PRESIDENTIAL VARIABLE ANNUITY ACCOUNT ONE
497, 1996-05-06
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<PAGE>   1
                                               File pursuant to Rule 497(c)
                                               under the Securities Act of 1933
                                               File Nos. 33-19293, 811-5474

                          PROSPECTUS - APRIL 30, 1996
- --------------------------------------------------------------------------------
                       FLEXIBLE PAYMENT VARIABLE ANNUITY
                                   CONTRACTS
- --------------------------------------------------------------------------------
 
                                   ISSUED BY
 
                      PRESIDENTIAL LIFE INSURANCE COMPANY
                               IN CONNECTION WITH
 
                       PRESIDENTIAL VARIABLE ACCOUNT ONE
 
<TABLE>
<S>                         <C>
                            HOME OFFICE:
                            69 LYDECKER STREET
                            NYACK, NEW YORK 10960
                            (914) 358-2300

CORRESPONDENCE ACCOMPANIED                 ALL OTHER
CORRESPONDENCE,
BY PAYMENTS:                               ANNUITY SERVICE CENTER:
  P.O. BOX 100357                            P.O. BOX 54299
  PASADENA, CALIFORNIA 91189-0357            LOS ANGELES, CALIFORNIA 90054-0299
                                             TELEPHONE NUMBER: (800) 537-3642
</TABLE>
 
     The Variable Annuity Contracts ("Contract(s)") offered by this Prospectus
provide for accumulation of Contract Values and payment of annuity benefits on a
variable basis. The Contracts are available for retirement plans which do not
qualify for the special Federal tax advantages available under the Internal
Revenue Code ("Non-Qualified Plans") and for retirement plans which do qualify
for the Federal tax advantages available under the Internal Revenue Code
("Qualified Plans"). See "Taxes -- Qualified Plans," Page 22, for a detailed
discussion.
 
     The minimum initial Purchase Payment for a Contract issued on a
Non-Qualified basis is $1,000. Additional Purchase Payments may be made in
amounts of at least $500. The minimum Purchase Payment for a Contract issued on
a Qualified basis is $100.
 
     Purchase Payments are allocated among Divisions of Presidential Variable
Account One ("Separate Account"), a separate account of Presidential Life
Insurance Company ("Company") and/or the Company's General Account, as directed
by the Contract Owner. Each of the twelve Divisions of the Separate Account is
invested solely in the shares of one of the twelve Portfolios of Anchor Series
Trust ("Trust"). The Trust is registered under the Investment Company Act of
1940.
 
    The twelve Portfolios are Foreign Securities Portfolio, Capital
Appreciation Portfolio, Growth Portfolio, Natural Resources Portfolio, Growth
and Income Portfolio (formerly the Convertible Securities Portfolio), Strategic
Multi-Asset Portfolio, Multi-Asset Portfolio, High Yield Portfolio, Target '98
Portfolio, Fixed Income Portfolio, Government and Quality Bond Portfolio and
Money Market Portfolio.
 
     The current General Account allocation option pays a fixed rate of interest
declared by the Company for one year from the date amounts are allocated to it.
 
     Contract Owners bear the complete investment risk for all Purchase Payments
allocated to the Separate Account.
 
     This Prospectus concisely sets forth the information a prospective investor
ought to know before investing. Additional information about the Contracts is
contained in the Statement of Additional Information which is available at no
charge. The Table of Contents of the Statement of Additional Information can be
found on Page 24 of the Prospectus. For a copy of the Statement of Additional
Information, call or write the Company at the Annuity Service Center.
 
INQUIRIES:
 
     Any inquiries may be made over the telephone to the Annuity Service Center
listed above or to the representative from whom this Prospectus was obtained.
  
     THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION, NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR
ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
 
     PLEASE READ THIS PROSPECTUS CAREFULLY AND RETAIN IT FOR YOUR FUTURE
REFERENCE.
 
     THE CONTRACTS OFFERED BY THIS PROSPECTUS WILL ONLY BE MADE AVAILABLE IN THE
STATE OF NEW YORK.
 
    This Prospectus is dated April 30, 1996.

<PAGE>   2
 
                               TABLE OF CONTENTS
 
<TABLE>
<CAPTION>
                                          ITEM                                            PAGE
- ------------------------------------------------------------------------------------------  ----
<S>                                                                                       <C>
DEFINITIONS...............................................................................    2
HIGHLIGHTS................................................................................    4
FEE TABLES................................................................................    5
EXAMPLES..................................................................................    6
EXPLANATION OF FEE TABLES AND EXAMPLES....................................................    6
CONDENSED FINANCIAL INFORMATION -- ACCUMULATION UNIT VALUES...............................    7
YIELD CALCULATION FOR MONEY MARKET DIVISION...............................................    8
DESCRIPTION OF THE COMPANY AND THE SEPARATE ACCOUNT.......................................    8
     Company..............................................................................    8
     Separate Account.....................................................................    8
FINANCIAL STATEMENTS......................................................................    9
ANCHOR SERIES TRUST.......................................................................    9
     Equity Portfolios....................................................................    9
     Managed Portfolios...................................................................   10
     Fixed Income Portfolios..............................................................   10
     Voting Rights........................................................................   11
     Substitution of Securities...........................................................   11
CONTRACT CHARGES..........................................................................   11
     Mortality and Expense Risk Charge....................................................   11
     Administrative Charges...............................................................   12
       Administrative Expense Charge......................................................   12
       Annual Contract Charge..............................................................  12
     Sales Charges........................................................................   12
       Withdrawal Charge..................................................................   12
       Annuity Charge.....................................................................   12
     Deduction for Separate Account Income Taxes..........................................   13
     Other Expenses.......................................................................   13
     Reduction of Charges for Sales to Certain Groups.....................................   13
DESCRIPTION OF THE CONTRACTS..............................................................   13
     Voting Rights of Contract Owner......................................................   13
     Transfer During Accumulation Period..................................................   13
     Modification of the Contract..........................................................  14
     Assignment...........................................................................   14
     Death of the Annuitant...............................................................   14
     Death of the Contract Owner...........................................................  15
     Beneficiary..........................................................................   15
ANNUITY PERIOD............................................................................   15
     Annuity Date.........................................................................   15
     Annuity Options......................................................................   16
     Other Options........................................................................   17
     Allocation of Annuity Payments.......................................................   17
     Transfer During Annuity Period.......................................................   17
PURCHASES AND CONTRACT VALUE..............................................................   18
     Minimum Purchase Payment.............................................................   18
     Allocation of Purchase Payments......................................................   18
     Accumulation Unit Value..............................................................   18
     Distribution of Contracts............................................................   19
     Withdrawals (Redemptions)............................................................   19
     ERISA Plans..........................................................................   20
ADMINISTRATION............................................................................   20
TAXES.....................................................................................   20
     General..............................................................................   20
     Withholding Tax on Distributions......................................................  21
     Diversification......................................................................   21
     Multiple Contracts...................................................................   21
     Tax Treatment of Assignments.........................................................   22
     Tax Treatment of Withdrawals -- Non-Qualified Contracts..............................   22
     Qualified Plans......................................................................   22
     Tax Treatment of Withdrawals -- Qualified Contracts..................................   23
       Tax Sheltered Annuities -- Withdrawal Limitations..................................   23
LEGAL PROCEEDINGS.........................................................................   23
TABLE OF CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION..............................   24
</TABLE>
 
                                       (i)
<PAGE>   3
 
- --------------------------------------------------------------------------------
                                   DEFINITIONS
- --------------------------------------------------------------------------------
 
    The following terms, as used in this Prospectus, have the indicated 
meanings:
ACCUMULATION PERIOD --
    The period between the Issue Date of the Contract and the Annuity Date, the
build-up phase of the Contract.
ACCUMULATION UNIT --
    A unit of measurement which the Company uses to calculate Contract Value
during the Accumulation Period.
ANNUITANT --
    The person designated in the application to receive or who actually receives
annuity payments. Annuity payments involving life contingencies depend on the
continuation of the Annuitant's life.
ANNUITIZATION --
    The process by which a Contract Owner converts from the Accumulation Period
to the Annuity Period. Upon Annuitization, the Contract is converted from the
build-up phase to the phase during which the Annuitant receives periodic annuity
payments.
ANNUITY DATE --
    The date on which annuity payments are to begin.
ANNUITY PERIOD --
    The period starting on the Annuity Date.
ANNUITY UNIT --
    A unit of measurement which the Company uses to calculate the amount of
Variable Annuity payments.
BENEFICIARY --
    The person designated to receive any benefits under a Contract upon the
death of the Annuitant or the Contract Owner.
CONTRACT(S) --
    The flexible payment variable annuity contracts offered by this Prospectus.
CONTRACT OWNER OR OWNER --
    The Contract Owner is named in the application, unless changed, and has all
rights under the Contract.
CONTRACT VALUE --
    The sum of the values of the Contract Owner's interest in the General
Account and Separate Account Divisions.
CONTRACT YEAR --
    The period between anniversaries of the Issue Date of a Contract.
DIVISION OR SEPARATE ACCOUNT DIVISION --
    A Division of the Separate Account invested wholly in shares of one of the
Eligible Investments.
DUE PROOF OF DEATH --
    (1) A certified copy of a death certificate; or (2) a certified copy of a
decree of a court of competent jurisdiction as to the finding of death; or (3) a
written statement by a medical doctor who attended the deceased at time of
death; or (4) any other proof satisfactory to the Company.
ELIGIBLE INVESTMENTS --
    An investment entity into which Contract Values can be invested.
FIXED ANNUITY --
    A series of payments that are fixed in amount and made during the Annuity
Period to a payee under a Contract.
GENERAL ACCOUNT --
    The Company's general investment account which contains all the assets of
the Company, with the exception of the Separate Account and other segregated
asset accounts.
ISSUE DATE --
    The date on which the first Contract Year begins.
NON-QUALIFIED PLAN --
    A retirement plan which does not receive favorable tax treatment under
Sections 403(b) or 408 of the Internal Revenue Code.
PORTFOLIO --
    One of the investment options available in the Trust.
PURCHASE PAYMENTS --
    Amounts paid to the Company by a Contract Owner.
 
                                        2
<PAGE>   4
 
QUALIFIED PLAN --
    A retirement plan which receives favorable tax treatment under Sections
403(b) or 408 of the Internal Revenue Code.
SEPARATE ACCOUNT OR ACCOUNT --
    A segregated investment account entitled "Presidential Variable Account One"
established by the Company.
TRUST --
    Anchor Series Trust.
VALUATION DATE --
    The Separate Account will be valued each day that the New York Stock
Exchange is open for trading.
VALUATION PERIOD --
    The period commencing at 4:00 p.m. New York time on each Valuation Date and
ending at 4:00 p.m. New York time on the next succeeding Valuation Date.
VARIABLE ANNUITY --
    A series of payments made during the Annuity Period which varies in amount
in accordance with the investment experience of the Separate Account Divisions.
WITHDRAWAL CHARGE --
    The contingent deferred sales charge assessed against certain withdrawals or
annuitizations.
WITHDRAWAL VALUE --
    Contract Value, less any premium tax payable if the Contract is being
annuitized, minus any applicable Withdrawal Charge.
 
                                        3
<PAGE>   5
 
- --------------------------------------------------------------------------------
                                    HIGHLIGHTS
- --------------------------------------------------------------------------------
 
    Purchase Payments for the Contracts will be allocated to the Separate
Account, a segregated investment account of the Company, and/or the Company's
General Account. The Separate Account invests in shares of the Trust. (See
"Anchor Series Trust", Page 9.)

    Except as explained below, Contract Values may be withdrawn at any time
during the Accumulation Period. There is a Free Withdrawal Amount which applies
to the first withdrawal during a Contract Year after the first Contract Year.
The Free Withdrawal Amount is equal to ten percent (10%) of the aggregate
Purchase Payments less any prior withdrawals. A Withdrawal Charge may be imposed
upon other withdrawals. The Withdrawal Charge is deducted from the remaining
Contract Value so that the actual reduction in Contract Value as a result of the
withdrawal will be greater than the withdrawal amount paid. The Withdrawal
Charge is 6% of the amount withdrawn if such withdrawal is made within six years
of making the Purchase Payment. The Withdrawal Charge shall not exceed 9% of
total Purchase Payments. Free withdrawals and other withdrawals will be
allocated to Purchase Payments on a first-in-first-out basis.

    For purposes of determining Federal taxes, withdrawals are deemed to be on a
last-in-first-out basis, which means taxable income is withdrawn first. In
addition, a ten percent (10%) tax penalty is applied to the income portion of
any premature distribution (e.g. withdrawal) from Non-Qualified Contracts. The
penalty is not imposed on amounts received: (1) after the taxpayer reaches age
59 1/2; (2) after the death of the Contract Owner; (3) if the taxpayer is
totally disabled; (4) in a series of substantially equal periodic payments made
for the life of the taxpayer or for the joint lives of the taxpayer and his
beneficiary; (5) under an immediate annuity; or (6) which are allocable to
Purchase Payments made prior to August 14, 1982.

    The tax consequences of distributions from Qualified Plans may differ from
Non-Qualified Plans, and may vary with the type of Qualified Plan as well. (See
"Taxes -- Tax Treatment of Withdrawals -- Qualified Contracts" on Page 23.)
Particularly, withdrawals of amounts attributable to contributions made pursuant
to a salary reduction agreement (as defined in Section 403(b)(11) of the Code)
are limited to circumstances only when: the Contract Owner attains age 59 1/2,
separates from service, dies, becomes disabled (within the meaning of Section
72(m)(7) of the Code), or in the case of hardship. Withdrawals for hardship are
restricted to the portion of the Contract Owner's Contract Value which
represents contributions made by the Contract Owner, and does not include any
investment results. The limitations on withdrawals became effective on January
1, 1989, and apply only to: (1) salary reduction contributions made after
December 31, 1988; (2) income attributable to such contributions; and (3) income
attributable to amounts held as of December 31, 1988. The limitations on
withdrawals do not affect rollovers or exchanges between certain Qualified
Plans.

    Effective January 1, 1993, 20% of "eligible rollover distributions" must be
withheld by the Company unless the payee elects to have the distribution "rolled
over" to another eligible plan in a direct "trustee to trustee" transfer. (See
"Taxes -- Withholding Tax on Distributions" on Page 21 and "Taxes -- Tax
Treatment of Withdrawals -- Qualified Contracts," on Page 23.)

    Contract Owners should consult their own tax counsel or other tax adviser
regarding any withdrawals or distributions.

    The Contract Owner may return the Contract within ten (10) days after it is 
received, by delivering it or mailing it to the Company's Annuity Service
Center. When the Contract is received by the Company, it will be voided as if it
had never been in force. 

    Except in the case of a Contract purchased pursuant to an Individual
Retirement Annuity ("IRA"), the Company will refund to the Contract Owner an
amount equal to the Contract Value as of the date of surrender. The Contract
Value may be more or less than the Purchase Payments made.

    In the case of an IRA, the Company will refund the greater of: the Purchase
Payments, less any withdrawals; or the Contract Value. A Purchase Payment made
to acquire an IRA will be allocated to the Money Market Division of the Separate
Account until the expiration of fifteen (15) days from the day the Contract is
mailed from the Company's Annuity Service Office. Thereafter, the Purchase
Payment shall be allocated in accordance with the instructions specified by the
Contract Owner in the application for a Contract, and the Contract Owner shall
bear the investment risk for the Purchase Payment.
 
                                        4
<PAGE>   6
 
- --------------------------------------------------------------------------------
                                   FEE TABLES
- --------------------------------------------------------------------------------
                      CONTRACT OWNER TRANSACTION EXPENSES
 
<TABLE>
<S>  <C>                                                               <C>
(a)  Withdrawal Charge (as a percentage of amount
     withdrawn, not to exceed 9% of Purchase Payments)                 6% for six Contract Years
(b)  Annual Contract Charge                                            $30
(c)  Transfer Fee (only applies if more than 15 transfers
     are made in any Contract Year.)                                   $25
</TABLE>
 
- --------------------------------------------------------------------------------
                            SEPARATE ACCOUNT EXPENSES
 
                   (AS A PERCENTAGE OF DAILY NET ASSET VALUE)
 
<TABLE>
<S>                                  <C>    <C>
(a) Mortality and Expense
     Risk Charge                        1.25 % annually
(b) Administrative Expense
     Charge                            + .15 % annually
(c) Total Expense Charge                1.40 % annually
                                      ======
</TABLE>
 
- --------------------------------------------------------------------------------
 
                      ANCHOR SERIES TRUST ANNUAL EXPENSES
 
 (AS A PERCENTAGE OF AVERAGE NET ASSETS FOR THE FISCAL YEAR ENDED
DECEMBER 31,
                                     1995.)
 
<TABLE>
<CAPTION>
                                                                        STRA-
                                 CAPITAL                      GROWTH    TEGIC                                    GOV'T
                      FOREIGN    APPRECI-          NATURAL      AND     MULTI-  MULTI-  HIGH   TARGET  FIXED   & QUALITY  MONEY
                     SECURITIES   ATION   GROWTH  RESOURCES   INCOME    ASSET   ASSET   YIELD   '98    INCOME    BOND     MARKET
<S>                  <C>         <C>      <C>     <C>        <C>        <C>     <C>     <C>    <C>     <C>     <C>        <C>
- ------------------------------------------------------------------------------------------------------------------------------
(a) MANAGEMENT
    FEE.............      .9%       .7%     .7%       .8%        .7%     1.0%    1.0%    .7%     .6%     .6%       .6%      .5%
- ------------------------------------------------------------------------------------------------------------------------------
(b) OTHER
    EXPENSES........      .3%       .1%     .2%       .2%        .2%      .3%     .1%    .2%     .3%     .2%       .1%      .1%
- ------------------------------------------------------------------------------------------------------------------------------
(c) TOTAL ANNUAL
    EXPENSES........     1.2%       .8%     .9%      1.0%        .9%     1.3%    1.1%    .9%     .9%     .8%       .7%      .6%
- ------------------------------------------------------------------------------------------------------------------------------
</TABLE>
 
THE FEE TABLE RELATING TO THE TRUST WAS PROVIDED TO THE COMPANY AND THE SEPARATE
ACCOUNT BY THE TRUST. NEITHER THE COMPANY NOR THE SEPARATE ACCOUNT HAS
INDEPENDENTLY VERIFIED THE ACCURACY OF SUCH INFORMATION. THE COMPANY AND THE
SEPARATE ACCOUNT DISCLAIM ALL LIABILITY FOR ANY CLAIM, LOSS OR EXPENSE RESULTING
FROM ANY ALLEGED ERRONEOUS INFORMATION ABOUT THE TRUST.
 
                                        5
<PAGE>   7
 
- --------------------------------------------------------------------------------
                                     EXAMPLES
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
SEPARATE               CONDITIONS
ACCOUNT                A Contract Owner would pay the following expenses on a              TIME PERIODS
DIVISION               $1,000 investment assuming 5% annual return on assets:  1 YEAR   3 YEARS   5 YEARS   10 YEARS
<S>                    <C>                                                    <C>      <C>       <C>       <C>
- --------------------------------------------------------------------------------------------------------------------
FOREIGN                (a) upon surrender at the end of the stated time         $ 89     $ 142     $ 204      $302
SECURITIES                 period.
                       (b) if the Contract WAS NOT surrendered                    27        83       142       302
- --------------------------------------------------------------------------------------------------------------------
CAPITAL                SAME                                                     $ 85     $ 130     $ 185      $262
APPRECIATION                                                                      23        71       122       262
- --------------------------------------------------------------------------------------------------------------------
GROWTH                 SAME                                                     $ 86     $ 133     $ 190      $272
                                                                                  24        74       127       272
- --------------------------------------------------------------------------------------------------------------------
NATURAL                SAME                                                     $ 87     $ 136     $ 194      $282
RESOURCES                                                                         25        77       132       282
- --------------------------------------------------------------------------------------------------------------------
GROWTH AND             SAME                                                     $ 86     $ 133     $ 190      $272
INCOME                                                                            24        74       127       272
- --------------------------------------------------------------------------------------------------------------------
STRATEGIC              SAME                                                     $ 90     $ 145     $ 208      $312
MULTI-ASSET                                                                       28        86       147       312
- --------------------------------------------------------------------------------------------------------------------
MULTI-ASSET            SAME                                                     $ 88     $ 139     $ 199      $292
                                                                                  26        80       137       292
- --------------------------------------------------------------------------------------------------------------------
HIGH YIELD             SAME                                                     $ 86     $ 133     $ 190      $272
                                                                                  24        74       127       272
- --------------------------------------------------------------------------------------------------------------------
TARGET '98             SAME                                                     $ 86     $ 133     $ 190      $272
                                                                                  24        74       127       272
- --------------------------------------------------------------------------------------------------------------------
FIXED                  SAME                                                     $ 85     $ 130     $ 185      $262
INCOME                                                                            23        71       122       262
- --------------------------------------------------------------------------------------------------------------------
GOV'T &                SAME                                                     $ 84     $ 128     $ 180      $252
QUALITY BOND                                                                      22        68       117       252
- --------------------------------------------------------------------------------------------------------------------
MONEY MARKET           SAME                                                     $ 83     $ 125     $ 175      $242
                                                                                  21        65       112       242
- --------------------------------------------------------------------------------------------------------------------
</TABLE>
 
- --------------------------------------------------------------------------------
                           EXPLANATION OF FEE TABLES
                                  AND EXAMPLES
- --------------------------------------------------------------------------------
 
1.  The purpose of the foregoing table and examples is to assist the Contract
    Owner in understanding the various costs and expenses that he or she will
    bear directly or indirectly. The table reflects expenses of the Separate
    Account as well as the Trust. For additional information see "Contract
    Charges," beginning on Page 11 of this Prospectus and the Prospectus for the
    Trust which is included with this Prospectus. The examples do not illustrate
    the tax consequences of surrendering a Contract.
2.  The examples assume that there were no transactions which would result in
    the imposition of the Transfer Fee. The Contracts are presently sold in New
    York only. New York does not assess premium taxes, so premium taxes are not
    reflected.
3.  For purposes of the amounts reported in the examples, the Annual Contract
    Charge is reflected by dividing the total amount of Contract fees collected
    during the year by the total average net assets of the Separate Account's
    Divisions.
4.  The examples reflect the fact that, after the first Contract Year, a
    Contract Owner may withdraw up to 10% of the difference of the aggregate
    Purchase Payments less prior withdrawals, without charge.
5.  NEITHER THE FEE TABLES NOR THE EXAMPLES ARE REPRESENTATIONS OF PAST OR
    FUTURE EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
 
