LINCOLN NATIONAL VARIABLE ANNUITY ACCOUNT H
485APOS, 1996-12-05
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<PAGE>
 
     As filed with the Securities and Exchange Commission on December 5, 1996
                                                      Registration No.: 33-27783
- --------------------------------------------------------------------------------

                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C. 20549

                                   FORM N-4
                                                                    
            REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933         [_]
                                                                    
                        POST-EFFECTIVE AMENDMENT NO. 9                      [X]
     
                                      AND
                                                                    
        REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940     [_]
                                                                    
                                AMENDMENT NO. 9                             [X]

                  LINCOLN NATIONAL VARIABLE ANNUITY ACCOUNT H
                          (Exact Name of Registrant)

                  THE LINCOLN NATIONAL LIFE INSURANCE COMPANY
                              (Name of Depositor)

                           1300 South Clinton Street
                             Post Office Box 1110
                          Fort Wayne, Indiana  46801

- --------------------------------------------------------------------------------
             (Address of Depositor's Principal Executive Offices)

       Depositor's Telephone Number, including Area Code:  (219)455-2000

                             JACK D. HUNTER, ESQ.
                             200 East Berry Street
                             Post Office Box 1110
                          Fort Wayne, Indiana  46802
                                       
- --------------------------------------------------------------------------------
                   (Name and Address of Agent for Service)

     The Registrant has registered an indefinite amount of securities under the
Securities Act of 1933 pursuant to Rule 24f-2 of the Investment Company Act of
1940.  Pursuant to Rule 24f-2(b)(2), the Registrant filed a Rule 24f-2 Notice
for the last fiscal year (1995) on February 27, 1996.

     It is proposed that this filing will become effective 

       [_]  immediately upon filing pursuant to paragraph (b) of Rule 485

       [ ]  on ------, ------ 1996 pursuant to paragraph (b) of Rule 485       

       [X]  60 days after filing pursuant to paragraph (a)(1) of Rule 485      

       [ ]  on ------, ------ 1997 Pursuant to paragraph (a)(1) of Rule 485     
<PAGE>
 
                  LINCOLN NATIONAL VARIABLE ANNUITY ACCOUNT H

                             CROSS REFERENCE SHEET
                     (PURSUANT TO RULE 495 OF REGULATION C
                       UNDER THE SECURITIES ACT OF 1933)
                    RELATING TO ITEMS REQUIRED BY FORM N-4
                       (POST-EFFECTIVE AMENDMENT NO. 9)          


N-4 ITEM    CAPTION IN PROSPECTUS (PART A)
- --------    ------------------------------
 1.         Cover Page

 2.         Special terms

 3. (a)     Expense Table
    (b)     Synopsis      
    (c)     Synopsis      
    (d)     Not Applicable                      

 4. (a)     Condensed Financial Information
    (b)     Condensed Financial Information
    (c)     Financial Statements

 5. (a)     Cover Page; The Lincoln National Life Insurance Company
    (b)     Variable Account; Investments of the Variable Account; Cover Page
    (c)     Investments of the Variable Account
    (d)     Cover Page
    (e)     Voting Rights
    (f)     Not Applicable

 6. (a)     Charges and Other Deductions
    (b)     Charges and Other Deductions
    (c)     Charges and Other Deductions
    (d)     The Contracts - Commissions
    (e)     Charges and Other Deductions
    (f)     Charges and Other Deductions
    (g)     Not Applicable

 7. (a)     The Contracts; Investments of the Variable Account; Annuity
              Payments; Voting Rights; Return Privilege
    (b)     Investments of the Variable Account; The Contracts; Cover Page 
    (c)     The Contracts
    (d)     The Contracts
<PAGE>
 
                      Supplement dated December 31, 1996
                   to the Prospectus Dated April 1, 1996 for
                  Lincoln National Variable Annuity Account H

                 American Legacy II Variable Annuity Contract


Lincoln National Life Insurance Company ("Lincoln Life") is offering an enhanced
guaranteed minimum death benefit ("EGMDB") with the American Legacy II variable
annuity contract (the "Contract") described in the attached prospectus. The
EGMDB will be available in most states beginning on or around January 1, 1997.
The EGMDB is an alternative to the guaranteed minimum death benefit ("GMDB")
described in the prospectus under the heading "Death benefit before the annuity
commencement date." Under the EGMDB, if the annuitant dies before the annuity
commencement date the death benefit payable is the amount equal to the greater
of: (1) Contract value as of the day on which Lincoln Life approves the payment
of the claim; or (2) the highest Contract value which the Contract attains on
any policy anniversary date between the time the EGMDB takes effect and the
annuitant's age 75, as adjusted for any withdrawals made or premium taxes
deducted after the date of the highest Contract value.

