                      464           250         -             12       2            186              68
    Realized gain distributions                     -             -         -              -       -            198               -
                                         ------------- -------------  --------  ------------- -------  -------------  --------------
        Net realized gain (loss)                  464           250         -             12       2            384              68
                                         ------------- -------------  --------  ------------- -------  -------------  --------------

Change in unrealized appreciation               6,452           820        (3)           231      60            957             828
                                         ------------- -------------  --------  ------------- -------  -------------  --------------

        Net increase (decrease) in net
           assets from operations       $       6,748         1,055        (5)           240      60          1,326             880
                                         ============= =============  ========  ============= =======  =============  ==============

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Operations
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                        Templeton                                Fidelity
                                          ---------------------------  -------------------------------------------------------------


                                            Mutual        Franklin                               VIP III       VIP III       VIP
                                            Shares         Growth        VIP       VIP II         Growth       Growth &    Equity-
                                          Investments    Investments   Growth    Contrafund    Opportunities    Income      Income
                                          ------------   ------------  --------  ------------  -------------   ---------   ---------
<S>                                               <C>             <C>      <C>           <C>             <C>        <C>          <C>
Income:
    Dividends                           $           3              -         1             2              1           7           5
                                          ------------   ------------  --------  ------------  -------------   ---------   ---------

Expenses:
    Mortality and expense risk                     23              3        11            13              5          22          10
    Administrative fee                              3              -         1             2              1           3           1
                                          ------------   ------------  --------  ------------  -------------   ---------   ---------
        Total expenses                             26              3        12            15              6          25          11
                                          ------------   ------------  --------  ------------  -------------   ---------   ---------

        Net investment income (loss)              (23)            (3)      (11)          (13)            (5)        (18)         (6)
                                          ------------   ------------  --------  ------------  -------------   ---------   ---------

Net realized gain (loss) on investments:
    Realized gain (loss) on sale of fund
      shares                                       10              7         9            40              1          20           2
    Realized gain distributions                     -              -        32            18              3          13          12
                                          ------------   ------------  --------  ------------  -------------   ---------   ---------
        Net realized gain (loss)                   10              7        41            58              4          33          14
                                          ------------   ------------  --------  ------------  -------------   ---------   ---------

Change in unrealized appreciation                 121            161       298           219             15         119           -
                                          ------------   ------------  --------  ------------  -------------   ---------   ---------

        Net increase (decrease) in net
           assets from operations       $         108            165       328           264             14         134           8
                                          ============   ============  ========  ============  =============   =========   =========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Operations
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                        American Century                    Dreyfus                     INVESCO
                                         ------------------------------------  ---------------------------------------  -----------

                                            VP                                                VIF            VIF
                                         Income &         VP           VP       Stock      Disciplined     Capital        VIF
                                          Growth     International    Value     Index        Stock       Appreciation   Dynamics
                                         ----------  --------------  --------  ---------   -----------   -------------  -----------
<S>                                     <C>                     <C>       <C>        <C>           <C>             <C>          <C>
Income:
    Dividends                           $        -               -         -          -             -               1            -
                                         ----------  --------------  --------  ---------   -----------   -------------  -----------

Expenses:
    Mortality and expense risk                   -               -         -          -             -               -            -
    Administrative fee                           -               -         -          -             -               -            -
                                         ----------  --------------  --------  ---------   -----------   -------------  -----------
        Total expenses                           -               -         -          -             -               -            -
                                         ----------  --------------  --------  ---------   -----------   -------------  -----------
        Net investment income (loss)             -               -         -          -             -               1            -
                                         ----------  --------------  --------  ---------   -----------   -------------  -----------

Net realized gain (loss) on investments:
    Realized gain (loss) on sale of fund
      shares                                     -               -         -          -             -               -            -
    Realized gain distributions                  -               -         -          -             -               -            -
                                         ----------  --------------  --------  ---------   -----------   -------------  -----------
        Net realized gain (loss)                 -               -         -          -             -               -            -
                                         ----------  --------------  --------  ---------   -----------   -------------  -----------

Change in unrealized appreciation                7               -         2          -             -               1            8
                                         ----------  --------------  --------  ---------   -----------   -------------  -----------

        Net increase (decrease) in net
           assets from operations       $        7               -         2          -             -               2            8
                                         ==========  ==============  ========  =========   ===========   =============  ===========

</TABLE>
<PAGE>

COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Operations
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                           INVESCO                        PIMCO                            Scudder
                                          -----------  ----------------------------------------------   -------------

                                             VIF        High        Low       StocksPLUS      Total
                                             High       Yield     Duration     Growth &      Return
                                            Yield       Bond        Bond        Income        Bond      International     Total
                                          -----------  --------   ---------  -------------   --------   -------------  ------------
<S>                                               <C>        <C>         <C>           <C>         <C>            <C>      <C>
Income:
    Dividends                           $          -         -           -              -          -               -         13,562
                                          -----------  --------   ---------  -------------   --------   -------------  -------------

Expenses:
    Mortality and expense risk                     -         -           -              -          -               -         24,965
    Administrative fee                             -         -           -              -          -               -          2,994
                                          -----------  --------   ---------  -------------   --------   -------------  -------------
        Total expenses                             -         -           -              -          -               -         27,959
                                          -----------  --------   ---------  -------------   --------   -------------  -------------

        Net investment income (loss)               -         -           -              -          -               -        (14,397)
                                          -----------  --------   ---------  -------------   --------   -------------  -------------

Net realized gain (loss) on investments:
    Realized gain (loss) on sale of fund
      shares                                       -         -           -              -          -               -        177,435
    Realized gain distributions                    -         -           -              -          -               -         50,395
                                          -----------  --------   ---------  -------------   --------   -------------  -------------
        Net realized gain (loss)                   -         -           -              -          -               -        227,830
                                          -----------  --------   ---------  -------------   --------   -------------  -------------

Change in unrealized appreciation                  -         -           -              -          -              11         69,998
                                          -----------  --------   ---------  -------------   --------   -------------  -------------

        Net increase (decrease) in net
           assets from operations       $          -         -           -              -          -              11        283,431
                                          ===========  ========   =========  =============   ========   =============  =============


See accompanying notes to financial statements.

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                                                  Cova
                                          ------------------------------------------------------------------------------------------
                                                                                               VKAC       Lord Abbett
                                                                                              Growth        Growth
                                           Quality       Money       High        Stock         and            and           Bond
                                            Income      Market       Yield       Index        Income        Income       Debenture
                                          -----------  ----------  ----------  -----------  -----------  --------------  -----------
<S>                                          <C>          <C>        <C>         <C>           <C>             <C>           <C>
Increase (decrease) in net assets
    from operations:
      Net investment income (loss)      $      1,392           5       1,315          546          315         (10,761)         896
      Net realized gain (loss)                  (520)          -        (955)      27,912       11,612           1,426        1,095
      Change in unrealized appreciation       (1,307)          -        (174)     (25,838)     (11,521)         84,856          825
                                          -----------  ----------  ----------  -----------  -----------  --------------  -----------
        Net increase (decrease) from
           operations                           (435)          5         186        2,620          406          75,521        2,816
                                          -----------  ----------  ----------  -----------  -----------  --------------  -----------

Contract transactions:
    Cova payments                                  -           -           -            -            -               -            -
    Cova redemptions                               -           -           -            -            -               -            -
    Payments received from contract
      owners                                      (1)          -           2            5            -          23,054        7,755
    Transfers between sub-accounts
      (including fixed account), net         (38,617)     (7,850)    (28,915)     (99,953)     (51,639)        812,130       52,101
    Transfers for contract benefits and
      terminations                               (37)        (46)        (73)        (259)         (78)        (75,286)     (15,580)
                                          -----------  ----------  ----------  -----------  -----------  --------------  -----------
        Net increase (decrease) in net
           assets from contract
           transactions                      (38,655)     (7,896)    (28,986)    (100,207)     (51,717)        759,898       44,276
                                          -----------  ----------  ----------  -----------  -----------  --------------  -----------

        Net increase (decrease) in net
           assets                            (39,090)     (7,891)    (28,800)     (97,587)     (51,311)        835,419       47,092

Net assets at beginning of period             39,090       7,891      28,800       97,587       51,311               -      110,471
                                          -----------  ----------  ----------  -----------  -----------  --------------  -----------
Net assets at end of period             $          -           -           -            -            -         835,419      157,563
                                          ===========  ==========  ==========  ===========  ===========  ==============  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                                                   Cova
                                          --------------------------------------------------------------------------------------

                                                          Large                               Small        Large
                                          Developing       Cap       Mid-Cap      Quality      Cap          Cap        Select
                                            Growth      Research      Value        Bond       Stock        Stock       Equity
                                          ------------  ----------  ----------   ----------  ---------   ----------  -----------
<S>                                     <C>                <C>         <C>          <C>        <C>         <C>          <C>
Increase (decrease) in net assets
    from operations:
      Net investment income (loss)      $        (295)       (274)       (293)        (226)      (807)      (2,472)      (2,315)
      Net realized gain (loss)                     69           9          21          479        116        8,044       18,207
      Change in unrealized appreciation         6,712       5,533       1,266       (2,613)    29,693       20,021          404
                                          ------------  ----------  ----------   ----------  ---------   ----------  -----------
        Net increase (decrease) from
           operations                           6,486       5,268         994       (2,360)    29,002       25,593       16,296
                                          ------------  ----------  ----------   ----------  ---------   ----------  -----------

Contract transactions:
    Cova payments                                   -           -           -            -          -            -            -
    Cova redemptions                                -           -           -            -          -            -            -
    Payments received from contract
      owners                                    2,941       3,671       3,226        6,217      2,616       15,231        8,929
    Transfers between sub-accounts
      (including fixed account), net            7,784      12,332       7,457       59,758      1,942      129,577       32,542
    Transfers for contract benefits and
      terminations                               (930)     (1,131)     (1,315)     (15,079)    (5,678)     (24,819)     (11,305)
                                          ------------  ----------  ----------   ----------  ---------   ----------  -----------
        Net increase (decrease) in net
           assets from contract
           transactions                         9,795      14,872       9,368       50,896     (1,120)     119,989       30,166
                                          ------------  ----------  ----------   ----------  ---------   ----------  -----------

        Net increase (decrease) in net
           assets                              16,281      20,140      10,362       48,536     27,882      145,582       46,462

Net assets at beginning of period              14,855      12,968      17,145       39,638     69,645       81,369      179,310
                                          ------------  ----------  ----------   ----------  ---------   ----------  -----------
Net assets at end of period             $      31,136      33,108      27,507       88,174     97,527      226,951      225,772
                                          ============  ==========  ==========   ==========  =========   ==========  ===========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                                                    Cova
                                          -----------------------------------------------------------------------------------------
                                                                                               Growth         Riggs
                                                                        Small                    and           U.S.
                                          International                  Cap       Equity      Income       Government     Riggs
                                             Equity        Balanced     Equity     Income      Equity       Securities     Stock
                                          -------------   -----------  ---------  ----------  ----------   ------------  ----------
<S>                                     <C>                    <C>                    <C>        <C>                <C>        <C>
Increase (decrease) in net assets
    from operations:
      Net investment income (loss)      $         (928)           75        (16)         23        (113)             (1)         -
      Net realized gain (loss)                   2,421           123         76         293         157               1          -
      Change in unrealized appreciation         24,455           138        (34)       (336)      1,557              (4)         4
                                          -------------   -----------  ---------  ----------  ----------   -------------  ---------
        Net increase (decrease) from
           operations                           25,948           336         26         (20)      1,601              (4)         4
                                          -------------   -----------  ---------  ----------  ----------   -------------  ---------

Contract transactions:
    Cova payments                                    -             -          -           -           -             404        201
    Cova redemptions                                 -             -          -           -           -            (201)      (100)
    Payments received from contract
      owners                                     2,505         1,362        175         940       1,970              93        114
    Transfers between sub-accounts
      (including fixed account), net             7,781         3,613     (1,487)      1,509       4,068               -          -
    Transfers for contract benefits and
      terminations                              (6,580)         (242)       (41)       (185)       (490)              -          -
                                          -------------   -----------  ---------  ----------  ----------   -------------  ---------
        Net increase (decrease) in net
           assets from contract
           transactions                          3,706         4,733     (1,353)      2,264       5,548             296        215
                                          -------------   -----------  ---------  ----------  ----------   -------------  ---------

        Net increase (decrease) in net
           assets                               29,654         5,069     (1,327)      2,244       7,149             292        219

Net assets at beginning of period               94,245         3,372      1,327       3,463       7,823               -          -
                                          -------------   -----------  ---------  ----------  ----------   -------------  ---------
Net assets at end of period             $      123,899         8,441          -       5,707      14,972             292        219
                                          =============   ===========  =========  ==========  ==========   =============  =========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                             GACC       Lord Abbett                              Russell
                                          -----------  --------------  ------------------------------------------------------------

                                                          Growth        Multi-                                             Real
                                            Money           and          Style     Aggressive                 Core        Estate
                                            Market        Income        Equity       Equity      Non-US       Bond      Securities
                                          -----------  --------------  ----------  -----------  ----------  ---------   -----------
<S>                                           <C>           <C>           <C>           <C>        <C>        <C>              <C>
Increase (decrease) in net assets
    from operations:
      Net investment income (loss)      $       (533)           (208)       (287)         (75)         74      1,041            18
      Net realized gain (loss)                   955         145,466       3,968           28         513        741             -
      Change in unrealized appreciation          984        (114,453)      2,497          661       4,373     (2,215)           (9)
                                          -----------  --------------  ----------  -----------  ----------  ---------   -----------
        Net increase (decrease) from
           operations                          1,406          30,805       6,178          614       4,960       (433)            9
                                          -----------  --------------  ----------  -----------  ----------  ---------   -----------

Contract transactions:
    Cova payments                                  -               -           -            -           -          -             -
    Cova redemptions                               -               -           -            -           -          -             -
    Payments received from contract
      owners                                   3,455             672       9,850        1,630       3,213      3,169           282
    Transfers between sub-accounts
      (including fixed account), net          38,999        (699,900)     12,467        2,064       5,007      8,483           351
    Transfers for contract benefits and
      terminations                           (17,429)           (780)     (1,726)        (194)       (534)      (715)          (11)
                                          -----------  --------------  ----------  -----------  ----------  ---------   -----------
        Net increase (decrease) in net
           assets from contract
           transactions                       25,025        (700,008)     20,591        3,500       7,686     10,937           622
                                          -----------  --------------  ----------  -----------  ----------  ---------   -----------

        Net increase (decrease) in net
           assets                             26,431        (669,203)     26,769        4,114      12,646     10,504           631

Net assets at beginning of period             16,464         669,203      29,559        5,343      10,316     17,050             -
                                          -----------  --------------  ----------  -----------  ----------  ---------   -----------
Net assets at end of period             $     42,895               -      56,328        9,457      22,962     27,554           631
                                          ===========  ==============  ==========  ===========  ==========  =========   ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                           AIM                            Alliance           Liberty   Goldman Sachs
                                          ----------------------------------------- ----------------------  ----------  -----------
                                                                                                             Newport
                                                                         V.I.                     Real        Tiger      Growth
                                                       V.I. Capital  International  Premier      Estate       Fund,       and
                                          V.I. Value   Appreciation     Equity      Growth     Investment   Variable     Income
                                          -----------  ------------- -------------- ---------  -----------  ----------  -----------
<S>                                     <C>                  <C>             <C>      <C>           <C>           <C>        <C>
Increase (decrease) in net assets
    from operations:
      Net investment income (loss)      $       (171)           (76)           (14)     (317)          98          (2)         (10)
      Net realized gain (loss)                   571            308            799       337          (22)        170          (20)
      Change in unrealized appreciation        5,538          3,433            927     6,844         (237)         47          205
                                          -----------  ------------- -------------- ---------  -----------  ----------  -----------
        Net increase (decrease) from
           operations                          5,938          3,665          1,712     6,864         (161)        215          175
                                          -----------  ------------- -------------- ---------  -----------  ----------  -----------

Contract transactions:
    Cova payments                                  -              -              -         -            -           -            -
    Cova redemptions                               -              -              -         -            -           -            -
    Payments received from contract
      owners                                  11,865          3,232            484    14,342        1,540         108          697
    Transfers between sub-accounts
      (including fixed account), net          19,423          6,441            419     9,396          754          11        1,182
    Transfers for contract benefits and
      terminations                            (1,470)          (370)           (98)   (1,017)        (108)         (7)        (296)
                                          -----------  ------------- -------------- ---------  -----------  ----------  -----------
        Net increase (decrease) in net
           assets from contract
           transactions                       29,818          9,303            805    22,721        2,186         112        1,583
                                          -----------  ------------- -------------- ---------  -----------  ----------  -----------

        Net increase (decrease) in net
           assets                             35,756         12,968          2,517    29,585        2,025         327        1,758

Net assets at beginning of period              6,816          2,160          2,325     9,748        1,529         295        4,634
                                          -----------  ------------- -------------- ---------  -----------  ----------  -----------
Net assets at end of period             $     42,572         15,128          4,842    39,333        3,554         622        6,392
                                          ===========  ============= ============== =========  ===========  ==========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                  Goldman Sachs                          Kemper                           MFS
                                          ------------------------   -------------------------------------------------  --------
                                                                      Kemper-
                                                                       Dreman      Small      Small
                                          International   Global     High Return    Cap        Cap        Government
                                             Equity       Income       Equity     Growth      Value       Securities     Bond
                                          -------------   --------   -----------  --------   ---------   -------------  --------
<S>                                     <C>                   <C>           <C>     <C>         <C>             <C>         <C>
Increase (decrease) in net assets
    from operations:
      Net investment income (loss)      $           14          7            (1)      (18)        (17)             47         2
      Net realized gain (loss)                     375          2             1        37         (18)             (1)        -
      Change in unrealized appreciation            380        (14)          (21)      435         195             (57)       (7)
                                          -------------   --------   -----------  --------   ---------   -------------  --------
        Net increase (decrease) from
           operations                              769         (5)          (21)      454         160             (11)       (5)
                                          -------------   --------   -----------  --------   ---------   -------------  --------

Contract transactions:
    Cova payments                                    -          -             -         -           -               -         -
    Cova redemptions                                 -          -             -         -           -               -         -
    Payments received from contract
      owners                                       613         82            15       394       1,586             694         2
    Transfers between sub-accounts
      (including fixed account), net             1,010         57            82       114         641           1,039        48
    Transfers for contract benefits and
      terminations                                (118)        (5)            -       (95)       (130)            (59)        -
                                          -------------   --------   -----------  --------   ---------   -------------  --------
        Net increase (decrease) in net
           assets from contract
           transactions                          1,505        134            97       413       2,097           1,674        50
                                          -------------   --------   -----------  --------   ---------   -------------  --------

        Net increase (decrease) in net
           assets                                2,274        129            76       867       2,257           1,663        45

Net assets at beginning of period                1,287        203            97       893       2,145             630       174
                                          -------------   --------   -----------  --------   ---------   -------------  --------
Net assets at end of period             $        3,561        332           173     1,760       4,402           2,293       219
                                          =============   ========   ===========  ========   =========   =============  ========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                                                MFS                                 Oppenheimer
                                          ------------------------------------------------------------------------  -------------
                                                                                 F&C
                                                       Growth                 Emerging
                                                        with      Emerging     Markets     High         Global        Capital
                                          Research     Income      Growth      Equity     Income     Governments    Appreciation
                                          ----------  ---------   ----------  ----------  --------   -------------  -------------
<S>                                     <C>             <C>          <C>            <C>     <C>                <C>         <C>
Increase (decrease) in net assets
    from operations:
      Net investment income (loss)      $      (125)      (139)        (196)         (4)      162               2            (46)
      Net realized gain (loss)                  113         62          139         (12)       (5)              -             96
      Change in unrealized appreciation       2,613        841       11,084         118       (24)             (4)         1,620
                                          ----------  ---------   ----------  ----------  --------   -------------  -------------
        Net increase (decrease) from
           operations                         2,601        764       11,027         102       133              (2)         1,670
                                          ----------  ---------   ----------  ----------  --------   -------------  -------------

Contract transactions:
    Cova payments                                 -          -            -           -         -               -              -
    Cova redemptions                              -          -            -           -         -               -              -
    Payments received from contract
      owners                                  4,090      4,972        6,753           2     1,006               6          1,670
    Transfers between sub-accounts
      (including fixed account), net          4,495      5,267        4,232        (414)    1,344              52          3,178
    Transfers for contract benefits and
      terminations                             (486)      (588)        (621)        (22)     (116)             (1)          (244)
                                          ----------  ---------   ----------  ----------  --------   -------------  -------------
        Net increase (decrease) in net
           assets from contract
           transactions                       8,099      9,651       10,364        (434)    2,234              57          4,604
                                          ----------  ---------   ----------  ----------  --------   -------------  -------------

        Net increase (decrease) in net
           assets                            10,700     10,415       21,391        (332)    2,367              55          6,274

Net assets at beginning of period             5,658      7,016        7,142         481     2,158              22          1,189
                                          ----------  ---------   ----------  ----------  --------   -------------  -------------
Net assets at end of period             $    16,358     17,431       28,533         149     4,525              77          7,463
                                          ==========  =========   ==========  ==========  ========   =============  =============

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                               Oppenheimer                               Putnam
                                          -----------------------------------------------  ------------------------------------
                                          Main Street
                                            Growth                                         VT Growth
                                               &           High                 Strategic     and         VT New
                                            Income        Income      Bond        Bond       Income       Value      VT Vista
                                          ------------   ---------  ---------   ---------  -----------   ---------  -----------
<S>                                     <C>                 <C>       <C>          <C>         <C>            <C>        <C>
Increase (decrease) in net assets
    from operations:
      Net investment income (loss)      $         (48)         50        176          54          (49)         (9)         436
      Net realized gain (loss)                     53          (1)        21          (4)       1,201           2           22
      Change in unrealized appreciation           905         (25)      (412)         (3)      (1,651)        (28)       1,514
                                          ------------   ---------  ---------   ---------  -----------   ---------  -----------
        Net increase (decrease) from
           operations                             910          24       (215)         47         (499)        (35)       1,972
                                          ------------   ---------  ---------   ---------  -----------   ---------  -----------

Contract transactions:
    Cova payments                                   -           -          -           -            -           -            -
    Cova redemptions                                -           -          -           -            -           -            -
    Payments received from contract
      owners                                    2,482         663      2,986         899        6,678         235        1,372
    Transfers between sub-accounts
      (including fixed account), net            1,575       1,015      3,843       1,188        8,212         121        1,943
    Transfers for contract benefits and
      terminations                               (239)        (55)      (306)        (74)        (819)        (69)        (225)
                                          ------------   ---------  ---------   ---------  -----------   ---------  -----------
        Net increase (decrease) in net
           assets from contract
           transactions                         3,818       1,623      6,523       2,013       14,071         287        3,090
                                          ------------   ---------  ---------   ---------  -----------   ---------  -----------

        Net increase (decrease) in net
           assets                               4,728       1,647      6,308       2,060       13,572         252        5,062

Net assets at beginning of period               2,941         777      4,234       1,095       12,699         441        1,785
                                          ------------   ---------  ---------   ---------  -----------   ---------  -----------
Net assets at end of period             $       7,669       2,424     10,542       3,155       26,271         693        6,847
                                          ============   =========  =========   =========  ===========   =========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                      Putnam                                     Templeton
                                          -----------------------------  ----------------------------------------------------------
                                                               VT
                                               VT         International           Franklin
                                          International       New                 Small Cap                            Developing
                                             Growth       Opportunities   Bond   Investments    Stock  International    Markets
                                          -------------   -------------  ------- -------------  ------ -------------  -------------
<S>                                     <C>                      <C>        <C>           <C>     <C>         <C>            <C>
Increase (decrease) in net assets
    from operations:
      Net investment income (loss)      $         (168)            (15)      (2)           (3)     (2)          (15)           (16)
      Net realized gain (loss)                     464             250        -            12       2           384             68
      Change in unrealized appreciation          6,452             820       (3)          231      60           957            828
                                          -------------   -------------  ------- -------------  ------ -------------  -------------
        Net increase (decrease) from
           operations                            6,748           1,055       (5)          240      60         1,326            880
                                          -------------   -------------  ------- -------------  ------ -------------  -------------

Contract transactions:
    Cova payments                                    -               -        -             -       -             -              -
    Cova redemptions                                 -               -        -             -       -             -              -
    Payments received from contract
      owners                                     4,990             423       36           164     131         3,225          1,189
    Transfers between sub-accounts
      (including fixed account), net             2,769             529      301           609     348         3,301            838
    Transfers for contract benefits and
      terminations                                (519)            (97)      (6)          (33)     (1)         (149)           (97)
                                          -------------   -------------  ------- -------------  ------ -------------  -------------
        Net increase (decrease) in net
           assets from contract
           transactions                          7,240             855      331           740     478         6,377          1,930
                                          -------------   -------------  ------- -------------  ------ -------------  -------------