                                        6
<PAGE>   8
 
- --------------------------------------------------------------------------------
                         CONDENSED FINANCIAL INFORMATION
                            ACCUMULATION UNIT VALUES
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                  5/2/88
                                                (INCEPTION)                           FISCAL YEAR ENDED
                                                    TO      ---------------------------------------------------------------------
                 ICAP DIVISION                   12/31/88   12/31/89  12/31/90  12/31/91  12/31/92  12/31/93  12/31/94  12/31/95
- ----------------------------------------------- ----------- --------- --------- --------- --------- --------- --------- ---------
<S>                                             <C>          <C>      <C>       <C>       <C>       <C>       <C>       <C>
Foreign Securities Division
  Beginning Unit Value.........................    $ 9.72      $10.47    $13.32    $11.45    $11.26    $ 9.64    $12.39    $11.83
  Ending Unit Value............................    $10.47      $13.32    $11.45    $11.26    $ 9.64    $12.39    $11.83    $13.13
  Number of Accum. Units Outstanding...........     3,628      17,052    24,999    31,241    31,574    38,816    47,472    39,747
Capital Appreciation Division
  Beginning Unit Value.........................    $ 9.69       $9.80    $12.08    $ 9.97    $15.36    $19.09    $22.79    $21.62
  Ending Unit Value............................    $ 9.80      $12.08    $ 9.97    $15.36    $19.09    $22.79    $21.62    $28.68
  Number of Accum. Units Outstanding...........     3,342      19,098    16,080    15,521    14,406    34,323    35,218    32,160
Growth Division
  Beginning Unit Value.........................    $14.83      $15.43    $19.79    $18.99    $26.36    $27.40    $29.12    $27.36
  Ending Unit Value............................    $15.43      $19.79    $18.99    $26.36    $27.40    $29.12    $27.36    $34.08
  Number of Accum. Units Outstanding...........     3,641      21,562    29,865    30,932    30,390    41,656    41,036    35,168
Natural Resources Division
  Beginning Unit Value.........................    $11.12      $11.02    $12.86    $10.77    $11.13    $11.25    $15.11    $15.05
  Ending Unit Value............................    $11.02      $12.86    $10.77    $11.13    $11.25    $15.11    $15.05    $17.43
  Number of Accum. Units Outstanding...........     4,108      15,862    12,612     9,475     8,347     8,797    10,889     8,124
Growth and Income Division
  Beginning Unit Value.........................    $ 9.68       $9.76    $11.04    $10.50    $13.12    $15.55    $18.70    $16.67
  Ending Unit Value............................    $ 9.76      $11.04    $10.50    $13.12    $15.55    $18.70    $16.67    $19.16
  Number of Accum. Units Outstanding...........     3,271      24,751    23,408    20,775    21,549    20,694    18,889     6,868
Strategic Multi-Asset Division
  Beginning Unit Value.........................    $ 9.80      $10.26    $12.13    $11.06    $13.55    $13.88    $15.78    $15.16
  Ending Unit Value............................    $10.26      $12.13    $11.06    $13.55    $13.88    $15.78    $15.16    $18.35
  Number of Accum. Units Outstanding...........    10,592      55,985    49,505    40,079    38,790    41,817    37,667    31,915
Multi-Asset Division
  Beginning Unit Value.........................    $ 9.79      $10.09    $11.91    $11.93    $14.98    $15.97    $16.90    $16.39
  Ending Unit Value............................    $10.09      $11.91    $11.93    $14.98    $15.97    $16.90    $16.39    $20.19
  Number of Accum. Units Outstanding...........    11,829      53,295    72,163    53,932    43,310    81,114    69,541    48,948
High Yield Division
  Beginning Unit Value.........................    $12.43      $13.00    $12.48    $11.01    $14.44    $16.24    $19.07    $17.96
  Ending Unit Value............................    $13.00      $12.48    $11.01    $14.44    $16.24    $19.07    $17.96    $21.03
  Number of Accum. Units Outstanding...........     6,989      37,759    31,311    11,357    10,343    11,281    11,361     8,181
Target '98 Division
  Beginning Unit Value.........................    $10.00      $10.63    $12.29    $12.89    $15.11    $15.97    $17.52    $16.57
  Ending Unit Value............................    $10.63      $12.29    $12.89    $15.11    $15.97    $17.52    $16.57    $18.72
  Number of Accum. Units Outstanding...........   114,732     204,163   182,726    54,000    37,969    35,665    31,973    23,657
Fixed Income Division
  Beginning Unit Value.........................    $14.73      $15.08    $16.78    $17.84    $20.31    $21.34    $22.71    $21.67
  Ending Unit Value............................    $15.08      $16.78    $17.84    $20.31    $21.34    $22.71    $21.67    $25.46
  Number of Accum. Units Outstanding...........     5,437      15,964    13,752     9,452     7,850     6,653     6,700     6,759
</TABLE>
 
                                        7
<PAGE>   9
 
- --------------------------------------------------------------------------------
 
                        CONDENSED FINANCIAL INFORMATION
                      ACCUMULATION UNIT VALUES (CONTINUED)
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                  5/2/88
                                                (INCEPTION)                           FISCAL YEAR ENDED
                                                    TO      ---------------------------------------------------------------------
                 ICAP DIVISION                   12/31/88   12/31/89  12/31/90  12/31/91  12/31/92  12/31/93  12/31/94  12/31/95
- ----------------------------------------------- ----------- --------- --------- --------- --------- --------- --------- ---------
<S>                                             <C>          <C>      <C>       <C>       <C>       <C>       <C>       <C>
Government and Quality Bond Division
  Beginning Unit Value.........................    $14.22      $14.95    $17.04    $18.15    $21.00    $22.13    $23.63    $22.60
  Ending Unit Value............................    $14.95      $17.04    $18.15    $21.00    $22.13    $23.63    $22.60    $26.60
  Number of Accum. Units Outstanding...........    21,095      99,633    97,386   129,211   108,229    46,206    33,336    23,426
Money Market Division
  Beginning Unit Value.........................    $12.28      $12.78    $13.73    $14.61    $15.23    $15.53    $15.72    $16.10
  Ending Unit Value............................    $12.78      $13.73    $14.61    $15.23    $15.53    $15.72    $16.10    $16.77
  Number of Accum. Units Outstanding...........     7,937      92,606    97,530    42,418    21,712    12,556    21,881    20,336
</TABLE>
 
- --------------------------------------------------------------------------------
 
                  YIELD CALCULATION FOR MONEY MARKET DIVISION
- --------------------------------------------------------------------------------
 
    From time to time the Separate Account may advertise its Money Market
Division's "yield" and "effective yield." Both yield figures are based on
historical earnings and are not intended to indicate future performance. The
"yield" of the Money Market Division refers to the net income generated for a
Contract funded by an investment in the Division over a seven-day period (which
period will be stated in the advertisement). This income is then "annualized."
That is, the amount of income generated by the investment during that week is
assumed to be generated each week over a 52-week period and is shown as a
percentage of the investment. The "effective yield" is calculated similarly but,
when annualized, the income earned by an investment in the Division is assumed
to be reinvested at the end of each seven-day period. The "effective yield" will
be slightly higher than the "yield" because of the compounding effect of this
assumed reinvestment. Neither the yield nor the effective yield takes into
consideration the effect of any capital changes that might have occurred during
the seven-day period, nor do they reflect the impact of premium taxes or any
Annuity Charges or Withdrawal Charges. The impact of other, recurring charges on
both yield figures is, however, reflected in them to the same extent it would
affect the yield (or effective yield) for a Contract of average size.
 
- --------------------------------------------------------------------------------
 
                         DESCRIPTION OF THE COMPANY AND
                              THE SEPARATE ACCOUNT
- --------------------------------------------------------------------------------
 
COMPANY
 
    The Company is a stock life insurance company organized under the laws of
New York in 1965. All of the outstanding stock of the Company is held by
Presidential Life Corporation, a publicly owned holding company. The Company
offers life insurance and annuities and is admitted to do business in 47 states
and the District of Columbia.
 
SEPARATE ACCOUNT
 
    The Separate Account was established pursuant to New York insurance law on
August 26, 1987. This segregated asset account has been designated "Presidential
Variable Account One" ("Separate Account"). The Separate Account is registered
with the Securities and Exchange Commission as a unit investment trust under the
Investment Company Act of 1940. This registration does not involve supervision
of the management of the Separate Account or the Company by the Securities and
Exchange Commission.
 
    The assets of the Separate Account are the property of the Company. However,
the assets of the Separate Account, equal to the reserves and other contract
liabilities of the Separate Account, are not chargeable with liabilities arising
out of any other business the Company may conduct. The Company's obligations
arising under the Contracts are general corporate obligations of the Company.
 
    Income, gains and losses, whether or not realized, are, in accordance with
the Contracts, credited to or charged against the Separate Account without
regard to other income, gains or losses of the Company.
 
                                        8
<PAGE>   10
 
    The Separate Account is divided into Divisions, with the assets of each
Division invested in the shares of one of the twelve Portfolios of the Trust.
The Company does not guarantee the investment performance of the Separate
Account or its Divisions. Contract Values allocated to the Separate Account and
the amount of Variable Annuity payments will vary with the value of shares of
the Portfolios and the Contract charges.
 
- --------------------------------------------------------------------------------
 
                              FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
 
    Financial Statements of the Company and the Separate Account appear in the
Statement of Additional Information. A copy of the Statement of Additional
Information may be obtained by contacting the Company's Annuity Service Center.
 
- --------------------------------------------------------------------------------
 
                              ANCHOR SERIES TRUST
- --------------------------------------------------------------------------------
 
    Each of the twelve Divisions of the Separate Account is invested solely in
the shares of one of the twelve Portfolios of Anchor Series Trust. The Trust is
an open-end diversified management investment company registered under the
Investment Company Act of 1940. While a brief summary of the investment
objectives is set forth below, more comprehensive information, including a
discussion of potential risks, is found in the Prospectus for the Trust which is
included with this Prospectus. Additional copies of this Prospectus, the Trust's
Prospectus and the Statement of Additional Information can be obtained by
calling the Annuity Service Center shown on the cover page of this Prospectus.
Both prospectuses should be read carefully to understand all aspects of the
Contract, the Separate Account and the Portfolios. SunAmerica Asset Management
Corp. ("SAAM") (an indirect wholly owned subsidiary of SunAmerica Inc.) is the
investment manager for the Trust. Wellington Management Company ("WMC"), which
is not affiliated with the Company, serves as sub-adviser for the Trust. (See
the Trust Prospectus for information concerning the investment management fees.)
 
    The twelve Portfolios and their investment objectives are:
 
EQUITY PORTFOLIOS
 
    FOREIGN SECURITIES PORTFOLIO seeks long-term capital appreciation. This
Portfolio will invest primarily in a diversified group of equity securities
issued by foreign companies and primarily denominated in foreign currencies.
 
    CAPITAL APPRECIATION PORTFOLIO seeks long-term capital appreciation. This
Portfolio will invest in a widely diversified group of growth equity securities,
debt securities and preferred stocks that are convertible into, or which carry
warrants to purchase, common stocks or other equity interests and in addition
may invest up to 25% of its total assets in foreign securities.  This Portfolio
may also engage in transactions involving stock index futures and options
thereon as a hedge against changes in market conditions.
 
    GROWTH PORTFOLIO seeks capital appreciation. This Portfolio will invest in
growth equity securities and may invest up to 25% of its total assets in foreign
securities. This Portfolio may also engage in transactions involving stock index
futures and options thereon as a hedge against changes in market conditions.
 
    NATURAL RESOURCES PORTFOLIO seeks total return in excess of the U.S. rate of
inflation as represented by the Consumer Price Index. This Portfolio will invest
primarily in equity securities of companies which are expected to benefit from
rising inflation, because they own or control assets which appreciate in
inflationary periods, or because of increased activity during these periods of
inflation, and in debt obligations and fixed income securities which are
expected to provide favorable returns in periods of rising inflation. This
Portfolio will invest in domestic securities and foreign securities and may
engage in transactions including stock index futures contracts and options
thereon, and transactions involving the future delivery of fixed income
securities ("Financial Futures Contracts") and options thereon, as a hedge
against changes in market conditions.
 
    GROWTH AND INCOME PORTFOLIO seeks high current income and long-term capital
appreciation. This Portfolio will invest primarily in securities that provide
the potential for growth and offer income, such as dividend-paying stocks and
securities convertible into common stock. The Portfolio may also engage in
transactions involving Financial Futures Contracts and options thereon as a
hedge against changes in market conditions.
 
                                        9
<PAGE>   11
 
MANAGED PORTFOLIOS
 
    STRATEGIC MULTI-ASSET PORTFOLIO seeks high long-term total investment
return. This Portfolio will invest in a diversified group of securities of the
following types: growth equity and aggressive growth equity securities,
including the securities of smaller companies which may be newer and less
seasoned, investment grade and high-yield, high-risk bonds, international
securities and money market instruments. The Portfolio may also engage in
transactions involving stock index futures contracts and options thereon and
Financial Futures Contracts and options thereon, as a hedge against changes in
market conditions.
 
    MULTI-ASSET PORTFOLIO seeks long-term total investment return consistent
with moderate investment risk. This Portfolio will invest in a diversified group
of securities, including: growth equity securities, convertible securities,
investment grade fixed income securities and money market securities. The
Portfolio also may engage in transactions involving stock index futures
contracts and options thereon and Financial Futures Contracts and options
thereon, as a hedge against changes in market conditions.
 
FIXED INCOME PORTFOLIOS
 
    HIGH YIELD PORTFOLIO seeks high current income. A secondary investment
objective is capital appreciation. This Portfolio will seek its objectives by
investing, except for temporary defensive purposes, at least 65% of its assets
in high-yielding, high-risk, income-producing corporate bonds, which generally
carry ratings lower than those assigned to investment grade bonds by Moody's
Investor's Service, Inc. ("Moody's") or Standard & Poor's Corporation ("Standard
& Poor's"), or which are unrated. This Portfolio may also engage in transactions
involving Financial Futures Contracts and options thereon as a hedge against
changes in market conditions. High-yield, high-risk bonds typically are subject
to greater risks than are investments in lower-yielding, higher-rated bonds. See
the Trust's Prospectus for more information.
 
    TARGET '98 PORTFOLIO seeks a predictable compounded investment return for a
specified time period, consistent with preservation of capital. This Portfolio
will invest primarily in zero coupon securities and current, interest-bearing,
investment grade debt obligations which are issued by the U.S. Government, its
agencies and instrumentalities, and both domestic and foreign corporations.
These investments will generally mature no later than November 15, 1998. Upon
maturity, the Portfolio will be converted to cash. The redemption proceeds will,
except as otherwise directed by the Contract Owner, be used to purchase shares
of the Money Market Portfolio.
 
    In January 1998, the Company's Annuity Service Office will notify all
Contract Owners then having Contract Value allocated to the Target '98 Division
of the forthcoming maturity and liquidation of the Target '98 Portfolio, and
will request instructions as to which other Division(s) each Contract Owner's
interest in the Target '98 Division is to be reallocated upon such liquidation.
Contract Values will be automatically reallocated to the Money Market Division
except to the extent that instructions indicating a different reallocation are
received by the Company on or before November 15, 1998.
 
    To facilitate an orderly liquidation, no transfers into the Target '98
Division will be permitted after January 1, 1998. Reallocations of Contract
Value from the Target '98 Division effected in connection with the liquidation
as described above will not be considered "transfers" for purposes of
determining any applicable transfer fees. Other transfers out of the Target '98
Division will not be permitted after October 15, 1998. Of course, none of the
foregoing constraints affect a Contract Owner's right to redeem his or her
Contract Value at any time. (See "Purchases and Contract Value -- Withdrawals
(Redemption)", on Page 19).
 
    FIXED INCOME PORTFOLIO seeks high level of current income consistent with
preservation of capital. This Portfolio will invest primarily in investment
grade, fixed income securities and may engage in Financial Futures Contracts and
options thereon as a hedge against changes in market conditions.
 
    GOVERNMENT AND QUALITY BOND PORTFOLIO seeks relatively high current income,
liquidity and security of principal. This Portfolio will invest in obligations
issued, guaranteed or insured by the U.S. Government, its agencies or
instrumentalities ("government securities") and in corporate debt securities
rated Aa or better by Moody's or AA or better by Standard & Poor's ("high
quality corporate bonds"). It is currently anticipated that the Portfolio will
have the majority of its assets invested in government securities since the
Trust is permitted to treat each U.S. agency or instrumentality as a separate
issuer for purposes of determining compliance with diversification standards
imposed by Section 817(h) of the Internal Revenue Code. (See 
"Taxes -- Diversification" on Page 21.)
 
                                       10
<PAGE>   12
 
    MONEY MARKET PORTFOLIO seeks current income consistent with stability of
principal through investment in a diversified portfolio of money market
instruments maturing in 397 days or less. The Portfolio will maintain a dollar-
weighted average portfolio maturity of not more than 90 days.
 
    There is no assurance that the investment objectives of any of the
Portfolios will be met. Contract Owners bear the complete investment risk for
Purchase Payments allocated to a Division. Contract Values will fluctuate in
accordance with the investment performance of the Division(s) to which Purchase
Payments are allocated, and in accordance with the imposition of the fees and
charges assessed under the Contracts.
 
    Shares of the Trust are issued and redeemed only in connection with
investments in and payments under variable contracts sold by the Company, Anchor
National Life Insurance Company, Phoenix Mutual Life Insurance Company and First
SunAmerica Life Insurance Company. The Company is not affiliated with such other
entities. No disadvantage to Contract Owners is seen to arise from the fact that
the Trust offers its shares in this fashion. See the Trust's Prospectus which is
included with this Prospectus.
 
    Additional Portfolios may be established and, with the prior approval of the
Superintendent of Insurance of the State of New York, may be made available to
Contract Owners. However, there is no assurance that this will occur.
 
VOTING RIGHTS
 
    In accordance with its view of present applicable law, the Company will vote
the shares of the Trust held in the Separate Account at special meetings of the
shareholders of the Trust in accordance with instructions received from persons
having the voting interest in the Separate Account. The Company will vote shares
for which it has not received instructions in the same proportion as it votes
shares for which it has received instructions. The Trust does not hold regular
meetings of shareholders.
 
    The number of shares which a person has a right to vote will be determined
as of a date to be chosen by the Company not more than sixty (60) days prior to
the meeting of the Trust's shareholders. Voting instructions will be solicited
by written communication at least fourteen (14) days prior to such meeting. The
person having such voting rights will be the Contract Owner before the Annuity
Date or the death of the Annuitant; thereafter the payee entitled to receive
payments under the Contract. Voting rights attributable to a Contract will
generally decrease as Contract Values decrease.
 
SUBSTITUTION OF SECURITIES
 
    If the shares of any of the Portfolios should no longer be available for
investment by the Separate Account or if, in the judgment of the Company's Board
of Directors, further investment in the shares of a Portfolio is no longer
appropriate in view of the purpose of the Contract, the Company may substitute
shares of another mutual fund or Portfolio for Portfolio shares already
purchased or to be purchased in the future by Purchase Payments under the
Contract. No substitution of securities may take place without prior approval of
the Securities and Exchange Commission and under such requirements as it may
impose.
 
- --------------------------------------------------------------------------------
 
                                CONTRACT CHARGES
- --------------------------------------------------------------------------------
 
MORTALITY AND EXPENSE RISK CHARGE
 
    The Company deducts a risk charge from each Division of the Separate Account
during each Valuation Period. The risk charge is equal, on an annual basis, to
1.25% of the daily net asset value of each Division (approximately .90% is for
mortality risks and approximately .35% for expense risks). The mortality risks
assumed by the Company arise from its contractual obligations to make annuity
payments after the Annuity Date for the life of the Annuitant, to waive the
Withdrawal Charge in the event of the death of the Annuitant and to provide the
death benefit prior to the Annuity Date. The expense risk assumed by the Company
is that the costs of administering the Contracts and the Separate Account will
exceed the amount received from the Annual Contract Charge and the 
Administrative Expense Charge. (See "Administrative Charges" following.) 
This charge is guaranteed by the Company and cannot be increased.
 
                                       11
<PAGE>   13
 
ADMINISTRATIVE CHARGES
 
    ADMINISTRATIVE EXPENSE CHARGE
 
    The Company deducts an Administrative Expense Charge from each Division of
the Separate Account which is equal, on an annual basis, to .15% of the daily
net asset value of each Division. This charge is designed to cover those
administrative expenses which exceed the revenues from the Annual Contract
Charge. The Company does not intend to profit from this charge. The Company
believes that the Administrative Expense Charge has been set at a level that
will recover no more than the actual costs associated with administering the
Contract. In the event that it exceeds the amount necessary to reimburse the
Company for its administrative expenses the charge will be appropriately
reduced. In no event will this charge be increased. The Administrative Expense
Charge is assessed during both the Accumulation Period and the Annuity Period.
 
    ANNUAL CONTRACT CHARGE
 
    An Annual Contract Charge of $30 is charged against each Contract. The
amount of this charge is guaranteed and cannot be increased by the Company. This
charge is not assessed during the Annuity Period. This charge reimburses the
Company for expenses incurred in establishing and maintaining the records
relating to a Contract. If the Contract is surrendered for its full value on a
date other than an anniversary of the Issue Date of the Contract, the full
Annual Contract Charge will be deducted at the date of surrender without
proration.
 
SALES CHARGES
 
    The Withdrawal Charge and the Annuity Charge are sales charges.
 
    WITHDRAWAL CHARGE
 
    Effective January 1, 1989, federal tax law limits withdrawals from annuity
contracts issued in connection with 403(b) Qualified Plans. Subject to those
limitations, which are described on Page 22, the Contract Value may be withdrawn
at any time during the Accumulation Period. Contract Owners should consult their
own tax counsel or other tax adviser regarding any withdrawals.
 
    There is a Free Withdrawal Amount which applies to the first withdrawal
during a Contract Year after the first Contract Year. The Free Withdrawal Amount
is equal to 10% of the aggregate Purchase Payments less prior withdrawals.
However, should a withdrawal exceed the Free Withdrawal Amount, a sales charge,
which is referred to as the Withdrawal Charge, may be imposed.
 
    The Withdrawal Charge is deducted from the remaining Contract Value so that
the actual reduction in Contract Value as a result of the withdrawal will be
greater than the withdrawal amount requested and paid.
 
    The Withdrawal Charge is 6% of the amount withdrawn if such withdrawal is
made within six years of making the Purchase Payment. The Withdrawal Charge
shall not exceed 9% of total Purchase Payments. Free withdrawals and other
withdrawals will be allocated to Purchase Payments on a first-in-first-out
basis.
 
    The amounts obtained from the Withdrawal Charge will be used to pay sales
commissions and other promotional or distribution expenses associated with the
marketing of the Contracts. To the extent that the Withdrawal Charge is
insufficient to cover all sales commissions and other promotional or
distribution expenses, the Company may use any of its corporate assets,
including potential profit which may arise from the Mortality and Expense Risk
Charge (see Page 11), to make up any difference.
 
    ANNUITY CHARGE
 
    If a Contract Owner elects to have annuity payments made under annuity
option 1, Life Income with Installments Guaranteed or annuity option 2, Joint
and Survivor Annuity (See "Annuity Period -- Annuity Options", Page 16), no
Annuity Charge applies and 100% of the Contract Value is applied.
 
    If a Contract Owner elects annuity option 3, Income for a Specified Period,
and if Purchase Payments were made in the Contract Year in which annuity
payments are to begin or any of the five preceding Contract Years, an Annuity
Charge may apply. This Annuity Charge equals the Withdrawal Charge that would
apply if the Contract were being surrendered. Further, no Annuity Charge will be
assessed if annuity option 3 is elected by a Beneficiary under the death
benefit.
 
                                       12
<PAGE>   14
 
    The Annuity Charge also applies to certain annuitizations of Contract Values
allocated to the General Account.
 
DEDUCTION FOR SEPARATE ACCOUNT INCOME TAXES
 
    While the Company is not currently maintaining a provision for taxes, the
Company has reserved the right to establish such a provision for taxes in the
future if it determines, in its sole discretion, that it will incur a tax as a
result of the operation of the Separate Account. The Company will deduct for any
taxes incurred by it as a result of the operation of the Separate Account
whether or not there was a provision for taxes and whether or not it was
sufficient. (See "Taxes," Page 20.)
 
OTHER EXPENSES
 
    There are other deductions from and expenses paid out of the assets of the
Trust which are described in the accompanying Trust Prospectus.
 
REDUCTION OF CHARGES FOR SALES TO CERTAIN GROUPS
 
    The Company may reduce the charges on individual Contracts sold to certain
groups of individuals, or to a trustee, employer or other entity representing a
group, where it is expected that such multiple sales will result in savings of
sales or administrative expenses. The Company determines the eligibility of
groups for such reduced charges, and the amount of such reductions for
particular groups, by considering the following factors: (1) the size of the
group; (2) the total amount of Purchase Payments expected to be received from
the group; (3) the nature of the group for which the Contracts are purchased,
and the persistency expected in that group; (4) the purpose for which the
Contracts are purchased and whether that purpose makes it likely that expenses
will be reduced; and (5) any other circumstances which the Company believes to
be relevant to determining whether reduced sales or administrative expenses may
be expected. None of the reductions in charges for group sales is contractually
guaranteed. Such reductions may be withdrawn or modified by the Company on a
uniform basis. The Company's reductions in charges for group sales will not be
unfairly discriminatory to the interests of any Contract Owners. The Company
will not reduce the charges for any group sales until such reduction is approved
by the Insurance Department of the State of New York.
 
- --------------------------------------------------------------------------------
 
                          DESCRIPTION OF THE CONTRACTS
- --------------------------------------------------------------------------------
 
VOTING RIGHTS OF CONTRACT OWNER
 
    Contract Owners have a voting interest in each of the Separate Account
Divisions to which they have allocated Contract Values. The voting interest in a
Division is based upon the Contract Owner's proportionate interest in the
Division as measured by Accumulation and Annuity Units. (See "Anchor Series
Trust -- Voting Rights", Page 11 and "Purchases and Contract Value -- Allocation
of Purchase Payments", Page 18.)
 