There is a daily charge for the EGMDB for so long as your election remains in
effect. This charge is at the annual rate of 0.15% of net asset value in
Variable Annuity Account H ("VAA"). THIS CHARGE IS IN ADDITION TO the charges
described in the Prospectus under the heading "Charges and other deductions" and
in the synopsis under the question "What charges are associated with this
contract?" See the Expense Table below for Contracts with the EGMDB for more
information.

Election Procedures. If you purchase a contract after January 1, 1997 you can
elect the EGMDB at purchase by selecting the benefit on your application, or at
any time in 1997 by sending a written request to Lincoln Life. The benefit will
take effect as of the time of fund valuation on the next policy anniversary date
following the election of this benefit, and we will begin deducting the charge
for the EGMDB as of that date. If this benefit is selected on the policy
anniversary date or at time of application, the EGMDB takes effect at the time
of fund valuation on that date. If you elect the EGMDB, you may discontinue the
benefit at any time by sending a written request to Lincoln Life. The benefit
will be discontinued effective at the time of fund valuation on the next policy
anniversary date after we receive the request, and we will cease deducting the
charge for the benefit as of that date. If the benefit is discontinued on the
policy anniversary date, the benefit and the charge will terminate at the time
of fund valuation on that date. If you discontinue the benefit, it cannot be
reinstated. If you do not elect the EGMDB or you discontinue the benefit after
electing it, the GMDB described in the prospectus under the heading "Death
benefit before the annuity commencement date" will apply instead and will
determine what death benefit is payable.

If you purchased a Contract prior to January 1, 1997, you can elect the EGMDB
during a limited period ending six months after the benefit is approved in your
state or ending December 31, 1997, whichever is later. Please see your
registered sales representative for assistance.

Expense Table for Contracts with the EGMDB. The prospectus includes an Expense
Table which shows the fees and charges applicable to a Contract without the
EGMDB. The same fees
<PAGE>
 
and charges apply to a Contract with the EGMDB, except that an additional charge
is deducted from VAA for this benefit. The annual expenses for VAA for a 
Contract with the EGMDB are restated below to show all applicable VAA charges 
and expenses:

     Variable Annuity Account H annual expenses for EGMDB:
          (As a percentage of average account value for each subaccount):

                                                For each subaccount*
          Mortality and expense risk fees              1.25%
          EGMDB charge                                 0.15%
          Account fees and expenses                    0.10%
                                                       ----
              Total VAA annual expenses                1.50%

*The VAA is divided into eight separately-named subaccounts, each of which, in 
turn, invests purchase payments in its respective fund.

Please see the Expense Table in the attached prospectus for a discussion of 
other contract fees and charges, as well as fees and expenses for the eight 
funds underlying VAA.

Examples. The following examples show fees and expenses for a Contract WITH THE
EGMDB, reflecting the expenses both of the VAA and of the eight funds shown in
the Expense Table in the prospectus.

If you purchase a Contract WITH THE EGMDB and surrender your contract at the end
of the applicable time period, you would pay the following expenses* on a $1,000
investment, assuming a 5% annual return:

                              1 YEAR      3 YEARS       5 YEARS       10 YEARS
- --------------------------------------------------------------------------------
 1. Growth                   $           $             $             $
- --------------------------------------------------------------------------------
 2. International
- --------------------------------------------------------------------------------
 3. Growth-Income
- --------------------------------------------------------------------------------
 4. Asset Allocation
- --------------------------------------------------------------------------------
 5. High-Yield Bond
- --------------------------------------------------------------------------------
 6. Bond Fund**
- --------------------------------------------------------------------------------
 7. U.S. Govt./AAA-Rated
 Securities
- --------------------------------------------------------------------------------
 8. Cash Management

If you purchase a Contract WITH THE EGMDB and do not surrender your contract, 
you would pay the following expenses* on a $1,000 investment, assuming a 5% 
annual return:

                              1 YEAR      3 YEARS       5 YEARS       10 YEARS
- --------------------------------------------------------------------------------
 1. Growth                   $           $             $             $
- --------------------------------------------------------------------------------
 2. International
- --------------------------------------------------------------------------------
<PAGE>
 
- --------------------------------------------------------------------------------
 3. Growth-Income
- --------------------------------------------------------------------------------
 4. Asset Allocation
- --------------------------------------------------------------------------------
 5. High-Yield Bond
- --------------------------------------------------------------------------------
 6. Bond Fund**
- --------------------------------------------------------------------------------
 7. U.S. Govt./AAA-Rated
 Securities
- --------------------------------------------------------------------------------
 8. Cash Management

*    These expenses, calculated as mandated by the SEC, reflect the annual
     contract fee as the ratio of the total contract fees collected in the most
     recent fiscal year to the total average net assets of the account.