        Net increase (decrease) in net
           assets                               13,988           1,910      326           980     538         7,703          2,810

Net assets at beginning of period                6,206             602        -             -       -         1,507            679
                                          -------------   -------------  ------- -------------  ------ -------------  -------------
Net assets at end of period             $       20,194           2,512      326           980     538         9,210          3,489
                                          =============   =============  ======= =============  ====== =============  =============


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                    Templeton                                 Fidelity
                                          ---------------------------  ------------------------------------------------------------

                                            Mutual        Franklin                               VIP III       VIP III      VIP
                                            Shares         Growth        VIP       VIP II         Growth       Growth &   Equity-
                                          Investments    Investments   Growth    Contrafund    Opportunities    Income    Income
                                          ------------   ------------  --------  ------------  -------------   ---------  ---------
<S>                                     <C>                    <C>       <C>           <C>              <C>       <C>        <C>
Increase (decrease) in net assets
    from operations:
      Net investment income (loss)      $         (23)            (3)      (11)          (13)            (5)        (18)        (6)
      Net realized gain (loss)                     10              7        41            58              4          33         14
      Change in unrealized appreciation           121            161       298           219             15         119          -
                                          ------------   ------------  --------  ------------  -------------   ---------  ---------
        Net increase (decrease) from
           operations                             108            165       328           264             14         134          8
                                          ------------   ------------  --------  ------------  -------------   ---------  ---------

Contract transactions:
    Cova payments                                   -              -         -             -              -           -          -
    Cova redemptions                                -              -         -             -              -           -          -
    Payments received from contract
      owners                                      736            175       550           460            158         449        271
    Transfers between sub-accounts
      (including fixed account), net              796            792       952           773            469       1,156        731
    Transfers for contract benefits and
      terminations                                (80)          (113)      (88)          (81)           (24)       (109)       (38)
                                          ------------   ------------  --------  ------------  -------------   ---------  ---------
        Net increase (decrease) in net
           assets from contract
           transactions                         1,452            854     1,414         1,152            603       1,496        964
                                          ------------   ------------  --------  ------------  -------------   ---------  ---------

        Net increase (decrease) in net
           assets                               1,560          1,019     1,742         1,416            617       1,630        972

Net assets at beginning of period               1,021              -        88           400            112         852        256
                                          ------------   ------------  --------  ------------  -------------   ---------  ---------
Net assets at end of period             $       2,581          1,019     1,830         1,816            729       2,482      1,228
                                          ============   ============  ========  ============  =============   =========  =========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                    American Century                       Dreyfus                       INVESCO
                                         -----------------------------------  ---------------------------------------  -----------

                                            VP                                               VIF            VIF
                                         Income &         VP           VP      Stock     Disciplined      Capital          VIF
                                          Growth     International   Value     Index        Stock       Appreciation     Dynamics
                                         ----------  --------------  -------  --------  --------------  -------------  -----------
<S>                                     <C>                      <C>    <C>        <C>             <C>           <C>          <C>
Increase (decrease) in net assets
    from operations:
      Net investment income (loss)      $        -               -        -         -               -              1            -
      Net realized gain (loss)                   -               -        -         -               -              -            -
      Change in unrealized appreciation          7               -        2         -               -              1            8
                                         ----------  --------------  -------  --------  --------------  -------------  -----------
        Net increase (decrease) from
           operations                            7               -        2         -               -              2            8
                                         ----------  --------------  -------  --------  --------------  -------------  -----------

Contract transactions:
    Cova payments                                -               -        -         -               -              -            -
    Cova redemptions                             -               -        -         -               -              -            -
    Payments received from contract
      owners                                   269               2      169        14              10            220          172
    Transfers between sub-accounts
      (including fixed account), net             3               -        2         -               -              3            1
    Transfers for contract benefits and
      terminations                               -               -        -         -               -              -            -
                                         ----------  --------------  -------  --------  --------------  -------------  -----------
        Net increase (decrease) in net
           assets from contract
           transactions                        272               2      171        14              10            223          173
                                         ----------  --------------  -------  --------  --------------  -------------  -----------

        Net increase (decrease) in net
           assets                              279               2      173        14              10            225          181

Net assets at beginning of period                -               -        -         -               -              -            -
                                         ----------  --------------  -------  --------  --------------  -------------  -----------
Net assets at end of period             $      279               2      173        14              10            225          181
                                         ==========  ==============  =======  ========  ==============  =============  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1999
(In thousands of dollars)


<TABLE>
<CAPTION>
                                           INVESCO                      PIMCO                          Scudder
                                          ----------  --------------------------------------------   -------------

                                             VIF       High       Low       StocksPLUS     Total
                                            High       Yield    Duration     Growth &     Return
                                            Yield      Bond       Bond        Income       Bond      International     Total
                                          ----------  --------  ---------  -------------  --------   -------------  -------------
<S>                                     <C>               <C>         <C>            <C>      <C>            <C>      <C>
Increase (decrease) in net assets
    from operations:
      Net investment income (loss)      $         -         -          -              -         -               -        (14,397)
      Net realized gain (loss)                    -         -          -              -         -               -        227,830
      Change in unrealized appreciation           -         -          -              -         -              11         69,998
                                          ----------  --------  ---------  -------------  --------   -------------  -------------
        Net increase (decrease) from
           operations                             -         -          -              -         -              11        283,431
                                          ----------  --------  ---------  -------------  --------   -------------  -------------

Contract transactions:
    Cova payments                                 -         -          -              -         -               -            605
    Cova redemptions                              -         -          -              -         -               -           (301)
    Payments received from contract
      owners                                     56         -          -              9        71             156        186,649
    Transfers between sub-accounts
      (including fixed account), net              -         -          -              -         -               2        362,647
    Transfers for contract benefits and
      terminations                                -         -          -              -         -               -       (189,616)
                                          ----------  --------  ---------  -------------  --------   -------------  -------------
        Net increase (decrease) in net
           assets from contract
           transactions                          56         -          -              9        71             158        359,984
                                          ----------  --------  ---------  -------------  --------   -------------  -------------

        Net increase (decrease) in net
           assets                                56         -          -              9        71             169        643,415

Net assets at beginning of period                 -         -          -              -         -               -      1,700,542
                                          ----------  --------  ---------  -------------  --------   -------------  -------------
Net assets at end of period             $        56         -          -              9        71             169      2,343,957
                                          ==========  ========  =========  =============  ========   =============  =============


See accompanying notes to financial statements.
</TABLE>
<PAGE>

COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                                                Cova
                                           --------------------------------------------------------------------------------------
                                                                                             VKAC
                                                                                            Growth
                                           Quality       Money       High       Stock        and          Bond       Developing
                                            Income      Market      Yield       Index       Income     Debenture       Growth
                                           ---------   ----------  ---------  ----------   ---------   -----------  -------------
<S>                                     <C>                <C>       <C>         <C>         <C>          <C>             <C>
Increase (decrease) in net assets from
    operations:
      Net investment income (loss)      $     1,737          583        923        (803)       (390)        1,149            (99)
      Net realized gain (loss)                  455            -        135      21,907       7,127           899            (10)
      Change in unrealized appreciation           6            -       (668)        838         634         1,565            883
                                           ---------   ----------  ---------  ----------   ---------   -----------  -------------
         Net increase (decrease) from
           operations                         2,198          583        390      21,942       7,371         3,613            774
                                           ---------   ----------  ---------  ----------   ---------   -----------  -------------

Contract transactions:
    Cova payments                                 -            -          -           -           -             -              -
    Cova redemptions                              -            -          -           -           -             -           (112)
    Payments received from contract
      owners                                     21            6         55          69          39        21,396          6,348
    Transfers between sub-accounts
      (including fixed account), net         (3,399)     (10,098)    (1,392)      3,960       1,244        38,789          6,481
    Transfers for contract benefits and
      terminations                           (8,833)      (4,210)    (3,514)    (17,021)     (3,490)       (4,147)          (201)
                                           ---------   ----------  ---------  ----------   ---------   -----------  -------------
         Net increase (decrease) in net
           assets from contract
           transactions                     (12,211)     (14,302)    (4,851)    (12,992)     (2,207)       56,038         12,516
                                           ---------   ----------  ---------  ----------   ---------   -----------  -------------

         Net increase (decrease) in net
           assets                           (10,013)     (13,719)    (4,461)      8,950       5,164        59,651         13,290

Net assets at beginning of period            49,103       21,610     33,261      88,637      46,147        50,820          1,565
                                           ---------   ----------  ---------  ----------   ---------   -----------  -------------
Net assets at end of period             $    39,090        7,891     28,800      97,587      51,311       110,471         14,855
                                           =========   ==========  =========  ==========   =========   ===========  =============

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                                                Cova
                                           --------------------------------------------------------------------------------------

                                            Large                               Small       Large
                                             Cap       Mid-Cap     Quality       Cap         Cap        Select      International
                                           Research     Value       Bond        Stock       Stock       Equity         Equity
                                           ---------   ---------  ----------  ----------   ---------   ----------   -------------
<S>                                     <C>              <C>         <C>         <C>         <C>         <C>              <C>
Increase (decrease) in net assets from
    operations:
      Net investment income (loss)      $       (66)       (109)        192        (791)       (530)      (1,491)            307
      Net realized gain (loss)                    5          (3)         36       2,068         412        8,442             328
      Change in unrealized appreciation       1,278         120       1,412      (6,177)     13,680       20,065           7,969
                                           ---------   ---------  ----------  ----------   ---------   ----------   -------------
         Net increase (decrease) from
           operations                         1,217           8       1,640      (4,900)     13,562       27,016           8,604
                                           ---------   ---------  ----------  ----------   ---------   ----------   -------------

Contract transactions:
    Cova payments                                 -           -           -           -           -            -               -
    Cova redemptions                           (102)       (107)          -           -           -            -               -
    Payments received from contract
      owners                                  6,104       7,924       9,698       8,193      18,801       21,003           8,143
    Transfers between sub-accounts
      (including fixed account), net          4,750       7,602      14,372      15,607      29,039       38,783          18,076
    Transfers for contract benefits and
      terminations                             (234)       (317)     (2,058)     (2,424)     (2,022)      (4,555)         (2,949)
                                           ---------   ---------  ----------  ----------   ---------   ----------   -------------
         Net increase (decrease) in net
           assets from contract
           transactions                      10,518      15,102      22,012      21,376      45,818       55,231          23,270
                                           ---------   ---------  ----------  ----------   ---------   ----------   -------------

         Net increase (decrease) in net
           assets                            11,735      15,110      23,652      16,476      59,380       82,247          31,874

Net assets at beginning of period             1,233       2,035      15,986      53,169      21,989       97,063          62,371
                                           ---------   ---------  ----------  ----------   ---------   ----------   -------------
Net assets at end of period             $    12,968      17,145      39,638      69,645      81,369      179,310          94,245
                                           =========   =========  ==========  ==========   =========   ==========   =============


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                                 Cova                    GACC       Lord Abbett     Russell
                                           -----------------------------------------   ----------  --------------  ----------
                                                                            Growth
                                                       Small                  and                     Growth        Multi-
                                                        Cap      Equity     Income       Money          and          Style
                                           Balanced   Equity     Income     Equity      Market        Income        Equity
                                           ---------  --------   --------   --------   ----------  --------------  ----------
<S>                                     <C>             <C>        <C>        <C>         <C>            <C>          <C>
Increase (decrease) in net assets from
    operations:
      Net investment income (loss)      $        23       (10)        11        (30)        (161)          1,761        (129)
      Net realized gain (loss)                   40        11         80        167          436          33,820          40
      Change in unrealized appreciation         173        39         49        548          185          26,592       3,199
                                           ---------  --------   --------   --------   ----------  --------------  ----------
         Net increase (decrease) from
           operations                           236        40        140        685          460          62,173       3,110
                                           ---------  --------   --------   --------   ----------  --------------  ----------

Contract transactions:
    Cova payments                                 -         -          -          -            -               -           -
    Cova redemptions                              -         -          -          -            -               -           -
    Payments received from contract
      owners                                  1,408       442      1,820      3,014       35,352          55,721      21,870
    Transfers between sub-accounts
      (including fixed account), net          1,373       588        988      2,913      (19,753)        102,796       4,748
    Transfers for contract benefits and
      terminations                              (46)      (15)       (42)       (98)      (2,913)        (38,987)       (169)
                                           ---------  --------   --------   --------   ----------  --------------  ----------
         Net increase (decrease) in net
           assets from contract
           transactions                       2,735     1,015      2,766      5,829       12,686         119,530      26,449
                                           ---------  --------   --------   --------   ----------  --------------  ----------

         Net increase (decrease) in net
           assets                             2,971     1,055      2,906      6,514       13,146         181,703      29,559

Net assets at beginning of period               401       272        557      1,309        3,318         487,500           -
                                           ---------  --------   --------   --------   ----------  --------------  ----------
Net assets at end of period             $     3,372     1,327      3,463      7,823       16,464         669,203      29,559
                                           =========  ========   ========   ========   ==========  ==============  ==========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                        Russell                                 AIM                        Alliance
                                           ----------------------------------  -----------------------------------------   ---------

                                                                                                               V.I.
                                           Aggressive                 Core                 V.I. Capital    International   Premier
                                             Equity      Non-US       Bond     V.I. Value  Appreciation       Equity        Growth
                                           -----------  ---------   ---------  ----------  --------------  -------------   ---------
<S>                                     <C>               <C>         <C>          <C>             <C>            <C>         <C>
Increase (decrease) in net assets from
    operations:
      Net investment income (loss)      $         (31)       (54)        178          (8)            (11)            (1)        (45)
      Net realized gain (loss)                    (18)         5           7         250              50             (3)         (4)
      Change in unrealized appreciation            75        412         268         668             164             81       1,522
                                           -----------  ---------   ---------  ----------  --------------  -------------   ---------
         Net increase (decrease) from
           operations                              26        363         453         910             203             77       1,473
                                           -----------  ---------   ---------  ----------  --------------  -------------   ---------

Contract transactions:
    Cova payments                                   -          -           -           -               -              -           -
    Cova redemptions                                -          -           -           -               -              -           -
    Payments received from contract
      owners                                    4,296      8,107      13,098       4,061           1,431          1,648       6,485
    Transfers between sub-accounts
      (including fixed account), net            1,041      1,920       3,732       2,030             609            609       1,828
    Transfers for contract benefits and
      terminations                                (20)       (74)       (233)       (185)            (83)            (9)        (38)
                                           -----------  ---------   ---------  ----------  --------------  -------------   ---------
         Net increase (decrease) in net
           assets from contract
           transactions                         5,317      9,953      16,597       5,906           1,957          2,248       8,275
                                           -----------  ---------   ---------  ----------  --------------  -------------   ---------

         Net increase (decrease) in net
           assets                               5,343     10,316      17,050       6,816           2,160          2,325       9,748

Net assets at beginning of period                   -          -           -           -               -              -           -
                                           -----------  ---------   ---------  ----------  --------------  -------------   ---------
Net assets at end of period             $       5,343     10,316      17,050       6,816           2,160          2,325       9,748
                                           ===========  =========   =========  ==========  ==============  =============   =========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
                                            Alliance     Liberty                Goldman Sachs                       Kemper
                                           -----------  ----------  ------------------------------------  --------------------------
                                                         Newport                                             Kemper
                                              Real        Tiger      Growth                                  Dreman         Small
                                             Estate       Fund,       and      International    Global     High Return       Cap
                                           Investment   Variable     Income       Equity        Income       Equity        Growth
                                           -----------  ----------  ---------  -------------   ---------  --------------  ----------
<S>                                     <C>                   <C>      <C>            <C>           <C>              <C>        <C>
Increase (decrease) in net assets from
    operations:
      Net investment income (loss)      $           1           4         12             (7)          6               -          (5)
      Net realized gain (loss)                      3         (30)       (12)            10           3               -          (3)
      Change in unrealized appreciation          (170)         54       (207)            56          (1)              1         107
                                           -----------  ----------  ---------  -------------   ---------  --------------  ----------
         Net increase (decrease) from
           operations                            (166)         28       (207)            59           8               1          99
                                           -----------  ----------  ---------  -------------   ---------  --------------  ----------

Contract transactions:
    Cova payments                                   -           -          -              -           -               -           -
    Cova redemptions                                -           -          -              -           -               -           -
    Payments received from contract
      owners                                    1,193         159      3,067            979         125               -         630
    Transfers between sub-accounts
      (including fixed account), net              514         108      1,826            255          84              96         162
    Transfers for contract benefits and
      terminations                                (12)          -        (52)            (6)        (14)              -           2
                                           -----------  ----------  ---------  -------------   ---------  --------------  ----------
         Net increase (decrease) in net
           assets from contract
           transactions                         1,695         267      4,841          1,228         195              96         794
                                           -----------  ----------  ---------  -------------   ---------  --------------  ----------

         Net increase (decrease) in net
           assets                               1,529         295      4,634          1,287         203              97         893

Net assets at beginning of period                   -           -          -              -           -               -           -
                                           -----------  ----------  ---------  -------------   ---------  --------------  ----------
Net assets at end of period             $       1,529         295      4,634          1,287         203              97         893
                                           ===========  ==========  =========  =============   =========  ==============  ==========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                  Kemper                                    MFS
                                           -----------------------  --------------------------------------------------------
                                                                                                                    F&C
                                            Small                                         Growth                  Emerging
                                             Cap      Government                           with     Emerging      Markets
                                            Value     Securities     Bond    Research     Income     Growth        Equity
                                           --------   ------------  -------  ----------   --------  ----------   -----------
<S>                                     <C>                   <C>      <C>       <C>        <C>         <C>             <C>
Increase (decrease) in net assets from
    operations:
      Net investment income (loss)      $      (13)             -        -         (28)       (38)        (37)            3
      Net realized gain (loss)                   8              -        -          16          -          (2)          (97)
      Change in unrealized appreciation       (155)             9        1         481        574         985           (94)
                                           --------   ------------  -------  ----------   --------  ----------   -----------
         Net increase (decrease) from
           operations                         (160)             9        1         469        536         946          (188)
                                           --------   ------------  -------  ----------   --------  ----------   -----------

Contract transactions:
    Cova payments                                -              -        -           -          -           -             -
    Cova redemptions                             -              -        -           -          -           -             -
    Payments received from contract
      owners                                 1,656            503        3       3,760      4,624       5,018           421
    Transfers between sub-accounts
      (including fixed account), net           670            120      170       1,530      1,901       1,216           252
    Transfers for contract benefits and
      terminations                             (21)            (2)       -        (101)       (45)        (38)           (4)
                                           --------   ------------  -------  ----------   --------  ----------   -----------
         Net increase (decrease) in net
           assets from contract
           transactions                      2,305            621      173       5,189      6,480       6,196           669
                                           --------   ------------  -------  ----------   --------  ----------   -----------

         Net increase (decrease) in net
           assets                            2,145            630      174       5,658      7,016       7,142           481

Net assets at beginning of period                -              -        -           -          -           -             -
                                           --------   ------------  -------  ----------   --------  ----------   -----------
Net assets at end of period             $    2,145            630      174       5,658      7,016       7,142           481
                                           ========   ============  =======  ==========   ========  ==========   ===========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                     MFS                                    Oppenheimer
                                           ------------------------  ------------------------------------------------------------
                                                                                     Main Street
                                                                                       Growth
                                            High         Global         Capital          &          High                Strategic
                                           Income     Governments    Appreciation      Income      Income      Bond       Bond
                                           --------   -------------  --------------  -----------  ---------  ---------  ---------
<S>                                     <C>                     <C>          <C>          <C>          <C>      <C>        <C>
Increase (decrease) in net assets from
    operations:
      Net investment income (loss)      $        5               -              (6)         (19)        (1)       (19)        (3)
      Net realized gain (loss)                   3               -               7            2          3          5          2
      Change in unrealized appreciation        (34)              1             134          (28)       (15)        95          3
                                           --------   -------------  --------------  -----------  ---------  ---------  ---------
         Net increase (decrease) from
           operations                          (26)              1             135          (45)       (13)        81          2
                                           --------   -------------  --------------  -----------  ---------  ---------  ---------

Contract transactions:
    Cova payments                                -               -               -            -          -          -          -
    Cova redemptions                             -               -               -            -          -          -          -
    Payments received from contract
      owners                                 1,634               4             838        2,140        517      3,298        725
    Transfers between sub-accounts
      (including fixed account), net           570              17             220          859        281        889        371
    Transfers for contract benefits and
      terminations                             (20)              -              (4)         (13)        (8)       (34)        (3)
                                           --------   -------------  --------------  -----------  ---------  ---------  ---------
         Net increase (decrease) in net
           assets from contract
           transactions                      2,184              21           1,054        2,986        790      4,153      1,093
                                           --------   -------------  --------------  -----------  ---------  ---------  ---------

         Net increase (decrease) in net
           assets                            2,158              22           1,189        2,941        777      4,234      1,095

Net assets at beginning of period                -               -               -            -          -          -          -
                                           --------   -------------  --------------  -----------  ---------  ---------  ---------
Net assets at end of period             $    2,158              22           1,189        2,941        777      4,234      1,095
                                           ========   =============  ==============  ===========  =========  =========  =========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
                                                                 Putnam                                         Templeton
                                       ---------------------------------------------------------------  ---------------------------
                                                                                              VT
                                       VT Growth                               VT        International
                                          and        VT New                International      New                       Developing
                                         Income      Value     VT Vista       Growth      Opportunities  International    Markets
                                       -----------  --------  ----------  -------------  -------------  -------------  ------------
<S>                                   <C>               <C>       <C>            <C>              <C>          <C>             <C>
Increase (decrease) in net assets from
  operations:
    Net investment income (loss)      $       (46)        2          (9)           (17)            (4)            (6)           (3)
    Net realized gain (loss)                  192         2          (1)           (39)            24              8            (4)
    Change in unrealized appreciation         660         6         173            353             40             48            44
                                       -----------  --------  ----------  -------------  -------------  -------------  ------------
       Net increase (decrease) from
         operations                           806        10         163            297             60             50            37
                                       -----------  --------  ----------  -------------  -------------  -------------  ------------

Contract transactions:
  Cova payments                                 -         -           -              -              -              -             -
  Cova redemptions                              -         -           -              -              -              -             -
  Payments received from contract
    owners                                  8,705       173       1,241          4,444            423          1,261           509
  Transfers between sub-accounts
    (including fixed account), net          3,257       259         385          1,511            127            201           139
  Transfers for contract benefits and
    terminations                              (69)       (1)         (4)           (46)            (8)            (5)           (6)
                                       -----------  --------  ----------  -------------  -------------  -------------  ------------
       Net increase (decrease) in net
         assets from contract
         transactions                      11,893       431       1,622          5,909            542          1,457           642
                                       -----------  --------  ----------  -------------  -------------  -------------  ------------

       Net increase (decrease) in net
         assets                            12,699       441       1,785          6,206            602          1,507           679

Net assets at beginning of period               -         -           -              -              -              -             -
                                       -----------  --------  ----------  -------------  -------------  -------------  ------------
Net assets at end of period           $    12,699       441       1,785          6,206            602          1,507           679
                                       ===========  ========  ==========  =============  =============  =============  ============


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
                                             Templeton                              Fidelity
                                           -------------  ------------------------------------------------------------

                                              Mutual                                 VIP III       VIP III      VIP
                                              Shares        VIP        VIP II         Growth      Growth &    Equity-
                                           Investments     Growth    Contrafund    Opportunities   Income      Income       Total
                                           -------------  ---------  -----------   -------------  ----------  ---------  -----------
<S>                                     <C>                     <C>         <C>             <C>         <C>        <C>    <C>
Increase (decrease) in net assets from
    operations:
      Net investment income (loss)      $            (5)         -           (2)              -          (5)        (1)       1,864
      Net realized gain (loss)                        -         (3)          (2)             (2)         (5)        (3)      76,767
      Change in unrealized appreciation              32         12           48              13          94         17       78,917
                                           -------------  ---------  -----------   -------------  ----------  ---------  -----------
         Net increase (decrease) from
           operations                                27          9           44              11          84         13      157,548
                                           -------------  ---------  -----------   -------------  ----------  ---------  -----------

Contract transactions:
    Cova payments                                     -          -            -               -           -          -            -
    Cova redemptions                                  -          -            -               -           -          -         (321)
    Payments received from contract
      owners                                        584         86          330             114         435        195      316,347
    Transfers between sub-accounts
      (including fixed account), net                415         (5)          24             (13)        333         51      288,031
    Transfers for contract benefits and
      terminations                                   (5)        (2)           2               -           -         (3)     (99,409)
                                           -------------  ---------  -----------   -------------  ----------  ---------  -----------
         Net increase (decrease) in net
           assets from contract
           transactions                             994         79          356             101         768        243      504,648
                                           -------------  ---------  -----------   -------------  ----------  ---------  -----------

         Net increase (decrease) in net
           assets                                 1,021         88          400             112         852        256      662,196

Net assets at beginning of period                     -          -            -               -           -          -    1,038,346
                                           -------------  ---------  -----------   -------------  ----------  ---------  -----------
Net assets at end of period             $         1,021         88          400             112         852        256    1,700,542
                                           =============  =========  ===========   =============  ==========  =========  ===========


See accompanying notes to financial statements.