TRANSFER DURING ACCUMULATION PERIOD
 
    During the Accumulation Period, the Contract Owner may transfer Contract
Values among Divisions and/or the General Account, by written request or
telephone authorization. Telephone transfers are automatically accepted unless
the Company is otherwise instructed by the Contract Owner. The Company has in
place procedures which are designed to provide reasonable assurance that
telephone authorizations are genuine, including tape recording all telephone
communications and requesting identifying information. Accordingly, the Company
and its affiliates disclaim all liability for any claim, loss or expense
resulting from any alleged error or mistake in connection with a telephone
transfer which was not properly authorized by the Contract Owner. However, if
the Company fails to employ reasonable procedures to ensure that all telephone
transfers are properly authorized, the Company may be held liable for such
losses. Telephone calls authorizing transfers must be completed by 4:00 p.m.
Eastern time in order to effect the transfer the day of receipt. All other
transfers will be processed on the next business day. The Company reserves the
right to terminate or modify the telephone transfer service at any time.
 
    Transactions effecting transfer may not be made more often than fifteen
times in any Contract Year without charge. A charge of $25 per transaction is
assessed against any transaction effecting transfer in excess of the fifteen
permitted without charge in any Contract Year or, if all or part of a Contract
Owner's interest in a Division is transferred to another Division, within 30
days of the Issue Date. The fee will be deducted from Contract Values which
remain in the Division
 
                                       13
<PAGE>   15
 
from which the transfer was made. If the remaining Contract Value is
insufficient to pay the transfer fee, then the fee will be deducted from
transferred Contract Values. The transfer fee is at cost with no margin included
for profit. Contract Owners are not permitted to transfer amounts allocated or
transferred to the Target '98 Division from that Division more frequently than
once every 30 days.
 
    This transfer privilege may be suspended, modified or terminated at any time
without notice. (See "Taxes -- Diversification," on Page 21).
 
    The minimum partial transfer amount is $500. No partial transfer may be made
if the value of the Contract Owner's interest in the Division from which a
transfer is being made would be less than $500 after the transfer. As with
initial Purchase Payments, at least $500 must be allocated to a Division before
another Division is selected. The Company may waive the minimum partial transfer
amount in connection with pre-authorized automatic transfer programs.
 
    Transfers from the General Account to the Divisions of the Separate Account
are permitted subject to limitations which are set out in a rider to the 
Contract.
 
MODIFICATION OF THE CONTRACT
 
    Only the Company's President or Secretary may approve a change or waive the
provisions of the Contract. Any change or waiver must be in writing. No agent
has the authority to change or waive the provisions of the Contract.
 
ASSIGNMENT
 
    Contracts issued pursuant to Non-Qualified Plans that are not subject to
Title 1 of the Employee Retirement Income Security Act of 1974 ("ERISA") may be
assigned by the Contract Owner at any time during the lifetime of the Annuitant
prior to the Annuity Date. The Company will not be bound by any assignment until
written notice is received by the Company, at its Annuity Service Center. The
Company is not responsible for the validity, or tax or other legal consequences,
of any assignment. An assignment will not affect any payments the Company may
make or actions it may take before it receives notice of the assignment.
 
    If the Contract is issued pursuant to a Qualified Plan (or a Non-Qualified
Plan that is subject to Title 1 of ERISA), it may not be assigned, pledged or
otherwise transferred except under such conditions as may be allowed under
applicable law.
 
    BECAUSE AN ASSIGNMENT MAY BE A TAXABLE EVENT, CONTRACT OWNERS SHOULD CONSULT
COMPETENT TAX ADVISERS SHOULD THEY WISH TO ASSIGN THEIR CONTRACTS.
 
DEATH OF THE ANNUITANT
 
    In the event of the death of the Annuitant prior to the Annuity Date, a
death benefit will be paid to the Beneficiary designated by the Contract Owner.
If a single sum payment is requested, the proceeds will be paid within seven
days. If an annuity option is desired, election must be made by the Beneficiary
within sixty days of the date of receipt of Due Proof of Death; otherwise a
single sum payment will be made to the Beneficiary at the end of such sixty-day
period.
 
    The amount of the death benefit is equal to the greater of: (1) the Contract
Value at the end of the Valuation Period during which Due Proof of Death and an
election of the type of payment by the Beneficiary is received by the Company at
the Annuity Service Center; or (2) the total dollar amount of Purchase Payments
minus any partial withdrawals made, all Contract Owner transaction expenses
deducted during the term of the Contract prior to the date of death, and any
partial annuitizations.
 
    If the payee dies after the Annuity Date while the Contract is in force, the
death proceeds, if any, will depend upon the annuity option in effect at the
time of the payee's death. If the Owner or Annuitant, if different, dies after
the Annuity Date and before the entire interest in the Contract has been
distributed, the remaining interest, if any, as provided for in the annuity
option selected will be distributed at least as rapidly as under the method of
distribution in effect at the Owner's or Annuitant's death.
 
                                       14
<PAGE>   16
 
DEATH OF THE CONTRACT OWNER
 
    If the Contract Owner dies prior to the Annuity Date, the death benefit
provision, as described above under "Death of the Annuitant" is modified to
provide the following:
 
        If the Contract Owner dies before the Annuity Date, the entire Contract
    Value must be distributed within five (5) years of the date of death,
    unless:
 
        (1) it is payable over the lifetime of a designated Beneficiary with
    distribution beginning within one (1) year of the date of death; or
 
        (2) the designated Beneficiary is the Contract Owner's spouse and he or
    she continues the Contract in his or her own name.
 
    If the Contract is issued pursuant to a Qualified Plan, similar provisions
will apply upon the death of the Contract Owner. Purchasers acquiring Contracts
pursuant to Qualified Plans should consult a qualified pension or tax adviser.
 
BENEFICIARY
 
    The Beneficiary(ies) is/are named in the application, unless changed. A
Beneficiary is entitled to receive the benefits to be paid at the death of the
Annuitant or Contract Owner, as applicable. Unless the Contract Owner provides
otherwise, the death benefit will be paid in equal shares or all to the survivor
as follows:
 
        (1) to the primary Beneficiary(ies) who survive(s) the Annuitant's or
    Contract Owner's death (as applicable); or if there are none,  

        (2) to the Contingent Beneficiary(ies) who survive(s) the Annuitant's or
    Contract Owner's death, as applicable; or, if there are none,
 
        (3) to the Contract Owner, or to the Contract Owner's estate.
 
    The Contract Owner may change a Beneficiary or Contingent Beneficiary at any
time during his or her lifetime or that of the Annuitant's. A change may be made
by filing a written request with the Company at its Annuity Service Center,
unless any irrevocable Beneficiary designation was previously filed. The change
will take effect as of the date the Company records the change. The Company is
not liable for any payment made or action taken before it records the change.
 
- --------------------------------------------------------------------------------
 
                                 ANNUITY PERIOD
- --------------------------------------------------------------------------------
 
ANNUITY DATE
 
    The Contract Owner selects an Annuity Date (the date on which annuity
payments are to begin) at the time of application. The Annuity Date must always
be the first day of a calendar month. The Contract Owner may change the Annuity
Date during the lifetime of the Annuitant. An election to change the Annuity
Date must be in written form received by the Company at the Annuity Service
Office before the first annuity payment date.
 
    The actual dollar amount of variable annuity payments is dependent upon (1)
the Contract Value at the time of annuitization, (2) the annuity table specified
in the Contract, (3) the annuity option selected, and (4) the investment
performance of the Division selected. In addition, if annuity option 3, Income
for a Specified Period, is selected, an Annuity Charge may apply. (See "Contract
Charges -- Annuity Charge," Page 12.)
 
    The annuity tables contained in the Contract are based on a five percent
(5%) assumed investment rate. If the actual net investment rate exceeds five
percent (5%), payments will increase. Conversely, if the actual rate is less
than five percent (5%), annuity payments will decrease.
 
    If a higher assumed investment rate were used, the initial payment would be
higher, but the actual net investment rate would have to be higher in order for
annuity payments to increase.
 
    The Annuitant receives the value of a fixed number of Annuity Units each
month. The value of a fixed number of Annuity Units will reflect the investment
performance of the Divisions selected, and the amount of each annuity payment
will vary accordingly.
 
                                       15
<PAGE>   17
 
ANNUITY OPTIONS
 
    The Contract Owner, or any Beneficiary who is so entitled, may elect to
receive a lump sum at the end of the Accumulation Period. However, a lump sum
distribution may be deemed to be a withdrawal, and at least a portion of it may
be subject to federal income tax (See "Taxes -- Tax Treatment of Withdrawals --
Non-Qualified Contracts" and "Tax Treatment of Withdrawals -- Qualified
Contracts," Pages 22 and 23, respectively). Alternatively, an annuity option
may be elected. The Contract Owner may elect an annuity option or change an 
annuity option at any time during the lifetime of the Annuitant prior to the 
Annuity Date. The Annuitant may make the election on the Annuity Date unless 
the Contract Owner has restricted the right to make such an election. The 
Beneficiary may elect an annuity option upon the death of the Annuitant or the 
Contract Owner unless the Contract Owner has restricted this right.
 
    If no other annuity option is elected, monthly annuity payments will be made
in accordance with annuity option 1 below with a ten (10) year period certain.
Generally, annuity payments will be made in monthly installments. However, if
the amount available to apply under an annuity option is less than $2,000, the
Company has the right to pay the annuity in one lump sum. In addition, if the
first payment provided would be less than $20, the Company shall have the right
to change the frequency of payments to quarterly, semi-annual or annual
intervals so as to result in an initial payment of at least $20.
 
    The following annuity options are generally available under the Contract.
However, there may be restrictions in the retirement plan pursuant to which a
Contract issued on a qualified basis has been purchased.
 
OPTION 1 -- LIFE INCOME WITH INSTALLMENTS GUARANTEED
 
    An annuity payable monthly during the lifetime of the payee. Upon election a
guaranteed payment period of either 10 years or 20 years may be chosen. If the
payee dies before the end of the guaranteed period, the present value, based on
a five percent (5%) annual interest rate, of any remaining guaranteed payments
will be paid to the payee's estate or to the Beneficiary.
 
OPTION 2 -- JOINT AND SURVIVOR ANNUITY
 
    An annuity payable monthly while both payees are living. Upon the death of
either payee, the monthly income payable will continue during the lifetime of
the surviving payee at the percentage of the full amount chosen at the time of
election of this option. This is the automatic form of annuity where joint
Annuitants are named, but a different option may be elected.
 
    Annuity payments terminate automatically and immediately upon the death of
the surviving payee without regard to the number or total amount of payments
received.
 
    There is no minimum number of guaranteed payments and it is possible to have
only one annuity payment if both payees die before the due date of the second
payment.
 
    No Annuity Charge applies if either option 1 or option 2 is elected.
 
OPTION 3 -- INCOME FOR A SPECIFIED PERIOD
 
    An Income for a Specified Period may be elected only if at least $20,000 in
Contract Value, less any Annuity Charge, is to be applied. If Purchase Payments
were made in the Contract Year in which annuity payments are to begin, or in any
of the five preceding Contract Years, an Annuity Charge may apply. That Annuity
Charge equals the Withdrawal Charge that would apply if the Contract were being
surrendered. No Annuity Charge will be assessed if option 3 is elected by a
Beneficiary under the death benefit.
 
    Under this option, a payee can elect an annuity payable monthly for any
period of years from 5 to 30. This election must be made for full 12 month
periods. In the event the payee dies before the specified number of payments has
been made, the Beneficiary may elect to continue receiving the scheduled
payments or may alternatively elect to receive the present value, based on a
five percent (5%) annual interest rate, of any remaining guaranteed payments.
Because Contract Values are redeemable even after the Annuity Date under this
Option at any time while payments are being made, the payee may elect to receive
the present value of the remaining payments, commuted at the interest rate used
to create the annuity factor for this option.
 
    The value of an Annuity Unit, regardless of the option chosen, takes into
account the Mortality and Expense Risk Charge. (See "Contract Charges -- 
Mortality and Expense Risk Charge," Page 11). Since annuity option 3, Income for
 
                                       16
<PAGE>   18
 
a Specified Period, does not contain an element of mortality risk, the payee is
not getting the benefit of this charge. There shall be no right to terminate the
Contract during the Annuity Period if the option selected contains an element of
mortality risk.
 
OTHER OPTIONS
 
    At the sole discretion of the Company, other annuity options may be made
available to the Contract Owner. However, to the extent that Withdrawal Charges
would otherwise apply to a withdrawal or termination, the identical Withdrawal
Charge may apply with respect to any additional options.
 
    With respect to Contracts issued under Sections 401, 403(b) or 408 of the
Internal Revenue Code, any payments will be made only to the Annuitant and the
Annuitant's spouse.
 
ALLOCATION OF ANNUITY PAYMENTS
 
    If all of the Contract Value on the seventh calendar day before the Annuity
Date is allocated to the General Account, the Annuity will be paid as a Fixed
Annuity. If all of the Contract Value on that date is allocated to the Separate
Account, the Annuity will be paid as a Variable Annuity. If the Contract Value
on that date is allocated to both the General Account and the Separate Account,
the Annuity will be paid as a combination of a Fixed Annuity and a Variable
Annuity to reflect the allocation between the accounts. Variable Annuity
payments will reflect the investment performance of the Separate Account
Divisions. The payee(s) may, by written notice to the Company, convert Variable
Annuity payments to Fixed Annuity payments. However, Fixed Annuity payments may
not be converted to Variable Annuity payments.
 
    The payee may elect to have payments made from one or more Divisions.
Transfers during the Annuity Period are permitted subject to stated limitations.
(See "Transfer During Annuity Period," following.)
 
TRANSFER DURING ANNUITY PERIOD
 
    During the Annuity Period, the payee alone has the sole right to transfer
the Contract Value to the General Account and/or among Separate Account
Division(s) by written request to the Annuity Service Center subject to the
following limitations:
 
        a. no transfer to a Separate Account Division may be made during the
    first year of the Annuity Period. Thereafter, only one transfer per Division
    is permitted during each Contract Year of the Annuity Period; 
 
        b. payee's entire Contract Value in a Separate Account Division must be
    transferred;
 
        c. the request for transfer must be received by the Company, at its
    Annuity Service Center, during the 45 days preceding the anniversary of the
    Contract's Issue Date. The transfer will be effected at the next Annuity
    Unit value calculation after receipt of a valid transfer request which meets
    the limitations and conditions as are prescribed for transfers during the
    Accumulation Period (See "Transfer During Accumulation Period," Page 13);
 
        d. the amount allocated to the General Account in the event of a
    transfer from a Separate Account Division will be equal to the annuity
    reserve for the payee's interest in that Separate Account Division. The
    annuity reserve is the product of "(A)" multiplied by "(B)" multiplied by
    "(C)", where "(A)" is the number of Annuity Units representing the payee's
    interest in the Separate Account Division per annuity payment; "(B)" is the
    Annuity Unit value for the Separate Account Division; and "(C)" is the
    present value of $1.00 per payment period as of the adjusted age of the
    payee attained at the time of transfer, determined by using the 1983 Table
    A, projected at Scale G with interest at the rate of 5% per annum. Amounts
    transferred to the General Account will be applied under the annuity option
    originally elected, except that adjustment will be made for the time elapsed
    since the Annuity Date. All amounts and Annuity Unit values will be
    determined as of the end of the Valuation Period preceding the effective
    date of transfer;
 
        e. the transfer privilege may be suspended or discontinued at any time.
 
                                       17
<PAGE>   19
 
- --------------------------------------------------------------------------------
 
                          PURCHASES AND CONTRACT VALUE
- --------------------------------------------------------------------------------
 
MINIMUM PURCHASE PAYMENT
 
    The minimum initial Purchase Payment for Contracts issued pursuant to a
Non-Qualified Plan is $1,000. Minimum additional Purchase Payments may be made
in amounts of $500. The minimum Purchase Payment for a Contract issued pursuant
to a Qualified Plan is $100. A minimum of $500 must be allocated to one Division
or the General Account before transfers are permitted. (See "Description of the
Contracts -- Transfer During Accumulation Period", on Page 13.) The Company
reserves the right to refuse any Purchase Payment at any time.
 
ALLOCATION OF PURCHASE PAYMENTS
 
    Purchase Payments are allocated to the General Account and/or the
Division(s) of the Separate Account selected by the Contract Owner. The current
General Account allocation option pays a fixed rate of interest declared by the
Company for one year from the date amounts are allocated to it. The Company, at
its sole discretion, may offer other General Account allocation options which
are subject to different terms and conditions than apply to the current option.
 
    Contract Owners making initial Purchase Payments should be sure to specify
their allocations on the application for a Contract. If the application is in
good order, the Company will apply the initial Purchase Payment to the General
Account and the selected Division(s), and credit the Contract with Accumulation
Units within two business days of receipt. The number of Accumulation Units in a
Division attributable to a Purchase Payment is determined by dividing that
portion of the Purchase Payment which is allocated to the Division by the
Division's Accumulation Unit value during the Valuation Period when the
allocation occurs.
 
    Any Purchase Payment made to acquire an Individual Retirement Annuity
("IRA") will be allocated to the Money Market Division of the Separate Account
until the expiration of fifteen (15) days from the day the Contract is mailed to
the Company's Annuity Service Center. Thereafter, the Purchase Payment shall be
allocated in accordance with the instructions specified by the Contract Owner in
the application for a Contract, and the Contract Owner shall bear the investment
risk for the Purchase Payment.
 
    IF THE APPLICATION DOES NOT SPECIFY AN ALLOCATION, THE APPLICATION IS NOT IN
GOOD ORDER.
 
    If the application for a Contract is not in good order, the Company will
attempt to rectify it within five business days of its receipt. The Company will
credit the initial Purchase Payment within two business days after the
application has been rectified. Unless the Contract Owner consents otherwise,
the application and the initial Purchase Payment will be returned if the
application cannot be put in good order within five business days of its 
receipt.
 
    Just like Contract Owners making initial Purchase Payments, Contract Owners
making subsequent Purchase Payments should be sure to specify how they want
their payments allocated. OTHERWISE, THE COMPANY WILL AUTOMATICALLY PROCESS THE
PURCHASE PAYMENT BASED ON THE PREVIOUS ALLOCATION.
 
    A Contract Owner may elect to increase, decrease or change the frequency or
amount of Purchase Payments. The application and any Purchase Payments should be
sent to the Company at its Annuity Service Center.
 
ACCUMULATION UNIT VALUE
 
    Accumulation and Annuity Unit values are determined each day that the New
York Stock Exchange is open for trading. This is referred to as a Valuation
Date. A Valuation Period commences at 4:00 pm New York time on each Valuation
Date and ends at 4:00 pm New York time for the next succeeding Valuation Date.
 
    A separate Accumulation Unit value is determined for each Division. If the
Company elects or is required to assess a charge for taxes, a separate
Accumulation Unit value may be calculated for Non-Qualified and Qualified
Contracts within each Division.
 
    The net assets are determined by calculating the total value of each
Division's assets, (that is, the aggregate value of the shares of the Portfolio
of the Trust held by the Division). After calculation of the net assets of a
Division, that amount is reduced by the accrued but unpaid daily charge for
mortality and expense risks and administration expense
 
                                       18
<PAGE>   20
 
charge (which together amount to 1.40% per annum) and any provision for taxes
which may occur. After that calculation, the resulting number is then divided by
the number of Accumulation Units outstanding at the end of the Valuation Period
to determine Accumulation Unit value. 
 
    The Accumulation Unit value for each Division will vary with the price of a
share in the underlying Portfolio and in accordance with the Mortality and
Expense Risk Charge, Administrative Expense Charge and any provision for taxes.
Assessments of premium tax, Withdrawal Charges and Annual Contract Charges are
made separately for each Contract. They do not affect the Accumulation Unit
value.
 
DISTRIBUTION OF CONTRACTS
 
    Currently, the Contracts will only be made available in the State of New
York.
 
    The Contracts are sold by licensed insurance agents, who are registered
representatives of broker-dealers which are registered under the Securities
Exchange Act of 1934, as amended, and are members of the National Association of
Securities Dealers, Inc.
 
    SunAmerica Capital Services, Inc. located at 733 Third Avenue, New York, New
York 10017, serves as distributor of the Contracts. SunAmerica Capital Services,
Inc., an indirect wholly owned subsidiary of SunAmerica Inc., is registered as a
broker-dealer under the Securities Exchange Act of 1934, as amended, and is a
member of the National Association of Securities Dealers, Inc.
 
WITHDRAWALS (REDEMPTIONS)
 
    Except as explained below, the Contract Owner may redeem a Contract for all
or a portion of the Contract Value during the Accumulation Period. The Contract
Owner may also redeem Contract Values after the Annuity Date if annuity option 3
is elected. Withdrawal Charges may be assessed. See "Contract Charges -- 
Withdrawal Charge" on Page 12 for additional information.
 
    Effective January 1, 1989, withdrawals of amounts attributable to
contributions made pursuant to a salary reduction agreement (as defined in
Section 403 (b)(11) of the Code) are limited to circumstances only: when the
Contract Owner attains age 59 1/2, separates from service, dies, becomes
disabled (within the meaning of Section 72(m)(7) of the Code), or in the case of
hardship. Withdrawals for hardship are restricted to the portion of the Contract
Owner's Contract Value which represents contributions made by the Contract Owner
and does not include any investment results. These limitations on withdrawals
apply only to: (1) salary reduction contributions made after December 31, 1988;
(2) income attributable to such contributions; and (3) income attributable to
amounts held as of December 31, 1988. The limitations on withdrawals do not
effect rollovers or exchanges between certain Qualified Plans. Tax penalties may
also apply. (See "Taxes -- Tax Sheltered Annuities -- Withdrawal Limitations",
on Page 23).
 
    While the foregoing limitations only apply to certain Contracts issued in
connection with 403(b) Qualified Plans, all Contract Owners should seek
competent tax advice regarding any withdrawals or distributions.
 
    The minimum partial withdrawal amount is $500, or the Contract Owner's
entire interest in the Division from which a withdrawal is requested. The
Contract Owner's interest in the Division from which the withdrawal is requested
must be at least $500 after the withdrawal is completed if anything is left in
that Division.
 
    A written withdrawal request must be sent to the Company at its Annuity
Service Center. The withdrawal request will not be in good order unless it
includes the Contract Owner's Tax I.D. Number (e.g. Social Security Number) and
provides instructions regarding withholding of income taxes. The Company
provides withdrawal request forms.
 
    If the request is for total withdrawal, the Contract or a Lost Contract
Affidavit (which may be obtained by calling the Annuity Service Center) must be
submitted as well. The Withdrawal Value is determined on the basis of the
Accumulation Unit values next computed following receipt of a request in proper
order. The Withdrawal Value will be paid within seven days after the day a
proper request is received by the Company. However the Company may suspend the
right of withdrawal or delay payment more than seven (7) days: (1) during any
period when the New York Stock Exchange is closed (other than customary weekend
and holiday closings); (2) when trading in the markets the Separate Account or a
Portfolio normally utilizes is restricted or an emergency exists as determined
by the Securities and Exchange Commission so that disposal of the Separate
Account's or a Portfolio's investments or determination of Accumulation Unit
value is not reasonably practicable; or (3) for such other periods as the
Securities and Exchange Commission, by order, may permit for protection of
Contract Owners.
 
                                       19
<PAGE>   21
 
ERISA PLANS
 
    Spousal consent may be required when a married Contract Owner seeks a
distribution from a Contract that has been issued in connection with a Qualified
Plan or Non-Qualified Plan that is subject to Title I of ERISA. Contract Owners
should obtain competent advice.
 
- --------------------------------------------------------------------------------
 
                                 ADMINISTRATION
- --------------------------------------------------------------------------------
 
    While the Company has primary responsibility for all administration of the
Contracts and the Separate Account, it has retained the services of First
SunAmerica Life Insurance Company ("First Sun"), 733 Third Avenue, 4th Floor,
New York, New York 10017; (800) 537-3642 to administer its Annuity Service
Center. First Sun is not affiliated with the Company. First Sun is an indirect
wholly owned subsidiary of SunAmerica Inc.
 