**   These expenses are estimated amounts for the fiscal year ended November 30,
     1995.

These examples are provided to assist you in understanding the various costs and
expenses that you will bear directly or indirectly IF YOU ELECT THE EGMDB. Part
of the data used to produce the figures in the examples was supplied by the
underlying portfolio company (Series) through the VAA's principal underwriter,
American Funds Distributors, Inc. We have not independently verified this
information. For more complete descriptions of the various costs and expenses
involved, see Charges and other deductions in this Prospectus, and Fund
Organization and Management in the Prospectus for the Series. Premium taxes may
also be applicable, although they do not appear in the table. The examples
should not be considered a representation of past or future expenses. Actual
expenses may be more or less than those shown. The examples are unaudited.

Commissions. The commissions paid to dealers for sales of the Contracts are a 
maximum of ___% of each purchase payment paid while the EGMDB is in effect, plus
an annual continuing commission equal to 0.30% of the value of contract purchase
payments invested for at least one year while the EGMDB is in effect. If the 
EGMDB is not elected or is discontinued, the commissions paid to dealers are 
those set forth in the prospectus under the heading "Commissions."

  Please see the attached prospectus for more information about the Contract.
<PAGE>
 
American Legacy II
Lincoln National Variable Annuity Account H 
individual variable annuity contracts
issued by: 
Lincoln National Life Insurance Co.
1300 South Clinton Street
Fort Wayne, Indiana 46802

This Prospectus describes the individual flexible premium deferred variable
annuity contract (contract or variable annuity contract) issued by Lincoln
National Life Insurance Co. (Lincoln Life). It is for use with the following
retirement plans qualified for special tax treatment under the Internal Revenue
Code of 1986, as amended (the code):

1. Public school systems and certain tax-exempt organizations [403(b)];
2. Qualified corporate employee pension and profit-sharing trusts and qualified
   annuity plans;
3. Corresponding plans of self-employed individuals (H.R. 10 or Keogh);
4. Individual retirement annuities (IRA);
5. Government deferred compensation plans (457); and
6. Simplified employee pension plans (SEP).

Section 403(b) business under number (1.) will normally be accepted only for
purchase payments qualifying as 403(b) lump sum transfers or rollovers.

The contract described in this Prospectus is also offered to plans established
by persons who are not entitled to participate in one of the previously
mentioned plans (nonqualified contracts).

The contract offers you the accumulation of contract value and payment of
periodic annuity benefits. These benefits may be paid on a variable or fixed
basis or a combination of both. Benefits start at an annuity commencement date
which you select and which must be on or before the annuitant's 85th birthday.
If the annuitant dies before the annuity commencement date, the greater of the
contract value or the guaranteed minimum death benefit (GMDB) will be paid to
the beneficiary.(See Death benefit before annuity commencement date)

The minimum initial purchase payment for the contract is:
1. $1,500 for a nonqualified plan and a 403(b) transfer/rollover or
2. $300 for a qualified plan.

The minimum subsequent purchase payment for the contract is $25 per payment,
subject to a $300 annual minimum.

All investments (purchase payments) for benefits on a variable basis will be
placed in Lincoln National Variable Annuity Account H (variable annuity account
[VAA]). The VAA is a segregated investment account of Lincoln Life, which is the
depositor. Based upon your instructions, the VAA invests purchase payments (at
net asset value) in shares of one or more specified funds of the American
Variable Insurance Series (series): Growth Fund, International Fund, Growth-
Income Fund, Asset Allocation Fund, High-Yield Bond Fund, Bond Fund, U.S.
Government/AAA-Rated Securities Fund, and Cash Management Fund. Both the value
of a contract before the annuity commencement date and the amount of payouts
afterward will depend upon the investment performance of the fund(s) selected.
Investments in these funds are neither insured


<PAGE>
 
nor guaranteed by the U.S. Government or by any other person or entity.

Purchase payments for benefits on a fixed basis will be placed in the fixed side
of the contract, which is part of our General Account. However, this Prospectus
deals only with those elements of the contracts relating to the VAA, except
where reference to the fixed side is made.

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION (SEC) NOR HAS THE SEC PASSED UPON THE ACCURACY OR ADEQUACY
OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

This Prospectus details the information regarding the VAA that you should know
before investing. This booklet also includes a current Prospectus of the series.
Both should be read carefully before investing and kept for future reference.

A statement of additional information (SAI), dated April 1, 1996, concerning the
VAA has been filed with the SEC and is incorporated by this reference into this
Prospectus. If you would like a free copy, complete and mail the enclosed card,
or call 1-800-942-5500, Ext. 4912. A table of contents for the SAI appears on
the last page of this Prospectus.