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


(1)    ORGANIZATION
       Cova Variable Annuity Account One (the Separate Account), a unit
       investment trust registered under the Investment Company Act of 1940 as
       amended, was established by Cova Financial Services Life Insurance
       Company (CFSLIC) and exists in accordance with the regulations of the
       Missouri Department of Insurance. The Separate Account is a funding
       vehicle for variable annuity contracts issued by CFSLIC.

       The Separate Account is divided into sub-accounts with the assets of each
       sub-account invested in corresponding portfolios of the following
       investment companies which are diversified, open-end, management
       investment companies registered under the Investment Company Act of 1940
       as amended. The sub-accounts available for investment may vary between
       variable annuity contracts offered for sale by CFSLIC.

<TABLE>
<S>                                                                              <C>
            Cova Series Trust (Cova)                                             15 portfolios
            General American Capital Company (GACC)                               1 portfolio
            Lord Abbett Series Fund, Inc. (Lord Abbett)                           1 portfolio
            Russell Insurance Funds (Russell)                                     5 portfolios
            AIM Variable Insurance Funds, Inc. (AIM)                              3 portfolios
            Alliance Variable Products Series Fund, Inc. (Alliance)               2 portfolios
            Liberty Variable Investment Trust (Liberty)                           1 portfolio
            Goldman Sachs Variable Insurance Trust (Goldman Sachs)                3 portfolios
            Kemper Variable Series (Kemper)                                       4 portfolios
            MFS Variable Insurance Trust (MFS)                                    7 portfolios
            Oppenheimer Variable Account Funds (Oppenheimer)                      5 portfolios
            Putnam Variable Trust (Putnam)                                        5 portfolios
            Templeton Variable Products Series Fund (Templeton)                   7 portfolios
            Variable Insurance Products Fund, Fund II and Fund III (Fidelity)     5 portfolios
            American Century Variable Portfolios, Inc. (American Century)         3 portfolios
            Dreyfus Stock Index Fund (Dreyfus)                                    1 portfolio
            Dreyfus Variable Investment Fund (Dreyfus)                            2 portfolios
            INVESCO Variable Investment Funds, Inc.                               2 portfolios
            PIMCO Variable Insurance Trust                                        4 portfolios
            Scudder Variable Life Investment Fund                                 1 portfolio
</TABLE>

       The following sub-accounts commenced operations in 1999:
            Cova Lord Abbett Growth and Income           January 8, 1999
            Cova Riggs U.S. Government Securities        August 5, 1999
            Cova Riggs Stock                             August 5, 1999
            Russell Real Estate Securities               July 1, 1999
            Templeton Bond                               March 1, 1999
            Franklin Small Cap Investments               March 1, 1999
            Templeton Stock                              January 19, 1999
            Franklin Growth Investments                  March 1, 1999
            American Century VP Income & Growth          November 19, 1999
            American Century VP International            November 19, 1999
            American Century VP Value                    November 19, 1999
            Dreyfus Stock Index                          November 19, 1999
            Dreyfus VIF Disciplined Stock                November 19, 1999
            Dreyfus VIF Capital Appreciation             November 19, 1999
            INVESCO Dynamics                             November 19, 1999
            INVESCO High Yield                           November 19, 1999
            PIMCO High Yield Bond                        November 19, 1999
            PIMCO Low Duration Bond                      November 19, 1999
            PIMCO StocksPLUS Growth & Income             November 19, 1999
            PIMCO Total Return Bond                      November 19, 1999
            Scudder International                        November 19, 1999

       The Cova Riggs U.S. Government Securities and Stock sub-accounts were
       not available for investment until November 2, 1999.

       The following sub-accounts ceased operations in 1999:
            Lord Abbett Growth and Income                January 8, 1999
            Cova Quality Income                          January 8, 1999
            Cova Money Market                            January 8, 1999
            Cova High Yield                              January 8, 1999
            Cova Stock Index                             January 8, 1999
            Cova VKAC Growth and Income                  January 8, 1999
            Cova Small Cap Equity                        October 8, 1999

       On August 26, 1999, CFSLIC's ultimate parent company, GenAmerica
       Corporation, entered into a definitive agreement to be acquired by
       Metropolitan Life Insurance Company.  The acquisition occurred
       on January 6, 2000.

<PAGE>

(2)    SIGNIFICANT ACCOUNTING POLICIES
       (A)  INVESTMENT VALUATION
            Investments made in the portfolios of the investment companies are
            valued at the reported net asset value of such portfolios, which
            value their investment securities at fair value. The average cost
            method is used to compute the realized gains and losses on the sale
            of portfolio shares owned by the sub-accounts. Income from dividends
            and gains from realized capital gain distributions are recorded on
            the ex-distribution date.

       (B)  REINVESTMENT OF DISTRIBUTIONS
            With the exception of the GACC Money Market Fund, dividends and
            gains from realized gain distributions are reinvested in additional
            shares of the portfolio.

            GACC follows the Federal income tax practice known as consent
            dividending, whereby substantially all of its net investment income
            and realized capital gains are deemed to pass through to the
            Separate Account. As a result, GACC does not distribute dividends
            and realized capital gains. During December of each year, the
            accumulated net investment income and realized capital gains of the
            GACC Money Market Fund are allocated to the Separate Account by
            increasing the cost basis and recognizing a gain in the Separate
            Account.


       (C)  FEDERAL INCOME TAXES
            The operations of the Separate Account are included in the federal
            income tax return of CFSLIC which is taxed as a Life Insurance
            Company under the provisions of the Internal Revenue Code (IRC).
            Under current IRC provisions, CFSLIC believes it will be treated as
            the owner of the Separate Account assets for federal income tax
            purposes and does not expect to incur federal income taxes on the
            earnings of the Separate Account to the extent the earnings are
            credited to the variable annuity contracts. Based on this, no charge
            has been made to the Separate Account for federal income taxes. A
            charge may be made in future years for any federal income taxes that
            would be attributable to the variable annuity contracts.

       (D)  ANNUITY RESERVES
            Annuity reserves are computed for contracts in the payout stage
            according to the 1983a Mortality Table. The assumed investment
            return is 3%. The mortality risk is borne by CFSLIC and may result
            in additional transfers to the Separate Account. Conversely, if
            reserves exceed amounts required, transfers may be made from the
            Separate Account to CFSLIC.


<PAGE>

(3)    SEPARATE ACCOUNT EXPENSES
       CFSLIC deducts a daily charge from the net assets of each Separate
       Account sub-account equivalent to an annual rate of 1.25% for the
       assumption of mortality and expense risks and 0.15% for administrative
       expenses. The mortality risks assumed by CFSLIC 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. The administrative fees cover
       the cost of establishing and maintaining the variable annuity contracts
       and the Separate Account.


(4)    CONTRACT FEES
       There are no deductions made from purchase payments for sales fees at the
       time a variable annuity contract is purchased. However, if all or a
       portion of the contract value is withdrawn, a withdrawal fee may be
       assessed and deducted from the contract value or payment to the contract
       owner. 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 the contract value exceeds $5,000, the contract
       owner may make one withdrawal each contract year of up to 10% of the
       aggregate purchase payments (on deposit for more than one year) without
       incurring a surrender fee. During the year ended December 31, 1999,
       surrender fees of $1.8 million were deducted from the Separate Account.

       An annual contract maintenance fee of $30 is imposed on all variable
       annuity contracts with contract values less than $50,000 on their
       anniversary. This fee covers the cost of contract administration for the
       previous year and is prorated between the Separate Account sub- accounts
       and the fixed rate account 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 the available
       sub-accounts and the fixed rate account. 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, may be deducted from the contract
       value. Transfers made in a dollar cost averaging program are not subject
       to the transfer fee.

       During the year ended December 31, 1999, contract maintenance and
       transfer fees of $639 thousand were deducted from the Separate Account.

       Currently, CFSLIC advances any premium taxes due at the time purchase
       payments are made and then deducts premium taxes at the time annuity
       payments begin. CFSLIC reserves the right to deduct premium taxes when
       incurred.



<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(5)   COST BASIS OF INVESTMENTS
      The cost basis of each sub-account's investment (in thousands of dollars)
      at December 31, 1999 follows:


<S>                                             <C>                <C>                                               <C>
      Cova Lord Abbett Growth and Income        $ 750,563          MFS/Foreign & Colonial Emerging Markets Equity         $ 125
      Cova Bond Debenture                         153,215          MFS High Income                                        4,583
      Cova Developing Growth                       23,534          MFS Global Governments                                    80
      Cova Large Cap Research                      26,291          Oppenheimer Capital Appreciation                       5,709
      Cova Mid-Cap Value                           26,081          Oppenheimer Main Street Growth & Income                6,792
      Cova Quality Bond                            89,189          Oppenheimer High Income                                2,464
      Cova Small Cap Stock                         67,488          Oppenheimer Bond                                      10,859
      Cova Large Cap Stock                        190,395          Oppenheimer Strategic Bond                             3,155
      Cova Select Equity                          191,783          Putnam VT Growth and Income                           27,262
      Cova International Equity                    90,166          Putnam VT New Value                                      715
      Cova Balanced                                 8,130          Putnam VT Vista                                        5,160
      Cova Equity Income                            5,973          Putnam VT International Growth                        13,389
      Cova Growth and Income Equity                12,849          Putnam VT International New Opportunities              1,652
      Cova Riggs Stock                                296          Templeton Bond                                           329
      Cova Riggs U.S. Government Securities           215          Franklin Small Cap Investments                           749
      GACC Money Market                            41,680          Templeton Stock                                          478
      Russell Multi-Style Equity                   50,632          Templeton International                                8,205
      Russell Aggressive Equity                     8,721          Templeton Developing Markets                           2,617
      Russell Non-US                               18,177          Templeton Mutual Shares Investments                    2,428
      Russell Core Bond                            29,501          Franklin Growth Investments                              858
      Russell Real Estate Securities                  640          Fidelity VIP Growth                                    1,520
      AIM V.I. Value                               36,366          Fidelity VIP II Contrafund                             1,549
      AIM V.I. Capital Appreciation                11,531          Fidelity VIP III Growth Opportunities                    701
      AIM V.I. International Equity                 3,834          Fidelity VIP III Growth & Income                       2,269
      Alliance Premier Growth                      30,967          Fidelity VIP Equity-Income                             1,211
      Alliance Real Estate Investment               3,961          American Century VP Income & Growth                      272
      Liberty Newport Tiger Fund, Variable            521          American Century VP International                          2
      Goldman Sachs Growth and Income               6,394          American Century VP Value                                171
      Goldman Sachs International Equity            3,125          Dreyfus Stock Index                                       14
      Goldman Sachs Global Income                     347          Dreyfus VIF Disciplined Stock                             10
      Kemper-Dreman High Return Equity                193          Dreyfus VIF Capital Appreciation                         224
      Kemper Small Cap Growth                       1,218          INVESCO Dynamics                                         173
      Kemper Small Cap Value                        4,362          INVESCO High Yield                                        56
      Kemper Government Securities                  2,341          PIMCO High Yield Bond                                      -
      MFS Bond                                        225          PIMCO Low Duration Bond                                    -
      MFS Research                                 13,264          PIMCO StocksPLUS Growth & Income                           9
      MFS Growth with Income                       16,016          PIMCO Total Return Bond                                   71
      MFS Emerging Growth                          16,464          Scudder International                                    158
                                                                                                                  --------------
                                                                                                                    $ 2,042,667
                                                                                                                  ==============

</TABLE>
<PAGE>

COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(6)    UNIT FAIR VALUE
       A summary of accumulation unit values, net assets, total return
       and expense ratios for each sub-account follows:

                                                                                        Accumulation Unit Value
                                                       Commenced        -------------------------------------------------------
                                                      Operations         12/31/99      12/31/98       12/31/97      12/31/96
                                                      ------------      ------------  ------------   -----------   ------------
<S>                                                        <C>         <C>              <C>           <C>            <C>
       Cova Lord Abbett Growth and Income                  1/8/99     $   39.456928             -             -              -
       Cova Bond Debenture                                 5/1/96         13.765381     13.496500     12.881792      11.294930
       Cova Developing Growth                             8/20/97         14.452868     11.067854     10.527554              -
       Cova Large Cap Research                            8/20/97         14.635627     11.825550      9.899560              -
       Cova Mid-Cap Value                                 8/20/97         10.875538     10.437949     10.467957              -
       Cova Quality Bond                                   5/1/96         11.567155     11.914489     11.155126      10.368764
       Cova Small Cap Stock                                5/1/96         17.932441     12.582860     13.491466      11.308419
       Cova Large Cap Stock                                5/1/96         22.548941     19.428499     14.889462      11.334979
       Cova Select Equity                                  5/1/96         18.384654     16.987204     14.053502      10.838053
       Cova International Equity                           5/1/96         16.333906     12.889315     11.462435      10.967004
       Cova Balanced                                       7/1/97         12.432529     11.767845     10.531920              -
       Cova Equity Income                                  7/1/97         12.202725     12.068849     11.194166              -
       Cova Growth and Income Equity                       7/1/97         13.966013     12.188331     10.756082              -
       Cova Riggs Stock                                    8/5/99         10.239524             -             -              -
       Cova Riggs U.S. Government Securities               8/5/99          9.995395             -             -              -
       GACC Money Market                                   6/3/96         11.525358     11.109943     10.667011      10.233546
       Russell Multi-Style Equity                        12/31/97         14.667724     12.694810     10.000000              -
       Russell Aggressive Equity                         12/31/97         10.422234      9.963254     10.000000              -
       Russell Non-US                                    12/31/97         14.652149     11.142092     10.000000              -
       Russell Core Bond                                 12/31/97         10.380043     10.591175     10.000000              -
       Russell Real Estate Securities                      7/1/99          9.388124             -             -              -
       AIM V.I. Value                                    12/31/97         16.729131     13.060203     10.000000              -
       AIM V.I. Capital Appreciation                     12/31/97         16.785351     11.770729     10.000000              -
       AIM V.I. International Equity                     12/31/97         17.416663     11.391449     10.000000              -
       Alliance Premier Growth                           12/31/97         19.043436     14.595485     10.000000              -
       Alliance Real Estate Investment                   12/31/97          7.474763      7.988435     10.000000              -
       Liberty Newport Tiger Fund, Variable              12/31/97         15.290670      9.228765     10.000000              -
       Goldman Sachs Growth and Income                    1/29/98         10.299328      9.908613             -              -
       Goldman Sachs International Equity                 1/29/98         14.826563     11.402925             -              -
       Goldman Sachs Global Income                        1/29/98         10.524196     10.781765             -              -
       Kemper-Dreman High Return Equity                   5/15/98          9.187195     10.487302             -              -
       Kemper Small Cap Growth                           12/31/97         15.493396     11.676086     10.000000              -
       Kemper Small Cap Value                            12/31/97          8.872647      8.753222     10.000000              -
       Kemper Government Securities                      12/31/97         10.480981     10.556498     10.000000              -
       MFS Bond                                           5/15/98         10.184471     10.491811             -              -
       MFS Research                                      12/31/97         14.890281     12.172796     10.000000              -
       MFS Growth with Income                            12/31/97         12.695264     12.066568     10.000000              -
       MFS Emerging Growth                               12/31/97         23.059667     13.233235     10.000000              -
       MFS/Foreign & Colonial Emerging Markets Equity    12/31/97          8.954559      6.571830     10.000000              -
       MFS High Income                                   12/31/97         10.334082      9.845193     10.000000              -
       MFS Global Governments                            12/31/97         10.258675     10.669943     10.000000              -
       Oppenheimer Capital Appreciation                  12/31/97         17.087450     12.232731     10.000000              -
       Oppenheimer Main Street Growth & Income           12/31/97         12.393263     10.326519     10.000000              -
       Oppenheimer High Income                           12/31/97         10.174699      9.893828     10.000000              -
       Oppenheimer Bond                                  12/31/97         10.228856     10.533011     10.000000              -
       Oppenheimer Strategic Bond                        12/31/97         10.293168     10.151332     10.000000              -
       Putnam VT Growth and Income                       12/31/97         11.402482     11.382650     10.000000              -
       Putnam VT New Value                               12/31/97         10.365439     10.483517     10.000000              -
       Putnam VT Vista                                   12/31/97         17.769589     11.785702     10.000000              -
       Putnam VT International Growth                    12/31/97         18.486388     11.707003     10.000000              -
       Putnam VT International New Opportunities         12/31/97         22.820083     11.402252     10.000000              -
       Templeton Bond                                      3/1/99          9.681884             -             -              -
       Franklin Small Cap Investments                      3/1/99         17.679923             -             -              -
       Templeton Stock                                    1/19/99         12.557918             -             -              -
       Templeton International                             5/1/98         11.147003      9.144522             -              -
       Templeton Developing Markets                        5/1/98         11.457935      7.552448             -              -
       Templeton Mutual Shares Investments                 5/1/98         10.413095      9.630622             -              -
       Franklin Growth Investments                         3/1/99         14.665449             -             -              -
       Fidelity VIP Growth                                2/17/98         17.723853     13.077878             -              -
       Fidelity VIP II Contrafund                         2/17/98         15.140886     12.357373             -              -
       Fidelity VIP III Growth Opportunities              2/17/98         12.073401     11.742360             -              -
       Fidelity VIP III Growth & Income                   2/17/98         13.135609     12.202502             -              -
       Fidelity VIP Equity-Income                         2/17/98         11.141767     10.626607             -              -
       American Century VP Income & Growth               11/19/99         10.320209             -             -              -
       American Century VP International                 11/19/99         12.514968             -             -              -
       American Century VP Value                         11/19/99          9.582238             -             -              -
       Dreyfus Stock Index                               11/19/99         10.321607             -             -              -
       Dreyfus VIF Disciplined Stock                     11/19/99         10.300470             -             -              -
       Dreyfus VIF Capital Appreciation                  11/19/99         10.118366             -             -              -
       INVESCO Dynamics                                  11/19/99         11.142628             -             -              -
       INVESCO High Yield                                11/19/99         10.117511             -             -              -
       PIMCO High Yield Bond                             11/19/99         10.078000             -             -              -
       PIMCO Low Duration Bond                           11/19/99          9.969000             -             -              -
       PIMCO StocksPLUS Growth & Income                  11/19/99         10.306817             -             -              -
       PIMCO Total Return Bond                           11/19/99          9.875011             -             -              -
       Scudder International                             11/19/99         11.631204             -             -              -
</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(6)    UNIT FAIR VALUE
       A summary of accumulation unit values, net assets, total return and
       expense ratios for each sub-account follows:

                                                                                         Net Assets (in thousands)
                                                      Commenced         -------------------------------------------------------
                                                      Operations         12/31/99      12/31/98       12/31/97      12/31/96
                                                      ------------      ------------  ------------   -----------   ------------
<S>                                                        <C>           <C>              <C>           <C>            <C>
       Cova Lord Abbett Growth and Income                  1/8/99     $     835,419             -             -              -
       Cova Bond Debenture                                 5/1/96           157,563       110,471        50,820          7,451
       Cova Developing Growth                             8/20/97            31,136        14,855         1,565              -
       Cova Large Cap Research                            8/20/97            33,108        12,968         1,233              -
       Cova Mid-Cap Value                                 8/20/97            27,507        17,145         2,035              -
       Cova Quality Bond                                   5/1/96            88,174        39,638        15,986          5,276
       Cova Small Cap Stock                                5/1/96            97,527        69,645        53,169         13,993
       Cova Large Cap Stock                                5/1/96           226,951        81,369        21,989         15,751
       Cova Select Equity                                  5/1/96           225,772       179,310        97,063         22,159
       Cova International Equity                           5/1/96           123,899        94,245        62,371         14,333
       Cova Balanced                                       7/1/97             8,441         3,372           401              -
       Cova Equity Income                                  7/1/97             5,707         3,463           557              -
       Cova Growth and Income Equity                       7/1/97            14,972         7,823         1,309              -
       Cova Riggs Stock                                    8/5/99               219             -             -              -
       Cova Riggs U.S. Government Securities               8/5/99               292             -             -              -
       GACC Money Market                                   6/3/96            42,895        16,464         3,318              -
       Russell Multi-Style Equity                        12/31/97            56,328        29,559             -              -
       Russell Aggressive Equity                         12/31/97             9,457         5,343             -              -
       Russell Non-US                                    12/31/97            22,962        10,316             -              -
       Russell Core Bond                                 12/31/97            27,554        17,050             -              -
       Russell Real Estate Securities                      7/1/99               631             -             -              -
       AIM V.I. Value                                    12/31/97            42,572         6,816             -              -
       AIM V.I. Capital Appreciation                     12/31/97            15,128         2,160             -              -
       AIM V.I. International Equity                     12/31/97             4,842         2,325             -              -
       Alliance Premier Growth                           12/31/97            39,333         9,748             -              -
       Alliance Real Estate Investment                   12/31/97             3,554         1,529             -              -
       Liberty Newport Tiger Fund, Variable              12/31/97               622           295             -              -
       Goldman Sachs Growth and Income                    1/29/98             6,392         4,634             -              -
       Goldman Sachs International Equity                 1/29/98             3,561         1,287             -              -
       Goldman Sachs Global Income                        1/29/98               332           203             -              -
       Kemper-Dreman High Return Equity                   5/15/98               173            97             -              -
       Kemper Small Cap Growth                           12/31/97             1,760           893             -              -
       Kemper Small Cap Value                            12/31/97             4,402         2,145             -              -
       Kemper Government Securities                      12/31/97             2,293           630             -              -
       MFS Bond                                           5/15/98               219           174             -              -
       MFS Research                                      12/31/97            16,358         5,658             -              -
       MFS Growth with Income                            12/31/97            17,431         7,016             -              -
       MFS Emerging Growth                               12/31/97            28,533         7,142             -              -
       MFS/Foreign & Colonial Emerging Markets Equity    12/31/97               149           481             -              -
       MFS High Income                                   12/31/97             4,525         2,158             -              -
       MFS Global Governments                            12/31/97                77            22             -              -
       Oppenheimer Capital Appreciation                  12/31/97             7,463         1,189             -              -
       Oppenheimer Main Street Growth & Income           12/31/97             7,669         2,941             -              -
       Oppenheimer High Income                           12/31/97             2,424           777             -              -
       Oppenheimer Bond                                  12/31/97            10,542         4,234             -              -
       Oppenheimer Strategic Bond                        12/31/97             3,155         1,095             -              -
       Putnam VT Growth and Income                       12/31/97            26,271        12,699             -              -
       Putnam VT New Value                               12/31/97               693           441             -              -
       Putnam VT Vista                                   12/31/97             6,847         1,785             -              -
       Putnam VT International Growth                    12/31/97            20,194         6,206             -              -
       Putnam VT International New Opportunities         12/31/97             2,512           602             -              -
       Templeton Bond                                      3/1/99               326             -             -              -
       Franklin Small Cap Investments                      3/1/99               980             -             -              -
       Templeton Stock                                    1/19/99               538             -             -              -
       Templeton International                             5/1/98             9,210         1,507             -              -
       Templeton Developing Markets                        5/1/98             3,489           679             -              -
       Templeton Mutual Shares Investments                 5/1/98             2,581         1,021             -              -
       Franklin Growth Investments                         3/1/99             1,019             -             -              -
       Fidelity VIP Growth                                2/17/98             1,830            88             -              -
       Fidelity VIP II Contrafund                         2/17/98             1,816           400             -              -
       Fidelity VIP III Growth Opportunities              2/17/98               729           112             -              -
       Fidelity VIP III Growth & Income                   2/17/98             2,482           852             -              -
       Fidelity VIP Equity-Income                         2/17/98             1,228           256             -              -
       American Century VP Income & Growth               11/19/99               279             -             -              -
       American Century VP International                 11/19/99                 2             -             -              -
       American Century VP Value                         11/19/99               173             -             -              -
       Dreyfus Stock Index                               11/19/99                14             -             -              -
       Dreyfus VIF Disciplined Stock                     11/19/99                10             -             -              -
       Dreyfus VIF Capital Appreciation                  11/19/99               225             -             -              -
       INVESCO Dynamics                                  11/19/99               181             -             -              -
       INVESCO High Yield                                11/19/99                56             -             -              -
       PIMCO High Yield Bond                             11/19/99                 -             -             -              -
       PIMCO Low Duration Bond                           11/19/99                 -             -             -              -
       PIMCO StocksPLUS Growth & Income                  11/19/99                 9             -             -              -
       PIMCO Total Return Bond                           11/19/99                71             -             -              -
       Scudder International                             11/19/99               169             -             -              -
</TABLE>
<PAGE>

COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998

<TABLE>
<CAPTION>
(6)    UNIT FAIR VALUE, CONTINUED

                                                                                             Total Return*
                                                      Commenced         -------------------------------------------------------
                                                      Operations           1999          1998           1997          1996
                                                      ------------      ------------  ------------   -----------   ------------
<S>                                                        <C>               <C>           <C>           <C>            <C>
       Cova Lord Abbett Growth and Income                  1/8/99             9.90%             -             -              -
       Cova Bond Debenture                                 5/1/96             1.99%         4.77%        14.05%         11.86%
       Cova Developing Growth                             8/20/97            30.58%         5.13%         5.28%              -
       Cova Large Cap Research                            8/20/97            23.76%        19.46%        -1.00%              -
       Cova Mid-Cap Value                                 8/20/97             4.19%        -0.29%         4.68%              -
       Cova Quality Bond                                   5/1/96            -2.92%         6.81%         7.58%          4.76%
       Cova Small Cap Stock                                5/1/96            42.52%        -6.74%        19.31%          7.57%
       Cova Large Cap Stock                                5/1/96            16.06%        30.49%        31.36%         13.32%
       Cova Select Equity                                  5/1/96             8.23%        20.88%        29.67%          7.48%
       Cova International Equity                           5/1/96            26.72%        12.45%         4.52%          7.36%
       Cova Balanced                                       7/1/97             5.65%        11.74%         5.32%              -
       Cova Equity Income                                  7/1/97             1.11%         7.81%        11.94%              -
       Cova Growth and Income Equity                       7/1/97            14.59%        13.32%         7.56%              -
       Cova Riggs Stock                                    8/5/99            -1.34%             -             -              -
       Cova Riggs U.S. Government Securities               8/5/99             1.56%             -             -              -
       GACC Money Market                                   6/3/96             3.74%         4.15%         4.24%          2.34%
       Russell Multi-Style Equity                        12/31/97            15.54%        26.95%             -              -
       Russell Aggressive Equity                         12/31/97             4.61%        -0.37%             -              -
       Russell Non-US                                    12/31/97            31.50%        11.42%             -              -
       Russell Core Bond                                 12/31/97            -1.99%         5.91%             -              -
       Russell Real Estate Securities                      7/1/99            -6.12%             -             -              -
       AIM V.I. Value                                    12/31/97            28.09%        30.60%             -              -
       AIM V.I. Capital Appreciation                     12/31/97            42.60%        17.71%             -              -
       AIM V.I. International Equity                     12/31/97            52.89%        13.91%             -              -
       Alliance Premier Growth                           12/31/97            30.48%        45.96%             -              -
       Alliance Real Estate Investment                   12/31/97            -6.43%       -20.12%             -              -
       Liberty Newport Tiger Fund, Variable              12/31/97            65.69%        -7.71%             -              -
       Goldman Sachs Growth and Income                    1/29/98             3.94%        -0.91%             -              -
       Goldman Sachs International Equity                 1/29/98            30.02%        14.03%             -              -
       Goldman Sachs Global Income                        1/29/98            -2.39%         7.82%             -              -
       Kemper-Dreman High Return Equity                   5/15/98           -12.40%         4.87%             -              -
       Kemper Small Cap Growth                           12/31/97            32.69%        16.76%             -              -
       Kemper Small Cap Value                            12/31/97             1.36%       -12.47%             -              -
       Kemper Government Securities                      12/31/97            -0.71%         5.57%             -              -
       MFS Bond                                           5/15/98            -2.93%         4.92%             -              -
       MFS Research                                      12/31/97            22.32%        21.73%             -              -
       MFS Growth with Income                            12/31/97             5.21%        20.67%             -              -
       MFS Emerging Growth                               12/31/97            74.26%        32.33%             -              -
       MFS/Foreign & Colonial Emerging Markets Equity    12/31/97            36.26%       -34.28%             -              -
       MFS High Income                                   12/31/97             4.97%        -1.55%             -              -
       MFS Global Governments                            12/31/97            -3.85%         6.70%             -              -
       Oppenheimer Capital Appreciation                  12/31/97            39.69%        22.33%             -              -
       Oppenheimer Main Street Growth & Income           12/31/97            20.01%         3.27%             -              -
       Oppenheimer High Income                           12/31/97             2.84%        -1.06%             -              -
       Oppenheimer Bond                                  12/31/97            -2.89%         5.33%             -              -
       Oppenheimer Strategic Bond                        12/31/97             1.40%         1.51%             -              -
       Putnam VT Growth and Income                       12/31/97             0.17%        13.83%             -              -
       Putnam VT New Value                               12/31/97            -1.13%         4.83%             -              -
       Putnam VT Vista                                   12/31/97            50.77%        17.86%             -              -
       Putnam VT International Growth                    12/31/97            57.91%        17.07%             -              -
       Putnam VT International New Opportunities         12/31/97           100.14%        14.02%             -              -
       Templeton Bond                                      3/1/99            -3.18%             -             -              -
       Franklin Small Cap Investments                      3/1/99            76.80%             -             -              -
       Templeton Stock                                    1/19/99            25.58%             -             -              -
       Templeton International                             5/1/98            21.90%        -8.55%             -              -
       Templeton Developing Markets                        5/1/98            51.71%       -24.48%             -              -
       Templeton Mutual Shares Investments                 5/1/98             8.13%        -3.69%             -              -
       Franklin Growth Investments                         3/1/99            46.65%             -             -              -
       Fidelity VIP Growth                                2/17/98            35.53%        30.78%             -              -
       Fidelity VIP II Contrafund                         2/17/98            22.53%        23.57%             -              -
       Fidelity VIP III Growth Opportunities              2/17/98             2.82%        17.42%             -              -
       Fidelity VIP III Growth & Income                   2/17/98             7.65%        22.03%             -              -
       Fidelity VIP Equity-Income                         2/17/98             4.85%         6.27%             -              -
       American Century VP Income & Growth               11/19/99             3.20%             -             -              -
       American Century VP International                 11/19/99            25.15%             -             -              -
       American Century VP Value                         11/19/99            -4.18%             -             -              -
       Dreyfus Stock Index                               11/19/99             3.22%             -             -              -
       Dreyfus VIF Disciplined Stock                     11/19/99             3.00%             -             -              -
       Dreyfus VIF Capital Appreciation                  11/19/99             1.18%             -             -              -
       INVESCO Dynamics                                  11/19/99            11.43%             -             -              -
       INVESCO High Yield                                11/19/99             1.17%             -             -              -
       PIMCO High Yield Bond                             11/19/99             0.78%             -             -              -
       PIMCO Low Duration Bond                           11/19/99            -0.31%             -             -              -
       PIMCO StocksPLUS Growth & Income                  11/19/99             3.07%             -             -              -
       PIMCO Total Return Bond                           11/19/99            -1.25%             -             -              -
       Scudder International                             11/19/99            16.31%             -             -              -

*      The total return for sub-accounts that commenced operations during the period is not annualized.
</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998

<TABLE>
<CAPTION>
(6)    UNIT FAIR VALUE, CONTINUED

                                                                                      Separate Account Expenses
                                                                                     As a % of Average Net Assets**
                                                       Commenced        -------------------------------------------------------
                                                      Operations           1999          1998           1997          1996
                                                      ------------      ------------  ------------   -----------   ------------
<S>                                                        <C>                <C>           <C>           <C>            <C>
       Cova Lord Abbett Growth and Income                  1/8/99             1.40%             -             -              -
       Cova Bond Debenture                                 5/1/96             1.40%         1.40%         1.40%          1.40%
       Cova Developing Growth                             8/20/97             1.40%         1.40%         1.40%              -
       Cova Large Cap Research                            8/20/97             1.40%         1.40%         1.40%              -
       Cova Mid-Cap Value                                 8/20/97             1.40%         1.40%         1.40%              -
       Cova Quality Bond                                   5/1/96             1.40%         1.40%         1.40%          1.40%
       Cova Small Cap Stock                                5/1/96             1.40%         1.40%         1.40%          1.40%
       Cova Large Cap Stock                                5/1/96             1.40%         1.40%         1.40%          1.40%
       Cova Select Equity                                  5/1/96             1.40%         1.40%         1.40%          1.40%
       Cova International Equity                           5/1/96             1.40%         1.40%         1.40%          1.40%
       Cova Balanced                                       7/1/97             1.40%         1.40%         1.40%              -
       Cova Equity Income                                  7/1/97             1.40%         1.40%         1.40%              -
       Cova Growth and Income Equity                       7/1/97             1.40%         1.40%         1.40%              -
       Cova Riggs Stock                                    8/5/99             1.40%             -             -              -
       Cova Riggs U.S. Government Securities               8/5/99             1.40%             -             -              -
       GACC Money Market                                   6/3/96             1.40%         1.40%         1.40%          1.40%
       Russell Multi-Style Equity                        12/31/97             1.40%         1.40%             -              -
       Russell Aggressive Equity                         12/31/97             1.40%         1.40%             -              -
       Russell Non-US                                    12/31/97             1.40%         1.40%             -              -
       Russell Core Bond                                 12/31/97             1.40%         1.40%             -              -
       Russell Real Estate Securities                      7/1/99             1.40%             -             -              -
       AIM V.I. Value                                    12/31/97             1.40%         1.40%             -              -
       AIM V.I. Capital Appreciation                     12/31/97             1.40%         1.40%             -              -
       AIM V.I. International Equity                     12/31/97             1.40%         1.40%             -              -
       Alliance Premier Growth                           12/31/97             1.40%         1.40%             -              -
       Alliance Real Estate Investment                   12/31/97             1.40%         1.40%             -              -
       Liberty Newport Tiger Fund, Variable              12/31/97             1.40%         1.40%             -              -
       Goldman Sachs Growth and Income                    1/29/98             1.40%         1.40%             -              -
       Goldman Sachs International Equity                 1/29/98             1.40%         1.40%             -              -
       Goldman Sachs Global Income                        1/29/98             1.40%         1.40%             -              -
       Kemper-Dreman High Return Equity                   5/15/98             1.40%         1.40%             -              -
       Kemper Small Cap Growth                           12/31/97             1.40%         1.40%             -              -
       Kemper Small Cap Value                            12/31/97             1.40%         1.40%             -              -
       Kemper Government Securities                      12/31/97             1.40%         1.40%             -              -
       MFS Bond                                           5/15/98             1.40%         1.40%             -              -
       MFS Research                                      12/31/97             1.40%         1.40%             -              -
       MFS Growth with Income                            12/31/97             1.40%         1.40%             -              -
       MFS Emerging Growth                               12/31/97             1.40%         1.40%             -              -
       MFS/Foreign & Colonial Emerging Markets Equity    12/31/97             1.40%         1.40%             -              -
       MFS High Income                                   12/31/97             1.40%         1.40%             -              -
       MFS Global Governments                            12/31/97             1.40%         1.40%             -              -
       Oppenheimer Capital Appreciation                  12/31/97             1.40%         1.40%             -              -
       Oppenheimer Main Street Growth & Income           12/31/97             1.40%         1.40%             -              -
       Oppenheimer High Income                           12/31/97             1.40%         1.40%             -              -
       Oppenheimer Bond                                  12/31/97             1.40%         1.40%             -              -
       Oppenheimer Strategic Bond                        12/31/97             1.40%         1.40%             -              -
       Putnam VT Growth and Income                       12/31/97             1.40%         1.40%             -              -
       Putnam VT New Value                               12/31/97             1.40%         1.40%             -              -
       Putnam VT Vista                                   12/31/97             1.40%         1.40%             -              -
       Putnam VT International Growth                    12/31/97             1.40%         1.40%             -              -
       Putnam VT International New Opportunities         12/31/97             1.40%         1.40%             -              -
       Templeton Bond                                      3/1/99             1.40%             -             -              -
       Franklin Small Cap Investments                      3/1/99             1.40%             -             -              -
       Templeton Stock                                    1/19/99             1.40%             -             -              -
       Templeton International                             5/1/98             1.40%         1.40%             -              -
       Templeton Developing Markets                        5/1/98             1.40%         1.40%             -              -
       Templeton Mutual Shares Investments                 5/1/98             1.40%         1.40%             -              -
       Franklin Growth Investments                         3/1/99             1.40%             -             -              -
       Fidelity VIP Growth                                2/17/98             1.40%         1.40%             -              -
       Fidelity VIP II Contrafund                         2/17/98             1.40%         1.40%             -              -
       Fidelity VIP III Growth Opportunities              2/17/98             1.40%         1.40%             -              -
       Fidelity VIP III Growth & Income                   2/17/98             1.40%         1.40%             -              -
       Fidelity VIP Equity-Income                         2/17/98             1.40%         1.40%             -              -
       American Century VP Income & Growth               11/19/99             1.40%             -             -              -
       American Century VP International                 11/19/99             1.40%             -             -              -
       American Century VP Value                         11/19/99             1.40%             -             -              -
       Dreyfus Stock Index                               11/19/99             1.40%             -             -              -
       Dreyfus VIF Disciplined Stock                     11/19/99             1.40%             -             -              -
       Dreyfus VIF Capital Appreciation                  11/19/99             1.40%             -             -              -
       INVESCO Dynamics                                  11/19/99             1.40%             -             -              -
       INVESCO High Yield                                11/19/99             1.40%             -             -              -
       PIMCO High Yield Bond                             11/19/99             1.40%             -             -              -
       PIMCO Low Duration Bond                           11/19/99             1.40%             -             -              -
       PIMCO StocksPLUS Growth & Income                  11/19/99             1.40%             -             -              -
       PIMCO Total Return Bond                           11/19/99             1.40%             -             -              -
       Scudder International                             11/19/99             1.40%             -             -              -

**     The expense ratio for sub-accounts that commenced operations during the period is annualized.

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
(7)    REALIZED GAIN (LOSS) AND CHANGE IN UNREALIZED APPRECIATION
       The realized gain (loss) on the sale of fund shares and the change in
       unrealized appreciation for each sub-account during the year ended
       December 31, 1999 and 1998 follows:


                                                                                   Realized Gain (Loss)
                                                           ------------------------------------------------------------------
                                                               Aggregate             Aggregate Cost
                                            Year or        Proceeds from Sales       of Fund Shares            Realized
                                             Period          of Fund Shares             Redeemed              Gain (Loss)
                                           -----------     -------------------     -------------------     ------------------
<S>                                           <C>                 <C>                     <C>                      <C>
       Cova Quality Income                    1999                $ 38,668                $ 39,188                 $ (520)
                                              1998                  13,031                  12,576                    455

       Cova Money Market                      1999                   7,897                   7,897                      -
                                              1998                  14,519                  14,519                      -

       Cova High Yield                        1999                  28,995                  29,950                   (955)
                                              1998                   6,314                   6,178                    136

       Cova Stock Index                       1999                 100,241                  82,162                 18,079
                                              1998                  23,196                  17,093                  6,103

       Cova VKAC Growth and Income            1999                  51,735                  45,148                  6,587
                                              1998                   6,244                   4,804                  1,440

       Cova Lord Abbett Growth and Income     1999                  33,043                  31,617                  1,426
                                              1998                       -                       -                      -

       Cova Bond Debenture                    1999                   8,143                   8,020                    123
                                              1998                   9,489                   9,470                     19

       Cova Developing Growth                 1999                     614                     545                     69
                                              1998                     138                     152                    (14)

       Cova Large Cap Research                1999                      68                      59                      9
                                              1998                     161                     156                      5

       Cova Mid-Cap Value                     1999                     481                     460                     21
                                              1998                      82                      85                     (3)

       Cova Quality Bond                      1999                  13,923                  13,935                    (12)
                                              1998                   1,336                   1,299                     37

       Cova Small Cap Stock                   1999                   6,406                   6,290                    116
                                              1998                   3,113                   3,237                   (124)

       Cova Large Cap Stock                   1999                  24,473                  22,393                  2,080
                                              1998                     147                     131                     16



</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
(7)    REALIZED GAIN (LOSS) AND CHANGE IN UNREALIZED APPRECIATION, CONTINUED


                                                                                         Realized Gain (Loss)
                                                                 ------------------------------------------------------------------
                                                                     Aggregate             Aggregate Cost
                                                  Year or        Proceeds from Sales       of Fund Shares            Realized
                                                   Period          of Fund Shares             Redeemed              Gain (Loss)
                                                 -----------     -------------------     -------------------     ------------------
<S>                                               <C>                  <C>                     <C>                      <C>
       Cova Select Equity                         1999                 $ 2,126                 $ 1,843                  $ 283
                                                  1998                   1,485                   1,274                    211

       Cova International Equity                  1999                   7,673                   6,613                  1,060
                                                  1998                   4,919                   4,609                    310

       Cova Balanced                              1999                     507                     464                     43
                                                  1998                      30                      30                      -

       Cova Small Cap Equity                      1999                   1,828                   1,752                     76
                                                  1998                      39                      42                     (3)

       Cova Equity Income                         1999                     355                     328                     27
                                                  1998                      75                      75                      -

       Cova Growth and Income Equity              1999                     510                     448                     62
                                                  1998                     210                     204                      6

       Cova Riggs U.S. Government Securities      1999                     201                     200                      1
                                                  1998                       -                       -                      -

       Cova Riggs Stock                           1999                     100                     100                      -
                                                  1998                       -                       -                      -

       GACC Money Market                          1999                  54,974                  54,019                    955
                                                  1998                  37,059                  36,624                    435

       Lord Abbett Growth and Income              1999                 700,973                 555,507                145,466
                                                  1998                  12,298                  10,217                  2,081

       Russell Multi-Style Equity                 1999                   1,756                   1,634                    122
                                                  1998                      62                      61                      1

       Russell Aggressive Equity                  1999                     568                     578                    (10)
                                                  1998                     203                     247                    (44)

       Russell Non-US                             1999                     604                     559                     45
                                                  1998                      92                      90                      2

       Russell Core Bond                          1999                   2,193                   2,264                    (71)
                                                  1998                     523                     522                      1
                                                                                                                   (Continued)
</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
(7)    REALIZED GAIN (LOSS) AND CHANGE IN UNREALIZED APPRECIATION, CONTINUED


                                                                                        Realized Gain (Loss)
                                                                ------------------------------------------------------------------
                                                                    Aggregate             Aggregate Cost
                                                 Year or        Proceeds from Sales       of Fund Shares            Realized
                                                  Period          of Fund Shares             Redeemed              Gain (Loss)
                                                -----------     -------------------     -------------------     ------------------
<S>                                               <C>                      <C>                     <C>                    <C>
       Russell Real Estate Securities             1999                     $ 6                     $ 6                    $ -
                                                  1998                       -                       -                      -

       AIM V.I. Value                             1999                     231                     215                     16
                                                  1998                     253                     263                    (10)

       AIM V.I. Capital Appreciation              1999                     191                     177                     14
                                                  1998                      73                      75                     (2)

       AIM V.I. International Equity              1999                  12,169                  11,498                    671
                                                  1998                   8,247                   8,249                     (2)

       Alliance Premier Growth                    1999                     617                     559                     58
                                                  1998                      54                      58                     (4)

       Alliance Real Estate Investment            1999                     310                     332                    (22)
                                                  1998                      28                      30                     (2)

       Liberty Newport Tiger Fund, Variable       1999                   1,971                   1,801                    170
                                                  1998                     416                     445                    (29)

       Goldman Sachs Growth and Income            1999                   1,183                   1,203                    (20)
                                                  1998                     126                     138                    (12)

       Goldman Sachs International Equity         1999                   3,457                   3,299                    158
                                                  1998                      29                      29                      -

       Goldman Sachs Global Income                1999                      51                      51                      -
                                                  1998                      17                      16                      1

       Kemper-Dreman High Return Equity           1999                       8                       8                      -
                                                  1998                       -                       -                      -

       Kemper Small Cap Growth                    1999                     401                     364                     37
                                                  1998                   1,008                   1,035                    (27)

       Kemper Small Cap Value                     1999                     446                     464                    (18)
                                                  1998                      21                      25                     (4)

       Kemper Government Securities               1999                     206                     207                     (1)
                                                  1998                      17                      17                      -


                                                                                                                   (Continued)
</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
(7)    REALIZED GAIN (LOSS) AND CHANGE IN UNREALIZED APPRECIATION, CONTINUED


                                                                                           Realized Gain (Loss)
                                                                   -----------------------------------------------------------------
                                                                       Aggregate             Aggregate Cost
                                                    Year or        Proceeds from Sales       of Fund Shares            Realized
                                                     Period          of Fund Shares             Redeemed              Gain (Loss)
                                                    ----------     -------------------     -------------------     -----------------
<S>                                                   <C>                     <C>                     <C>                     <C>
       MFS Bond                                       1999                    $ 14                    $ 14                    $ -
                                                      1998                       -                       -                      -

       MFS Research                                   1999                     335                     308                     27
                                                      1998                     120                     122                     (2)

       MFS Growth with Income                         1999                     391                     371                     20
                                                      1998                      28                      28                      -

       MFS Emerging Growth                            1999                     671                     532                    139
                                                      1998                     129                     140                    (11)

       MFS/Foreign & Colonial
          Emerging Markets Equity                     1999                     561                     573                    (12)
                                                      1998                   1,059                   1,156                    (97)

       MFS High Income                                1999                     307                     312                     (5)
                                                      1998                      61                      63                     (2)

       MFS Global Governments                         1999                       6                       6                      -
                                                      1998                       -                       -                      -

       Oppenheimer Capital Appreciation               1999                     219                     201                     18
                                                      1998                     187                     189                     (2)

       Oppenheimer Main Street Growth & Income        1999                     438                     411                     27
                                                      1998                     326                     364                    (38)

       Oppenheimer High Income                        1999                      42                      43                     (1)
                                                      1998                      32                      32                      -

       Oppenheimer Bond                               1999                     246                     253                     (7)
                                                      1998                      49                      49                      -

       Oppenheimer Strategic Bond                     1999                     170                     174                     (4)
                                                      1998                       3                       3                      -

       Putnam VT Growth and Income                    1999                     362                     360                      2
                                                      1998                     294                     302                     (8)

       Putnam VT New Value                            1999                     231                     238                     (7)
                                                      1998                       2                       3                     (1)

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
(7)    REALIZED GAIN (LOSS) AND CHANGE IN UNREALIZED APPRECIATION, CONTINUED


                                                                                          Realized Gain (Loss)
                                                                    ----------------------------------------------------------------
                                                                        Aggregate             Aggregate Cost
                                                     Year or        Proceeds from Sales       of Fund Shares            Realized
                                                      Period          of Fund Shares             Redeemed              Gain (Loss)
                                                    -----------     -------------------     -------------------     ----------------
<S>                                                   <C>                    <C>                     <C>                     <C>
       Putnam VT Vista                                1999                   $ 175                   $ 153                   $ 22
                                                      1998                      27                      28                     (1)

       Putnam VT International Growth                 1999                   4,284                   3,820                    464
                                                      1998                   4,316                   4,354                    (38)

       Putnam VT International New Opportunities      1999                   3,566                   3,316                    250
                                                      1998                   2,989                   2,965                     24

       Templeton Bond                                 1999                       6                       6                      -
                                                      1998                       -                       -                      -

       Franklin Small Cap Investments                 1999                      72                      60                     12
                                                      1998                       -                       -                      -

       Templeton Stock                                1999                      49                      47                      2
                                                      1998                       -                       -                      -

       Templeton International                        1999                  10,350                  10,164                    186
                                                      1998                   6,057                   6,049                      8

       Templeton Developing Markets                   1999                   1,026                     958                     68
                                                      1998                     357                     361                     (4)

       Templeton Mutual Shares Investments            1999                     187                     177                     10
                                                      1998                       7                       7                      -

       Franklin Growth Investments                    1999                     165                     158                      7
                                                      1998                       -                       -                      -

       Fidelity VIP Growth                            1999                      99                      90                      9
                                                      1998                      35                      37                     (2)