    The administrative services provided include, but are not limited to:
issuance of the Contracts; maintenance of Contract Owner records; Contract Owner
services; calculation of unit values; and preparation of Contract Owner reports.
 
    Contract statements and transaction confirmations are mailed to Contract
Owners at least quarterly. Contract Owners should read their statements
carefully and verify their accuracy. Questions about periodic statements should
be communicated to the Annuity Service Center promptly. The Annuity Service
Center will investigate all complaints and make any necessary adjustments
retroactively, provided that it has received notice of a potential error within
30 days after the date the Contract Owner receives the questioned statement. If
the Annuity Service Center has not received notice of a potential error within
this time, any adjustment shall be made as of the date that the Annuity Service
Center received notice of the potential error.
 
- --------------------------------------------------------------------------------
 
                                     TAXES
- --------------------------------------------------------------------------------
 
    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.
 
GENERAL
 
    Section 72 of the Internal Revenue Code of 1986, as amended (the "Code")
governs taxation of annuities in general. A Contract 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
elected. For a lump sum payment received as a total surrender (total
redemption), the recipient is taxed on the portion of the payment that exceeds
the cost basis of the Contract. For a payment received as a withdrawal (partial
redemption), federal tax liability is determined on a last-in-first-out basis,
meaning taxable income is withdrawn before the cost basis of the Contract is
withdrawn. For Non-Qualified Contracts, the 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. Tax
penalties may also apply.
 
    For annuity payments, the taxable portion is determined by a formula which
establishes the ratio that the cost basis of the Contract bears to the total
value of annuity payments for the term of the annuity Contract. 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. Contract Owners, Annuitants and Beneficiaries under the
Contracts should seek competent financial advice about the tax consequences of
distributions under the retirement plan under which the Contracts are purchased.
 
    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.  

                                       20
<PAGE>   22
 
WITHHOLDING TAX ON DISTRIBUTIONS
 
    The Code generally requires the Company (or, in some cases, a plan
administrator) to withhold tax on the taxable portion of any distribution or
withdrawal from a Contract. For "eligible rollover distributions" from Contracts
issued under certain types of Qualified Plans, 20% of the distribution must be
withheld, unless the payee elects to have the distribution "rolled over" to
another eligible plan in a direct "trustee to trustee" transfer. This
requirement is mandatory and cannot be waived by the Contract Owner. Withholding
on other types of distributions can be waived.
 
    An "eligible rollover distribution" is the estimated taxable portion of any
amount received by a covered employee from a plan qualified under section 401(a)
or 403(a) of the Code, or from a tax-sheltered annuity qualified under section
403(b) of the Code (other than (1) annuity payments for the life (or life
expectancy) of the employee, or joint lives (or joint life expectancies) of the
employee and his or her designated beneficiary, or for a specified period of ten
years or more; and (2) distributions required to be made under the Code).
Failure to "roll over" the entire amount of an eligible rollover distribution
(including an amount equal to the 20% portion of the distribution that was
withheld) could have adverse tax consequences, including the imposition of a
penalty tax on premature withdrawals, described later in this section.
 
    Withdrawals or distributions from a Contract other than eligible rollover
distributions are also subject to withholding on the estimated taxable portion
of the distribution, but the Contract Owner may elect in such cases to waive the
withholding requirement. If not waived, withholding is imposed (1) for periodic
payments, at the rate that would be imposed if the payments were wages, or (2)
for other distributions at 10%. If no withholding exemption certificate is in
effect for the payee, the rate under (1) above is computed by treating the payee
as a married individual claiming 3 withholding exemptions.
 
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 adequately
diversified, in accordance with regulations prescribed by the United States
Treasury Department ("Treasury Department"). Disqualification of the Contract as
an annuity contract would result in imposition of federal income tax to the
Contract 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 Contracts meet the
diversification requirements if, as of the close of each quarter, the underlying
assets meet the diversification standards for a regulated investment company,
and no more than fifty-five 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.
Section 1.817-5), which establish diversification requirements for the
investment portfolios underlying variable contracts such as the Contracts. The
Regulations amplify the diversification requirements for variable contracts set
forth in the Code and provide an alternative to the safe harbor provision
described above. Under the Regulations an investment portfolio will be deemed
adequately diversified if (i) no more than 55% of the value of the total assets
of the portfolio is represented by any one investment; (ii) no more than 70% of
the value of the total assets of the portfolio is represented by any two
investments; (iii) no more than 80% of the value of the total assets of the
portfolio is represented by any three investments; and (iv) no more than 90% of
the value of the total assets of the portfolio is represented by any four
investments.
 
    The Technical and Miscellaneous Revenue Act of 1988 (the "1988 Act")
provides that for purposes of determining whether or not the diversification
standards imposed on the underlying assets of variable contracts by Section
817(h) of the Code have been met, "each United States government agency or
instrumentality shall be treated as a separate issuer."
 
    The Company intends that each Portfolio of the Trust underlying the
Contracts will be managed by the Investment Adviser for the Trust in such a
manner as to comply with these diversification requirements.
 
MULTIPLE CONTRACTS
 
    The 1988 Act provides that multiple 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
 
                                       21
<PAGE>   23
 
of the distributed amounts from such combination of contracts. Contract Owners
should consult a tax adviser prior to purchasing more than one annuity contract
in any calendar year.
 
TAX TREATMENT OF ASSIGNMENTS
 
    An assignment of a Contract may be a taxable event and may be prohibited by
ERISA in some circumstances. Contract Owners should therefore consult competent
tax advisers should they wish to assign their Contracts.
 
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 not in the form of an annuity payment 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 a taxpayer's gross income. Section 72 further provides that a ten
percent (10%) penalty will apply to the income portion of any premature
distribution. The penalty is not imposed on amounts received: (1) after the
taxpayer reaches 59 1/2; (2) upon the death of the Contract Owner; (3) if the
taxpayer is totally disabled; (4) in a series of substantially equal periodic
payments made for the life of the taxpayer or for the joint lives of the
taxpayer and his Beneficiary; (5) under an immediate annuity; or (6) which are
allocable to purchase payments made prior to August 14, 1982.
 
    The above information applies to Qualified Contracts issued pursuant to
Section 457 of the Code, but does not apply to other Qualified Contracts.
Separate tax withdrawal penalties and restrictions apply to Qualified Contracts.
(See "Tax Treatment of Withdrawals -- Qualified Contracts" on Page 23.)
 
QUALIFIED PLANS
 
    The Contracts offered by this Prospectus 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. Contract 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.
 
    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 and described in
this Prospectus. 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", on Page 23.)
 
    (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 employee until the employee receives distributions from the
    Contract. 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" on Page 23.) 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 gross income. These
    IRAs are subject to limitations on eligibility, contributions,
    transferability and distributions. (See "Tax Treatment of
    Withdrawals -- Qualified
 
                                       22
<PAGE>   24
 
    Contracts" on Page 23.) 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
    IRAs should obtain competent tax advice as to the tax treatment and
    suitability of such an investment.
 
TAX TREATMENT OF WITHDRAWALS -- QUALIFIED CONTRACTS
 
    Section 72(t) of the Code imposes a 10% penalty tax on the taxable portion
of any early distribution from qualified retirement plans, including contracts
issued and qualified under Code Sections 403(b) (Tax-Sheltered Annuities) and
408(b) (IRAs).
 
    The tax penalty will not apply to the following distributions: (1) if
distribution is made on or after the date on which the Contract Owner or
Annuitant (as applicable) reaches age 59 1/2; (2) distributions following the
death or disability of the Contract Owner or Annuitant (as applicable) (for this
purpose "disability" is defined in Section 72(m)(7) of the Code); (3)
distributions that are part of substantially equal periodic payments made not
less frequently than annually for the life (or life expectancy) of the Contract
Owner or Annuitant (as applicable) or the joint lives (or joint life
expectancies) of such Contract Owner or Annuitant (as applicable) and his or her
designated beneficiary; (4) distributions to a Contract Owner or Annuitant (as
applicable) who has separated from service after he or she has attained age 55;
(5) distributions made to the Contract 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 Contract Owner or Annuitant (as applicable) for
amounts paid during the taxable year for medical care; and (6) distributions
made to an alternate payee pursuant to a qualified domestic relations order.
 
    The exceptions stated in items (4), (5) and (6) above do not apply in the
case of an IRA.
 
    The taxable portion of a withdrawal or distribution from Contracts issued
under certain types of plans may, under some circumstances, be "rolled over"
into another eligible plan so as to continue to defer income tax on the taxable
portion. Effective January 1, 1993, such treatment is available for any
"eligible rollover distribution" made by certain types of plans (as described
above under "Taxes -- Withholding Tax on Distributions," Page 21) that is
transferred within 60 days of receipt into a plan qualified under section 401(a)
or 403(a) of the Code, a tax-sheltered annuity, an IRA, or an individual
retirement account described in section 408(a) of the Code. Plans making such
eligible rollover distributions are also required, with some exceptions
specified in the Code, to provide for a direct "trustee to trustee" transfer of
the distribution to the transferee plan designated by the recipient.
 
    TAX SHELTERED ANNUITIES -- WITHDRAWAL LIMITATIONS
 
    The Tax Reform Act of 1986, effective January 1, 1989, limits the withdrawal
of amounts attributed to contributions made pursuant to a salary reduction
agreement (as defined in Section 403(b)(11) of the Code) to circumstances only:
when the Contract Owner attains age 59 1/2, separates from service, dies,
becomes disabled (within the meaning of Section 72(m)(7) of the Code), or in the
case of hardship. Withdrawals for hardship are restricted to the portion of the
Contract Owner's Contract Value which represents contributions by the Contract
Owner and does not include any investment results. These limitations on
withdrawals apply only to salary reduction contributions made after December 31,
1988, to income attributable to such contributions, and to income attributable
to amounts held as of December 31, 1988. The limitations on withdrawals do not
affect rollovers or exchanges between certain Qualified Plans. Contract Owners
should consult their own tax counsel or other tax adviser regarding any
distributions.
 
- --------------------------------------------------------------------------------
 
                               LEGAL PROCEEDINGS
- --------------------------------------------------------------------------------
 
    There are no legal proceedings to which the Separate Account is a party or
to which the assets of the separate Account are subject. The Company is engaged
in various kinds of routine litigation that in the Company's judgment will not
have a material adverse impact upon the Company's financial position.
 
                                       23
<PAGE>   225
 
- --------------------------------------------------------------------------------
 
                TABLE OF CONTENTS OF THE STATEMENT OF ADDITIONAL
                                  INFORMATION
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                            ITEM                                            PAGE
<S>                                                                                        <C>
COMPANY.....................................................................................      1
INDEPENDENT ACCOUNTANTS.....................................................................      1
DISTRIBUTORS................................................................................      1
YIELD CALCULATIONS FOR MONEY MARKET DIVISION................................................      2
ANNUITY PAYMENTS............................................................................      3
  Annuity Unit Value........................................................................      3
  Amount of Annuity Payments................................................................      3
  Subsequent Monthly Payments...............................................................      4
FINANCIAL STATEMENTS........................................................................      4
</TABLE>
 
                                       24
<PAGE>   26
 
Please forward a copy (without charge) of the Statement of Additional
Information concerning ICAP II Variable Annuity Contracts to:
 
              (Please print or type and fill in all information.)
 
      
- ------------------------------------------------------------------
         Name
 
      
- ------------------------------------------------------------------
         Address
 
      
- ------------------------------------------------------------------
         City/State/Zip
 
      
- ------------------------------------------------------------------
         Date:                           Signed:
      
- ------------------------------------------------------------------
 
       Return to: Presidential Life Insurance Company, c/o Annuity
       Service Center, P.O. Box 54299, Los Angeles, California
       90054-0299.

<PAGE>   27
                                               Filed pursuant to Rule 497(c)
                                               under the Securities Act of 1933
                                               File Nos. 33-19293 and 811-5474

                      STATEMENT OF ADDITIONAL INFORMATION

                      INDIVIDUAL FLEXIBLE PREMIUM DEFERRED

                           VARIABLE ANNUITY CONTRACTS

                                   issued by

                       PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       of

                      PRESIDENTIAL LIFE INSURANCE COMPANY

         THIS IS NOT A PROSPECTUS. THIS STATEMENT OF ADDITIONAL INFORMATION
SHOULD BE READ IN CONJUNCTION WITH THE PROSPECTUS FOR THE INDIVIDUAL FLEXIBLE
PREMIUM DEFERRED VARIABLE ANNUITY CONTRACTS WHICH ARE REFERRED TO HEREIN.

         THE PROSPECTUS CONCISELY SETS FORTH INFORMATION THAT A PROSPECTIVE
INVESTOR OUGHT TO KNOW BEFORE INVESTING. FOR A COPY OF THE PROSPECTUS DATED
APRIL 30, 1996, CALL OR WRITE THE COMPANY IN CARE OF ITS ANNUITY SERVICE CENTER,
P.O. Box 54299, LOS ANGELES, CALIFORNIA 90054-0299, 1-800-537-3642.

         THIS STATEMENT OF ADDITIONAL INFORMATION IS DATED APRIL 30, 1996.

<PAGE>   28
                               TABLE OF CONTENTS
<TABLE>
<CAPTION>
ITEM                                                          PAGE
- -----                                                         ----
<S>                                                           <C>
COMPANY ...................................................    1

INDEPENDENT ACCOUNTANTS ...................................    1

DISTRIBUTORS ..............................................    1

YIELD CALCULATION FOR MONEY MARKET DIVISION ...............    2

ANNUITY PAYMENTS ..........................................    3
         Annuity Unit Value ...............................    3
         Amount of Annuity Payments .......................    4
         Subsequent Monthly Payments ......................    4

FINANCIAL STATEMENTS ......................................    5
</TABLE>
<PAGE>   29
                                    COMPANY

         Information regarding Presidential Life Insurance Company (the
"Company") and its ownership is contained in the Prospectus.

                            INDEPENDENT ACCOUNTANTS

         The consolidated financial statements for the three years ended
December 31, 1995 of Presidential Life Corporation and subsidiaries have been
audited by Deloitte & Touche LLP, independent auditors, as stated in their
report appearing herein, and are included in reliance upon the report of such
firm, given upon their authority as experts in accounting and auditing. The
consolidated financial statements of Presidential Life Corporation and
subsidiaries should be considered only as bearing on the ability of the Company
to meet its obligations under the Contracts.

         The financial statements of the Separate Account as of December 31,
1995 and for each of the two years in the period ended December 31, 1995 also
are included in this Statement of Additional Information. Price Waterhouse LLP,
400 South Hope Street, Los Angeles, California 90071, serves as the independent
accountants for the Separate Account. The financial statements of the Separate
Account referred to above included in this Statement of Additional Information
have been so included in reliance on the report of Price Waterhouse LLP,
independent accountants, given on the authority of said firm as experts in
auditing and accounting.

                                  DISTRIBUTORS

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

         The offering is on a continuous basis.

         Effective April 29, 1994, the Contracts  were  offered through the
distributor for the Separate Account, SunAmerica Capital Services, Inc.
("SunAmerica  Capital  Services"),  733 Third Avenue,  New York, New York 10017.
The  Company  is not  affiliated  with  the  distributor.  Prior to this  time,
SunAmerica  Securities,   Inc.  ("SunAmerica  Securities")  and  Royal  Alliance
Associates, Inc. ("Royal Alliance"), acted as co-distributors of the Contract.

         For the year ended December 31, 1993, the aggregate amount of
underwriting commissions paid to Royal Alliance and The Producers' Edge
Insurance Agency, Inc., a subsidiary of SunAmerica Securities, was $6,163, of
which $3,989 was retained by them. For the year ended December 31, 1994, the
aggregate amount of underwriting commission paid to SunAmerica Capital Services
was $11,361, of which $1,217 was retained by it. For the year ended December 31,
1995, no underwriting commission was paid to SunAmerica Capital Services.

                  YIELD CALCULATION FOR MONEY MARKET DIVISION

         The  annualized  current  yield and the  effective  yield for the Money
Market  Division  for the 7 day period  ended  December  31, 1995 were 3.75% and
3.82% respectively.

         Current yield is computed by first determining the Base Period Return
attributable to a hypothetical Contract having a balance of one Accumulation
Unit at the beginning of a 7 day period using the formula: 

      Base Period Return = (EV-SV-RMC)/(SV)
      where:

      SV = value of one Accumulation Unit at the start of a 7
                    day period

      EV = value of one Accumulation Unit at the end of the 7
                    day period
<PAGE>   30

        RMC = an allocated portion of the $30 Annual Contract
               Charge, prorated for 7 days.


         The change in the value of an Accumulation Unit during the 7 day period
reflects the income received, minus any expenses accrued, during such 7 day
period. The Annual Contract Charge is first allocated among the Divisions and
the General Account so that each Division's allocated portion of the charge is
proportional to the percentage of the number of Contract Owners' accounts that
have money allocated to that Division. The portion of the Charge allocable to
the Money Market Division is further reduced, for purposes of the yield
computation, by multiplying it by the ratio that the value of the hypothetical 
Contract bears to the value of an account of average size for Contracts funded
by the Money Market Division. Finally, the result is multiplied by the fraction
7/365 to arrive at the portion attributable to the 7 day period.

         The current yield is then obtained by annualizing the Base Period
Return:

         Current Yield = (Base Period Return) x (365/7)

         The Money Market Division also quotes an "effective yield" that differs
from the current yield given above in that it takes into account the effect of
dividend reinvestment in the Money Market Division. The effective yield, like
the current yield, is derived from the Base Period Return over a 7 day period.
However, the effective yield accounts for dividend reinvestment by compounding
the current yield according to the formula:

         Effective Yield = [(Base Period Return + 1) to the 365/7 power -1].

         Net investment income for yield quotation purposes does not include
either realized capital gains and losses or unrealized appreciation and
depreciation, whether reinvested or not. The yield quotations also do not
reflect any impact of transfer fees or Withdrawal or Annuity Charges.

         The yields quoted should not be considered a representation of the
yield of the Money Market Division in the future since the yield is not fixed.
Actual yields will depend not only on the type, quality and maturities of the
investments held by the Money Market Division and changes in interest rates on
such investments, but also on factors such as a Contract Owner's account size
(since the impact of fixed dollar charges will be greater for small accounts
than for larger accounts).

         Yield information may be useful in reviewing the performance of the
Money Market Division and for providing a basis for comparison with other
investment alternatives. However, the Money Market Division's yield fluctuates,
unlike bank deposits or other investments that typically pay a fixed yield for a
stated period of time.

                                ANNUITY PAYMENTS

Annuity Unit Value

         The value of an Annuity Unit is determined independently for each
Separate Account Division.

         For each Division, the value of an Annuity Unit for any Valuation
Period is determined by multiplying the Annuity Unit value for the immediately
preceding Valuation Period by the net investment factor for the Valuation Period
for which the Annuity Unit Value is being calculated and multiplying the result
by an interest factor which offsets the effect of the investment earnings rate
of five percent (5%) per annum that is assumed in the annuity table contained in
the Contract.

         The net investment factor for each Division for a Valuation Period is
determined by dividing (a) by (b) and subtracting (c) from the result where: (a)
is the value of an Accumulation Unit from the applicable Division as of the end
of the current Valuation Period; (b) is the value of an Accumulation Unit for
the applicable Division as of the end of the immediately preceding Valuation
Period; and (c) is a factor representing the daily charge for mortality and
expense risks and administration of one and four-tenths percent (1.40%) per
annum.

<PAGE>   31

Amount of Annuity Payments

         The initial annuity payment is determined by applying the Contract
Value, less any premium tax, less any Annuity Charge (if annuity option 3 is
elected), to the annuity table specified in the Contract. Those tables are based
on a set amount per $1,000 of proceeds applied. The appropriate rate must be
determined by the sex and adjusted age of the Annuitant and joint Annuitant, if
any. The adjusted age is determined from the actual age to the nearest birthday
at the Annuity Date according to the table below. The Adjusted Age Table is used
to correct for population mortality improvements over time.

                               Adjusted Age Table
<TABLE>
<CAPTION>
                         Adjustment                          Adjustment
  Calendar               to Actual         Calendar           to Actual
Year of Birth                Age          Year of Birth          Age
- -------------            ----------       -------------      ----------
<S>                      <C>              <C>                 <C>
 1899-1905                   +6             1946-1951            -1
 1906-1911                   +5             1952-1958            -2
 1912-1918                   +4             1959-1965            -3
 1919-1925                   +3             1966-1972            -4
 1926-1932                   +2             1973-1979            -5
 1933-1938                   +1             1980-1985            -6
 1939-1945                    0             1986-1992            -7

</TABLE>

         The dollars applied are then divided by 1,000 and multiplied by the
appropriate annuity factor to indicate the amount of the first annuity payment.
That amount is divided by the value of an Annuity Unit as of the Annuity Date to
establish the number of Annuity Units representing each annuity payment. The
number of Annuity Units determined for the first annuity payment remains
constant for the second and subsequent monthly payments.

Subsequent Monthly Payments

         The amount of the second and subsequent annuity payments is determined
by multiplying the number of Annuity Units by the Annuity Unit value as of the
Valuation Period next preceding the date on which each annuity payment is due.
The dollar amount of the first annuity payment determined as above is divided by
the value of an Annuity Unit as of the Annuity Date to establish the number of
Annuity Units representing each annuity payment. The number of Annuity Units
determined for the first annuity payment remains constant for the second and
subsequent monthly payments.

                              FINANCIAL STATEMENTS


         The consolidated financial statements of Presidential Life Corporation
and subsidiaries included herein should be considered only as bearing upon the
ability of the Company to meet its obligations under the Contracts. The
financial statements of the Separate Account are also included in this Statement
of Additional Information.
<PAGE>   32

INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders
Presidential Life Corporation
Nyack, New York 10960

We have audited the accompanying consolidated balance sheets of Presidential
Life Corporation and subsidiaries ("Presidential") as of December 31, 1995 and
1994 and the related consolidated statements of income, shareholders' equity and
cash flows for each of the three years in the period ended December 31, 1995.
These financial statements are the responsibility of the Company'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. 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, such consolidated financial statements present fairly, in all
material respects, the financial position of Presidential as of December 31,
1995 and 1994 and the results of their operations and their cash flows for each
of the three years in the period ended December 31, 1995 in conformity with
generally accepted accounting principles.

As discussed in Note 1 to the consolidated financial statements, Presidential
changed its methods of accounting for fixed maturity investment securities in
1994 and for income taxes and reinsurance in 1993.

DELOITTE & TOUCHE LLP

New York, New York
February 28, 1996

<PAGE>   33
                 PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                       (in thousands, except share data)
<TABLE>
<CAPTION>
                                                                                           December 31

ASSETS:                                                                           1995                       1994
                                                                                  ----                       ----
<S>                                                                            <C>                      <C>
Investments:
   Fixed maturities:
       Held to maturity                                                        $        0                $  221,362
       Available for sale                                                       1,855,663                 1,290,825
   Common stocks                                                                   37,748                    38,074
   Mortgage Loans                                                                  19,015                    17,623
   Real Estate                                                                        429                       432
   Policy Loans                                                                    18,601                    18,741
   Short-term investments                                                         192,621                   130,124
   Other invested assets                                                          150,331                   142,488
                                                                               ----------                ----------
              Total investments                                                 2,274,408                 1,859,669

Cash and cash equivalents                                                          (1,874)                     (772)
Accrued investment income                                                          34,328                    22,797
Deferred policy acquisition costs                                                  33,330                    58,319
Furniture and equipment, net                                                          369                       529
Amounts due from reinsurers                                                         7,664                     7,460
Amounts due from investment transactions                                                0                    52,588
Deferred federal income taxes                                                           0                     7,566
Federal income tax recoverable                                                        477                     9,134
Other assets                                                                        1,818                     2,135
Assets held in separate account                                                     6,240                     6,619
                                                                               ----------                ----------
          TOTAL ASSETS                                                         $2,356,760                $2,026,044
                                                                               ==========                ==========

LIABILITIES AND SHAREHOLDERS' EQUITY:
Liabilities:
Policy Liabilities:
   Policyholders' account balances                                             $1,269,898                $1,255,691
   Future policy benefits:
         Annuity                                                                  362,027                   361,331
         Life and accident and health                                              47,464                    46,572
   Other policy liabilities                                                         4,161                     3,201
                                                                               ----------                ----------
              Total policy liabilities                                          1,683,550                 1,666,795
Dollar repurchase agreements                                                      160,416                    39,363
Other notes payable                                                                50,000                    50,000
Deposits on policies to be issued                                                   2,947                     1,605
Deferred federal income taxes                                                      44,760                         0
General expenses and taxes accrued                                                  5,317                     3,751
Other liabilities                                                                   2,470                     1,958
Liabilities related to separate account                                             6,240                     6,619
                                                                               ----------                ----------
              Total liabilities                                                 1,955,700                 1,770,091
                                                                               ----------                ----------

Shareholders' Equity:
   Capital stock ($.01 par value, authorized 100,000,000 shares, issued and
         outstanding 33,536,601 shares in 1995 and 33,709,473
         shares in 1994)                                                              335                       337
   Additional paid-in-capital                                                      30,130                    31,751
   Net unrealized investment gains (losses)                                        61,732                   (39,463)
   Retained earnings                                                              308,863                   263,328
                                                                               ----------                ----------
              Total Shareholders' Equity                                          401,060                   255,953
                                                                               ----------                ----------

              TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                       $2,356,760                $2,026,044
                                                                               ==========                ==========
</TABLE>




The accompanying notes are an integral part of these Consolidated Financial
Statements.

<PAGE>   34

                 PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF INCOME
                       (in thousands, except share data)
<TABLE>
<CAPTION>
                                                                                          Years Ended December 31
                                                                           1995                 1994                    1993
                                                                           ----                 ----                    ----
<S>                                                                        <C>                  <C>                     <C> 

REVENUES:
   Insurance revenues:
      Premiums                                                        $     4,408            $     4,249             $     4,743
      Annuity considerations                                                3,780                  1,569                   3,029
      Universal life and investment type
          policy fee income                                                 1,934                  1,912                   2,665
   Net investment income                                                  170,780                157,251                 185,190
   Realized investment gains                                               17,216                  7,259                   8,805
   Other income                                                             1,746                  1,834                   1,927
                                                                      -----------            -----------             -----------
                  TOTAL REVENUES                                          199,864                174,074                 206,359
                                                                      -----------            -----------             -----------

BENEFITS AND EXPENSES:
   Death and other life insurance benefits                                  7,366                  6,628                   7,065
   Annuity benefits                                                        36,016                 35,820                  35,910
   Interest credited to policyholders'
      account balances                                                     78,802                 77,162                  82,072
   Interest expense on notes payable                                        5,045                  5,266                   6,522
   Other interest and other charges                                           427                    383                     270
   Increase (decrease) in liability for
      future policy benefits                                                1,312                   (262)                  1,423
   Commissions to agents, net                                               3,025                  1,322                   1,196
   General expenses and taxes                                              11,940                  8,682                  12,556
   Decrease (increase) in deferred
      policy acquisition costs                                               (459)                 1,854                   2,138
                                                                      -----------            -----------             -----------
                  TOTAL BENEFITS AND EXPENSES                             143,474                136,855                 149,152
                                                                      -----------            -----------             -----------

Income before income taxes                                                 56,390                 37,219                  57,207
                                                                      -----------            -----------             -----------

Provision (benefit) for income taxes:
   Current                                                                  9,495                   (241)                 12,415
   Deferred                                                                (2,163)                (2,452)                    813
                                                                      -----------            -----------             -----------
                                                                            7,332                 (2,693)                 13,228
                                                                      -----------            -----------             -----------

Income before the cumulative effect of
change in accounting principle                                             49,058                 39,912                  43,979

Cumulative effect of change in
accounting principle                                                            0                      0                   2,846
                                                                      -----------            -----------             -----------

NET INCOME                                                            $    49,058            $    39,912             $    46,825
                                                                      ===========            ===========             ===========

Weighted average number of shares
outstanding during the year                                            33,631,719             33,852,766              30,569,396
                                                                      ===========            ===========             ===========

Income per share before the
cumulative effect of change in
accounting principle                                                  $      1.46            $      1.18             $      1.44

Cumulative effect of change in
accounting principle                                                          .00                    .00                     .09
                                                                      -----------            -----------             -----------

Net Income per share                                                  $      1.46            $      1.18             $      1.53
                                                                      ===========            ===========             ===========
</TABLE>


The accompanying notes are an integral part of these Consolidated Financial
Statements.

<PAGE>   35
                 PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
                 CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
                        (IN THOUSANDS, EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
                                                    Net
                                    Additional      Unrealized
                    Capital         Paid-in-        Investment           Retained             Treasury
                    Stock           Capital         Gains (Losses)       Earnings             Stock                  Total
                    -------         ----------      --------------       --------             --------               -----
<S>                 <C>             <C>             <C>                  <C>                   <C>                   <C>
Balance at
January 1,
1993                   484            2,911            (3,555)           182,448               (6,218)               176,070

Net income                                                                46,825                                      46,825

Private placement
of Common Stock
and merger            (145)          29,606                                                     6,218                 35,679

Increase in
Unrealized
Investment
Gains, Net                                              8,685                                                          8,685

Dividends
Paid to
Shareholders
($.09 per
share)                                                                    (2,812)                                     (2,812)
                      ----          -------          --------           --------              -------               --------

Balance at
December 31,
1993                  $339          $32,517          $  5,130           $226,461              $     0               $264,447

Net income                                                                39,912                                      39,912

Increase in
Unrealized
Investment
Losses, Net                                           (44,593)                                                       (44,593)

Purchase and
Retirement
of Stock                (2)            (775)                                                                            (777)

Issuance of
Shares under
Stock Option
Plan                     0                9                                                                                9

Dividends
Paid to
Shareholders
($.09 per
share)                                                                    (3,045)                                     (3,045)
                      ----          -------          --------           --------              -------               --------

Balance at
December 31,
1994                  $337          $31,751          $(39,463)          $263,328              $     0               $255,953

Net income                                                                49,058                                      49,058

Increase in
Unrealized
Investment
Gains, Net                                            101,195                                                        101,195

Purchase and
Retirement
of Stock                (2)          (1,704)                                                                          (1,706)

Issuance of
Shares under
Stock Option
Plan                     0               83                                                                               83

Dividends
Paid to
Shareholders
($.105 per
share)                                                                    (3,523)                                     (3,523)
                      ----          -------          --------           --------              -------               --------

Balance at
December 31,
1995                  $335          $30,130          $ 61,732           $308,863              $     0               $401,060
                      ====          =======          ========           ========              =======               ========
</TABLE>

The accompanying notes are an integral part of these Consolidated Financial
Statements.

<PAGE>   36
                 PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                                          Years Ended December 31

                                                                            1995                     1994                  1993
                                                                            ----                     ----                  ----
                                                                                                (in thousands)
<S>                                                                       <C>                    <C>                   <C>
OPERATING ACTIVITIES:
    Net income                                                            $    49,058            $    39,912           $    46,825
    Adjustments to reconcile net income to
       net cash provided by operating activities:
          Provision (benefit) for deferred
           income taxes                                                        (2,163)                (2,452)                  813
          Depreciation and amortization                                           499                    551                   326
          Net accrual of discount on fixed maturities                          (1,103)                (3,304)               (4,148)
          Realized investment losses (gains)                                  (17,216)               (19,083)              (36,277)
          Cumulative effect of accounting change                                    0                      0                (2,846)
    Changes in:
       Accrued investment income                                              (11,531)                 2,159                (1,289)
       Deferred policy acquisition costs                                         (459)                 7,891                 1,519
       Federal income tax recoverable                                           8,657                 (8,447)                    0
       Liability for future policy benefits                                     1,588                  1,661                 9,118
       Other assets, liabilities, and income taxes                              2,828                 (2,356)               (5,639)
                                                                          -----------            -----------           -----------

               Net Cash Provided by
                  Operating Activities                                         30,158                 16,532                 8,402
                                                                          -----------            -----------           -----------

INVESTING ACTIVITIES:
    Fixed Maturities:
       Held to Maturity:
          Acquisitions                                                              0               (169,309)             (185,076)
          Sales                                                                     0                      0                23,854
          Maturities, calls and repayments                                          0                 16,788               165,927
       Available for Sale:
          Acquisitions                                                       (326,630)              (246,652)             (251,908)
          Sales                                                                44,453                 14,153                99,982
          Maturities, calls and repayments                                     90,147                244,064               235,704
    Common Stocks:
       Acquisitions                                                           (25,087)               (41,823)              (65,113)
       Sales                                                                   73,449                 42,931                97,588
    Decrease (increase) in short term
       investments and policy loans                                           (62,357)               373,630              (198,023)
    Other Invested Assets:
       Additions to other invested assets                                     (31,655)               (93,700)             (138,572)
       Distributions from other invested assets                                23,812                 79,105                68,680
    Purchase of property and equipment                                            (41)                   (68)                 (189)
    Mortgage loan on real estate                                               (1,392)                (7,623)              (10,000)
    Amounts due from security transactions                                     52,588                (41,877)               10,711
    Other items                                                                     0                    125                 5,870
                                                                          -----------            -----------           -----------

          Net Cash Provided by (Used in)
               Investing Activities                                          (162,713)               169,844              (140,565)
                                                                          -----------            -----------           -----------

FINANCING ACTIVITIES:
    Proceeds from Dollar Repurchase Agreements                              1,670,600              1,321,700             1,410,041
    Repayment of Dollar Repurchase Agreements                              (1,549,547)            (1,438,541)           (1,253,837)
    Repayment of notes payable                                                      0                (44,745)              (35,072)
    Increase (decrease) in policyholders'
       account balances                                                        14,207                (42,279)              (54,313)
    Repurchase of common stock                                                 (1,623)                  (777)                    0
    Proceeds from private placement                                                 0                      0                36,200
    Proceeds from debt offering                                                     0                      0                50,000
    Deposits on policies to be issued                                           1,342                    339                  (420)
    Dividends paid to shareholders                                             (3,526)                (3,045)               (2,812)
    Other items                                                                     0                      0                  (520)
                                                                          -----------            -----------           -----------
          Net Cash Provided by (Used in)
               Financing Activities                                           131,453               (207,348)              149,267
                                                                          -----------            -----------           -----------

    Increase (Decrease) in Cash and Cash
       Equivalents                                                             (1,102)               (20,972)               17,104

Cash and Cash Equivalents at Beginning of Year                                   (772)                20,200                 3,096
                                                                          -----------            -----------           -----------

Cash and Cash Equivalents at End of Year                                  $    (1,874)           $      (772)          $    20,200
                                                                          ===========            ===========           ===========

Supplemental Cash Flow Disclosure:

Income Taxes Paid                                                         $     6,887            $     9,718           $    16,804
                                                                          ===========            ===========           ===========

Interest Paid                                                             $     4,750            $     4,750           $     6,682
                                                                          ===========            ===========           ===========
</TABLE>
The accompanying notes are an integral part of these Consolidated Financial
Statements.

<PAGE>   37
                 PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         A.  BUSINESS

                  Presidential Life Corporation ("the Company"), through its
wholly-owned subsidiary Presidential Life Insurance Company ("the Insurance
Company"), is engaged in the sale of life insurance and annuities. On July 27,
1993 the Company (formerly a New York Corporation) merged with and into
Presidential Life Corporation, a newly formed Delaware Corporation. Accordingly
all treasury stock of the New York corporation was retired. 

         B.  BASIS OF PRESENTATION AND PRINCIPLES OF CONSOLIDATION

                  The accompanying consolidated financial statements have been
prepared in conformity with generally accepted accounting principles ("GAAP").
Intercompany transactions and balances have been eliminated in consolidation.
Certain amounts have been reclassified to conform to the current year's
presentation. The preparation of financial statements in conformity with
generally accepted accounting principles requires that management make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.

         C.  INVESTMENTS

                  Fixed maturity investments available for sale represent
investments which may be sold in response to changes in various economic
conditions. These investments are carried at estimated market value and net
unrealized gains (losses), net of the effects of amortization of deferred policy
acquisition costs of approximately $15.6 million and $(9.8) million and deferred
Federal income taxes of approximately $32.2 million and $(21.2) million, at
December 31, 1995 and 1994, respectively, are charged directly to shareholders'
equity, unless a decline in market value is considered to be other than
temporary. Equity securities include common stocks and non-redeemable preferred
stocks and are carried at market, with the related unrealized gains and losses,
net of deferred income tax effect, if any, charged or credited directly to
shareholders' equity, unless a decline in market value is deemed to be other
than temporary.

                  At December 31, 1994 fixed maturity investments held to
maturity included bonds and redeemable preferred stocks, which were carried at
amortized cost unless a decline in market value was considered to be other than
temporary. Management believed that the Company had the ability to hold such
investments to maturity and it was the intent of management at that time to hold
such securities to maturity.

                  "Other invested assets" are recorded at the lower of cost or
market, or equity as appropriate, and primarily include interests in limited
partnerships, which principally are engaged in venture capital, acquisitions of
private growth companies, debt restructuring and merchant banking. Limited
partnership interests usually are not registered and typically are illiquid. To
evaluate the appropriateness of the carrying value of a limited partnership
interest, management maintains ongoing discussions with the investment manager
and considers the limited partnership's operation, its current and near term
projected financial condition, earnings capacity, and distributions received by
the Company during the year. Because it is not practicable to obtain an
independent valuation for each limited partnership interest, for purposes of
disclosure, the market value of a limited partnership interest is estimated at
book value. Management believes that the net realizable value of such limited
partnership interests, in the aggregate, exceeds their related carrying value as
of December 31, 1995 and 1994.
<PAGE>   38
                  In evaluating whether an investment security or other
investment has suffered an impairment in value which is deemed to be "other than
temporary", management considers all available evidence. When a decline in the
value of an investment security or other investment is considered to be other
than temporary, the investment is reduced to its net realizable value, (which
contemplates the price that can be obtained from the sale of such asset in the
ordinary course of business) which becomes the new cost basis. The amount of
reduction is recorded as a realized loss. A recovery from the adjusted cost
basis is recognized as a realized gain only at sale. 

                  The Company participates in "dollar roll" repurchase agreement
transactions to enhance investment income. Dollar roll transactions involve the
sale of certain mortgage backed securities to a holding institution and a
simultaneous agreement to purchase substantially similar securities for forward
settlement at a lower dollar price. The proceeds are invested in short-term
securities at a positive spread until the settlement date of the similar
securities. During this period, the holding institution receives all income and
prepayments for the security. Dollar roll repurchase agreement transactions are
treated as financing transactions for financial reporting purposes.

                  Realized gains and losses on disposal of investments are
determined for fixed maturities and equity securities by the 
specific-identification method.

                  Investments in short-term securities, which consist primarily
of United States Treasury Notes and corporate debt issues maturing in less than
one year, are recorded at amortized cost which approximates market. Mortgage
loans are stated at their amortized indebtedness. Policy loans are stated at
their unpaid principal balance.

                  The Company's investments in real estate include two buildings
in Nyack, New York, which are occupied entirely by the Company. The investments
are carried at cost less accumulated depreciation. Depreciation has been
provided on a straight line basis at the rate of 4% per annum for one building
and 5% per annum for the other. Accumulated depreciation amounted to $198,000
and $195,000 at December 31, 1995 and 1994, respectively, and related
depreciation expense for the years ended December 31, 1995, 1994 and 1993 was
$3,200, $5,600 and $5,600, respectively.

         D.  FURNITURE AND EQUIPMENT

                  Furniture and equipment is carried at cost and depreciated on
a straight line basis over a period of five to ten years except for automobiles
which are depreciated over a period of three years. Accumulated depreciation
amounted to $3,908,000 and $3,948,000 at December 31, 1995 and 1994,
respectively, and related depreciation expense for each of the three years in
the period ended December 31, 1995 was $192,000, $250,000 and $320,000,
respectively.

         E.  RECOGNITION OF INSURANCE INCOME AND RELATED EXPENSES

                  Premiums from traditional life and annuity policies with life
contingencies are recognized generally as income over the premium paying period.
Benefits and expenses are matched with such income so as to result in the
recognition of profits over the life of the contracts. This matching is
accomplished by means of the provision for liabilities for future policy
benefits and the deferral and subsequent amortization of policy acquisition
costs.

                  For contracts with a single premium or a limited number of
premium payments due over a significantly shorter period than the total period
over which benefits are provided ("limited payment contracts"), premiums are
recorded as income when due with any excess profit deferred and recognized in
income in a constant relationship to insurance in force or, for annuities, the
amount of expected future benefit payments.
<PAGE>   39

         E.  RECOGNITION OF INSURANCE INCOME AND RELATED EXPENSES - CONTINUED

                  Premiums from universal life and investment-type contracts are
reported as deposits to policyholders' account balances. Revenues from these
contracts consist of amounts assessed during the period against policyholders'
account balances for mortality charges and surrender charges. Policy benefits
and claims that are charged to expense include benefit claims incurred in the
period in excess of related policyholders' account balances and interest
credited to policyholders' account balances.

                  For the fiscal years ended December 31, 1995, 1994, and 1993,
approximately 86.8%, 79.6% and 77.6%, respectively, of premiums from traditional
life, annuity, universal life and investment-type contracts received by the
Company were attributable to sales to annuitants and policyholders residing in
the State of New York. In addition, approximately 12.5%, 13.0% and 18.2% of the
Company's total insurance revenues from those respective years were attributable
to sales through an agency principally owned by a director of the Company until
his death in December 1995. Management believes that the Company's transactions
with such agency were made on terms at least as fair to the Company as could be
obtained from unaffiliated third parties. Compensation of agents is strictly
regulated by the New York State Department of Insurance.

         F.  DEFERRED POLICY ACQUISITION COSTS

                  The costs of acquiring new business (principally commissions,
certain underwriting, agency and policy issue expenses), all of which vary with
and are primarily related to the production of new business, have generally been
deferred. When a policy is surrendered, the remaining unamortized cost is
written off. Deferred policy acquisition costs are subject to recoverability
testing at time of policy issue and loss recognition testing at the end of each
accounting period.

                  For immediate annuities with life contingencies, deferred
policy acquisition costs are amortized over the life of the contract, in
proportion to expected future benefit payments.

                  For traditional life policies, deferred policy acquisition
costs are amortized over the premium paying periods of the related policies
using assumptions that are consistent with those used in computing the liability
for future policy benefits. Assumptions as to anticipated premiums are estimated
at the date of policy issue and are consistently applied during the life of the
contracts. For these contracts the amortization periods generally are for the
scheduled life of the policy, not to exceed 30 years.

                  Deferred policy acquisition costs are amortized over periods
ranging from 15 to 25 years for universal life products and investment-type
products as a constant percentage of estimated gross profits arising principally
from surrender charges and interest and mortality margins based on historical
and anticipated future experience, updated regularly. The effects of revisions
to reflect actual experience on previous amortization of deferred policy
acquisition costs, subject to the limitation that the accrued interest on the
deferred acquisition costs balance may not exceed the amount of amortization for
the year, are reflected in earnings in the period estimated gross profits are
revised.

                  Unamortized  deferred  policy  acquisition  costs for the
years ended December 31, 1995,  1994, and 1993 are summarized as follows:
<TABLE>
<CAPTION>
                                                               1995               1994                1993
                                                               ----               ----                ----
                                                                               (in thousands)
<S>                                                            <C>               <C>                 <C>
         Balance at the beginning of year                     $58,319            $50,428             $51,947
         Current year's costs deferred                          5,992             12,780               3,766
                                                              -------            -------             -------
                   Total                                       64,311             63,208              55,713
         Less, amortization for the year                       30,981              4,889               5,285
                                                              -------            -------             -------
         Balance at the end of the year                       $33,330            $58,319             $50,428
                                                              =======            =======             =======
</TABLE>
<PAGE>   44
         G.  FUTURE POLICY BENEFITS

                  Future policy benefits for traditional life insurance policies
are computed using a net level premium method on the basis of actuarial
assumptions as to mortality, persistency and interest established at policy
issue. Assumptions established at policy issue as to mortality and persistency
are based on anticipated experience which, together with interest and expense
assumptions, provide a margin for adverse deviation. Benefit liabilities for
deferred annuities during the accumulation period are equal to accumulated
contractholders' fund balances and after annuitization are equal to the present
value of expected future payments. During the three years in the period ended
December 31, 1995, interest rates used in establishing such liabilities range
from 4.5% to 11% for life insurance liabilities and from 6% to 13.60% for
annuity liabilities.

         H.  POLICYHOLDERS' ACCOUNT BALANCES

                  Policyholders' account balances for universal life and
investment-type contracts are equal to the policy account values. The policy
account values represent an accumulation of gross premium payments plus credited
interest less mortality and expense charges and withdrawals.

               These account balances are summarized as follows:
<TABLE>
<CAPTION>
                                                                     1995               1994               1993
                                                                     ----               ----               ----
                                                                                  (in thousands)
<S>                                                               <C>                <C>                <C>
              Account balances at beginning
                 of year                                          $1,255,691         $1,297,970         $1,352,283
              Additions to account balances                          199,510            140,539            143,786
                                                                  ----------         ----------         ----------
                          Total                                    1,455,201          1,438,509          1,496,069
              Deductions from account
                 balances                                            185,303            182,818            198,099
                                                                  ----------         ----------         ----------

              Account balances at end of year                     $1,269,898         $1,255,691         $1,297,970
                                                                  ==========         ==========         ==========
</TABLE>

                  Interest rates credited to account balances ranged from 4% to
12.5% in 1995, 1994 and 1993.

         I.  FEDERAL INCOME TAXES

                  The Company and its subsidiaries file a consolidated Federal
income tax return. Effective January 1, 1993, the Company adopted SFAS No. 109,
"Accounting for Income Taxes" ("SFAS 109") which requires an asset and liability
method in recording income taxes on all transactions that have been recognized
in the financial statements. SFAS 109 provides that deferred taxes be adjusted
to reflect tax rates at which future tax liabilities or assets are expected to
be settled or realized. Previously, the Company accounted for income taxes in
accordance with SFAS No. 96, "Accounting for Income Taxes." (See Note 6).

         J.  SEPARATE ACCOUNTS

                  Separate Accounts are established in conformity with New York
State Insurance Law and represent funds for which investment income and
investment gains and losses accrue to the policyholders. Assets and liabilities
(stated at market value) of the Separate Account, representing net deposits and
accumulated net investment earnings less fees, held primarily for the benefit of
contractholders, are shown as separate captions in the consolidated balance
sheets.

                  Deposits to the Separate Account are reported as increases in
Separate Account liabilities and are not reported in revenues. Mortality, policy
administration and surrender charges to the Separate Account are included in
revenues.
<PAGE>   41
         K.  INCOME (LOSS) PER SHARE

                  Income (loss) per share is computed by dividing net income by
the weighted average number of shares of common stock outstanding during each
year. The potential dilution from the exercise of stock options outstanding is
not material.

         L.  CASH AND CASH EQUIVALENTS

                  Cash and cash  equivalents  includes cash on hand and amounts
due from banks with an original  maturity of three months or less.

         M.  NEW ACCOUNTING PRONOUNCEMENTS

                  Statement of Financial Accounting Standards No. 115,
"Accounting for Certain Investments in Debt and Equity Securities" (SFAS No.
115), requires that investments in debt and equity securities be classified in
three categories (held-to-maturity, trading and available-for-sale). SFAS No.
115 has previously been adopted by the Company, and the Company classified its
investments in accordance with the standard. Management has since adopted the
implementation guidance contained in the November 1995 Financial Accounting
Standards Board Special Report "Questions and Answers - A Guide to
Implementation of Statement 115 on Accounting for Certain Investments in Debt
and Equity Securities" (the "Special Report"). The Special Report permitted
management to reassess the appropriateness of the classifications of all
securities held when such guidance was implemented (no later than December 31,
1995) and account for the reclassification at fair value. On December 29, 1995,
management transferred 100% of its held-to-maturity securities to the
available-for-sale classification at fair value. The net unrealized gains on
such securities transferred is included in shareholders' equity at December 31,
1995.

                  Statement of Financial Accounting Standards No. 123,
"Accounting for Stock-Based Compensation" ("SFAS No. 123"), was issued in
October of 1995 and requires adoption not later than fiscal years that begin
after December 15, 1995. SFAS 123 establishes financial accounting and reporting
standards for stock-based employee compensation plans. It requires expanded
disclosures of stock-based compensation arrangements with employees and
encourages (but does not require) application of the "fair value" method of
accounting for an employee stock option. The Company has not yet determined
which method of accounting for stock-based compensation it will use in the
future.