       Fidelity VIP II Contrafund                     1999                     426                     386                     40
                                                      1998                      17                      19                     (2)

       Fidelity VIP III Growth Opportunities          1999                      65                      64                      1
                                                      1998                      24                      25                     (1)

       Fidelity VIP III Growth & Income               1999                     275                     255                     20
                                                      1998                      69                      74                     (5)


                                                                                                                       (Continued)
</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
(7)    REALIZED GAIN (LOSS) AND CHANGE IN UNREALIZED APPRECIATION, CONTINUED


                                                                                       Realized Gain (Loss)
                                                               ------------------------------------------------------------------
                                                                   Aggregate             Aggregate Cost
                                                Year or        Proceeds from Sales       of Fund Shares            Realized
                                                 Period          of Fund Shares             Redeemed              Gain (Loss)
                                               -----------     -------------------     -------------------     ------------------
<S>                                              <C>                    <C>                     <C>                      <C>
       Fidelity VIP Equity-Income                1999                   $ 141                   $ 139                    $ 2
                                                 1998                      27                      30                     (3)

       American Century VP Income & Growth       1999                       -                       -                      -
                                                 1998                       -                       -                      -

       American Century VP International         1999                      16                      16                      -
                                                 1998                       -                       -                      -

       American Century VP Value                 1999                       -                       -                      -
                                                 1998                       -                       -                      -

       Dreyfus Stock Index                       1999                       -                       -                      -
                                                 1998                       -                       -                      -

       Dreyfus VIF Disciplined Stock             1999                       -                       -                      -
                                                 1998                       -                       -                      -

       Dreyfus VIF Capital Appreciation          1999                       -                       -                      -
                                                 1998                       -                       -                      -

       INVESCO VIF Dynamics                      1999                       -                       -                      -
                                                 1998                       -                       -                      -

       INVESCO VIF High Yield                    1999                       -                       -                      -
                                                 1998                       -                       -                      -

       PIMCO High Yield Bond                     1999                       -                       -                      -
                                                 1998                       -                       -                      -

       PIMCO Low Duration Bond                   1999                       -                       -                      -
                                                 1998                       -                       -                      -

       PIMCO StocksPLUS Growth & Income          1999                       -                       -                      -
                                                 1998                       -                       -                      -

       PIMCO Total Return Bond                   1999                       -                       -                      -
                                                 1998                       -                       -                      -

       Scudder International                     1999                       -                       -                      -
                                                 1998                       -                       -                      -


                                                                                                                  (Continued)
</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
(7)    REALIZED GAIN (LOSS) AND CHANGE IN UNREALIZED APPRECIATION, CONTINUED


                                                                              Unrealized Appreciation (Depreciation)
                                                              ------------------------------------------------------------------
                                                                 Appreciation            Appreciation
                                               Year or          (Depreciation)          (Depreciation)
                                                Period          End of Period         Beginning of Period          Change
                                              -----------     -------------------     -------------------     ------------------
<S>                                            <C>                      <C>                 <C>                   <C>
       Cova Quality Income                     1999                     $ -                 $ 1,307               $ (1,307)
                                               1998                   1,307                   1,301                      6

       Cova Money Market                       1999                       -                       -                      -
                                               1998                       -                       -                      -

       Cova High Yield                         1999                       -                     174                   (174)
                                               1998                     174                     842                   (668)

       Cova Stock Index                        1999                       -                  25,838                (25,838)
                                               1998                  25,838                  25,000                    838

       Cova VKAC Growth and Income             1999                       -                  11,521                (11,521)
                                               1998                  11,521                  10,887                    634

       Cova Lord Abbett Growth and Income      1999                  84,856                       -                 84,856
                                               1998                       -                       -                      -

       Cova Bond Debenture                     1999                   4,348                   3,523                    825
                                               1998                   3,523                   1,958                  1,565

       Cova Developing Growth                  1999                   7,602                     890                  6,712
                                               1998                     890                       7                    883

       Cova Large Cap Research                 1999                   6,817                   1,284                  5,533
                                               1998                   1,284                       6                  1,278

       Cova Mid-Cap Value                      1999                   1,426                     160                  1,266
                                               1998                     160                      40                    120

       Cova Quality Bond                       1999                  (1,015)                  1,598                 (2,613)
                                               1998                   1,598                     186                  1,412

       Cova Small Cap Stock                    1999                  30,039                     346                 29,693
                                               1998                     346                   6,523                 (6,177)

       Cova Large Cap Stock                    1999                  36,556                  16,535                 20,021
                                               1998                  16,535                   2,855                 13,680

       Cova Select Equity                      1999                  33,989                  33,585                    404
                                               1998                  33,585                  13,520                 20,065


                                                                                                                (Continued)
</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
(7)    REALIZED GAIN (LOSS) AND CHANGE IN UNREALIZED APPRECIATION, CONTINUED


                                                                               Unrealized Appreciation (Depreciation)
                                                                ------------------------------------------------------------------
                                                                   Appreciation            Appreciation
                                                 Year or          (Depreciation)          (Depreciation)
                                                  Period          End of Period         Beginning of Period          Change
                                                 ----------     -------------------     -------------------     ------------------
<S>                                                <C>                 <C>                      <C>                   <C>
       Cova International Equity                   1999                $ 33,733                 $ 9,278               $ 24,455
                                                   1998                   9,278                   1,309                  7,969

       Cova Balanced                               1999                     311                     173                    138
                                                   1998                     173                       -                    173

       Cova Small Cap Equity                       1999                       -                      34                    (34)
                                                   1998                      34                      (5)                    39

       Cova Equity Income                          1999                    (266)                     70                   (336)
                                                   1998                      70                      21                     49

       Cova Growth and Income Equity               1999                   2,123                     566                  1,557
                                                   1998                     566                      18                    548

       Cova Riggs U.S. Government Securities       1999                      (4)                      -                     (4)
                                                   1998                       -                       -                      -

       Cova Riggs Stock                            1999                       4                       -                      4
                                                   1998                       -                       -                      -

       GACC Money Market                           1999                   1,215                     231                    984
                                                   1998                     231                      46                    185

       Lord Abbett Growth and Income               1999                       -                 114,453               (114,453)
                                                   1998                 114,453                  87,861                 26,592

       Russell Multi-Style Equity                  1999                   5,696                   3,199                  2,497
                                                   1998                   3,199                       -                  3,199

       Russell Aggressive Equity                   1999                     736                      75                    661
                                                   1998                      75                       -                     75

       Russell Non-US                              1999                   4,785                     412                  4,373
                                                   1998                     412                       -                    412

       Russell Core Bond                           1999                  (1,947)                    268                 (2,215)
                                                   1998                     268                       -                    268

       Russell Real Estate Securities              1999                      (9)                      -                     (9)
                                                   1998                       -                       -                      -


                                                                                                                    (Continued)
</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
(7)    REALIZED GAIN (LOSS) AND CHANGE IN UNREALIZED APPRECIATION, CONTINUED


                                                                                 Unrealized Appreciation (Depreciation)
                                                                 ------------------------------------------------------------------
                                                                    Appreciation            Appreciation
                                                  Year or          (Depreciation)          (Depreciation)
                                                   Period          End of Period         Beginning of Period          Change
                                                 -----------     -------------------     -------------------     ------------------
<S>                                                 <C>                  <C>                       <C>                  <C>
       AIM V.I. Value                               1999                 $ 6,206                   $ 668                $ 5,538
                                                    1998                     668                       -                    668

       AIM V.I. Capital Appreciation                1999                   3,597                     164                  3,433
                                                    1998                     164                       -                    164

       AIM V.I. International Equity                1999                   1,008                      81                    927
                                                    1998                      81                       -                     81

       Alliance Premier Growth                      1999                   8,366                   1,522                  6,844
                                                    1998                   1,522                       -                  1,522

       Alliance Real Estate Investment              1999                    (407)                   (170)                  (237)
                                                    1998                    (170)                      -                   (170)

       Liberty Newport Tiger Fund, Variable         1999                     101                      54                     47
                                                    1998                      54                       -                     54

       Goldman Sachs Growth and Income              1999                      (2)                   (207)                   205
                                                    1998                    (207)                      -                   (207)

       Goldman Sachs International Equity           1999                     436                      56                    380
                                                    1998                      56                       -                     56

       Goldman Sachs Global Income                  1999                     (15)                     (1)                   (14)
                                                    1998                      (1)                      -                     (1)

       Kemper-Dreman High Return Equity             1999                     (20)                      1                    (21)
                                                    1998                       1                       -                      1

       Kemper Small Cap Growth                      1999                     542                     107                    435
                                                    1998                     107                       -                    107

       Kemper Small Cap Value                       1999                      40                    (155)                   195
                                                    1998                    (155)                      -                   (155)

       Kemper Government Securities                 1999                     (48)                      9                    (57)
                                                    1998                       9                       -                      9

       MFS Bond                                     1999                      (6)                      1                     (7)
                                                    1998                       1                       -                      1


                                                                                                                     (Continued)
</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
(7)    REALIZED GAIN (LOSS) AND CHANGE IN UNREALIZED APPRECIATION, CONTINUED


                                                                               Unrealized Appreciation (Depreciation)
                                                                  ------------------------------------------------------------------
                                                                     Appreciation            Appreciation
                                                   Year or          (Depreciation)          (Depreciation)
                                                    Period          End of Period         Beginning of Period          Change
                                                   ----------     -------------------     -------------------     ------------------
<S>                                                  <C>                  <C>                       <C>                  <C>
       MFS Research                                  1999                 $ 3,094                   $ 481                $ 2,613
                                                     1998                     481                       -                    481

       MFS Growth with Income                        1999                   1,415                     574                    841
                                                     1998                     574                       -                    574

       MFS Emerging Growth                           1999                  12,069                     985                 11,084
                                                     1998                     985                       -                    985

       MFS/Foreign & Colonial
          Emerging Markets Equity                    1999                      24                     (94)                   118
                                                     1998                     (94)                      -                    (94)

       MFS High Income                               1999                     (58)                    (34)                   (24)
                                                     1998                     (34)                      -                    (34)

       MFS Global Governments                        1999                      (3)                      1                     (4)
                                                     1998                       1                       -                      1

       Oppenheimer Capital Appreciation              1999                   1,754                     134                  1,620
                                                     1998                     134                       -                    134

       Oppenheimer Main Street Growth & Income       1999                     877                     (28)                   905
                                                     1998                     (28)                      -                    (28)

       Oppenheimer High Income                       1999                     (40)                    (15)                   (25)
                                                     1998                     (15)                      -                    (15)

       Oppenheimer Bond                              1999                    (317)                     95                   (412)
                                                     1998                      95                       -                     95

       Oppenheimer Strategic Bond                    1999                       -                       3                     (3)
                                                     1998                       3                       -                      3

       Putnam VT Growth and Income                   1999                    (991)                    660                 (1,651)
                                                     1998                     660                       -                    660

       Putnam VT New Value                           1999                     (22)                      6                    (28)
                                                     1998                       6                       -                      6

       Putnam VT Vista                               1999                   1,687                     173                  1,514
                                                     1998                     173                       -                    173


                                                                                                                      (Continued)
</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
(7)    REALIZED GAIN (LOSS) AND CHANGE IN UNREALIZED APPRECIATION, CONTINUED


                                                                                 Unrealized Appreciation (Depreciation)
                                                                 ------------------------------------------------------------------
                                                                    Appreciation            Appreciation
                                                  Year or          (Depreciation)          (Depreciation)
                                                   Period          End of Period         Beginning of Period          Change
                                                  ----------     -------------------     -------------------     ------------------
<S>                                                <C>                  <C>                       <C>                  <C>
       Putnam VT International Growth              1999                 $ 6,805                   $ 353                $ 6,452
                                                   1998                     353                       -                    353

       Putnam VT International New Opportunities   1999                     860                      40                    820
                                                   1998                      40                       -                     40

       Templeton Bond                              1999                      (3)                      -                     (3)
                                                   1998                       -                       -                      -

       Franklin Small Cap Investments              1999                     231                       -                    231
                                                   1998                       -                       -                      -

       Templeton Stock                             1999                      60                       -                     60
                                                   1998                       -                       -                      -

       Templeton International                     1999                   1,005                      48                    957
                                                   1998                      48                       -                     48

       Templeton Developing Markets                1999                     872                      44                    828
                                                   1998                      44                       -                     44

       Templeton Mutual Shares Investments         1999                     153                      32                    121
                                                   1998                      32                       -                     32

       Franklin Growth Investments                 1999                     161                       -                    161
                                                   1998                       -                       -                      -

       Fidelity VIP Growth                         1999                     310                      12                    298
                                                   1998                      12                       -                     12

       Fidelity VIP II Contrafund                  1999                     267                      48                    219
                                                   1998                      48                       -                     48

       Fidelity VIP III Growth Opportunities       1999                      28                      13                     15
                                                   1998                      13                       -                     13

       Fidelity VIP III Growth & Income            1999                     213                      94                    119
                                                   1998                      94                       -                     94

       Fidelity VIP Equity-Income                  1999                      17                      17                      -
                                                   1998                      17                       -                     17


                                                                                                                    (Continued)
</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998
(In thousands of dollars)


<TABLE>
<CAPTION>
(7)    REALIZED GAIN (LOSS) AND CHANGE IN UNREALIZED APPRECIATION, CONTINUED


                                                                             Unrealized Appreciation (Depreciation)
                                                              ------------------------------------------------------------------
                                                                 Appreciation            Appreciation
                                               Year or          (Depreciation)          (Depreciation)
                                                Period          End of Period         Beginning of Period          Change
                                              -----------     -------------------     -------------------     ------------------
<S>                                             <C>                      <C>                     <C>                    <C>
       American Century VP Income & Growth      1999                     $ 7                     $ -                    $ 7
                                                1998                       -                       -                      -

       American Century VP International        1999                       -                       -                      -
                                                1998                       -                       -                      -

       American Century VP Value                1999                       2                       -                      2
                                                1998                       -                       -                      -

       Dreyfus Stock Index                      1999                       -                       -                      -
                                                1998                       -                       -                      -

       Dreyfus VIF Disciplined Stock            1999                       -                       -                      -
                                                1998                       -                       -                      -

       Dreyfus VIF Capital Appreciation         1999                       1                       -                      1
                                                1998                       -                       -                      -

       INVESCO VIF Dynamics                     1999                       8                       -                      8
                                                1998                       -                       -                      -

       INVESCO VIF High Yield                   1999                       -                       -                      -
                                                1998                       -                       -                      -

       PIMCO High Yield Bond                    1999                       -                       -                      -
                                                1998                       -                       -                      -

       PIMCO Low Duration Bond                  1999                       -                       -                      -
                                                1998                       -                       -                      -

       PIMCO StocksPLUS Growth & Income         1999                       -                       -                      -
                                                1998                       -                       -                      -

       PIMCO Total Return Bond                  1999                       -                       -                      -
                                                1998                       -                       -                      -

       Scudder International                    1999                      11                       -                     11
                                                1998                       -                       -                      -



</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(8) UNIT TRANSACTIONS
    The change in the number of units for each sub-account follows:


                                                                            Cova
                                --------------------------------------------------------------------------------------------------
                                                                                          VKAC       Lord Abbett
                                                                                         Growth         Growth
                                  Quality       Money         High         Stock          and            and             Bond
                                   Income      Market        Yield         Index         Income         Income        Debenture
                                -------------  ----------   -----------  ------------   -----------  -------------   -------------
<S>                                <C>           <C>         <C>           <C>           <C>            <C>              <C>
Accumulation units:
 Unit balance at 12/31/97           2,931,053   1,742,444     1,409,290     3,547,220     2,198,250              -       3,945,097

   Cova units purchased                     -           -             -             -             -              -               -
   Cova units redeemed                      -           -             -             -             -              -               -
   Contract units purchased             1,214         491         1,763         2,532         1,131              -       1,632,919
   Contract units transferred, net   (196,389)   (799,477)      (59,692)      159,577        54,353              -       2,939,109
   Contract units redeemed           (512,199)   (333,892)     (146,202)     (616,360)     (152,515)             -        (332,231)
                                 ------------- -----------   -----------  ------------   -----------  -------------   -------------
 Unit balance at 12/31/98           2,223,679     609,566     1,205,159     3,092,969     2,101,219              -       8,184,894

   Cova units purchased                     -           -             -             -             -              -               -
   Cova units redeemed                      -           -             -             -             -              -               -
   Contract units purchased                 -           -            83           187             -        642,997         506,293
   Contract units transferred, net (2,215,623)   (606,382)   (1,202,292)   (3,084,953)   (2,098,056)    22,553,102       3,839,982
   Contract units redeemed             (8,056)     (3,184)       (2,950)       (8,203)       (3,163)    (2,067,478)     (1,117,176)
                                 ------------- -----------   -----------  ------------   -----------  -------------   -------------
 Unit balance at 12/31/99                   -           -             -             -             -     21,128,621      11,413,993
                                 ============= ===========   ===========  ============   ===========  =============   =============


Annuity units:
 Unit balance at 12/31/97               8,069       4,562         2,229         4,097         1,803              -               -

   Contract units purchased                 -           -           798             -           798              -             272
   Contract units redeemed             (1,686)       (901)         (523)         (608)         (196)             -              (8)
                                 ------------- -----------   -----------  ------------   -----------  -------------   -------------
 Unit balance at 12/31/98               6,383       3,661         2,504         3,489         2,405              -             264

   Contract units purchased                 -           -             -             -             -        614,517         184,677
   Contract units transferred, net     (6,225)     (3,576)       (2,444)       (3,431)       (2,373)        33,239               -
   Contract units redeemed               (158)        (85)          (60)          (58)          (32)      (588,108)       (148,800)
                                 ------------- -----------   -----------  ------------   -----------  -------------   -------------
 Unit balance at 12/31/99                   -           -             -             -             -         59,648          36,141
                                 ============= ===========   ===========  ============   ===========  =============   =============

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(8)UNIT TRANSACTIONS, CONTINUED



                                                                              Cova
                                         ----------------------------------------------------------------------------------

                                                      Large                               Small       Large
                                         Developing    Cap       Mid-Cap     Quality       Cap         Cap        Select
                                          Growth    Research      Value       Bond        Stock       Stock       Equity
                                         ---------- ----------  ----------  ----------  ----------  -----------  ----------
<S>                                      <C>        <C>         <C>         <C>         <C>         <C>          <C>
Accumulation units:
   Unit balance at 12/31/97                148,658    124,559     194,386   1,433,081   3,940,243    1,473,929   6,903,606

     Cova units purchased                        -          -           -           -           -            -           -
     Cova units redeemed                   (10,000)   (10,000)    (10,000)          -           -            -           -
     Contract units purchased              596,000    569,392     755,701     833,031     619,802    1,118,109   1,382,912
     Contract units transferred, net       630,230    437,664     736,868   1,236,444   1,172,828    1,713,122   2,562,725
     Contract units redeemed               (22,687)   (26,695)    (34,402)   (179,213)   (200,263)    (127,125)   (304,425)
                                         ---------- ----------  ----------  ----------  ----------  -----------  ----------
   Unit balance at 12/31/98              1,342,201  1,094,920   1,642,553   3,323,343   5,532,610    4,178,035   10,544,818

     Cova units purchased                        -          -           -           -           -            -           -
     Cova units redeemed                         -          -           -           -           -            -           -
     Contract units purchased              243,231    289,429     311,212     516,514     203,018      731,340     510,633
     Contract units transferred, net       645,209    965,273     698,565   5,060,268     132,023    6,332,217   1,861,802
     Contract units redeemed               (76,742)   (89,198)   (123,430)  (1,291,515)  (431,799)  (1,191,443)   (645,967)
                                         ---------- ----------  ----------  ----------  ----------  -----------  ----------
   Unit balance at 12/31/99              2,153,899  2,260,424   2,528,900   7,608,610   5,435,852   10,050,149   12,271,286
                                         ========== ==========  ==========  ==========  ==========  ===========  ==========


Annuity units:
   Unit balance at 12/31/97                      -          -           -           -         773        3,028       3,237

     Contract units purchased                    -      2,090           -       3,947       1,944        9,187       9,682
     Contract units redeemed                     -       (266)          -        (109)       (162)      (1,259)     (1,203)
                                         ---------- ----------  ----------  ----------  ----------  -----------  ----------
   Unit balance at 12/31/98                      -      1,824           -       3,838       2,555       10,956      11,716

     Contract units purchased                  479        452         474      30,174       1,448       13,399       1,722
     Contract units transferred, net             -          -           -           -         504            -         732
     Contract units redeemed                   (66)      (456)        (65)    (18,208)     (1,459)      (7,939)     (3,936)
                                         ---------- ----------  ----------  ----------  ----------  -----------  ----------
   Unit balance at 12/31/99                    413      1,820         409      15,804       3,048       16,416      10,234
                                         ========== ==========  ==========  ==========  ==========  ===========  ==========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(8)   UNIT TRANSACTIONS, CONTINUED



                                                                                    Cova
                                           ---------------------------------------------------------------------------------------
                                                                                                Growth      Riggs
                                                                                                 and         U.S.
                                           International            Small Cap      Equity       Income    Government     Riggs
                                             Equity      Balanced     Equity       Income       Equity    Securities     Stock
                                           -----------  ----------- -----------  -----------  ----------  ----------   -----------
<S>                                         <C>            <C>        <C>           <C>        <C>            <C>          <C>
Accumulation units:
      Unit balance at 12/31/97              5,440,592       38,079      26,148       49,725      121,673           -            -

       Cova units purchased                         -            -           -            -            -           -            -
       Cova units redeemed                          -            -           -            -            -           -            -
       Contract units purchased               651,488      128,875      44,062      157,967      269,879           -            -
       Contract units transferred, net      1,460,450      124,051      61,306       83,645      260,136           -            -
       Contract units redeemed               (243,205)      (4,494)     (1,880)      (4,384)      (9,899)          -            -
                                           -----------  ----------- -----------  -----------  ----------- -----------  -----------
      Unit balance at 12/31/98              7,309,325      286,511     129,636      286,953      641,789           -            -

       Cova units purchased                         -            -           -            -            -      20,033       10,014
       Cova units redeemed                          -            -           -            -            -           -            -
       Contract units purchased               179,705      114,865      17,649       75,387      156,781       9,232       11,330
       Contract units transferred, net        567,208      299,533    (143,078)     120,762      314,093           -            -
       Contract units redeemed               (477,287)     (21,972)     (4,207)     (15,381)     (40,597)          -            -
                                           -----------  ----------- -----------  -----------  ----------- -----------  -----------
      Unit balance at 12/31/99              7,578,951      678,937           -      467,721    1,072,066      29,265       21,344
                                           ===========  =========== ===========  ===========  =========== ===========  ===========


Annuity units:
      Unit balance at 12/31/97                    790

       Contract units purchased                 2,208
       Contract units redeemed                   (173)
                                           -----------
      Unit balance at 12/31/98                  2,825

       Contract units purchased                 6,131
       Contract units transferred, net            559
       Contract units redeemed                 (2,313)
                                           -----------
      Unit balance at 12/31/99                  7,202
                                           ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(8)   UNIT TRANSACTIONS, CONTINUED



                                           GACC      Lord Abbett                             Russell
                                         ----------  ------------  --------------------------------------------------------------

                                                       Growth        Multi-                                              Real
                                           Money         and         Style      Aggressive                  Core        Estate
                                          Market       Income        Equity      Equity       Non-US        Bond      Securities
                                         ----------  ------------  -----------  ----------  -----------  -----------  -----------
<S>                                      <C>          <C>           <C>           <C>        <C>          <C>             <C>
Accumulation units:
      Unit balance at 12/31/97             311,051    15,788,404            -           -            -            -            -

       Cova units purchased                      -             -           10          10           10           10            -
       Cova units redeemed                       -             -          (10)        (10)         (10)         (10)           -
       Contract units purchased          3,293,174     1,737,150    1,960,886     438,734      773,431    1,318,370            -
       Contract units transferred, net   (1,834,605)   3,166,896      416,532     107,823      180,088      360,854            -
       Contract units redeemed            (295,883)   (1,222,057)     (48,988)    (10,279)     (27,727)     (69,373)           -
                                         ----------  ------------  -----------  ----------  -----------  -----------  -----------
      Unit balance at 12/31/98           1,473,737    19,470,393    2,328,430     536,278      925,792    1,609,851            -

       Cova units purchased                      -             -            -           -            -            -            -
       Cova units redeemed                       -             -            -           -            -            -            -
       Contract units purchased            386,321        21,056      728,717     174,001      269,355      304,076       30,745
       Contract units transferred, net   3,471,617   (19,468,292)     911,226     217,404      416,224      810,756       37,642
       Contract units redeemed           (1,622,502)     (23,157)    (128,684)    (20,425)     (44,584)     (70,534)      (1,123)
                                         ----------  ------------  -----------  ----------  -----------  -----------  -----------
      Unit balance at 12/31/99           3,709,173             -    3,839,689     907,258    1,566,787    2,654,149       67,264
                                         ==========  ============  ===========  ==========  ===========  ===========  ===========