2.  INVESTMENTS

         The following information summarizes the components of net investment
income and realized investment gains (losses). Certain amounts relating to
distributions from "other invested assets" have been reclassified to conform to
the current year's presentation. 

Net Investment Income:
<TABLE>
<CAPTION>
                                                            Year Ended December 31
                                                           ----------------------
                                                 1995                1994              1993
                                                 ----                ----              ----
                                                               (in thousands)
<S>                                            <C>                <C>                 <C>
Fixed maturities                               $128,310           $125,988            $125,610
Common stocks                                       733                778                 549
Short-term investments                           14,010              9,726              12,718
Other investment income                          32,497             25,061              51,013
                                               --------           --------            --------
                                                175,550            161,553             189,890

Less investment expenses                          4,770              4,302               4,700
                                               --------           --------            --------

Net investment income                          $170,780           $157,251            $185,190
                                               ========           ========            ========
</TABLE>

         The carrying value of fixed maturities  which were non-income
producing for more than twelve months at December 31, 1995, 1994 and 1993 was
$1.5 million, $12.4 million and $7.0 million, respectively. 
<PAGE>   42
2.  INVESTMENTS - CONTINUED

Realized Investment Gains (Losses):
<TABLE>
<CAPTION>
                                                      Year Ended December 31,
                                                      -----------------------
                                                1995            1994             1993
                                                ----            ----             ----
                                                           (in thousands)
<S>                                            <C>             <C>            <C>

Fixed maturities                               $ 5,458         $3,977          $ (470)
Common stocks                                   11,758          3,282           9,275
                                               -------         ------          ------
Total realized gains
    on investments                             $17,216         $7,259          $8,805
                                               =======         ======          ======

</TABLE>

Unrealized Investment Gains (Losses):
<TABLE>
<CAPTION>
                                                          Year Ended December 31,
                                                          -----------------------
                                                 1995               1994               1993
                                                 ----               ----               ----
                                                               (in thousands)
<S>                                            <C>              <C>                  <C>
Fixed maturities                               $107,521         $ (82,043)           $102,833
Common stocks                                     3,668             1,568               8,478
                                               --------         ---------            --------
Unrealized investment

     gains (losses)                            $111,189         $ (80,475)           $111,311
                                               ========         =========            ========
Change in net unrealized
     investment gains                          $191,664         $(191,786)           $ 85,979
                                               ========         =========            ========
</TABLE>
         The change in unrealized investment gains (losses) shown above resulted
primarily from changes in general economic conditions which directly influenced
investment security markets. These changes were also impacted by writedowns of
investment securities for declines in market values deemed to be other than
temporary.

         The following tables provide additional information relating to
investments held by the Company:

DECEMBER 31, 1995:

AVAILABLE FOR SALE:

<TABLE>
<CAPTION>
                                              Amortized        Gross         Unrealized          Market        Carrying
Type of Investment                            Cost             Gains         Losses              Value         Value
- ------------------                            ---------        -----         ----------          ------        -----
                                                                            (in thousands)
<S>                                          <C>               <C>           <C>              <C>              <C>
Fixed Maturities:
Bonds and Notes:
   United States government
      and government agencies
      and authorities                        $   34,756        $  2,964      $      0         $   37,719       $   37,719
   States, municipalities and
      political subdivisions                    533,037          23,238          (111)           556,164          556,164
   Foreign governments                           12,063               4          (267)            11,800           11,800
   Public utilities                             268,348          13,529        (1,842)           280,036          280,036
   All other corporate bonds                    793,057          72,377        (8,121)           857,313          857,313
Preferred stocks, primarily
   corporate                                    106,881          12,216        (6,466)           112,631          112,631
                                             ----------        --------      --------         ----------       ----------
Total Fixed Maturities:                      $1,748,142        $124,328      $(16,807)        $1,855,663       $1,855,663
                                             ==========        ========      ========         ==========       ==========

Common Stocks                                $   34,080        $  5,983      $ (2,315)        $   37,748       $   37,748
                                             ==========        ========      ========         ==========       ==========
</TABLE>
<PAGE>   43
2.  INVESTMENTS - CONTINUED

DECEMBER 31, 1994:

HELD TO MATURITY:
<TABLE>
<CAPTION>
                                          Amortized         Gross        Unrealized      Market         Carrying
Type of Investment                        Cost              Gains        Losses          Value          Value
- ------------------                        ---------         -----        ----------      ------         -----
                                                                       (in thousands)
<S>                                       <C>               <C>          <C>             <C>            <C>
Fixed Maturities:
Bonds and Notes:
   States, municipalities and
      political subdivisions              $   39,956        $   124      $ (1,066)       $  39,014      $   39,956
   Foreign governments                         7,071              0        (1,971)           5,100           7,071
   Public utilities                           18,966             43          (467)          18,542          18,966
   All other corporate bonds                 155,369          1,361        (8,528)         148,202         155,369
                                          ----------        -------      --------        ---------      ----------
Total Fixed Maturities:                   $  221,362        $ 1,528      $(12,032)       $ 210,858      $  221,362
                                          ==========        =======      ========        =========      ==========

AVAILABLE FOR SALE:

<CAPTION>
                                          Amortized         Gross        Unrealized      Market         Carrying
Type of Investment                        Cost              Gains        Losses          Value          Value
- ------------------                        ---------         -----        ----------      ------         --------
                                                                       (in thousands)

<S>                                       <C>               <C>           <C>              <C>          <C>
Fixed Maturities:
Bonds and Notes:
   United States government
      and government agencies
      and authorities                     $   30,337        $   570      $ (1,065)          29,842      $   29,842
   States, municipalities and
      political subdivisions                 417,697          1,538       (26,302)         392,933         392,933
   Foreign governments                         4,966              0          (716)           4,250           4,250
   Public utilities                          165,899          4,192       (17,677)         152,414         152,414
   All other corporate bonds                 605,227         15,733       (34,089)         586,871         586,871
Preferred stocks, primarily
   corporate                                 138,240          1,250       (14,975)         124,515         124,515
                                          ----------        -------      --------       ----------      ----------
Total Fixed Maturities:                   $1,362,366        $23,283      $(94,824)      $1,290,825      $1,290,825
                                          ==========        =======      ========       ==========      ==========

Common Stocks                             $   36,507        $ 4,824      $  3,257       $   38,074      $   38,074
                                          ==========        =======      ========       ==========      ==========
</TABLE>

         The estimated fair value of fixed maturities available for sale at
December 31, 1995, by contractual maturity, are as follows. Expected maturities
will differ from contractual maturities because borrowers may have the right to
call or prepay obligations with or without penalties.

<TABLE>
<CAPTION>
                                                        Estimated Fair Value
                                                        --------------------
                                                           (in thousands)
<S>                                                           <C>
Due in one year or less                                       $    10,747
Due after one year through five years                             102,767
Due after five years through ten years                            262,075
Due after ten years                                             1,367,443
                                                                ---------
Total debt securities                                           1,743,032
Preferred stock                                                   112,631
                                                                ---------
Total                                                          $1,855,663
                                                               ==========
</TABLE>
<PAGE>   44
2.  INVESTMENTS - CONTINUED

         Proceeds from sales of fixed maturities during 1995, 1994 and 1993 were
$506.7 million, $275.1 million and $525.5 million, respectively. During 1995, 
1994 and 1993, respectively, gross gains of $4.8 million, $5.2 million and $14.7
million and gross losses of $14.7 million, $31.1 million and $34.1 million were
realized on those sales.

         During 1995 and 1994, the Company restructured or modified the terms of
certain fixed maturity investments. Certain of these restructures included debt
for equity exchanges. The fixed maturity portfolio, based on carrying value,
includes $2.1 million and $6.0 million at December 31, 1995 and 1994,
respectively of such restructured securities. These restructures and
modifications had no significant impact on gross interest income on these fixed
maturities (which is included in net investment income).

         As of December 31, 1995, the Company's mortgage loans were
collateralized by commercial office buildings in New York and Pennsylvania.

         Investments in U.S. Government and Government Agencies with an
aggregate carrying value of $541,082,000 represents investments owned in any one
issuer that aggregate 10% or more of shareholders' equity as of December 31,
1995.

         As of December 31, 1995 securities with a carrying value of
approximately $4.9 million were on deposit with various state insurance
departments to comply with applicable insurance laws.

         As part of a proposed rehabilitation plan for Fidelity Mutual Life
Insurance Company ("Fidelity"), on January 11, 1995 the Insurance Company signed
a definitive purchase agreement with the Pennsylvania Insurance Commissioner and
Fidelity to invest up to $45 million for a minority (49.9%) stake in a Fidelity
subsidiary insurance holding company. In addition, the Company agreed to
purchase $25 million of Senior Notes of such company.

         The Company was informed by Pennsylvania Insurance Commissioner Linda
S. Kaiser, that in response to the significant improvement in the invested
assets of Fidelity, she has reopened the process to select an equity investor
for the recapitalization and rehabilitation of Fidelity. The Company disagrees
with the Commissioner's decision to reopen the process and has reserved all of
its rights, including those under the Stock Purchase Agreement signed in January
1995 with the Pennsylvania Insurance Department.

3.  NOTES PAYABLE

         Notes payable at December 31, 1995 and 1994 consist of $50 million, 9
1/2% senior notes due December 15, 2000. Interest is payable June 15 and
December 15. Debt issue costs are being amortized on the interest method over
the term of the notes. As of December 31, 1995, such unamortized costs were $1.5
million. There are no principal payments required for the senior notes over the
next four years and the total principal is due on December 15, 2000. The senior
notes are callable after December 14, 1998.

         COVENANTS

         The indenture governing the senior notes contains covenants relating to
limitations on additional indebtedness, restricted payments, liens and sale or
issuance of capital stock of the Insurance Company. In the event the Company
violates such covenants as defined in the indenture, the Company is obligated to
offer to repurchase 25% of the outstanding principal amount of such notes. The
Company believes that it is in compliance with all of the covenants.
<PAGE>   45
3.  NOTES PAYABLE - CONTINUED

         SUBORDINATED NOTES

         During 1986, the Company completed an offering to the public of $50
million of 11.125% subordinated notes due May 15, 1994. Interest was payable May
15 and November 15. Debt issue costs were amortized on a straight line basis
over the term of the notes, eight years.

         On December 15, 1993, the Company called all of the remaining
subordinated notes for redemption on January 14, 1994, at 100.88% of the
principal amount thereof.

         SENIOR TERM NOTES

         In October 1988, the Company completed a private placement offering of
$30,000,000 senior term notes due October 25, 1993. The interest rate was
variable and ranged from 4.75% to 4.828% in 1993. On October 25, 1993, the
Company repaid the Senior Term Notes.

4.  SHAREHOLDERS' EQUITY

         Payment of dividends to the Company by the Insurance Company are
effectively restricted by the provisions of the New York Insurance Law
("Insurance Law"). All dividend payments are subject to the review and
disapproval by the New York Insurance Department. Under the New York State
Insurance Law, the New York Superintendent has broad discretion to determine
whether the financial condition of a stock life insurance company would support
the payment of dividends to its shareholders.

         The New York Insurance Department has established informal guidelines
for the Superintendent's determinations which focus upon, among other things,
the overall financial condition and profitability of the insurer under statutory
accounting practices. During 1995, 1994 and 1993, the Insurance Company paid
dividends of $5 million, $12 million and $-0- million, respectively, to the
Company.

5.  EMPLOYEE BENEFIT AND DEFERRED COMPENSATION PLANS

         (a)  Employee Retirement Plan

         The Company has a noncontributory defined benefit pension plan covering
all eligible employees. The Company is both sponsor and administrator of this
plan. The plan provides for pension benefits based on average pay and years of
service. It is the Company's general policy to fund accrued pension costs as
required under ERISA. In 1995 the Company contributed $120,500 to the plan. At
December 31, 1994 and 1993 the plan was fully funded under ERISA. As a result,
the Company did not make a contribution to the plan in 1994 and 1993.

         Net pension cost included the following components:
<TABLE>
<CAPTION>
                                                      Year Ended December 31,
                                                      1995         1994        1993
                                                      ----         ----        ----
                                                             (in thousands)
<S>                                                  <C>          <C>        <C>

                  Service cost                       $ 379        $ 430       $ 455
                  Interest cost                        293          302         305
                  Actual return on plan assets        (293)        (326)       (352)
                  Other                                  0           28          28
                                                     -----        -----       -----
                     Net pension cost                $ 379        $ 434       $ 436
                                                     =====        =====       =====
</TABLE>
<PAGE>   46
5.  EMPLOYEE BENEFIT AND DEFERRED COMPENSATION PLANS - CONTINUED

         The funded status of the plan at December 31, 1995 and 1994 was as
follows:
<TABLE>
<CAPTION>
                                                                       Year Ended December 31,
                                                                        1995            1994
                                                                        ----            ----
                                                                            (in thousands)

<S>                                                                    <C>              <C>
               Projected benefits obligation                           $(4,650)         $(4,879)
               Plan assets at fair value                                 3,861            3,826
                                                                       -------          -------
               Assets less than projected benefit                         (789)          (1,053)
               Unrecognized prior service cost                             223              251
               Unrecognized net loss (gain)                               (824)             329
                                                                       -------          -------

               Accrued pension costs                                   $(1,390)         $  (473)
                                                                       =======          =======
               Accumulated benefit obligation:
               Vested                                                  $ 3,869          $ 3,620
               Nonvested                                                    28               23
                                                                       -------           ------
                                                                       $ 3,897          $ 3,643
                                                                       =======          =======
</TABLE>

         The following rates were used in computing the pension cost for the 
years ended December 31:
<TABLE>
<CAPTION>
                                                                           1995             1994             1993
                                                                           ----             ----             ----
<S>                                                                        <C>              <C>              <C>
         Weighted-average discount rate                                    7.0%             7.0%             7.0%
         Assumed rate of compensation increases                            3.0%             4.5%             4.5%
         Expected long-term rates of return                                7.5%             8.5%             8.5%
</TABLE>

         (b)  Employee Savings Plan

         The Company adopted an Internal Revenue Code (IRC) Section 401(k) plan
for its employees effective January 1, 1992. Under the plan, participants may
contribute up to a maximum of 15% of their pre-tax earnings or the dollar limit
as prescribed by IRC Section 415(d). A portion of participants' pre-tax earnings
may be matched by the Company. For the years ended December 31, 1994 and 1993,
the Company made no contribution to the Plan. For the year ended December 31,
1995, the Company's contribution was approximately $14,000.

         (c) Employee Stock Option Plan

         The Company has adopted an incentive stock option plan recommended by
the Board of Directors and approved by the shareholders in 1984. This plan
grants options to purchase up to 640,000 shares of common stock of the Company
to officers and key employees. Option prices are 100% of the fair market value
at date of grant. The following schedule shows all options granted, exercised,
expired and exchanged under the Company's Incentive Stock Option Plan as of 
December 31, 1995.
<PAGE>   47
5.  EMPLOYEE BENEFIT AND DEFERRED COMPENSATION PLANS - CONTINUED

         Information relating to the options is as follows:
<TABLE>
<CAPTION>
                                                                                    Option Price
                                                                  Number               Amount              Total
                                                                  of Shares            Per Share           Price
                                                                  ---------            ---------           -----
<S>                                                               <C>                  <C>              <C>
              Outstanding, January 1, 1993                        218,427              $4.88            $1,064,832
                  Granted                                           5,000               7.25                36,250
                  Exercised                                        (1,609)              4.88                (7,852)
                  Cancelled                                       (23,884)              4.88              (116,554)
                                                                  -------                               ----------

              Outstanding, December 31, 1993                      197,934              $4.93            $  976,676
                  Granted                                               0                  -                     0
                  Exercised                                        (1,995)              4.88                (9,726)
                  Cancelled                                        (1,199)              4.88                (5,845)
                                                                  -------                               ----------

              Outstanding, December 31, 1994                      194,740              $4.93            $  961,105
                  Granted                                          45,200               7.53               340,200
                  Exercised                                       (17,128)              4.88               (83,499)
                  Cancelled                                        (1,191)              4.88                (5,806)
                                                                  -------                               ----------

              Outstanding, December 31, 1995                      221,621              $5.47            $1,212,000
                                                                  =======                               ==========
</TABLE>


         At December 31, 1995, 173,919 options for shares of common stock were
exercisable.

6.  INCOME TAXES

         The following is a reconciliation of income taxes computed using the
Federal statutory rate with the provision for income taxes for the three years
ended December 31,:
<TABLE>
<CAPTION>
                                                                        1995            1994              1993
                                                                        ----            ----              ----
                                                                                    (in thousands)
<S>                                                                   <C>             <C>               <C>
              Provision for income taxes computed
                 at Federal statutory rate                            $19,737         $13,027           $20,022

              Increase (decrease) in income taxes
                 resulting from:

              Utilization of prior unrecognized
                 deferred tax asset relating to
                 investment losses                                     (7,858)        (11,324)           (8,203)
              Losses producing no current benefit                       1,262             896             1,935
              Other                                                    (5,809)         (5,292)             (526)
                                                                      -------         -------           -------
                 Provision (Benefit) for
                    Federal income taxes                              $ 7,332         $(2,693)          $13,228
                                                                      =======         =======           =======
</TABLE>

         The Company provides for deferred income taxes resulting from temporary
differences which arise from recording certain transactions in different years
for income tax reporting purposes than for financial reporting purposes. The
sources of these differences and the tax effect of each were as follows:
<TABLE>
<CAPTION>
                                                                       1995               1994            1993
                                                                       ----               ----            ----
                                                                                   (in thousands)
<S>                                                                  <C>                <C>              <C>
              Deferred policy acquisition costs                      $   333            $  (647)         $   34
              Policyholders' account balances                           (189)              (112)           (231)
              Investment adjustments                                  (1,510)            (2,218)          1,405
              Previously accrued expenses
                  currently deductible                                     0                665               0
              Other                                                     (797)              (140)           (395)
                                                                     -------            -------          ------

              Deferred Federal income tax
                  provision (benefit)                                $(2,163)           $(2,452)         $  813
                                                                     =======            =======          ======
</TABLE>
<PAGE>   48
6.  INCOME TAXES - CONTINUED

         Effective January 1, 1993 the Company adopted SFAS No. 109. The
cumulative effect of the accounting change relating to prior years was to
increase net income by $2.8 million or $.09 per share and is reported separately
in the consolidated statement of income. 

         Deferred federal income taxes reflect the net tax effects of (a)
temporary differences between the carrying amounts of assets and liabilities for
financial reporting purposes and the amounts used for income tax purposes, and
(b) operating loss carryforwards. Significant components of the Company's net
deferred tax (asset) liability as of December 31, 1995 and 1994 are as follows 
(in thousands):
<TABLE>
<CAPTION>
                                                                                     1995                   1994
                                                                                     ----                   ----
<S>                                                                                <C>                    <C>
                Deferred income tax asset:
                    Investments                                                    $(10,609)              $(18,108)
                    Insurance reserves                                               (4,310)                (4,406)
                    Net unrealized investment losses                                      0                (21,044)
                    Operating loss carryforwards                                     (2,512)                (2,002)
                    Other                                                              (418)                  (449)
                                                                                   --------               --------
                                                                                    (17,849)               (46,009)
                    Valuation allowance                                              11,024                 18,858
                                                                                   --------               --------
                    Net deferred income tax asset                                  $ (6,825)              $(27,151)
                                                                                   --------               --------

                Deferred income tax liability:
                    Deferred policy acquisition costs                              $ 16,706               $ 16,372
                    Net unrealized investment gains                                  33,445                  1,175
                    Policyholder account balances                                       301                    490
                    Other                                                             1,133                  1,548
                                                                                   --------               --------
                Deferred income tax liability                                        51,585                 19,585
                                                                                   --------               --------
                Net deferred income tax (asset) liability                          $ 44,760               $ (7,566)
                                                                                   ========               ========
</TABLE>

         The valuation allowance relates principally to investment writedowns
recorded for financial reporting purposes, which have not been recognized for
income tax purposes, due to the uncertainty associated with their realizability
for income tax purposes. Changes in the valuation allowance for the years ended
December 31, 1995 and 1994 primarily reflect the reduction in the deferred tax
asset as a result of the utilization of previously unrecognized investment
losses.

         Prior to 1984, Federal income tax law allowed life insurance companies
to exclude from taxable income and set aside certain amounts in a tax memorandum
account known as the Policyholder Surplus Account ("PSA"). Under the tax law,
the PSA has been frozen at its December 31, 1983 balance of $2,900,000 which may
under certain circumstances become taxable in the future. The Insurance Company
does not believe that any significant portion of the amount in this account will
be taxed in the foreseeable future. Accordingly, no provision for income taxes
has been made thereon. If the amount in the PSA were to become taxable, the
resulting liability using current rates would be approximately $1,015,000.

         Under current tax law, there are certain limitations on the utilization
of non-life insurance company losses ("non-life losses") against life insurance
company income ("life income") in a consolidated federal income tax return. The
utilization of non-life losses against life income in any year is limited to the
lesser of 35 percent of life income or 35 percent of non-life losses. Any
unutilized balance of non-life losses is carried over to subsequent tax years.

         The Company has net operating loss  carryforwards  of approximately
$5,877,000 at December 31, 1995 of which $1,349,000 expire in 2007; $2,374,000
in 2008; and $2,154,000 in 2009.
<PAGE>   49
7.  REINSURANCE

         Reinsurance allows life insurance companies to share risks on a case by
case or aggregate basis with other insurance and reinsurance companies. The
Insurance Company cedes insurance to the reinsurer and compensates the reinsurer
for its assumption of risk. The maximum amount of individual life insurance
normally retained by the Company on any one life is $50,000 per policy and
$100,000 per life. The maximum retention with respect to impaired risk policies
typically is the same. The Insurance Company cedes insurance primarily on an
"automatic" basis, under which risks are ceded to a reinsurer on specific blocks
of business where the underlying risks meet certain predetermined criteria, and
on a "facultative" basis, under which the reinsurer's prior approval is required
on each risk reinsured.

         The reinsurance of a risk does not discharge the primary liability of
the insurance company ceding that risk, but the reinsured portion of the claim
is recoverable from the reinsurer. The major reinsurance treaties into which the
Insurance Company has entered can be characterized as follows:

         Reinsurance ceded from the Insurance Company to Life Reassurance
Corporation of America and North American Reassurance at December 31, 1995 and
1994 consists of coinsurance agreements aggregating face amounts of $295.6
million and $357 million, respectively, representing the amount of individual
life insurance contracts that were ceded to the reinsurers. The term
"coinsurance" refers to an arrangement under which the Insurance Company pays
the reinsurers the gross premiums on the portion of the policy to be reinsured
and the reinsurers grant a ceding commission to the Insurance Company to cover
its acquisition costs plus a margin for profit.

         Reinsurance  premiums  ceded for 1995,  1994 and 1993  amounted to
approximately  $4.5 million,  $4.7  million,  and $5.2 million, respectively.

8.  STATUTORY FINANCIAL STATEMENTS

         Accounting practices used to prepare statutory financial statements for
regulatory filings of stock life insurance companies differ from GAAP. Material
differences resulting from these accounting practices include: deferred policy
acquisition costs, deferred Federal income taxes and statutory non-admitted
assets are recognized under GAAP accounting while statutory investment valuation
reserves are not; premiums for universal life and investment-type products are
recognized as revenues for statutory purposes and as deposits to policyholders'
accounts under GAAP; different assumptions are used in calculating future
policyholders' benefits; and different methods are used for calculating 
valuation allowances for statutory and GAAP purposes; fixed maturities are
recorded principally at market value or amortized cost as appropriate under GAAP
while under statutory accounting practices they are recorded principally at
amortized cost.
<TABLE>
<CAPTION>
                                                     For the years ended December 31,

                                                       1995           1994      1993
                                                       ----           ----      ----
                                                               (in thousands)
<S>                                                  <C>          <C>         <C>

         Statutory surplus                           $205,135     $170,758     $163,626
                                                     ========     ========     ========
         Statutory net income                        $ 38,834     $  2,535     $ 26,632
                                                     ========     ========     ========
</TABLE>
<PAGE>   50
9.  LITIGATION

         From time to time, the Company is involved in litigation relating to
claims arising out of its operations in the normal course of business. The
Company is not a party to any legal proceedings, the adverse outcome of which,
in management's opinion, individually or in the aggregate, would have a material
adverse effect on the Company's financial condition or results of operations.