Annuity units:
      Unit balance at 12/31/97                   -        26,046            -           -            -            -

       Contract units purchased              9,003        10,428            -           -            -            -
       Contract units redeemed                (128)       (3,208)           -           -            -            -
                                         ----------  ------------  -----------  ----------  -----------  -----------
      Unit balance at 12/31/98               8,875        33,266            -           -            -            -

       Contract units purchased              6,080             -          644         171          417          380
       Contract units transferred, net           -       (32,829)           -           -            -            -
       Contract units redeemed                (970)         (437)         (28)         (7)         (19)         (17)
                                         ----------  ------------  -----------  ----------  -----------  -----------
      Unit balance at 12/31/99              13,985             -          616         164          398          363
                                         ==========  ============  ===========  ==========  ===========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(8)   UNIT TRANSACTIONS, CONTINUED



                                                          AIM                         Alliance             Liberty    Goldman Sachs
                                          ------------------------------------  ------------------------  ----------  -------------
                                                                                                           Newport
                                                                       V.I.                      Real       Tiger        Growth
                                                      V.I. Capital International  Premier       Estate       Fund,         and
                                          V.I. Value   Appreciation  Equity       Growth     Investment    Variable      Income
                                          -----------  ----------- -----------  -----------  -----------  ----------  -------------
<S>                                         <C>            <C>         <C>        <C>            <C>          <C>           <C>
Accumulation units:
      Unit balance at 12/31/97                     -            -           -            -            -           -              -

       Cova units purchased                       10           10          10           10           10          10             10
       Cova units redeemed                       (10)         (10)        (10)         (10)         (10)        (10)           (10)
       Contract units purchased              365,254      134,252     148,215      523,722      136,005      18,873        298,119
       Contract units transferred, net       177,976       57,235      57,321      149,553       58,393      13,289        178,567
       Contract units redeemed               (21,340)      (7,999)     (1,464)      (5,421)      (2,987)       (226)        (9,011)
                                          -----------  ----------- -----------  -----------  -----------  ----------  -------------
      Unit balance at 12/31/98               521,890      183,488     204,072      667,854      191,411      31,936        467,675

       Cova units purchased                        -            -           -            -            -           -              -
       Cova units redeemed                         -            -           -            -            -           -              -
       Contract units purchased              817,276      258,835      39,014      894,320      201,575       8,694         68,346
       Contract units transferred, net     1,315,650      489,743      43,444      574,874       97,095         516        114,482
       Contract units redeemed              (110,055)     (30,831)     (8,532)     (71,589)     (14,606)       (498)       (29,935)
                                          -----------  ----------- -----------  -----------  -----------  ----------  -------------
      Unit balance at 12/31/99             2,544,761      901,235     277,998    2,065,459      475,475      40,648        620,568
                                          ===========  =========== ===========  ===========  ===========  ==========  =============


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(8)   UNIT TRANSACTIONS, CONTINUED



                                               Goldman Sachs                            Kemper                           MFS
                                        ------------------------  -------------------------------------------------  -----------
                                                                   Kemper-
                                                                    Dreman       Small       Small
                                        International  Global     High-Return     Cap         Cap       Government
                                          Equity       Income       Equity       Growth      Value      Securities      Bond
                                        -----------  -----------  -----------  ----------- -----------  -----------  -----------
<S>                                        <C>           <C>          <C>         <C>         <C>          <C>           <C>
Accumulation units:
      Unit balance at 12/31/97                   -            -            -            -           -            -            -

       Cova units purchased                     10           10           10           10          10           10           10
       Cova units redeemed                     (10)         (10)           -          (10)        (10)         (10)           -
       Contract units purchased             89,807       12,114            -       61,682     178,532       48,334          245
       Contract units transferred, net      23,575        8,062        9,213       15,201      69,892       11,575       16,283
       Contract units redeemed                (558)      (1,343)           -         (391)     (3,332)        (197)           -
                                        -----------  -----------  -----------  ----------- -----------  -----------  -----------
      Unit balance at 12/31/98             112,824       18,833        9,223       76,492     245,092       59,712       16,538

       Cova units purchased                      -            -            -            -           -            -            -
       Cova units redeemed                       -            -          (10)           -           -            -          (10)
       Contract units purchased             50,978        7,735        1,434       35,023     192,093       65,778          207
       Contract units transferred, net      85,746        5,384        8,161        9,941      74,108       98,962        4,791
       Contract units redeemed              (9,378)        (411)           -       (7,896)    (15,210)      (5,648)          (1)
                                        -----------  -----------  -----------  ----------- -----------  -----------  -----------
      Unit balance at 12/31/99             240,170       31,541       18,808      113,560     496,083      218,804       21,525
                                        ===========  ===========  ===========  =========== ===========  ===========  ===========



</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(8)   UNIT TRANSACTIONS, CONTINUED



                                                                                    MFS                                 Oppenheimer
                                            --------------------------------------------------------------------------  ------------
                                                                                     F&C
                                                          Growth                  Emerging
                                                           with       Emerging     Markets       High        Global       Capital
                                            Research      Income       Growth      Equity       Income     Governments  Appreciation
                                            ----------  -----------  -----------  ----------  -----------  -----------  ------------
<S>                                         <C>          <C>          <C>            <C>         <C>            <C>         <C>
Accumulation units:
      Unit balance at 12/31/97                      -            -            -           -            -            -             -

       Cova units purchased                        10           10           10          10           10           10            10
       Cova units redeemed                        (10)         (10)         (10)        (10)         (10)           -           (10)
       Contract units purchased               337,107      416,517      438,345      45,159      164,144          423        83,004
       Contract units transferred, net        137,437      171,689      106,215      28,739       57,879        1,674        19,949
       Contract units redeemed                 (9,758)      (6,772)      (4,901)       (727)      (2,814)         (25)       (5,792)
                                            ----------  -----------  -----------  ----------  -----------  -----------  ------------
      Unit balance at 12/31/98                464,786      581,434      539,659      73,171      219,209        2,082        97,161

       Cova units purchased                         -            -            -           -            -            -             -
       Cova units redeemed                          -            -            -           -            -          (10)            -
       Contract units purchased               321,715      408,104      462,628         225       99,258          554       126,688
       Contract units transferred, net        352,320      433,658      278,360     (53,623)     131,707        4,906       231,902
       Contract units redeemed                (40,235)     (50,182)     (43,286)     (3,086)     (12,298)         (59)      (19,059)
                                            ----------  -----------  -----------  ----------  -----------  -----------  ------------
      Unit balance at 12/31/99              1,098,586    1,373,014    1,237,361      16,687      437,876        7,473       436,692
                                            ==========  ===========  ===========  ==========  ===========  ===========  ============


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(8)   UNIT TRANSACTIONS, CONTINUED



                                                               Oppenheimer                               Putnam
                                         --------------------------------------------------  ------------------------------------
                                         Main Street
                                           Growth                                            VT Growth
                                              &           High                  Strategic       and        VT New
                                           Income        Income       Bond         Bond        Income       Value      VT Vista
                                         ------------  ----------- -----------  -----------  -----------  ----------  -----------
<S>                                          <C>          <C>       <C>            <C>        <C>            <C>         <C>
Accumulation units:
      Unit balance at 12/31/97                     -            -           -            -            -           -            -

       Cova units purchased                       10           10          10           10           10          10           10
       Cova units redeemed                       (10)         (10)        (10)         (10)         (10)        (10)         (10)
       Contract units purchased              211,120       51,949     320,045       71,817      820,015      16,925      116,318
       Contract units transferred, net        78,591       27,811      86,123       36,774      304,805      25,293       36,195
       Contract units redeemed                (4,881)      (1,247)     (4,178)        (722)      (9,152)       (127)      (1,108)
                                         ------------  ----------- -----------  -----------  -----------  ----------  -----------
      Unit balance at 12/31/98               284,830       78,513     401,990      107,869    1,115,668      42,091      151,405

       Cova units purchased                        -            -           -            -            -           -            -
       Cova units redeemed                         -            -           -            -            -           -            -
       Contract units purchased              217,620       65,326     286,718       88,595      570,960      21,598      107,080
       Contract units transferred, net       138,599      100,092     372,208      117,379      695,247       9,722      144,797
       Contract units redeemed               (22,278)      (5,665)    (30,377)      (7,316)     (77,862)     (6,511)     (17,937)
                                         ------------  ----------- -----------  -----------  -----------  ----------  -----------
      Unit balance at 12/31/99               618,771      238,266   1,030,539      306,527    2,304,013      66,900      385,345
                                         ============  =========== ===========  ===========  ===========  ==========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(8)   UNIT TRANSACTIONS, CONTINUED



                                                  Putnam                                     Templeton
                                        --------------------------  ----------------------------------------------------------------
                                                          VT
                                            VT       International                Franklin
                                        International    New                     Small Cap                               Developing
                                          Growth     Opportunities     Bond      Investments    Stock      International  Markets
                                        -----------  -------------  -----------  -----------  -----------  ------------- -----------
<S>                                      <C>              <C>           <C>          <C>          <C>           <C>         <C>
Accumulation units:
      Unit balance at 12/31/97                   -              -            -            -            -              -           -

       Cova units purchased                     10             10            -            -            -             10          10
       Cova units redeemed                     (10)           (10)           -            -            -            (10)        (10)
       Contract units purchased            394,877         38,270            -            -            -        140,734      72,847
       Contract units transferred, net     141,372         14,803            -            -            -         26,597      18,743
       Contract units redeemed              (6,194)          (264)           -            -            -         (2,556)     (1,630)
                                        -----------  -------------  -----------  -----------  -----------  ------------- -----------
      Unit balance at 12/31/98             530,055         52,809            -            -            -        164,775      89,960

       Cova units purchased                      -              -           10           10           10              -           -
       Cova units redeemed                       -              -          (10)         (10)         (10)             -           -
       Contract units purchased            392,488         27,922        3,637       11,648       11,900        341,262     139,782
       Contract units transferred, net     209,762         35,664       30,636       46,259       31,002        335,736      84,543
       Contract units redeemed             (39,926)        (6,310)        (553)      (2,509)         (67)       (15,636)     (9,796)
                                        -----------  -------------  -----------  -----------  -----------  ------------- -----------
      Unit balance at 12/31/99           1,092,379        110,085       33,720       55,398       42,835        826,137     304,489
                                        ===========  =============  ===========  ===========  ===========  ============= ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(8)   UNIT TRANSACTIONS, CONTINUED



                                                 Templeton                                Fidelity
                                        -------------------------  ----------------------------------------------------------------

                                          Mutual       Franklin                                VIP III      VIP III        VIP
                                          Shares        Growth        VIP        VIP II        Growth       Growth &     Equity-
                                        Investments   Investments   Growth     Contrafund   Opportunities    Income       Income
                                        ------------  -----------  ----------  -----------  -------------- -----------  -----------
<S>                                         <C>           <C>        <C>          <C>              <C>        <C>          <C>
Accumulation units:
      Unit balance at 12/31/97                    -            -           -            -               -           -            -

       Cova units purchased                      10            -          10           10              10          10           10
       Cova units redeemed                      (10)           -         (10)         (10)            (10)        (10)         (10)
       Contract units purchased              61,499            -       8,130       30,391          11,440      53,646       20,381
       Contract units transferred, net       45,054            -      (1,021)       2,056          (1,406)     30,141        4,635
       Contract units redeemed                 (518)           -        (361)         (93)           (511)    (13,954)        (884)
                                        ------------  -----------  ----------  -----------  -------------- -----------  -----------
      Unit balance at 12/31/98              106,035            -       6,748       32,354           9,523      69,833       24,132

       Cova units purchased                       -           10           -            -               -           -            -
       Cova units redeemed                        -          (10)          -            -               -           -            -
       Contract units purchased              72,494       14,183      38,395       34,583          13,353      35,444       25,192
       Contract units transferred, net       78,011       65,739      64,277       59,264          39,571      92,257       65,071
       Contract units redeemed               (8,734)     (10,434)     (6,180)      (6,278)         (2,053)     (8,623)      (4,213)
                                        ------------  -----------  ----------  -----------  -------------- -----------  -----------
      Unit balance at 12/31/99              247,806       69,488     103,240      119,923          60,394     188,911      110,182
                                        ============  ===========  ==========  ===========  ============== ===========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(8)   UNIT TRANSACTIONS, CONTINUED



                                                   American Century                          Dreyfus                     INVESCO
                                       --------------------------------------  ---------------------------------------  -----------

                                          VP                                                   VIF           VIF
                                       Income &         VP                       Stock      Disciplined    Capital         VIF
                                        Growth     International   VP Value      Index        Stock     Appreciation     Dynamics
                                       ----------  -------------  -----------  -----------  ----------- --------------  -----------
<S>                                       <C>               <C>       <C>           <C>            <C>         <C>          <C>
Accumulation units:
      Unit balance at 12/31/97                 -              -            -            -            -              -            -

       Cova units purchased                    -              -            -            -            -              -            -
       Cova units redeemed                     -              -            -            -            -              -            -
       Contract units purchased                -              -            -            -            -              -            -
       Contract units transferred, net         -              -            -            -            -              -            -
       Contract units redeemed                 -              -            -            -            -              -            -
                                       ----------  -------------  -----------  -----------  ----------- --------------  -----------
      Unit balance at 12/31/98                 -              -            -            -            -              -            -

       Cova units purchased                   10             10           10           10           10             10           10
       Cova units redeemed                   (10)             -          (10)           -            -            (10)         (10)
       Contract units purchased           26,706            145       17,835        1,363          934         21,909       16,138
       Contract units transferred, net       306              -          164            -            -            312          121
       Contract units redeemed                 -              -            -            -            -              -            -
                                       ----------  -------------  -----------  -----------  ----------- --------------  -----------
      Unit balance at 12/31/99            27,012            155       17,999        1,373          944         22,221       16,259
                                       ==========  =============  ===========  ===========  =========== ==============  ===========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(8)   UNIT TRANSACTIONS, CONTINUED



                                           INVESCO                                  PIMCO                       Scudder
                                         ------------  ----------------------------------------------------  --------------

                                             VIF          High         Low        StocksPLUS       Total
                                            High         Yield       Duration      Growth &       Return
                                            Yield         Bond         Bond         Income         Bond      International
                                         ------------  -----------  -----------  --------------  ----------  --------------
<S>                                            <C>             <C>          <C>            <C>       <C>            <C>
Accumulation units:
      Unit balance at 12/31/97                     -            -            -               -           -               -

       Cova units purchased                        -            -            -               -           -               -
       Cova units redeemed                         -            -            -               -           -               -
       Contract units purchased                    -            -            -               -           -               -
       Contract units transferred, net             -            -            -               -           -               -
       Contract units redeemed                     -            -            -               -           -               -
                                         ------------  -----------  -----------  --------------  ----------  --------------
      Unit balance at 12/31/98                     -            -            -               -           -               -

       Cova units purchased                       10           10           10              10          10              10
       Cova units redeemed                         -            -            -               -           -             (10)
       Contract units purchased                5,538            -            -             877       7,160          14,363
       Contract units transferred, net             -            -            -               -           -             136
       Contract units redeemed                     -            -            -               -           -               -
                                         ------------  -----------  -----------  --------------  ----------  --------------
      Unit balance at 12/31/99                 5,548           10           10             887       7,170          14,499
                                         ============  ===========  ===========  ==============  ==========  ==============


</TABLE>




                             COVA FINANCIAL SERVICES
                     LIFE INSURANCE COMPANY AND SUBSIDIARIES
                 (a wholly owned subsidiary of Cova Corporation)

                        Consolidated Financial Statements

                        December 31, 1999, 1998, and 1997

                   (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, 1999 and
     1998, and the related consolidated statements of income, shareholder's
     equity, and cash flows for each of the years in the three-year period ended
     December 31, 1999. 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, 1999 and 1998, and the results of their operations and their cash flows
     for each of the years in the three-year period ended December 31, 1999, in
     conformity with generally accepted accounting principles.







     February 4, 2000



<PAGE>

                 COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
                                AND SUBSIDIARIES
                 (a wholly owned subsidiary of Cova Corporation)

                           Consolidated Balance Sheets

                           December 31, 1999 and 1998

<TABLE>
<CAPTION>

                                       ASSETS                                1999           1998
                                                                          ------------   ------------
                                                                                (IN THOUSANDS)

<S>                                                                     <C>                <C>
Investments:
    Debt securities available-for-sale, at fair value (cost of
      $1,575,536 in 1999 and $1,375,198 in 1998)                        $   1,481,997      1,371,513
    Preferred stock - affiliate, at fair value                                  6,892          9,000
    Common stock, at fair value                                                    12             37
    Mortgage loans, net of allowance for potential loan loss
      of $1,090 in 1999 and $510 in 1998                                      376,147        312,865
    Policy loans                                                               27,778         26,295
    Other invested assets                                                       4,625             --
                                                                          ------------   ------------

             Total investments                                              1,897,451      1,719,710

Cash and cash equivalents - interest-bearing                                   86,038         94,770
Cash - noninterest-bearing                                                      5,893          5,008
Receivable from sale of securities                                              1,452          5,845
Accrued investment income                                                      24,992         21,505
Deferred policy acquisition costs                                             214,120        131,973
Present value of future profits                                                55,406         42,230
Goodwill                                                                       16,157         18,585
Deferred tax asset, net                                                        21,964          4,786
Receivable from OakRe                                                         336,376        720,904
Federal and state income taxes recoverable                                      1,190             --
Due from affiliates                                                                --        246,198
Other assets                                                                      741            829
Separate account assets                                                     2,537,962      1,832,396
                                                                          ------------   ------------

             Total assets                                               $   5,199,742      4,844,739
                                                                          ============   ============
</TABLE>


<PAGE>

                 COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
                                AND SUBSIDIARIES
                 (a wholly owned subsidiary of Cova Corporation)

                     Consolidated Balance Sheets, Continued

                           December 31, 1999 and 1998


<TABLE>
<CAPTION>

                       LIABILITIES AND SHAREHOLDER'S EQUITY                       1999           1998
                                                                              -------------  -------------
                                                                                    (IN THOUSANDS)

Liabilities:
<S>                                                                         <C>                 <C>
    Policyholder deposits                                                   $    2,270,795      2,643,124
    Future policy benefits                                                          58,432         54,336
    Payable on return of collateral on loaned securities                            37,862         25,923
    Payable on purchase of securities                                                  516          1,040
    Due to affiliates                                                                4,220             --
    Federal and state income taxes payable                                              --            446
    Accounts payable and other liabilities                                          22,905         18,714
    Future purchase price payable to OakRe                                           2,898          6,976
    Guaranty fund assessments                                                        9,900          9,700
    Separate account liabilities                                                 2,537,652      1,832,394
                                                                              -------------  -------------

             Total liabilities                                                   4,945,180      4,592,653
                                                                              -------------  -------------


Shareholder's equity:
    Common stock, $2 par value.  Authorized
      5,000,000 shares; issued and outstanding
      2,899,466 shares in 1999 and 1998                                              5,799          5,799
    Additional paid-in capital                                                     260,491        220,491
    Retained earnings                                                               12,906         26,410
    Accumulated other comprehensive
      loss - net of tax                                                            (24,634)          (614)
                                                                              -------------  -------------

             Total shareholder's equity                                            254,562        252,086
                                                                              -------------  -------------

             Total liabilities and shareholder's equity                     $    5,199,742      4,844,739
                                                                              =============  =============


See accompanying notes to consolidated financial statements.

</TABLE>
<PAGE>

                 COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
                                AND SUBSIDIARIES
                 (a wholly owned subsidiary of Cova Corporation)

                        Consolidated Statements of Income

                  Years ended December 31, 1999, 1998, and 1997




<TABLE>
<CAPTION>
                                                                                     1999         1998         1997
                                                                                  -----------  -----------  -----------
                                                                                             (in thousands)

Revenues:
<S>                                                                             <C>                <C>           <C>
    Premiums                                                                    $      8,468       23,875        9,368
    Net investment income                                                            131,372      127,812      111,661
    Net realized (losses) gains on sales
      of investments                                                                 (20,214)      (1,600)         563
    Separate account fees                                                             30,999       20,820       12,455
    Other income                                                                       6,142        1,197        2,400
                                                                                  -----------  -----------  -----------

             Total revenues                                                          156,767      172,104      136,447
                                                                                  -----------  -----------  -----------

Benefits and expenses:
    Interest on policyholder deposits                                                102,274       93,759       81,129
    Current and future policy benefits                                                27,409       25,225       11,496
    Operating and other expenses                                                      37,270       20,151       16,179
    Amortization of purchased
      intangible assets                                                                6,087        6,309        6,697
    Amortization of deferred policy
      acquisition costs                                                                3,621        9,393        6,307
                                                                                  -----------  -----------  -----------

             Total benefits and expenses                                             176,661      154,837      121,808
                                                                                  -----------  -----------  -----------

             (Loss) income before income taxes                                       (19,894)      17,267       14,639
                                                                                  -----------  -----------  -----------

Income tax (benefit) expense:
    Current                                                                           (2,146)      (1,576)       1,951
    Deferred                                                                          (4,244)       4,949        3,710
                                                                                  -----------  -----------  -----------

             Total income tax (benefit) expense                                       (6,390)       3,373        5,661
                                                                                  -----------  -----------  -----------

             Net (loss) income                                                  $    (13,504)      13,894        8,978
                                                                                  ===========  ===========  ===========


See accompanying notes to consolidated financial statements.

</TABLE>
<PAGE>
                 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, 1999, 1998, and 1997


<TABLE>
<CAPTION>
                                                                                      1999         1998         1997
                                                                                   -----------  -----------  -----------
                                                                                              (in thousands)
Common stock, balance at beginning
<S>                                                                              <C>                 <C>          <C>
    and end of period                                                            $      5,799        5,799        5,799
                                                                                   -----------  -----------  -----------

Additional paid-in capital:
    Balance at beginning of period                                                    220,491      191,491      166,491
    Capital contribution                                                               40,000       29,000       25,000
                                                                                   -----------  -----------  -----------

Balance at end of period                                                              260,491      220,491      191,491
                                                                                   -----------  -----------  -----------

Retained earnings:
    Balance at beginning of period                                                     26,410       12,516        3,538
    Net (loss) income                                                                 (13,504)      13,894        8,978
                                                                                   -----------  -----------  -----------

Balance at end of period                                                               12,906       26,410       12,516
                                                                                   -----------  -----------  -----------

Accumulated other comprehensive (loss) income:
    Balance at beginning of period                                                       (614)       2,732         (784)
    Change in unrealized (depreciation) appreciation
      of debt and equity securities                                                   (91,987)     (14,571)      14,077
    Deferred federal income tax impact                                                 12,934        1,801       (1,893)
    Change in deferred policy acquisition costs attributable
      to unrealized depreciation (appreciation)                                        39,975        6,996       (5,342)
    Change in present value of future profits
      attributable to unrealized depreciation (appreciation)                           15,058        2,428       (3,326)
                                                                                   -----------  -----------  -----------

Balance at end of period                                                              (24,634)        (614)       2,732
                                                                                   -----------  -----------  -----------

             Total shareholder's equity                                          $    254,562      252,086      212,538
                                                                                   ===========  ===========  ===========

Total comprehensive (loss) income:
    Net (loss) income                                                            $    (13,504)      13,894        8,978
    Other comprehensive (loss) income (change in net unrealized
      (depreciation) appreciation of debt and equity securities)                      (24,020)      (3,346)       3,516
                                                                                   -----------  -----------  -----------

             Total comprehensive (loss) income                                   $    (37,524)      10,548       12,494
                                                                                   ===========  ===========  ===========


See accompanying notes to consolidated financial statements.

</TABLE>
<PAGE>

                 COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
                                AND SUBSIDIARIES
                 (a wholly owned subsidiary of Cova Corporation)

                      Consolidated Statements of Cash Flows

                  Years ended December 31, 1999, 1998, and 1997


<TABLE>
<CAPTION>
                                                                                   1999           1998           1997
                                                                              -------------  --------------  ------------
                                                                                                   (in thousands)

Reconciliations of net income to net cash provided by operating activities:
<S>                                                                         <C>                     <C>            <C>
      Net income (loss)                                                     $      (13,504)         13,894         8,978
      Adjustments to reconcile net income to net
        cash provided by operating activities:
           Increase in future policy benefits                                        4,096          15,975         6,019
           Increase (decrease) in payables and
             accrued liabilities                                                     1,620          (9,419)       (9,278)
           Increase in accrued investment income                                    (1,483)           (903)       (5,591)
           Amortization of intangible assets and
             deferred policy acquisition costs                                      14,963          15,702        13,004
           Amortization and accretion of securities
             premiums and discounts                                                    (59)         (1,767)        1,664
           Decrease in recapture commissions payable to OakRe                       (4,078)         (5,197)       (4,837)
           Net SPDA benefits recaptured from RGA                                    14,043              --            --
           Net realized loss (gain) on sale of investments                          20,214           1,600          (563)
           Interest accumulated on policyholder deposits                           102,274          93,759        81,129
           (Decrease) increase in current and
             deferred federal income taxes                                          (1,360)          4,083         5,022
           Separate account net income                                                   1             (12)       (2,637)
           Commissions and expenses deferred                                       (45,793)        (50,044)      (46,142)
           Other                                                                    (8,720)         (2,011)        2,413
                                                                              -------------  --------------  ------------

             Net cash provided by operating activities                              82,214          75,660        49,181
                                                                              -------------  --------------  ------------

Cash flows from investing activities:
    Cash used in the purchase of investment securities                            (560,288)       (733,049)     (809,814)
    Proceeds from investment securities sold and matured                           478,398         642,481       382,783
    Other                                                                           (3,524)         (1,159)       15,400
                                                                              -------------  --------------  ------------

             Net cash used in investing activities                          $      (85,414)        (91,727)     (411,631)
                                                                              -------------  --------------  ------------

See accompanying notes to consolidated financial statements.

</TABLE>
<PAGE>

                 COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
                                AND SUBSIDIARIES
                 (a wholly owned subsidiary of Cova Corporation)

                Consolidated Statements of Cash Flows, Continued

                  Years ended December 31, 1999, 1998, and 1997


<TABLE>
<CAPTION>
                                                                                  1999           1998           1997
                                                                              -------------  --------------  ------------
                                                                                                   (in thousands)

Cash flows from financing activities:
<S>                                                                         <C>                  <C>             <C>
    Policyholder deposits                                                   $      740,599       1,014,075       841,174
    Transfers from OakRe                                                           441,742         812,520       637,168
    Transfer to separate accounts                                                 (404,241)       (789,872)     (450,303)
    Return of policyholder deposits                                               (878,516)       (889,202)     (597,425)
    Proceeds from security collateral on securities lending                         11,939          25,923            --
    Transfers from (to) RGA                                                         43,830        (103,175)     (120,411)
    Capital contributions received                                                  40,000          29,000        25,000
                                                                              -------------  --------------  ------------

             Net cash (used) provided by financing activities                       (4,647)         99,269       335,203
                                                                              -------------  --------------  ------------

             (Decrease) increase in cash and
               cash equivalents                                                     (7,847)         83,202       (27,247)

Cash and cash equivalents at beginning of period                                    99,778          16,576        43,823
                                                                              -------------  --------------  ------------

Cash and cash equivalents at end of period                                  $       91,931          99,778        16,576
                                                                              =============  ==============  ============


See accompanying notes to consolidated financial statements.

</TABLE>
<PAGE>
                 COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
                                AND SUBSIDIARIES
                 (a wholly owned subsidiary of Cova Corporation)

                   Notes to Consolidated Financial Statements

                        December 31, 1999, 1998, and 1997





  (1)   NATURE OF BUSINESS AND ORGANIZATION

              NATURE OF THE BUSINESS

              Cova Financial Services Life Insurance Company (CFSLIC) and
              subsidiaries (the Company) market and service single premium
              deferred annuities, immediate annuities, variable annuities, term
              life, single premium variable universal life, 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. Single premium whole life insurance policies
              provide policy beneficiaries with mortality benefits amounting to
              a multiple, which declines with age, of the original premium.

              Under the deferred fixed 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.

              Under the variable annuity contracts, policyholder deposits are
              allocated to various separate account sub-accounts or the general
              accounts. A sub-account is valued at the sum of market values of
              the securities in its underlying investment portfolio. The
              contract value allocated to a sub-account will fluctuate based on
              the performance of the sub-accounts. The contract value allocated
              to the general accounts is credited with a fixed interest rate for
              a specified period. The Company may assess surrender fees against
              amounts withdrawn prior to the end of the withdrawal charge
              period. Policyholders also may incur certain federal income tax
              penalties on withdrawals.

              Under the single premium variable life contracts, policyholder
              deposits are allocated to various separate account sub-accounts.
              The account value allocated to a sub-account will fluctuate based
              on the performance of the sub-accounts. The Company guarantees a
              minimum death benefit to be paid to the beneficiaries upon the
              death of the insured. The Company may assess surrender fees
              against amounts withdrawn prior to the end of the surrender charge
              period. A deferred premium tax may also be assessed against
              amounts withdrawn in the first ten years. Policyholders may also
              incur certain federal income tax penalties on withdrawals.

              Under the term life insurance policies, policyholders pay a level
              premium over a certain period of time to guarantee a death benefit
              will be paid to the beneficiaries upon the death of the insured.
              This policy has no cash accumulation available to the
              policyholder.

              Although the Company markets its products through numerous
              distributors, including regional brokerage firms, national
              brokerage firms, and banks, approximately 86%, 89%, and 73% of the
              Company's sales have been through two specific brokerage firms, A.
              G. Edwards & Sons, Incorporated and Edward Jones & Company, in
              1999, 1998, and 1997, respectively.


<PAGE>

              ORGANIZATION

              The Company is a wholly owned subsidiary of Cova Corporation,
              which is a wholly owned subsidiary of General American Life
              Insurance Company (GALIC), a Missouri domiciled life insurance
              company. GALIC is a wholly owned subsidiary of GenAmerica
              Corporation, which in turn is wholly owned by the ultimate parent,
              General American Mutual Holding Company (GAMHC). The Company owns
              100% of the outstanding shares of two subsidiaries, First Cova
              Life Insurance Company (a New York domiciled insurance company)
              (FCLIC) and Cova Financial Life Insurance Company (a California
              domiciled insurance company) (CFLIC).

              On August 26, 1999, GAMHC entered into a definitive agreement,
              whereby Metropolitan Life Insurance Company (MetLife), a New York
              domiciled life insurance company, will acquire GenAmerica
              Corporation and all its holdings for $1.2 billion in cash. The
              purchase was approved by the Missouri Director of Insurance on
              November 10, 1999. The purchase, however, was not consummated as
              of December 31, 1999, and, as a result, these financial statements
              do not reflect purchase accounting treatment of this transaction.

  (2)   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

              BASIS OF PRESENTATION

              The accompanying consolidated financial statements have been
              prepared in accordance with generally accepted accounting
              principles (GAAP) and include the accounts and operations of the
              Company. Significant intercompany transactions have been
              eliminated. The preparation of financial statements in conformity
              with GAAP requires management to make estimates and assumptions
              that affect the amounts reported. Actual results could differ from
              these estimates.

              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, 1999 and 1998 were classified as
              available-for-sale. Securities available-for-sale are carried at
              fair value, with unrealized holding gains and losses reported as
              accumulated other comprehensive income in the shareholder'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").


<PAGE>

              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 fair 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.

              SECURITIES LENDING

              The Company recognizes on its consolidated balance sheet cash
              related to collateral controlled on securities lending
              transactions and a corresponding obligation to return such
              collateral at the termination of such transactions.

              PREFERRED STOCK - AFFILIATE

              Preferred stock represents an investment in nonredeemable
              preferred stock in GenAmerica Management Company, an affiliate.
              The security is carried at fair value, which is determined
              primarily through published quotes of trading values. Changes to
              adjust the carrying value are reported directly in shareholder's
              equity. Other-than-temporary declines below cost are recorded as
              realized losses.

              COMMON STOCK

              Common stock represents an investment in common stock warrants.
              The security is carried at fair value, which is determined
              primarily through published quotes of trading values. Changes to
              adjust the carrying value are reported directly in shareholder's
              equity. Other-than-temporary declines below cost are recorded as
              realized losses.

              MORTGAGE LOANS AND POLICY LOANS

              Mortgage loans and policy loans are carried at their unpaid
              principal balances. An allowance for mortgage loan losses is
              established based on an evaluation of the mortgage loan portfolio,
              past credit loss experience, and current economic conditions.

              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.

              The Company had no impaired loans at December 31, 1999. The
              valuation allowance for potential losses on mortgage loans was
              $1,090,000 and $510,000 at December 31, 1999 and 1998,
              respectively.


<PAGE>

              OTHER INVESTED ASSETS

              Other invested assets consist of investments in joint ventures in
              real estate.

              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

              Separate accounts contain segregated assets of the Company that
              are specifically assigned to variable annuity or life
              policyholders in the separate accounts and are not available to
              other creditors of the Company. The earnings of separate account
              investments are also 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 account and assesses
              withdrawal charges in the event of early withdrawals. Separate
              account 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. The Company's capital investment in the separate
              accounts as of December 31, 1999 and 1998 is presented in note 3.

              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. The Company sets a
              limit on the deferral of acquisition costs incurred from internal
              marketing and wholesaling operations in any year at 1% to 1.5% of
              premiums and deposits receipts, varying according to specific
              product. This limit is based on typical market rates of
              independent marketing service and wholesaling organizations. This
              practice also avoids possible deferral of costs in excess of
              amounts recoverable.

              The costs deferred 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 policy 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 are not recognized currently in
              income but as an offset to the accumulated other comprehensive
              income component of shareholder's 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.
<PAGE>

<TABLE>
<CAPTION>
              The components of deferred policy acquisition costs are shown
              below.

                                                                                    1999          1998          1997
                                                                                 ------------  ------------ -------------
                                                                                             (IN THOUSANDS)

<S>                                                                            <C>                <C>          <C>
              Deferred policy acquisition costs, beginning of period           $   131,973        84,326       49,833
              Commissions and costs deferred                                        45,793        50,044       46,142
              Amortization                                                          (3,621)       (9,393)      (6,307)
              Deferred policy acquisition costs attributable to
                  unrealized depreciation (appreciation) of investments             39,975         6,996       (5,342)
                                                                                 ------------  ------------ -------------

              Deferred policy acquisition costs, end of period                 $   214,120       131,973       84,326
                                                                                 ============  ============ =============

              Costs expensed that exceeded the established deferred
                  limit                                                        $     9,789         4,933        3,016
                                                                                 ============  ============ =============
</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
              date the Company was purchased by GALIC.

                  Present Value of Future Profits

                  The Company established an intangible asset which represents
                  the present value of future profits (PVFP) 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
                  single premium deferred annuity (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 appreciation and
                  depreciation, 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 PVFP 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
                  appreciation and depreciation are not recognized currently in
                  income but as an offset to the accumulated other comprehensive
                  income reflected as a separate component of shareholder's
                  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.


<PAGE>

                  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 7.6%, 7.7%, 7.5%, 6.8%, and
                  6.4% for the years ended December 31, 2000 through 2004,
                  respectively. Actual amortization incurred during these years
                  may be more or less as assumptions are modified to incorporate
                  actual results. The average crediting rate on the original
                  in-force PVFP asset is 6.8% for 1999, 1998 and 1997.

<TABLE>
<CAPTION>
                  The components of PVFP are shown below.

                                                                                    1999          1998          1997
                                                                                 ------------  ------------ -------------
                                                                                             (IN THOUSANDS)
<S>                                                                            <C>                <C>           <C>
                  PVFP - beginning of period                                   $    42,230        41,486        46,389
                  Interest credited                                                  2,695         2,864         3,029
                  Amortization                                                      (4,577)       (4,548)       (4,606)
                  Present value of future profits attributable to unrealized
                      depreciation (appreciation) of investments
                                                                                    15,058         2,428        (3,326)
                                                                                 ------------  ------------ -------------

                  PVFP - end of period                                         $    55,406        42,230        41,486
                                                                                 ============  ============ =============

</TABLE>
<TABLE>
<CAPTION>
                  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.


                                                                                      1999         1998         1997
                                                                                   -----------  ------------ ------------
                                                                                              (IN THOUSANDS)

<S>                                                                              <C>               <C>          <C>
                  Goodwill - beginning of period                                 $    18,585       19,717       20,849
                  Amortization                                                        (1,132)      (1,132)      (1,132)
                  Experience adjustment to future purchase price payable to
                      OakRe                                                           (1,296)          --           --
                                                                                   -----------  ------------ ------------

                  Goodwill - end of period                                       $    16,157       18,585       19,717
                                                                                   ===========  ============ ============
</TABLE>


<PAGE>

                  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 end of
                  the year 2000.

<TABLE>
<CAPTION>
                  The components of this future payable are shown below.

                                                                                      1999         1998         1997
                                                                                   -----------  ------------  ----------
                                                                                              (IN THOUSANDS)

<S>                                                                              <C>               <C>          <C>
                  Future payable - beginning of period                           $     6,976       12,173       16,051
                  Interest added                                                         378          629          959
                  Payments to OakRe                                                   (3,160)      (5,826)      (4,837)
                  Experience adjustment to future purchase price
                      payable to OakRe                                                (1,296)          --           --
                                                                                   -----------  ------------ -----------

                  Future payable - end of period                                 $     2,898        6,976       12,173
                                                                                   ===========  ============ ===========

</TABLE>
              DEFERRED TAX ASSETS AND LIABILITIES

              Xerox Financial Services, Inc. (XFSI) (previous parent of the
              Company) 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 was revalued based upon fair market
              values. The principal effect of the election was to establish a
              tax asset on the tax-basis consolidated 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.


<PAGE>

              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, 1999 was 5.9%.

              FUTURE POLICY BENEFITS

              Reserves are held for future policy 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 4.50% to 8.00%, depending upon date 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. Amounts
              collected on annuity policies not subject to longevity risk are
              recorded as increases in the policyholder deposits liability. For
              term and single premium variable life products, premiums are
              recognized as revenue when due.

              OTHER INCOME

              Other income consists primarily of policy surrender charges and
              fees from a modified coinsurance agreement with GALIC.

              FEDERAL INCOME TAXES

              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
              consolidated financial statement carrying amount of existing
              assets and liabilities and their respective tax bases and
              operating loss and tax credit carryforwards. 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.


<PAGE>

              COMPREHENSIVE INCOME

              The Company reports and presents comprehensive income and its
              components in accordance with SFAS No. 130, Reporting
              Comprehensive Income. SFAS No. 130 has no impact on the Company's
              consolidated net income or shareholder's equity. The Company's
              only component of accumulated other comprehensive income relates
              to unrealized appreciation or depreciation on debt and equity
              securities held at available-for-sale.

              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:

                    O    Investment valuation
                    O    Amortization of deferred policy acquisition costs
                    O    Amortization of present value of future profits
                    O    Recoverability of goodwill

              The fair 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 policy 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 PVFP is based on
              estimates of long-term future profits from existing policies when
              the Company was purchased by GALIC and policies recaptured from
              OakRe. 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.


<PAGE>

              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, 1999.

              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 consolidated
                  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 3 for fair
                  value disclosures).


<PAGE>

                  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
                  5 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, 1999 and 1998, the cash
                  surrender value of policyholder deposits was approximately
                  $84.9 million and $103.7 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 its parent, GALIC, and the receivable from OakRe equal to
                  the SPDA obligations is guaranteed by OakRe's parent, XFSI.

              REINSURANCE

              Effective July 25, 1999, the Company entered into a modified
              coinsurance reinsurance agreement with MetLife. Under the
              reinsurance agreement, the Company ceded life insurance and
              annuity business that was issued or renewed from July 25, 1999
              through December 31, 1999 to MetLife amounting to $259 million.
              Net earnings to MetLife from that business are experience refunded
              to the Company. The agreement does not meet the conditions for
              reinsurance accounting under GAAP. In substance, the agreement
              represents a guarantee by MetLife of new business and renewed SPDA
              business during this period. There was no impact on the Company's
              financial statements resulting from the reinsurance transaction
              with MetLife.

              Effective January 1, 1998, the Company entered into a modified
              coinsurance financial reinsurance agreement with GALIC. The
              reinsurance agreement provided that the Company would reinsurance
              a block of "stable value" annuity business issued by GALIC on a
              36% coinsurance basis amounting to $88 million and $635 million in
              1999 and 1998, respectively. The agreement does not meet the
              conditions for reinsurance accounting under GAAP, and no assets
              were transferred. Effective July 1, 1999, the Company terminated
              the financing reinsurance agreement with GALIC. The Company
              recognized income of $1.6 million from this transaction in both
              1999 and 1998.


<PAGE>

              Effective January 1, 1997, the Company entered into a financial
              reinsurance agreement with RGA Reinsurance Company (RGA), an
              affiliate, related to certain of the Company's single premium
              deferred annuity products, and transferred assets equal to 60% of
              deposits received. The agreement does not meet the conditions for
              reinsurance accounting under GAAP. Deposits reinsured under the
              contract were approximately $219 million at December 31, 1998, and
              are reflected as policyholder deposits of the Company and a "Due
              from affiliate" asset in the consolidated balance sheets.

              On January 31, 1999, the Company suspended ceding new business to
              RGA, and on November 30, 1999, the Company recaptured all of the
              obligations and related investments from RGA. The Company
              recognized an operating expense of $12.6 million related to the
              recapture.

              On June 1, 1995, when GALIC formed Cova Corporation and purchased
              CSFLIC, then known as Xerox Financial Services Life Insurance
              Company (XFSLIC), from XFSI, a wholly owned subsidiary of Xerox
              Corporation, it entered into a financing reinsurance transaction
              with OakRe Life Insurance Company (OakRe), then a subsidiary of
              XFSLIC, for OakRe to assume the economic benefits and risks of the
              existing single premium deferred annuity deposits of XFSLIC.
              Ownership of OakRe was retained by XFSI subsequent to the sale of
              XFSLIC and other affiliates.

              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 financing reinsurance agreement entered into with OakRe as
              condition to the purchase of the Company does not meet the
              criteria for reinsurance accounting under GAAP. The net assets
              initially transferred to OakRe were established as a receivable
              and are subsequently increased as interest accrued on the
              underlying deposits and decrease as funds are transferred back to
              the Company when policies reach their crediting rate reset date or
              benefits are claimed. 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 by mid-year 2000, and completely by mid-year
              2002. The liquidations transfer cash daily 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 since inception of the
              agreement.


<PAGE>

              RECENTLY ISSUED ACCOUNTING STANDARD

              SFAS No. 133, Accounting for Derivative Instruments and Hedging
              Activities, issued in June 1998, requires all derivative financial
              instruments to be recorded on the balance sheet at estimated fair
              value. The Company's present accounting policies applies such
              accounting treatment only to marketable securities as defined
              under SFAS No. 115, Accounting for Certain Investments in Debt and
              Equity Securities, and to off-balance sheet derivative
              instruments. SFAS No. 133 will broaden the definition of
              derivative instruments to include all classes of financial assets
              and liabilities. It also will require separate disclosure of
              identifiable derivative instruments embedded in hybrid securities.
              The change in the fair value of derivative instruments is to be
              recorded each period either in current earnings or other
              comprehensive income, depending on whether a derivative is
              designed as part of a hedge transaction and, if it is, on the type
              of hedge transaction.

              In June 1999, the FASB issued SFAS No. 137, Accounting for
              Derivative Instruments and Hedging Activities - Deferral of the
              Effective Date of SFAS No. 133. SFAS No. 137 defers for one year
              the effective date of Statement of SFAS No 133, Accounting for
              Derivative Instruments and Hedging Activities. The Company plans
              to adopt the provision of SFAS No. 133 effective January 1, 2001.
              At this time the Company does not believe it will have a material
              effect on the Company's consolidated financial position or results
              of operations.

              OTHER

              Certain 1998 and 1997 amounts have been reclassified to conform to
              the 1999 presentation.



<PAGE>

  (3)  INVESTMENTS

<TABLE>
<CAPTION>
       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, 1999 and
       1998, are as follows:

                                                                               1999
                                           -----------------------------------------------------------------------------
                                                               GROSS          GROSS         ESTIMATED
                                             AMORTIZED      UNREALIZED      UNREALIZED         FAIR         CARRYING
                                               COST            GAINS          LOSSES          VALUE           VALUE
                                           --------------  -------------- --------------- --------------- --------------
                                                                          (IN THOUSANDS)
<S>                                      <C>                     <C>         <C>             <C>             <C>
        Debt securities:
            U.S. treasury securities     $       28,209             35         (2,665)          25,579          25,579
            Government agency
            obligations                          34,121             76           (318)          33,879          33,879
            Corporate securities              1,040,309          1,901        (60,641)         981,569         981,569
            Mortgage-backed
                securities                      199,979             42         (7,335)         192,686         192,686
            Asset-backed securities             272,918            389        (25,023)         248,284         248,284
                                           --------------  -------------- --------------- --------------- --------------

                Total debt securities         1,575,536          2,443        (95,982)       1,481,997       1,481,997

        Preferred stock - affiliate               9,000             --         (2,108)           6,892           6,892
        Common stock                                 37             --            (25)              12              12
        Mortgage loans (net)                    376,147             --         (1,979)         374,168         376,147
        Other invested assets                     4,625             --             --            4,625           4,625
        Policy loans                             27,778             --             --           27,778          27,778
                                           --------------  -------------- --------------- --------------- --------------

                Total investments        $    1,993,123          2,443       (100,094)       1,895,472       1,897,451
                                           ==============  ============== =============== =============== ==============

        Company's beneficial interest
            in separate accounts
                                         $          310             --             --              310             310
                                           ==============  ============== =============== =============== ==============

</TABLE>

<PAGE>

<TABLE>
<CAPTION>

                                                                               1998
                                           -----------------------------------------------------------------------------
                                                               GROSS          GROSS         ESTIMATED
                                             AMORTIZED      UNREALIZED      UNREALIZED         FAIR         CARRYING
                                               COST            GAINS          LOSSES          VALUE           VALUE
                                           --------------  -------------- --------------- --------------- --------------
                                                                          (IN THOUSANDS)
<S>                                      <C>                    <C>           <C>            <C>             <C>
        Debt securities:
            U.S. treasury securities     $       28,288            249            (84)          28,453          28,453
            Government agency
            obligations                          53,869          1,015             (1)          54,883          54,883
            Corporate securities                902,139         16,583        (24,799)         893,923         893,923
            Mortgage-backed
                securities                      253,704          2,118         (1,570)         254,252         254,252
            Asset-backed securities             137,198          3,087           (283)         140,002         140,002
                                           --------------  -------------- --------------- --------------- --------------

                Total debt securities         1,375,198         23,052        (26,737)       1,371,513       1,371,513

        Preferred stock - affiliate               9,000             --             --            9,000           9,000
        Common stock                                 37             --             --               37              37
        Mortgage loans (net)                    312,865         17,500             --          330,365         312,865
        Policy loans                             26,295             --             --           26,295          26,295
                                           --------------  -------------- --------------- --------------- --------------

                Total investments        $    1,723,395         40,552        (26,737)       1,737,210       1,719,710
                                           ==============  ============== =============== =============== ==============

        Company's beneficial interest
            in separate accounts
                                         $            2             --             --                2               2
                                           ==============  ============== =============== =============== ==============

</TABLE>

<PAGE>

        The amortized cost and estimated fair value of debt securities at
        December 31, 1999, 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>
                                                                           1999
                                                                ------------------------------
                                                                                 ESTIMATED
                                                                 AMORTIZED         FAIR
                                                                    COST          VALUE
                                                                --------------  --------------
                                                                      (IN THOUSANDS)

<S>                                                           <C>                     <C>
        Less than one year                                    $       65,222          65,553
        Due after one year through five years                        513,181         488,850
        Due after five years through ten years                       504,184         465,079
        Due after ten years                                          292,970         269,828
        Mortgage-backed securities                                   199,979         192,687
                                                                --------------  --------------

                      Total                                   $    1,575,536       1,481,997
                                                                ==============  ==============
</TABLE>

        At December 31, 1999, approximately 91.1% of the Company's debt
        securities are investment grade or are nonrated but considered to be of
        investment grade. Of the 8.9% noninvestment grade debt securities, 7.3%
        are rated as BB, 0.8% are rated as B, and 0.8% are rated C and treated
        as impaired.

        At December 31, 1999, the Company had nine impaired debt securities with
        estimated fair value of $9.4 million, of which seven debt securities,
        with estimated fair value of $8.1 million, became non-income producing
        in 1999. At December 31, 1998, the Company had two impaired debt
        securities with estimated value of $2.1 million, of which one debt
        security, with estimated fair value of $0.5 million, became non-income
        producing.