10.  FAIR VALUE INFORMATION

         The following estimated fair value disclosures of financial instruments
have been determined using available market information, current pricing
information and appropriate valuation methodologies. If quoted market prices
were not readily available for a financial instrument, management determined an
estimated fair value. Accordingly, the estimates may not be indicative of the
amounts the Company could have realized in a market transaction.

         The following methods and assumptions were used to estimate the fair
value of each class of financial instruments for which it is practicable to
estimate that value.

         For fixed maturities and common stocks, estimated fair values were
based primarily upon independent pricing services. For a limited number of
privately placed securities, where prices are not available from independent
pricing services, the Company estimates market values using a matrix pricing
model, based on the issuer's credit standing and the security's interest rate
spread over U.S. Treasury bonds. Because it is not practicable to obtain an
independent valuation for each limited partnership interest for purposes of
disclosure, the market value of a limited partnership interest is estimated to
approximate the carrying value. As of December 31, 1995, the Company was
committed to contribute, if called upon, an aggregate of approximately $37
million of additional capital to certain of these limited partnerships. The
market value of short-term investments, mortgage loans and policy loans is
estimated to approximate the carrying value.

         Estimated fair values of policyholders' account balances for investment
type products (i.e., deferred annuities, immediate annuities without life
contingencies and universal life contracts) are calculated by projecting the
contract cash flows and then discounting them back to the valuation date at the
appropriate discount rate. For immediate annuities without life contingencies,
the cash flows are defined contractually. For all other products, projected cash
flows are based on an assumed lapse rate and crediting rate (based on the
current treasury curve), adjusted for any anticipated surrender charges. The
discount rate is based on the current duration-matched treasury curve, plus an
adjustment to reflect the anticipated spread above treasuries on investment
grade fixed maturity securities, less an expense and profit spread.
<TABLE>
<CAPTION>

December 31, 1995                        Carrying VaLue       Estimated Fair Value
- -----------------                        --------------       --------------------
Assets                                               (in thousands)
<S>                                      <C>                       <C>
    Fixed Maturities:
       Available for Sale                  1,855,663               1,855,663
    Common Stock                              37,748                  37,748
    Mortgage Loans                            19,015                  19,015
    Policy Loans                              18,601                  18,601
    Cash and Short-Term Investments          190,747                 190,747
    Other Invested Assets                    150,331                 150,331

Liabilities
    Policyholders' Account Balances        1,269,898               1,286,221
    Other Notes Payable                       50,000                  50,000

</TABLE>
<PAGE>   54
<TABLE>
<CAPTION>
10.  FAIR VALUE INFORMATION - CONTINUED

December 31, 1994                        Carrying Value     Estimated Fair Value
- -----------------                        --------------     --------------------
                                                   (in thousands)
<S>                                      <C>                    <C>
Assets                                               
    Fixed Maturities:
       Held to Maturity                      221,362                210,858
       Available for Sale                  1,290,825              1,290,825
    Common Stock                              38,074                 38,074
    Mortgage Loans                            17,623                 17,623
    Policy Loans                              18,741                 18,741
    Cash and Short-Term Investments          129,352                129,352
    Other Invested Assets                    142,488                142,488

Liabilities
    Policyholders' Account Balances        1,255,641              1,114,800
    Other Notes Payable                       50,000                 50,000
</TABLE>

11.  QUARTERLY FINANCIAL DATA (UNAUDITED)

         Summarized quarterly financial data is presented below.  Certain 
amounts have been reclassified to conform to the current year's
presentation. (See Note 2).
<TABLE>
<CAPTION>
                                                                  
                                                                   Three Months Ended
                                                                   ------------------
                1995                       March 31          June 30         September 30          December 31
                ----                       --------          -------         ------------          -----------
                                                             (in thousands, except per share)
<S>                                        <C>               <C>            <C>                    <C>

     Premiums and other
        insurance revenues                 $ 2,196           $2,889         $ 3,494               $ 3,289
     Net investment income                  42,831           43,516          40,749                43,683
     Realized investment
        gains                                1,079            2,142           8,139                 5,857
                                           -------          -------         -------               -------
     Total revenues                         46,106           48,547          52,382                52,829
                                           =======          =======         =======               =======
     Benefits and expenses                  34,806           34,839          36,803                37,026
                                           =======          =======         =======               =======
     Net income                              8,162           16,222          10,212                14,462
                                           =======          =======         =======               =======

     Income per share                      $   .24           $  .48         $   .30               $   .44
                                           =======          =======         =======               =======
</TABLE>

<TABLE>
<CAPTION>
                                                                  
                                                                    Three Months Ended                   
                                                                    ------------------
                1994                       March 31          June 30         September 30          December 31
                ----                       --------          -------         ------------          -----------
                                                             (in thousands, except per share)

<S>                                        <C>               <C>            <C>                   <C>
     Premiums and other
        insurance revenues                 $ 1,448           $1,684         $ 2,653               $ 3,779
     Net investment income                  39,249           37,158          35,011                34,521
     Realized investment
        gains (losses)                       6,442            4,699            (729)                7,937
                                           -------          -------         -------               -------
     Total revenues                         47,139           43,541          36,935                46,237
                                           =======          =======         =======               =======
     Benefits and expenses                  34,770           32,098          33,139                36,528
                                           =======          =======         =======               =======
     Net income                              9,463            8,289           3,329                18,831
                                           =======          =======         =======               =======

     Income per share                      $   .28           $  .24         $   .10               $   .56
                                           =======          =======         =======               =======
</TABLE>
<PAGE>   55
                       PRESIDENTIAL VARIABLE  ACCOUNT ONE

                                       OF

                      PRESIDENTIAL LIFE INSURANCE COMPANY

                              FINANCIAL STATEMENTS

                               DECEMBER 31, 1995

<PAGE>   56
                       REPORT OF INDEPENDENT ACCOUNTANTS

February 27, 1996

To the Board of Directors of Presidential Life Insurance Company and the 
Contractholders of its separate account, Presidential Variable Account One

In our opinion, the accompanying statement of net assets, including the schedule
of portfolio investments, and the related statements of operations and of
changes in net assets present fairly, in all material respects, the financial
position of each of the Variable Accounts constituting Presidential Variable
Account One, a separate account of Presidential Life Insurance Company (the
"Separate Account") at December 31, 1995, the results of their operations for
the year then ended, and the changes in their net assets for each of the two
years in the period then ended, in conformity with generally accepted accounting
principles. 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 of these
financial statements in accordance with generally accepted auditing standards
which 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, assessing the accounting principles
used and significant estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audits, which included
confirmation of securities owned at December 31, 1995 by correspondence with the
custodian, provide a reasonable basis for the opinion expressed above.


<PAGE>   57

                       PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       OF
                      PRESIDENTIAL LIFE INSURANCE COMPANY

                         NOTES TO FINANCIAL STATEMENTS

1.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         Presidential Variable Account One of Presidential Life Insurance
         Company (the "Separate Account") is a segregated investment account of
         Presidential Life Insurance Company (the "Company") which was
         established pursuant to New York insurance law on August 26, 1987, with
         units first offered for sale on May 2, 1988. The Separate Account is
         registered as a segregated unit investment trust pursuant to the
         provisions of the Investment Company Act of 1940, as amended.

         The Separate Account is composed of twelve variable portfolios (the
         "Variable Accounts"). Each of the Variable Accounts is invested solely
         in the shares of one of the twelve currently available investment
         portfolios of the Anchor Series Trust (the "Trust"). The Trust is a
         diversified, open-end investment company, which retains an investment
         advisor to assist in the investment activities of the Trust. The
         contractholder may elect to have payments allocated to a 
         guaranteed-interest fund of the Company (the "General Account"), which
         is not a part of the Separate Account. The financial statements include
         balances allocated by the contractholder to the twelve Variable
         Accounts and do not include balances allocated to the General Account.

         The investment objectives and policies of the twelve portfolios of the
         Trust are summarized below:

         FOREIGN SECURITIES PORTFOLIO seeks long-term capital appreciation. This
         portfolio invests primarily in a diversified group of equity securities
         issued by foreign companies and primarily denominated in foreign
         currencies.

         CAPITAL APPRECIATION PORTFOLIO seeks long-term capital appreciation.
         This portfolio invests in growth equity securities which are widely
         diversified by industry and company and may engage in transactions
         involving stock index futures and options thereon as a hedge against
         changes in market conditions.

         GROWTH PORTFOLIO seeks long-term capital appreciation.  This portfolio
         invests in growth equity securities and may also engage in transactions
         involving stock index futures and options thereon as a hedge against
         changes in market conditions.
                                        1
<PAGE>   58
                       PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       OF
                      PRESIDENTIAL LIFE INSURANCE COMPANY

                         NOTES TO FINANCIAL STATEMENTS

1.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

         NATURAL RESOURCES PORTFOLIO seeks a total return in excess of the U.S.
         rate of inflation as represented by the Consumer Price Index. This
         portfolio invests primarily in equity securities of U.S. or foreign
         companies which are expected to provide favorable returns in periods of
         rising inflation. This portfolio may also engage in transactions
         involving stock index futures contracts and options thereon, and
         transactions involving the future delivery of fixed-income securities
         ("Financial Futures Contracts") and options thereon as a hedge against
         changes in market conditions.

         CONVERTIBLE SECURITIES PORTFOLIO seeks to provide high current income
         and long-term capital appreciation. This portfolio invests primarily in
         a variety of securities convertible into common stock which are issued
         by publicly held corporations. This portfolio may also engage in
         transactions involving Financial Futures Contracts and options thereon
         as a hedge against changes in market conditions.

         STRATEGIC MULTI-ASSET PORTFOLIO seeks high long-term total investment
         return. This portfolio invests in growth equity securities, aggressive
         growth equity securities, investment grade bonds, high-yield, high-risk
         bonds, international equity securities and money market instruments.
         This portfolio may also engage in transactions involving stock index
         futures contracts and options thereon, and Financial Futures Contracts
         and options thereon as a hedge against changes in market conditions.

         MULTI-ASSET PORTFOLIO seeks long-term total investment return
         consistent with moderate investment risk. This portfolio invests in
         growth equity securities, convertible securities, investment grade
         fixed-income securities and money market securities. This portfolio may
         also engage in transactions involving stock index futures contracts and
         options thereon, and Financial Futures Contracts and options thereon as
         a hedge against changes in market conditions.

         HIGH YIELD PORTFOLIO seeks high current income. A secondary investment
         objective is capital appreciation. This portfolio invests at least 65%
         of its assets in high-yielding, high-risk, income-producing corporate
         bonds, which generally carry ratings lower than those assigned to
         investment grade bonds by Moody's Investors Service, Inc. ("Moody's")
         or Standard & Poor's Corporation ("S&P"), or which are unrated. This
         portfolio may also engage in transactions involving Financial Futures
         Contracts and options thereon as a hedge against changes in market
         conditions.

                                       2
<PAGE>   59

                       PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       OF
                      PRESIDENTIAL LIFE INSURANCE COMPANY

                         NOTES TO FINANCIAL STATEMENTS

1.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

         TARGET '98 PORTFOLIO seeks a predictable compounded investment return
         for the specified time period, consistent with preservation of capital.
         This portfolio invests primarily in zero coupon securities and current,
         interest-bearing, investment grade debt obligations which are issued by
         the U.S. Government, its agencies and instrumentalities, and both
         domestic and foreign corporations.

         FIXED INCOME PORTFOLIO seeks a high level of current income consistent
         with preservation of capital. This portfolio invests primarily in
         investment grade, fixed-income securities and may engage in Financial
         Futures Contracts and options thereon as a hedge against changes in
         market conditions.

         GOVERNMENT AND QUALITY BOND PORTFOLIO seeks relatively high current
         income, liquidity and security of principal. This portfolio invests in
         obligations issued, guaranteed or insured by the U.S. Government, its
         agencies or instrumentalities and in corporate debt securities rated Aa
         or better by Moody's or AA or better by S&P.

         MONEY MARKET PORTFOLIO seeks current income consistent with stability
         of principal through investment in a diversified portfolio of money
         market instruments maturing in 397 days or less. The portfolio will
         maintain a dollar-weighted average portfolio maturity of not more than
         90 days.

         Investments in the variable portfolios of the Trust are valued at the
         net asset value of the shares of the designated portfolio of the Trust.
         Securities transactions are valued on the date the securities are
         purchased or sold. Dividends and capital gains distributions are
         recorded when received. Realized gains and losses on the sale of
         investments in the Trust are recognized at the date of sale and are
         determined on an average cost basis.

         Accumulation unit values are computed daily based on the total net
         assets of the Variable Accounts.

                                       3

<PAGE>   60

                       PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       OF
                      PRESIDENTIAL LIFE INSURANCE COMPANY

                         NOTES TO FINANCIAL STATEMENTS

2.       CHARGES AND DEDUCTIONS

         Charges and deductions are applied against the current value of the
         Separate Account and are paid as follows:

         WITHDRAWAL CHARGE: The contract value may be withdrawn at any time
         during the accumulation period. There is a free withdrawal amount for
         the first withdrawal during a contract year after the first contract
         year. The free withdrawal amount is equal to 10% of aggregate purchase
         payments that have not previously been withdrawn. Should a withdrawal
         exceed the free withdrawal amount, a withdrawal charge, in certain
         circumstances, is imposed and paid to the Company.

         The withdrawal charge is 6% of the amount withdrawn if such withdrawal
         is made within six years of making the purchase payment, but will not
         exceed 9% of total purchase payments. The withdrawal charge is deducted
         from the remaining contract value so that the actual reduction in
         contract value as a result of the withdrawal will be greater than the
         withdrawal amount requested and paid. For purposes of determining the
         withdrawal charge, withdrawals will be allocated to purchase payments
         on a first-in, first-out basis so that all withdrawals are allocated to
         purchase payments to which the lowest (if any) withdrawal charge
         applies.

         ANNUITY CHARGE: Contractholders may elect a lump sum payment or one of
         three annuity options. Option 1 provides a life income with
         installments guaranteed, Option 2 provides a joint and survivor
         annuity, and Option 3 provides income for a specified period. No
         annuity charge is assessed if Option 1 or Option 2 is elected. If a
         contractholder elects Option 3, an annuity charge equal to the
         withdrawal charge if the contract were surrendered may be applied. No
         annuity charge will be assessed if Option 3 is elected by a beneficiary
         under the death benefit.

         ANNUAL CONTRACT CHARGE: An annual contract charge of $30 is charged
         against each contract, which reimburses the Company for expenses
         incurred in establishing and maintaining records relating to a
         contract. The annual contract charge will be assessed each contract
         year on the anniversary of the issue date of the contract. In the event
         that a total surrender of contract value is made, the charge will be
         assessed as of the date of surrender without proration.


                                       4

<PAGE>   61

                        PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       OF
                       PRESIDENTIAL LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS

2.       CHARGES AND DEDUCTIONS (continued)

         TRANSFER FEE: A transfer fee of $25 per transaction is assessed on each
         transfer of funds in excess of fifteen transactions within a contract
         year or if a transfer is made within 30 days of the issue date of the
         contract.

         PREMIUM TAXES: Premium taxes or other taxes payable to a state or other
         governmental entity will be charged against contract values. Some
         states assess premium taxes at the time purchase payments are made;
         others assess premium taxes at the time annuity payments begin. The
         Company currently intends to deduct premium taxes at the time of
         surrender, upon death of the contractholder or upon annuitization;
         however, it reserves the right to deduct premium taxes when incurred.
         Premium taxes generally range from 0% to 3.5%.

         MORTALITY RISK CHARGE: The Company deducts a mortality risk charge as
         compensation for the mortality risk assumed by virtue of its
         contractual obligations to make annuity payments after the contract has
         annuitized for the life of the annuitant, to waive the withdrawal
         charge in the event of the death of the annuitant and to provide a
         death benefit prior to annuitization. As compensation for this, the
         Company deducts an amount, computed on a daily basis, which is equal to
         an annual rate of 0.90% of the net asset value of each portfolio.

         EXPENSE RISK CHARGE: The Company guarantees that the annual contract
         and administrative expense charges will not increase, regardless of
         actual expenses. As compensation for this guarantee, the Company
         deducts an amount, computed on a daily basis, which is equal to an
         annual rate of 0.35% of the net asset value of each portfolio.

         ADMINISTRATIVE EXPENSE CHARGE: The Company deducts an administrative
         expense charge which is designed to compensate the Company for assuming
         the risk that the administrative expenses will exceed the revenues from
         the annual contract charge. As compensation for assuming this risk, the
         Company deducts an amount, computed on a daily basis, which is equal to
         0.15% of the net asset value of each Portfolio.

         SEPARATE ACCOUNT INCOME TAXES: The Company currently does not maintain
         a provision for taxes, but has reserved the right to establish such a
         provision for taxes 

                                        5
<PAGE>   62

                        PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       OF
                       PRESIDENTIAL LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS



2.       CHARGES AND DEDUCTIONS (continued)

         in the future if it determines, in its sole discretion, that it will
         incur a tax as a result of the operation of the Separate Account.

3.       INVESTMENT IN THE TRUST

         The aggregate cost of the Trust's shares acquired and the aggregate
         proceeds from shares sold for the year ended December 31, 1995 consist
         of the following:
<TABLE>
<CAPTION>
                                                       Cost of Shares         Proceeds from
         Variable Accounts                                 Acquired           Shares Sold
         --------------------------------              --------------          ------------- 
<S>                                                    <C>                   <C>
         Foreign Securities Portfolio                      $ 16,714            $114,824
         Capital Appreciation Portfolio                      90,853             170,174
         Growth Portfolio                                   232,067             239,819
         Natural Resources Portfolio                         45,539              88,239
         Convertible Securities Portfolio                    64,397             260,230
         Strategic Multi-Asset Portfolio                    115,213             128,708
         Multi-Asset Portfolio                              123,980             403,137
         High Yield Portfolio                                45,287              89,046
         Target '98 Portfolio                                55,052             163,346
         Fixed Income Portfolio                              27,070              15,184
         Government and Quality Bond
            Portfolio                                        61,487             263,375
         Money Market Portfolio                             128,869             140,011
                                                           ========            ========
</TABLE>
4.       FEDERAL INCOME TAXES

         The Company qualifies for federal income tax treatment granted to life
         insurance companies under subchapter L of the Internal Revenue Service
         Code (the "Code"). The operations of the Separate Account are part of
         the total operations of the Company and are not taxed separately. The
         Separate Account is not treated as a regulated investment company under
         the Code.


                                        6
<PAGE>   63

                        PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       OF
                       PRESIDENTIAL LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS



5.       SUBSEQUENT EVENT

         The decision has been made to change the name of the Convertible
         Securities Portfolio to the Growth and Income Portfolio, with revised
         investment objectives of high current income and long-term capital
         appreciation through investment in securities of issuers that have the
         potential for growth and offer income. The revised portfolio may also
         enter into forward currency contracts and contracts on financial
         futures or stock index futures, or options thereon, as a hedge against
         changes in market conditions. These changes will become effective on
         February 29, 1996.


                                        7
<PAGE>   64

                        PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       OF
                       PRESIDENTIAL LIFE INSURANCE COMPANY

                             STATEMENT OF NET ASSETS

                                December 31, 1995
<TABLE>
<CAPTION>
                                                                 
                                                                 Foreign         Capital                      Natural  
                                                              Securities    Appreciation         Growth     Resources  
                                                               Portfolio       Portfolio      Portfolio     Portfolio  
                                                              -------------------------------------------------------
<S>                                                           <C>          <C>              <C>            <C>        
Assets:
   Investments in Anchor Series Trust,
      at market value                                           $521,845        $922,437     $1,198,403      $141,598

Liabilities                                                            0               0              0             0
                                                                -----------------------------------------------------
Net Assets                                                      $521,845        $922,437     $1,198,403      $141,598  
                                                                =====================================================
Accumulation units outstanding                                    39,747          32,160         35,168         8,124  
                                                                =====================================================
Unit value of accumulation units                                 $ 13.13        $  28.68     $    34.08      $  17.43  
                                                                =====================================================

<CAPTION>
                                                              
                                                              Convertible      Strategic
                                                               Securities    Multi-Asset   Multi-Asset
                                                                Portfolio      Portfolio     Portfolio
                                                              -----------------------------------------   
<S>                                                            <C>           <C>           <C>   
Assets:
   Investments in Anchor Series Trust,
      at market value                                            $131,579       $585,692      $988,418

Liabilities                                                             0              0             0
                                                                 ------------------------------------- 
Net Assets                                                       $131,579       $585,692      $988,418
                                                                 =====================================   
Accumulation units outstanding                                      6,868         31,915        48,948
                                                                 =====================================
Unit value of accumulation units                                 $  19.16       $  18.35      $  20.19
                                                                 =====================================
</TABLE>
                 See accompanying notes to financial statements.

<PAGE>   65

                        PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       OF
                       PRESIDENTIAL LIFE INSURANCE COMPANY

                             STATEMENT OF NET ASSETS
                                December 31, 1995
                                   (Continued)

<TABLE>
<CAPTION>
                                                                  
                                                                                                Fixed     Government and
                                                            High Yield     Target '98          Income       Quality Bond
                                                            Portfolio       Portfolio       Portfolio          Portfolio
                                                            ------------------------------------------------------------
<S>                                                         <C>            <C>              <C>           <C>           
Assets:
   Investments in Anchor Series Trust,
      at market value                                        $172,106        $442,951        $172,101           $622,852
                                                                  
           
Liabilities                                                         0               0               0                  0
                                                            ------------------------------------------------------------
Net Assets                                                   $172,106        $442,951        $172,101           $622,852
                                                            ============================================================
Accumulation units outstanding                                  8,181          23,657           6,759             23,426 
                                                            ============================================================
Unit value of accumulation units                              $ 21.03        $  18.72        $  25.46           $  26.60
                                                            ============================================================

<CAPTION>
                                                                Money
                                                               Market
                                                            Portfolio           TOTAL
                                                            -------------------------
<S>                                                          <C>           <C>
Assets:
   Investments in Anchor Series Trust,
      at market value                                        $340,969      $6,240,951

Liabilities                                                         0               0
                                                             ------------------------
Net Assets                                                   $340,969      $6,240,951
                                                             ========================                      
Accumulation units outstanding                                 20,336                                                 
                                                             ========
Unit value of accumulation units                              $ 16.77
                                                             ========
</TABLE>


                 See accompanying notes to financial statements.

<PAGE>   66

                        PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       OF
                       PRESIDENTIAL LIFE INSURANCE COMPANY

                        SCHEDULE OF PORTFOLIO INVESTMENTS
                                December 31, 1995
<TABLE>
<CAPTION>

                                                              Market Value              Market
Variable Accounts                                Shares          Per Share               Value             Cost
- ----------------------------------------------------------------------------------------------------------------
<S>                                             <C>            <C>                  <C>              <C>
Foreign Securities Portfolio                     44,170             $11.81          $  521,845       $  473,263

Capital Appreciation Portfolio                   39,725              23.22             922,437          686,940

Growth Portfolio                                 61,523              19.48           1,198,403        1,135,673

Natural Resources Portfolio                       9,364              15.12             141,598          117,971

Convertible Securities Portfolio                 10,956              12.01             131,579          121,203

Strategic Multi-Asset Portfolio                  49,726              11.78             585,692          585,068

Multi-Asset Portfolio                            75,794              13.04             988,418          958,534

High Yield Portfolio                             20,654               8.33             172,106          161,739

Target '98 Portfolio                             35,035              12.64             442,951          427,962

Fixed Income Portfolio                           12,158              14.16             172,101          160,334

Government and Quality Bond Portfolio            43,772              14.23             622,852          565,369

Money Market Portfolio                          340,969               1.00             340,969          340,969
                                                                                    ---------------------------

                                                                                    $6,240,951       $5,735,025
                                                                                    ===========================
</TABLE>
                 See accompanying notes to financial statements.