        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, 1999 had market values totaling
        $36,957,975. Cash of $37,861,652 was held as collateral to secure this
        agreement. Income on the Company's security lending program in 1999
        was immaterial.




<PAGE>

<TABLE>
<CAPTION>
        The components of investment income, realized capital gains (losses),
        and unrealized appreciation (depreciation) are as follows:

                                                                                    1999          1998          1997
                                                                                 ------------  ------------ -------------
                                                                                             (IN THOUSANDS)
<S>                                                                            <C>                <C>           <C>
        Income on debt securities                                              $   100,969        94,876        84,203
        Income on cash and cash equivalents                                          2,459         2,720         2,265
        Income on equity securities                                                    563            --            --
        Interest on mortgage loans                                                  27,161        28,650        24,890
        Income on real estate                                                          103            --            --
        Income on policy loans                                                       2,136         1,980         1,852
        Income on separate account investments                                          --            13         2,637
        Loss on derivatives                                                             --            --        (2,035)
        Miscellaneous interest                                                         335         1,715          (215)
                                                                                 ------------  ------------ -------------

                      Total investment income                                      133,726       129,954       113,597
        Investment expenses                                                         (2,354)       (2,142)       (1,936)
                                                                                 ------------  ------------ -------------

                      Net investment income                                    $   131,372       127,812       111,661
                                                                                 ============  ============ =============


        Net realized capital (losses) gains are as follows:
            Debt securities                                                    $   (20,011)       (1,600)         537
            Equity securities                                                            3            --           --
            Mortgage loans                                                              --            --           27
            Real estate                                                                (38)           --           --
            Other investments                                                         (168)           --           (1)
                                                                                 ------------  ------------ -------------

                      Net realized (losses) gains on investments               $   (20,214)       (1,600)         563
                                                                                 ============  ============ =============
</TABLE>

<PAGE>

<TABLE>
<CAPTION>


                                                                                              1999           1998
                                                                                          --------------  --------------
                                                                                                (IN THOUSANDS)

        Unrealized appreciation (depreciation) are as follows:
<S>                                                                                     <C>                     <C>
            Debt securities                                                             $      (93,540)         (3,685)
            Preferred stock - affiliate                                                         (2,108)             --
            Common stock                                                                           (25)             --
            Effects on deferred acquisition costs amortization                                  43,190           3,215
            Effects on PVFP amortization                                                        14,585            (473)

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

               Unrealized depreciation before income tax                                       (37,898)           (943)

               Unrealized income tax benefit                                                    13,264             329
                                                                                          --------------  --------------

               Unrealized depreciation on investments                                   $      (24,634)           (614)
                                                                                          ==============  ==============
</TABLE>

        Proceeds from sales, redemptions, and paydowns of investments in debt
        securities during 1999 were $439,069,999. Gross gains of $2,445,497 and
        gross losses of $22,456,541 were realized on those sales. Included in
        these amounts were $500,674 of gross gains and $1,938,767 of gross
        losses realized on the sale of noninvestment grade securities. Net
        realized losses include a 1999 impairment adjustment totaling
        $18,768,778 related to ten debt securities held by the Company.

        Proceeds from sales, redemptions, and paydowns of investments in debt
        securities during 1998 were $486,264,174. Gross gains of $5,102,040 and
        gross losses of $6,601,099 were realized on those sales. Included in
        these amounts were $1,002,539 of gross gains and $6,011,305 of gross
        losses realized on the sale of noninvestment grade securities. Net
        realized losses include a 1998 impairment adjustment totaling
        approximately $100,000 related to two debt securities held by the
        Company.

        Proceeds from sales, redemptions, and paydowns 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.

        Securities with a carrying value of approximately $7,019,456 at December
        31, 1999 were deposited with government authorities as required by law.




<PAGE>

(4)     SECURITIES GREATER THAN 10% OF SHAREHOLDER'S EQUITY

        The Company does not have any individual security that exceeds 10% of
        shareholder's equity at December 31, 1999 and 1998.

(5)     FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK

        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 fair value monthly with the change in value reflected in unrealized
        appreciation/depreciation. Upon disposition, a realized gain or loss is
        recognized accordingly, except when the disposition closes a hedge. In
        this instance, the gain or loss adjusts the unamortized cost of the
        hedged security, and the resulting premium or discount is amortized or
        accreted over the remaining life of the hedge security.

        Summarized below are the specific types of derivative instruments used
        by the Company.

              INTEREST RATE SWAPS

              Under interest rate swaps, the Company agrees with counterparties
              to exchange, at specific 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 statement of income.

              At December 31, 1999, the Company does not have any outstanding
              interest rate swap agreements. The swap agreements outstanding at
              December 31, 1998 were terminated during 1999 by the
              counterparties at a loss of $167,500 to the Company.

              At December 31, 1998, the Company had two outstanding interest
              rate swap agreements which would have expired in 2002 and 2003.
              Under the agreements, the Company received a fixed rate of 6.63%
              and 6.70% on a notional amount of $7 and $8 million, respectively,
              and paid a floating rate based on London Interbank Offered Rate
              (LIBOR). The estimated fair value of the agreements at December
              31, 1998 was a net unrealized gain of approximately $0.6 million
              which is recognized in the accompanying consolidated balance
              sheet.

              FUTURES

              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 on the S&P 500
              index during 1997. No financial futures contracts were held during
              1999 or 1998. The Company recorded $-0-, $-0-, and $2,035,309 of
              losses from terminated contracts as a component of net investment
              income during 1999, 1998, and 1997, respectively. The Company also
              recorded gains of $-0-, $-0-, and $2,636,999 as a component of net
              investment income from market appreciation on the underlying
              hedged securities within the separate account during 1999, 1998,
              and 1997, respectively.

              A futures contract is an agreement involving the delivery of a
              particular asset on a specified future date at an agreed upon
              price. Upon entering into futures contracts, the Company
              maintains, in a segregated account with its custodian, securities
              with a value equal to an agreed upon portion of the notional
              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
              with the related income or loss reflected in the consolidated
              statement of income as a contra to changes in fair value of the
              hedged securities.

              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.
              It is the Company's policy to deal only with highly rated
              companies.

<PAGE>

<TABLE>
<CAPTION>
  (6)   COMPREHENSIVE INCOME

        The components of comprehensive income are as follows:

                                                                                    1999          1998          1997
                                                                                 ------------  ------------ -------------
                                                                                             (IN THOUSANDS)
<S>                                                                            <C>                <C>          <C>
        Net (loss) income                                                      $   (13,504)       13,894        8,978
                                                                                 ------------  ------------ -------------
        Other comprehensive (loss) income, before tax -
            unrealized (depreciation) appreciation of debt and
               equity securities arising during period:
                  Unrealized holding (depreciation) appreciation
                      of debt and equity securities                                (71,773)      (12,971)      13,514
                  Adjustment to deferred acquisition costs
                      attributable to unrealized depreciation
                      (appreciation)                                                31,191         6,228       (5,128)
                  Adjustment to PVFP attributable to unrealized
                      depreciation (appreciation)                                   11,749         2,161       (3,193)
                                                                                 ------------  ------------ -------------

                       Total unrealized (depreciation) appreciation
                          arising during period                                    (28,833)       (4,582)       5,193
                                                                                 ------------  ------------ -------------

            Less reclassification adjustments for realized losses (gains)
               included in net income:
                  Adjustment for losses (gains) included in
                      net realized (losses) gains on sales
                      of investments                                                20,214         1,600         (563)
                  Adjustment for (gains) losses included in
                      amortization of deferred acquisition costs                    (8,784)         (768)         214
                  Adjustment for (gains) losses included in
                      amortization of PVFP                                          (3,309)         (267)         133
                                                                                 ------------  ------------ -------------

                       Total reclassification adjustments for losses
                          (gains) included in net income                             8,121           565         (216)
                                                                                 ------------  ------------ -------------

                       Other comprehensive (loss) income before related
                          income tax (benefit) expense                             (36,954)       (5,147)       5,409

        Related income tax (benefit) expense                                       (12,934)       (1,801)       1,893
                                                                                 ------------  ------------ -------------

                       Other comprehensive (loss) income, net of tax               (24,020)       (3,346)       3,516
                                                                                 ------------  ------------ -------------

                       Comprehensive (loss) income                             $   (37,524)       10,548       12,494
                                                                                 ============  ============ =============
</TABLE>

<PAGE>

  (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
        under 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 1999, 1998, and 1997, the Company was allocated a
        portion of benefit costs including severance pay, accumulated vacations,
        and disability benefits. At December 31, 1999, 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 $0.2 million of state
        income tax recoveries.

<TABLE>
<CAPTION>
        Income taxes are recorded in the consolidated statement of income and
        directly in certain shareholder's equity accounts. Income tax expense
        for the years ended December 31 is allocated as follows:

                                                                                    1999          1998          1997
                                                                                 ------------  ------------ -------------
                                                                                             (IN THOUSANDS)
<S>                                                                            <C>                <C>         <C>
        Statements of income:
            Operating (loss) income (excluding realized
               investment gains and losses)                                    $   (4,830)        3,906       5,464
            Realized investment (losses) gains                                     (1,560)         (533)        197
                                                                                 ------------  ------------ -------------

                 Income tax (benefit) expense
                   included in the consolidated
                   statements of income                                            (6,390)        3,373       5,661

        Shareholder's equity -
            change in deferred federal income
               taxes related to unrealized (depreciation)
               appreciation on securities                                         (12,934)       (1,801)      1,893
                                                                                 ------------  ------------ -------------

                 Total income tax (benefit) expense                            $  (19,324)        1,572       7,554
                                                                                 ============  ============ =============
</TABLE>
<PAGE>

<TABLE>
<CAPTION>
        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:

                                                               1999                  1998                  1997
                                                        --------------------- --------------------- --------------------
                                                                               (IN THOUSANDS)

<S>                                                   <C>          <C>      <C>            <C>    <C>          <C>
        Computed expected tax (benefit) expense       $  (6,963)   (35.0)%  $   6,043      35.0%  $   5,124    35.0%
        State income taxes, net                             (10)       --          (8)       --         (33)   (0.2)
        Amortization of intangible assets                   396      2.0          396       2.3         396     2.7
        Dividend received deduction - separate
            account                                      (2,175)   (10.9)      (3,183)    (18.5)         --     --
        Valuation allowance for permanent impairments
                                                          2,996     15.0           --        --          --     --
        Return to provision adjustment                     (759)    (3.8)          --        --          --     --
        Other                                               125      0.6          125       0.7         174    1.2
                                                        --------- ----------- ---------- ---------- --------- ----------

                     Total                            $  (6,390)   (32.1)%   $  3,373      19.5%  $   5,661    38.7%
                                                        ========= ==========  ========== ========== ========= ==========
</TABLE>

<TABLE>
<CAPTION>
        The tax effect of temporary differences that give rise to significant
        portions of the deferred tax assets and deferred tax liabilities at
        December 31, 1999 and 1998 follows:

                                                                                                  1999         1998
                                                                                               -----------  ------------
                                                                                                    (IN THOUSANDS)
        Deferred tax assets:
<S>                                                                                          <C>               <C>
            Policy reserves                                                                  $    31,657       31,003
            Liability for commissions on recapture                                                 1,014        2,896
            Tax basis of intangible assets purchased                                               4,577        5,351
            DAC "Proxy Tax"                                                                       23,832       20,619
            Permanent impairments                                                                  5,482           --
            Unrealized depreciation on investments                                                13,264          330
            Net operating and capital loss                                                         8,519           --
            Other deferred tax assets                                                              7,294        2,690
                                                                                               -----------  ------------

               Total deferred tax assets                                                          95,639       62,889
            Valuation allowance - permanent impairments                                           (2,996)           --
                                                                                               -----------  ------------
                      Total deferred tax assets, net of valuation allowance                       92,643       62,889

        Deferred tax liabilities:
            PVFP                                                                                  10,507       11,013
            Deferred policy acquisition costs                                                     59,825       46,190
            Other deferred tax liabilities                                                           347          900
                                                                                               -----------  ------------

                      Total deferred tax liabilities                                              70,679       58,103
                                                                                               -----------  ------------

                      Net deferred tax assets                                                $    21,964        4,786
                                                                                               ===========  ============
</TABLE>


<PAGE>

        A valuation allowance is provided when it is more likely than not that
        some portion of the deferred tax assets will not be realized. As of
        December 31, 1999, the Company has provided a 55% valuation allowance
        against the deferred tax asset related to the permanent impairments,
        based on income projections for future years. Management believes that
        it is more likely than not that the results of future operations will
        generate sufficient taxable income to realize the remaining deferred
        tax asset.

  (9)   RELATED-PARTY TRANSACTIONS

        On December 31, 1997, Cova Life Management Company (CLMC) and Navisys
        Incorporated (Navisys), both affiliated companies, purchased certain
        assets of Johnson & Higgins/Kirke Van Orsdel, Inc. (J&H/KVI), an
        unaffiliated Delaware corporation, for $2,500,000, and merged them into
        Cova Life Administrative Service Company (CLASC), a joint subsidiary of
        CLMC and Navisys. Navisys purchased 51% of CLASC, and the remaining 49%
        was purchased by CLMC. The purchased assets are the administrative and
        service systems and organization that provide the policy service
        functions for the Company's life and annuity products. On October 31,
        1999, CLMC purchased the remaining 51% interest in CLASC from Navisys
        for $1,184,414.

        The Company has entered into management, operations, and servicing
        agreements with its affiliated companies. The affiliated companies are
        CLMC, a Delaware corporation, which provides management services and the
        employees necessary to conduct the activities of the Company; Conning
        Asset Management, which provides investment advice; and CLASC, which
        provides underwriting, policy issuance, claims, and other policy
        administration functions. Additionally, a portion of overhead and other
        corporate expenses is allocated by the Company's parent, GALIC. Expenses
        and fees paid to affiliated companies in 1999, 1998, and 1997 for the
        Company were $28,995,330, $20,923,330, and $9,400,517, respectively.

        In 1999 and 1998, the Company's affiliate, CLMC, received approximately
        $3.9 million and $3.2 million, respectively, in advisory fees from GALIC
        related to advisory services on GALIC's individual annuity products.



<PAGE>

(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 taxes 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 at the date of purchase and shareholder's equity to the net
        purchase price.
        Statutory accounting does not recognize the purchase method of
        accounting.

<TABLE>
<CAPTION>
        As of December 31, the differences between statutory capital and surplus
        and shareholder's equity determined in conformity with GAAP are as
        follows:

                                                                                               1999          1998
                                                                                            -------------  -------------
                                                                                                  (IN THOUSANDS)

<S>                                                                                      <C>                   <C>
        Statutory capital and surplus                                                    $      102,041        104,740
        Reconciling items:
            GAAP investment valuation reserves                                                   (1,090)          (510)
            Statutory asset valuation reserve                                                     7,362         19,206
            Statutory interest maintenance reserve                                                6,466          5,983
            GAAP investment adjustments to fair value                                           (95,673)        (3,685)
            GAAP deferred policy acquisition costs                                              214,120        131,973
            GAAP basis policy reserves                                                          (57,802)       (52,305)
            GAAP deferred federal income taxes (net)                                             21,964          4,786
            GAAP guarantee assessment adjustment                                                 (9,900)        (9,700)
            GAAP goodwill                                                                        16,157         18,585
            GAAP present value of future profits                                                 55,406         42,230
            GAAP future purchase price payable                                                   (2,898)        (6,976)
            Other                                                                                (1,591)        (2,241)
                                                                                            -------------  -------------

                  GAAP shareholder's equity                                              $      254,562        252,086
                                                                                            =============  =============
</TABLE>




<PAGE>

        Statutory net losses for CFSLIC for the years ended December 31, 1999,
        1998, and 1997 were $46,095,427, $2,830,105, and $9,816,357,
        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
        1999 statutory net loss and the Company's negative earned surplus at
        December 31, 1999, no dividends are permissible in 2000 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,
        1999, the Company's total adjusted capital and authorized control level
        RBC were $109,402,439 and $28,033,662 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 1999, 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 taxes over, most commonly, five
        years.

        In November 1999, the National Organization of Life and Health Guaranty
        Associations 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
        $9,900,000 in future assessments on insolvencies that occurred before
        December 31, 1999. 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 $9,900,000. The Company paid
        approximately $36,000, $1,500,000, and $3,000,000 in guaranty fund
        assessments in 1999, 1998, and 1997, respectively. These payments were
        substantially reimbursed by OakRe. 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 1999, 1998 and 1997 were not material.

(12)    SUBSEQUENT EVENT

        The purchase of GenAmerica Corporation and subsidiary, including the
        Company, by MetLife was completed on January 6, 2000. On that date also,
        the Company's modified coinsurance agreement with MetLife was suspended
        for subsequent business.






                                    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.  Independent Auditors' Report.
            2.  Statement of Assets and Liabilities as of December 31, 1999.
            3.  Statement of  Operations for the year ended December 31,
                1999.
            4.  Statements of Changes in Net Assets for the years ended
                December 31, 1999 and 1998.
            5.  Notes to Financial Statements - December 31, 1999 and 1998.

           The following financial statements of the Company are included
           in Part B hereof.

            1. Independent Auditors' Report.

            2. Consolidated Balance Sheets as of December 31, 1999 and 1998.

            3. Consolidated Statements of Income for the years ended December
               31, 1999, 1998 and 1997.

            4. Consolidated Statements of Shareholder's Equity for the years
               ended December 31, 1999, 1998 and 1997.

            5. Consolidated Statements of Cash Flows for the years ended
               December 31, 1999, 1998 and 1997.

            6. Notes to Consolidated Financial Statements - December 31,
               1999, 1998 and 1997.

    b.     Exhibits
           ---------------------------------------------------------------

       1.  Resolution of Board of Directors of the Company authorizing the
           establishment of the Variable Account.(1)

       2.  Not Applicable.


       3.  Principal Underwriter's Agreement.(2)

       4.  Individual Flexible Purchase Payment Deferred Variable Annuity
           Contract.(1)

       5.  Application for Variable Annuity.(1)

       6.(i)  Copy of Articles of Incorporation of the Company.(3)
         (ii) Copy of the Bylaws of the Company.(3)

       7.  Not Applicable.

       8.(i)  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(4)

         (ii) Form of Participation Agreement among Templeton Variable Products
              Series Fund, Franklin Templeton Distributors, Inc. and Cova
              Financial Services Life Insurance Company(5)

       9.  Opinion and Consent of Counsel.(7)

      10.  Consent of Independent Auditors.

      11.  Not Applicable.

      12.  Agreement Governing Contribution.(1)

      13.  Not Applicable

      14.  Company Organizational Chart.(6)

      (1) incorporated by reference to Registrant's Form N-4 (File Nos.
          333-90405 and 811-5200) as electronically filed on November 5, 1999.
      (2) incorporated by reference to Registrant's Amendment No. 24 (File
          Nos. 333-34741 and 811-5200) as electronically filed on November 19,
          1997.
      (3) incorporated by reference to Registrant's Amendment No. 20 to
          Form N-4 (File Nos. 33-39100 and 811-5200) as electronically filed
          on April 23, 1997.
      (4) incorporated by reference to Registrant's Post-Effective Amendment
          No. 1 to Form N-4 (File Nos. 333-34741 and 811-5200) as electronically
          filed on January 26, 1998.
      (5) incorporated by reference to Registrant's Post-Effective Amendment
          No. 4 to Form N-4 (File Nos. 333-34741 and 811-5200) as electronically
          filed on April 30, 1999.
      (6) incorporated by reference to Registrant's Pre-Effective Amendment
          No. 1 to Form N-4 (File Nos. 333-90405 and 811-5200) as electronically
          filed on February 1, 2000.
      (7) incorporated by reference to Registrant's Post-Effective Amendment No.
          1 to Form N-4 (File Nos. 333-90405 and 811-5200) as electronically
          filed on May 1, 2000.


ITEM 25.   DIRECTORS AND OFFICERS OF THE DEPOSITOR

The following are the Officers and Directors of the Company:

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

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

William P. Boscow                 Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644

Connie A. Doern                   Vice President
4700 Westown Parkway
West 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
4700 Westown Parkway
West Des Moines, IA 50266

James W. Koeger                   Assistant Treasurer
700 Market Street
St. Louis, MO 63101

William C. Mair                   Vice President
One Tower Lane, Suite 3000        and Director
Oakbrook Terrace, IL  60181-4644

Matthew P. McCauley               Assistant Secretary and Director
700 Market St.
St. Louis, MO 63101

John J. Myers                     Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644

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

Bernard J. Spaulding              Senior Vice President, General
One Tower Lane, Suite 3000        Counsel and Secretary
Oakbrook Terrace, IL  60181-4644

Joann T. Tanaka                   Senior Vice President and Director
One Tower Lane, Suite 3000
Oakbrook Terrace, IL  60181-4644

Patricia M. Wersching             Assistant Treasurer
700 Market Street
St. Louis, MO 63101

Peter L. Witkewiz                 Vice President and Controller
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644


ITEM 26.   PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH THE DEPOSITOR OR
           REGISTRANT

A company organizational chart was filed as Exhibit 14 in Pre-Effective
Amendment No. 1 (File Nos. 333-90405 and 811-5200) and is incorporated
herein by reference.

ITEM 27.   NUMBER OF CONTRACT OWNERS

As of April 12, 2000, there were 7 non-qualified contract owners and
- -0- 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
   Cova Variable Life Account One
   Cova Variable Life Account Five
   First Cova Variable Annuity Account One
   Cova Variable Annuity Account Four
   General American Separate Account Twenty-Eight
   General American Separate Account Twenty-Nine
   Security Equity Separate Account 26
   Security Equity Separate Account 27

     (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.

Name and Principal     Positions and Offices
 Business Address      with Underwriter

Lorry J. Stensrud      Director

Patricia E. Gubbe      President, Chief Compliance Officer and Director

William C. Mair        Director

Philip A. Haley        Vice President

Shari Ruecker          Vice President

Mark E. Reynolds       Treasurer

James W. Koeger        Assistant Treasurer

Bernard J. Spaulding   Secretary

     (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  and Cova Life Administration Services Company, 4700
Westown Parkway, Bldg. 4, Suite 200, West Des Moines, IA 50266 maintain 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 has caused this Registration  Statement  to be signed  on
its  behalf,  in the City of  Oakbrook Terrace, and State of Illinois on this
12th day of May, 2000.

                          COVA VARIABLE ANNUITY ACCOUNT ONE
                          (Registrant)


                     By:  COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY


                     By:  /s/BERNARD J. SPAULDING
                          -------------------------------------------
                          Senior Vice President, General Counsel and
                             Secretary



                          COVA FINANCIAL SERVICES LIFE INSURANCE COMPANY
                          Depositor


                     By: /s/BERNARD J. SPAULDING
                         -----------------------------------------------------
                         Senior Vice President, General Counsel and
                            Secretary


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.


                        Chairman of the Board and
- ----------------------  Director                  --------
Richard A. Liddy                                   Date

/s/LORRY J. STENSRUD    President and Director    5/12/00
- ----------------------                            --------
Lorry J. Stensrud                                  Date

/s/J. ROBERT HOPSON      Director                 5/12/00
- ----------------------                            --------
J. Robert Hopson                                   Date

William C. Mair*        Director                  5/12/00
- ----------------------                            --------
William C. Mair                                    Date


E. Thomas Hughes, Jr.*  Treasurer and Director    5/12/00
- ----------------------                            --------
E. Thomas Hughes, Jr.                              Date

Matthew P. McCauley*    Director                  5/12/00
- ----------------------                            --------
Matthew P. McCauley                                Date

John W. Barber*         Director                  5/12/00
- ----------------------                            --------
John W. Barber                                     Date

/s/MARK E. REYNOLDS     Director                  5/12/00
- ----------------------                            --------
Mark E. Reynolds                                   Date



- ---------------------   Director                  --------
J. Terri Tanaka                                    Date

/s/PETER L. WITKEWIZ                              5/12/00
- ----------------------  Controller                --------
Peter L. Witkewiz                                  Date



                                  *By: /s/LORRY J. STENSRUD
                                        ____________________________________
                                        Lorry J. Stensrud, Attorney-in-Fact



                              INDEX TO EXHIBITS


EX-99.B10   Consent of Independent Auditors.






                             Consent of Independent Auditors


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 February 4, 2000, and on the financial  statements of the  sub-accounts of
Cova Variable  Annuity Account One dated March 20, 2000, and to the reference to
our firm under the heading "Experts" in the Statement of Additional Information,
in the Post-Effective  Amendment No. 2 to the Registration  Statement (Form N-4,
File No. 333-90405) of Cova Variable Annuity Account One.


                                               /s/KPMG LLP
                                               ------------
                                                 KPMG LLP


Chicago, Illinois
May 11, 2000


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