<PAGE>   67

                        PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       OF
                       PRESIDENTIAL LIFE INSURANCE COMPANY

                             STATEMENT OF OPERATIONS
                               FOR THE YEAR ENDED

                                December 31, 1995
<TABLE>
<CAPTION>
                                                                        Foreign        Capital                       Natural 
                                                                     Securities   Appreciation         Growth      Resources 
                                                                      Portfolio      Portfolio      Portfolio      Portfolio 
                                                                     -------------------------------------------------------
<S>                                                                  <C>          <C>               <C>            <C>       
Investment income:
   Dividends and capital gains distributions                         $   3,122       $  14,249      $ 189,459       $  5,364 
                                                                     -------------------------------------------------------
     Total investment income                                             3,122          14,249        189,459          5,364 
                                                                     -------------------------------------------------------

Expenses:
   Mortality risk charge                                                (4,803)         (7,785)       (10,605)        (1,447)
   Expense risk charge                                                  (1,868)         (3,027)        (4,124)          (563)
   Administrative expense charge                                          (800)         (1,297)        (1,768)          (241)
                                                                     -------------------------------------------------------   
     Total expenses                                                     (7,471)        (12,109)       (16,497)        (2,251)
                                                                     -------------------------------------------------------
Net investment income (loss)                                            (4,349)          2,140        172,962          3,113 
                                                                     -------------------------------------------------------

Realized gains (losses) from securities transactions:
   Proceeds from shares sold                                           114,824         170,174        239,819         88,239 
   Cost of shares sold                                                (112,923)       (134,941)      (226,775)       (73,727)
                                                                     -------------------------------------------------------
Net realized gains (losses) from securities transactions                 1,901          35,233         13,044         14,512 
                                                                     -------------------------------------------------------

Net unrealized appreciation/depreciation of investments:
   Beginning of period                                                  (8,083)         30,431         (7,663)        17,715 
   End of period                                                        48,582         235,497         62,730         23,627 
                                                                     -------------------------------------------------------
Change in net unrealized appreciation/depreciation of investments       56,665         205,066         70,393          5,912 
                                                                     -------------------------------------------------------
Increase in net assets from operations                               $  54,217       $ 242,439      $ 256,399       $ 23,537 
                                                                     =======================================================

<CAPTION>
                                                                   Convertible       Strategic
                                                                    Securities     Multi-Asset     Multi-Asset
                                                                     Portfolio       Portfolio       Portfolio
                                                                   -------------------------------------------
<S>                                                                <C>             <C>             <C>
Investment income:
   Dividends and capital gains distributions                         $  38,241       $  94,146      $ 108,786
                                                                     ---------------------------------------- 
     Total investment income                                            38,241          94,146        108,786
                                                                     ----------------------------------------

Expenses:
   Mortality risk charge                                                (2,834)         (5,398)        (9,466)
   Expense risk charge                                                  (1,102)         (2,100)        (3,682)
   Administrative expense charge                                          (472)           (900)        (1,578)
                                                                     ----------------------------------------     
     Total expenses                                                     (4,408)         (8,398)       (14,726)
                                                                     ----------------------------------------
Net investment income (loss)                                            33,833          85,748         94,060
                                                                     ----------------------------------------

Realized gains (losses) from securities transactions:
   Proceeds from shares sold                                           260,230         128,708        403,137
   Cost of shares sold                                                (235,856)       (128,890)      (396,877)
                                                                     ----------------------------------------
Net realized gains (losses) from securities transactions                24,374            (182)         6,260
                                                                     ----------------------------------------

Net unrealized appreciation/depreciation of investments:
   Beginning of period                                                  22,151         (27,756)       (91,912)
   End of period                                                        10,376             624         29,884
                                                                     ----------------------------------------
Change in net unrealized appreciation/depreciation of investments      (11,775)         28,380        121,796
                                                                     ----------------------------------------
Increase in net assets from operations                               $  46,432       $ 113,946      $ 222,116
                                                                     ========================================
</TABLE>
                 See accompanying notes to financial statements.
<PAGE>   68

                        PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       OF
                       PRESIDENTIAL LIFE INSURANCE COMPANY

                             STATEMENT OF OPERATIONS
                               FOR THE YEAR ENDED
                                December 31, 1995
                                   (Continued)
<TABLE>
<CAPTION>
                                                                                                           Fixed    Government and
                                                                    High Yield       Target '98           Income      Quality Bond
                                                                     Portfolio        Portfolio        Portfolio         Portfolio
                                                                    --------------------------------------------------------------
<S>                                                                 <C>              <C>               <C>          <C>            
Investment income:
   Dividends and capital gains distributions                          $ 18,953        $  49,405         $ 13,157         $  49,829 
                                                                      ------------------------------------------------------------
     Total investment income                                            18,953           49,405           13,157            49,829 
                                                                      ------------------------------------------------------------
                                                                  
                     
Expenses:                                                         
                     
   Mortality risk charge                                                (1,610)          (4,641)          (1,455)           (6,187)
   Expense risk charge                                                    (627)          (1,805)            (566)           (2,406)
   Administrative expense charge                                          (269)            (773)            (242)           (1,031)
                                                                      ------------------------------------------------------------
     Total expenses                                                     (2,506)          (7,219)          (2,263)           (9,624)
                                                                      ------------------------------------------------------------
Net investment income (loss)                                            16,447           42,186           10,894            40,205 
                                                                      ------------------------------------------------------------
Realized gains (losses) from securities transactions:             
                     
   Proceeds from shares sold                                            89,046          163,346           15,184           263,375 
  Cost of shares sold                                                  (83,798)        (157,024)         (14,554)         (248,038)
                                                                      ------------------------------------------------------------
Net realized gains (losses) from securities transactions                 5,248            6,322              630            15,337 
                                                                      ------------------------------------------------------------
Net unrealized appreciation/depreciation of investments:          
                     
   Beginning of period                                                   3,874             (262)          (2,597)            1,123 
   End of period                                                        10,367           14,989           11,766            57,484 
                                                                      ------------------------------------------------------------
Change in net unrealized appreciation/depreciation of investments        6,493           15,251           14,363            56,361 
                                                                      ------------------------------------------------------------
Increase in net assets from operations                                $ 28,188        $  63,759         $ 25,887         $ 111,903 
                                                                      ============================================================
                                                                  
                    

<CAPTION>
                                                                         Money
                                                                        Market
                                                                     Portfolio            TOTAL                
                                                                     --------------------------
<S>                                                                  <C>            <C>
Investment income:
   Dividends and capital gains distributions                         $  18,828      $   603,539
                                                                     --------------------------
     Total investment income                                            18,828          603,539
                                                                     --------------------------
Expenses:
   Mortality risk charge                                                (3,109)         (59,340)
   Expense risk charge                                                  (1,209)         (23,079)
   Administrative expense charge                                          (518)          (9,889)
                                                                     --------------------------
     Total expenses                                                     (4,836)         (92,308)
                                                                     --------------------------
Net investment income (loss)                                            13,992          511,231
                                                                     --------------------------
Realized gains (losses) from securities transactions:
   Proceeds from shares sold                                           140,011        2,076,093 
  Cost of shares sold                                                 (140,011)      (1,953,414)
                                                                     --------------------------
Net realized gains (losses) from securities transactions                     0          122,679
                                                                     --------------------------
Net unrealized appreciation/depreciation of investments:
   Beginning of period                                                       0          (62,979)
   End of period                                                             0          505,926
                                                                     --------------------------
Change in net unrealized appreciation/depreciation of investments            0          568,905 
                                                                     --------------------------
Increase in net assets from operations                               $  13,992      $ 1,202,815
                                                                     ==========================
</TABLE>
          


                See accompanying notes to financial statements.

<PAGE>   69

                        PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       OF
                       PRESIDENTIAL LIFE INSURANCE COMPANY

                       STATEMENT OF CHANGES IN NET ASSETS
                               FOR THE YEAR ENDED
                                December 31, 1995
<TABLE>
<CAPTION>
                                                                  Foreign           Capital                      Natural 
                                                               Securities      Appreciation         Growth      Resources 
                                                                Portfolio         Portfolio      Portfolio      Portfolio 
                                                               ----------------------------------------------------------
<S>                                                             <C>            <C>              <C>             <C>       
INCREASE (DECREASE) IN NET ASSETS:
From operations:
   Net investment income (loss)                                  $ (4,349)         $  2,140     $  172,962       $  3,113 
   Net realized gains (losses) from securities transactions         1,901            35,233         13,044         14,512 
   Change in net unrealized appreciation/depreciation             
     of investments                                                56,665           205,066         70,393          5,912 
                                                                 --------------------------------------------------------
   Increase in net assets from operations                          54,217           242,439        256,399         23,537 
                                                                 --------------------------------------------------------
                                                                  
From capital transactions:                                        
   Net proceeds from units sold                                     8,229             4,518          4,418            975 
   Cost of units redeemed                                         (82,021)          (98,156)      (203,621)       (65,844)
   Net transfers                                                  (19,971)           12,178         18,490         19,056 
                                                                 --------------------------------------------------------
   Increase (decrease) in net assets from capital transactions    (93,763)          (81,460)      (180,713)       (45,813)
                                                                 --------------------------------------------------------
                                                                  
Increase (decrease) in net assets                                 (39,546)          160,979         75,686        (22,276)
Net assets at beginning of period                                 561,391           761,458      1,122,717        163,874 
                                                                  
                                                                 --------------------------------------------------------
   Net assets at end of period                                   $521,845          $922,437     $1,198,403       $141,598 
                                                                 ========================================================
ANALYSIS OF INCREASE (DECREASE) IN UNITS                          
   OUTSTANDING:                                                   
Units sold                                                            678               178            143             60 
Units redeemed                                                     (6,758)           (3,716)        (6,611)        (3,990)
Units transferred                                                  (1,645)              480            600          1,165 
                                                                 --------------------------------------------------------
Increase (decrease) in units outstanding                           (7,725)           (3,058)        (5,868)        (2,765)
Beginning units                                                    47,472            35,218         41,036         10,889 
                                                                 --------------------------------------------------------
Ending units                                                       39,747            32,160         35,168          8,124 
                                                                 ========================================================

<CAPTION>
                                                               Convertible         Strategic
                                                               Securities         Multi-Asset    Multi-Asset
                                                                 Portfolio         Portfolio      Portfolio
                                                               --------------------------------------------
<S>                                                             <C>                <C>          <C>
INCREASE (DECREASE) IN NET ASSETS:
From operations:
   Net investment income (loss)                                  $  33,833          $ 85,748     $   94,060
   Net realized gains (losses) from securities transactions         24,374              (182)         6,260
   Change in net unrealized appreciation/depreciation             
     of investments                                                (11,775)           28,380        121,796
                                                                 ------------------------------------------
   Increase in net assets from operations                           46,432           113,946        222,116
                                                                 ------------------------------------------
                                                                  
From capital transactions:                                        
   Net proceeds from units sold                                        530             3,728          6,568
   Cost of units redeemed                                         (226,533)          (62,060)      (266,600)
   Net transfers                                                    (3,663)          (40,912)      (113,186)
                                                                 ------------------------------------------
   Increase (decrease) in net assets from capital transactions    (229,666)          (99,244)      (373,218)
                                                                 ------------------------------------------
                                                                  
Increase (decrease) in net assets                                 (183,234)           14,702       (151,102)
Net assets at beginning of period                                  314,813           570,990      1,139,520
                                                                  
                                                                 ------------------------------------------
   Net assets at end of period                                   $ 131,579          $585,692     $  988,418
                                                                 ==========================================
ANALYSIS OF INCREASE (DECREASE) IN UNITS                          
   OUTSTANDING:                                                   
Units sold                                                              30               223            357
Units redeemed                                                     (11,846)           (3,528)       (14,806)
Units transferred                                                     (205)           (2,447)        (6,144)
                                                                 ------------------------------------------
Increase (decrease) in units outstanding                           (12,021)           (5,752)       (20,593)
Beginning units                                                     18,889            37,667         69,541
                                                                 ------------------------------------------
Ending units                                                         6,868            31,915         48,948
                                                                 ==========================================
</TABLE>                                                         
                See accompanying notes to financial statements.
<PAGE>   70

                        PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       OF
                       PRESIDENTIAL LIFE INSURANCE COMPANY

                       STATEMENT OF CHANGES IN NET ASSETS
                               FOR THE YEAR ENDED
                                December 31, 1994
<TABLE>
<CAPTION>
                                                                   Foreign         Capital                       Natural 
                                                                Securities    Appreciation           Growth    Resources  
                                                                 Portfolio       Portfolio        Portfolio    Portfolio 
                                                                --------------------------------------------------------
<S>                                                             <C>           <C>                <C>           <C>       
INCREASE (DECREASE) IN NET ASSETS:
From operations:
   Net investment income (loss)                                   $ (6,222)      $  69,715       $  152,850     $     25   
   Net realized gains (losses) from securities transactions            660           9,380            7,702        1,061 
   Change in net unrealized appreciation/depreciation
    of investments                                                 (17,481)       (127,953)        (235,517)        (938)
                                                                  ------------------------------------------------------
   Increase in net assets from operations                          (23,043)        (48,858)         (74,965)         148 
                                                                  ------------------------------------------------------
From capital transactions:
   Net proceeds from units sold                                     12,060          18,908           17,073          609 
   Cost of units redeemed                                          (47,499)        (89,654)         (76,053)      (2,529)
   Net transfers                                                   139,079          98,841           43,665       32,760 
                                                                  ------------------------------------------------------
   Increase (decrease) in net assets from capital transactions     103,640          28,095          (15,315)      30,840 
                                                                  ------------------------------------------------------
Increase (decrease) in net assets                                   80,597         (20,763)         (90,280)      30,988 
Net assets at beginning of period                                  480,794         782,221        1,212,997      132,886 
                                                                  ------------------------------------------------------
Net assets at end of period                                       $561,391       $ 761,458       $1,122,717     $163,874 
                                                                  ======================================================
ANALYSIS OF INCREASE (DECREASE) IN UNITS
   OUTSTANDING:
Units sold                                                             988             867              612           40 
Units redeemed                                                      (3,892)         (4,111)          (2,798)        (164)
Units transferred                                                   11,560           4,139            1,566        2,217 
                                                                  ------------------------------------------------------
Increase (decrease) in units outstanding                             8,656             895             (620)       2,092 
Beginning units                                                     38,816          34,323           41,656        8,797 
                                                                  ------------------------------------------------------
Ending units                                                        47,472          35,218           41,036       10,889 
                                                                  ======================================================

<CAPTION>
                                                               Convertible       Strategic
                                                                Securities     Multi-Asset      Multi-Asset
                                                                 Portfolio       Portfolio        Portfolio
                                                               --------------------------------------------
<S>                                                             <C>            <C>              <C>        
INCREASE (DECREASE) IN NET ASSETS:
From operations:
   Net investment income (loss)                                   $ 39,585       $ 101,802       $  164,049
   Net realized gains (losses) from securities transactions          6,020           6,987           (4,217)
   Change in net unrealized appreciation/depreciation
    of investments                                                 (85,785)       (136,452)        (201,255)
                                                                  -----------------------------------------
   Increase in net assets from operations                          (40,180)        (27,663)         (41,423)
                                                                  -----------------------------------------
From capital transactions:
   Net proceeds from units sold                                      1,400          15,615           13,406
   Cost of units redeemed                                          (33,225)        (30,827)         (81,874)
   Net transfers                                                      (221)        (46,109)        (121,797)
                                                                  -----------------------------------------
   Increase (decrease) in net assets from capital transactions     (32,046)        (61,321)        (190,265)
                                                                  -----------------------------------------
Increase (decrease) in net assets                                  (72,226)        (88,984)        (231,688)
Net assets at beginning of period                                  387,039         659,974        1,371,208
                                                                  -----------------------------------------
Net assets at end of period                                       $314,813       $ 570,990       $1,139,520
                                                                  =========================================
ANALYSIS OF INCREASE (DECREASE) IN UNITS
   OUTSTANDING:
Units sold                                                              79           1,012              813
Units redeemed                                                      (1,871)         (1,998)          (4,963)
Units transferred                                                      (12)         (3,164)          (7,423)
                                                                  -----------------------------------------
Increase (decrease) in units outstanding                            (1,805)         (4,150)         (11,573)
Beginning units                                                     20,694          41,817           81,114
                                                                  -----------------------------------------
Ending units                                                        18,889          37,667           69,541
                                                                  =========================================
</TABLE>
                 See accompanying notes to financial statements.
<PAGE>   71

                        PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       OF
                       PRESIDENTIAL LIFE INSURANCE COMPANY

                       STATEMENT OF CHANGES IN NET ASSETS
                               FOR THE YEAR ENDED
                                December 31, 1994
                                   (Continued)

<TABLE>
<CAPTION>
                                                                                                 Fixed     Government and 
                                                                High Yield   Target '98         Income       Quality Bond 
                                                                 Portfolio    Portfolio      Portfolio          Portfolio 
                                                                ---------------------------------------------------------
<S>                                                             <C>          <C>             <C>           <C>            
INCREASE (DECREASE) IN NET ASSETS:
From operations:
   Net investment income (loss)                                   $ 24,236     $ 42,424       $ 10,080         $   39,132 
   Net realized gains (losses) from securities transactions          3,308        2,853            356             22,183 
   Change in net unrealized appreciation/depreciation
     of investments                                                (41,038)     (79,127)       (17,377)          (107,937)
                                                                  -------------------------------------------------------
   Increase (decrease) in net assets from operations               (13,494)     (33,850)        (6,941)           (46,622)
                                                                  -------------------------------------------------------
From capital transactions:
   Net proceeds from units sold                                      5,330          623            399              7,387 
   Cost of units redeemed                                          (16,592)     (19,944)        (3,973)          (224,919)
   Net transfers                                                    13,739      (42,065)         4,628            (74,720)
                                                                  -------------------------------------------------------
   Increase (decrease) in net assets from capital transactions       2,477      (61,386)         1,054           (292,252)
                                                                  -------------------------------------------------------
Increase (decrease) in net assets                                  (11,017)     (95,236)        (5,887)          (338,874)
Net assets at beginning of period                                  215,141      624,908        151,107          1,091,917 
                                                                  -------------------------------------------------------
Net assets at end of period                                       $204,124     $529,672       $145,220         $  753,043 
                                                                  =======================================================

ANALYSIS OF INCREASE (DECREASE) IN UNITS
   OUTSTANDING:
Units sold                                                             291           37             18                324 
Units redeemed                                                        (959)      (1,178)          (181)            (9,921)
Units transferred                                                      749       (2,551)           210             (3,272)
                                                                  -------------------------------------------------------
Increase (decrease) in units outstanding                                80       (3,692)            47            (12,870)
Beginning units                                                     11,281       35,665          6,653             46,206 
                                                                  -------------------------------------------------------
Ending units                                                        11,361       31,973          6,700             33,336 
                                                                  =======================================================

<CAPTION>
                                                                     Money
                                                                    Market
                                                                 Portfolio           TOTAL
                                                                 -------------------------
<S>                                                              <C>           <C>
INCREASE (DECREASE) IN NET ASSETS:
From operations:
   Net investment income (loss)                                   $  6,304     $   643,980
   Net realized gains (losses) from securities transactions              0          56,293
   Change in net unrealized appreciation/depreciation
     of investments                                                      0      (1,050,860)
                                                                  ------------------------
   Increase (decrease) in net assets from operations                 6,304        (350,587)
                                                                  ------------------------
From capital transactions:
   Net proceeds from units sold                                    165,035         257,845
   Cost of units redeemed                                          (66,945)       (694,034)
   Net transfers                                                    50,496          98,296
                                                                  ------------------------
   Increase (decrease) in net assets from capital transactions     148,586        (337,893)
                                                                  ------------------------
Increase (decrease) in net assets                                  154,890        (688,480)
Net assets at beginning of period                                  197,421       7,307,613
                                                                  ------------------------
Net assets at end of period                                       $352,311     $ 6,619,133
                                                                  ========================

ANALYSIS OF INCREASE (DECREASE) IN UNITS
   OUTSTANDING:
Units sold                                                          10,361
Units redeemed                                                      (4,216)
Units transferred                                                    3,180
                                                                  --------
Increase (decrease) in units outstanding                             9,325
Beginning units                                                     12,556
                                                                  --------
Ending units                                                        21,881
                                                                  ========
</TABLE>

                 See accompanying notes to financial statements.
<PAGE>   72

                        PRESIDENTIAL VARIABLE ACCOUNT ONE
                                       OF
                       PRESIDENTIAL LIFE INSURANCE COMPANY
                      
                       STATEMENT OF CHANGES IN NET ASSETS
                               FOR THE YEAR ENDED
                                December 31, 1995
                                   (Continued)
<TABLE>
<CAPTION>
                                                                                                          Fixed    Government and 
                                                                High Yield         Target '98            Income      Quality Bond 
                                                                 Portfolio          Portfolio         Portfolio         Portfolio 
                                                                -----------------------------------------------------------------
<S>                                                             <C>                <C>                <C>          <C>            
INCREASE (DECREASE) IN NET ASSETS:
From operations:
   Net investment income (loss)                                   $ 16,447          $  42,186          $ 10,894         $  40,205 
   Net realized gains (losses) from securities transactions          5,248              6,322               630            15,337 
   Change in net unrealized appreciation/depreciation                                
     of investments                                                  6,493             15,251            14,363            56,361 
                                                                  ---------------------------------------------------------------
   Increase in net assets from operations                           28,188             63,759            25,887           111,903 
                                                                  ---------------------------------------------------------------
From capital transactions:                                        
                   
   Net proceeds from units sold                                      1,874               (140)              651                90 
   Cost of units redeemed                                          (39,856)          (145,099)           (1,304)         (229,090)
   Net transfers                                                   (22,224)            (5,241)            1,647           (13,094)
                                                                  ---------------------------------------------------------------
   Increase (decrease) in net assets from capital transactions     (60,206)          (150,480)              994          (242,094)
                                                                  ---------------------------------------------------------------
Increase (decrease) in net assets                                  (32,018)           (86,721)           26,881          (130,191)
Net assets at beginning of period                                  204,124            529,672           145,220           753,043 
                                                                  ---------------------------------------------------------------
Net assets at end of period                                       $172,106          $ 442,951          $172,101         $ 622,852 
                                                                  ===============================================================
ANALYSIS OF INCREASE (DECREASE) IN UNITS                          
   OUTSTANDING:                                                   
                   
Units sold                                                              96                 (8)               28                 4 
Units redeemed                                                      (2,140)            (8,013)              (55)           (9,384)
Units transferred                                                   (1,136)              (295)               86              (530)
                                                                  ---------------------------------------------------------------
Increase (decrease) in units outstanding                            (3,180)            (8,316)               59            (9,910)
Beginning units                                                     11,361             31,973             6,700            33,336 
                                                                  ---------------------------------------------------------------
Ending units                                                         8,181             23,657             6,759            23,426 
                                                                  ===============================================================

<CAPTION>
                                                                      Money
                                                                     Market
                                                                  Portfolio             TOTAL
                                                                  ---------------------------
<S>                                                               <C>             <C>
INCREASE (DECREASE) IN NET ASSETS: 
From operations:
   Net investment income (loss)                                   $  13,992       $   511,231
   Net realized gains (losses) from securities transactions               0           122,679
   Change in net unrealized appreciation/depreciation
     of investments                                                       0           568,905
                                                                  ----------------------------
   Increase in net assets from operations                            13,992         1,202,815
                                                                  ----------------------------
From capital transactions:
   Net proceeds from units sold                                       7,501            38,942
   Cost of units redeemed                                          (114,304)       (1,534,488)
   Net transfers                                                     81,469           (85,451)
                                                                  ----------------------------
   Increase (decrease) in net assets from capital transactions      (25,334)       (1,580,997)
                                                                  ----------------------------
Increase (decrease) in net assets                                   (11,342)         (378,182)
Net assets at beginning of period                                   352,311         6,619,133
                                                                  ----------------------------
Net assets at end of period                                       $ 340,969       $ 6,240,951
                                                                  ============================
ANALYSIS OF INCREASE (DECREASE) IN UNITS
   OUTSTANDING:
Units sold                                                              456
Units redeemed                                                       (6,958)
Units transferred                                                     4,957
                                                                   ---------
Increase (decrease) in units outstanding                             (1,545)
Beginning units                                                      21,881
                                                                   ---------
Ending units                                                         20,336
                                                                   =========
</TABLE>


                 See accompanying notes to financial statements.



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