This Prospectus is dated April 1, 1996

Table of contents
                                                                   Page
Special terms ....................................................  3
Expense tables ...................................................  4
Synopsis .........................................................  6
Condensed financial information for the variable annuity account .  8
Investment results ............................................... 10
Financial statements ............................................. 10
Lincoln National Life Insurance Co. .............................. 10
Variable annuity account (VAA) ................................... 10
Investments of the variable annuity account ...................... 10
Charges and other deductions ..................................... 13
The contracts .................................................... 15

Table of contents

                                                                   Page
Annuity payouts .................................................. 20
Federal tax status ............................................... 22
Voting rights .................................................... 24
<PAGE>
 
Distribution of the contracts ............................ 24
Return privilege ......................................... 25
State regulation ......................................... 25
Restrictions under the Texas Optional Retirement Program . 25
Records and reports ...................................... 25
Other information ........................................ 26

Statement of Additional Information table of contents for Separate Account H 19

Special terms                                                                  

(Throughout this Prospectus, in order to make the following documents more
understandable to you, we have italicized the special terms.)

Account or variable annuity account (VAA)--The segregated investment account,
Account H, into which Lincoln Life sets aside and invests the assets for the
variable annuity contract offered in this Prospectus.

Accumulation unit--A measure used to calculate contract value for the variable
side of the contract before the annuity commencement date. See The contracts.

Advisor or investment advisor--Capital Research and Management Co. (CRMC), which
provides investment management services to the series. See Investment advisor.

Annuitant--The person to whom annuity payouts are or may be paid.

Annuity commencement date--The date you choose for annuity payouts to begin to
the annuitant.

Annuity option--One of the optional forms of payout of the annuity available
within the contract. See Annuity payouts.

Annuity payout--An amount paid at regular intervals under one of several options
available to the annuitant and/or any other payee. This amount may be paid on a
variable or fixed basis, or a combination of both.

Annuity unit--A measure used to calculate the amount of annuity payouts after
the annuity commencement date. See Annuity payouts.

Beneficiary--The person whom you designate to receive the death benefit, if any,
in case of the annuitant's death.

Cash surrender value--Upon surrender, the contract value less any applicable
charges, fees and taxes.

Code--The Internal Revenue Code of 1986, as amended.

Contract (variable annuity contract)--The agreement between you and us providing
a variable annuity for the annuitant.

Contractowner (you, your)--The person who has the ability to exercise the
rights within the contract (decides on investment allocations, transfers, payout
option, designates the beneficiary, etc.). Usually, but not always, the owner is
also the annuitant.

Contract value--At a given time, the total value of all accumulation units for a
contract plus the
<PAGE>
 
value of the fixed side of the contract.

Contract year--Each one-year period starting with the effective date of the
contract and starting with each contract anniversary after that.
                                                                               
Death benefit--The amount payable to your designated beneficiary if the
annuitant dies before the annuity commencement date. See The contracts.

Depositor--Lincoln National Life Insurance Co.

Flexible premium deferred contract--An annuity contract with an initial purchase
payment, allowing additional purchase payments to be made, and with annuity
payouts beginning at a future date.

Fund--Any of the underlying investment options available in the series in which
your purchase payments are invested.

Home office--The headquarters of Lincoln National Life Insurance Co., located at
1300 South Clinton Street, Fort Wayne, Indiana 46802.

Lincoln Life (we, us, our)--Lincoln National Life Insurance Co.

Purchase payments--Amounts paid to purchase an annuity for an annuitant.

Series--American Variable Insurance Series (series), the funds in which purchase
payments are invested.

Statement of additional information (SAI)--A document required by the SEC to be
provided upon request to a prospective purchaser of a contract, you. This free
document gives more information about Lincoln Life, the VAA and the variable
annuity contract.

Subaccount--That portion of the VAA that reflects investments in accumulation
and annuity units of a particular fund. There is a separate subaccount which
corresponds to each fund.

Surrender--A contract right that allows you to terminate your contract and
receive your cash surrender value. See The contracts.

Valuation date--Each day the New York Stock Exchange (NYSE) is open for trading.

Valuation period--The period starting at the close of business on a particular
valuation date and ending at the close of business on the next valuation date.

Withdrawal--A contract right that allows you to obtain a portion of your cash
surrender value.

Expense tables

Contractowner transaction expenses:

 . The maximum contingent deferred sales charge

(as a percentage of purchase payments surrendered/withdrawn):    6%

The contingent deferred sales charge percentage is reduced over time. The later
a redemption occurs, the lower the contingent deferred sales charge with respect
to those withdrawals. See Contingent deferred sales charges.

(Note: This charge may be waived in certain cases. See Contingent deferred sales
charges.)

Annual contract fee:    $35

This is a single charge assessed against the contract value on the last 
valuation date of each 
<PAGE>
 
contract year and upon full surrender; it is not a separate charge for each
subaccount.

Variable Annuity Account H annual expenses: 

(as a percentage of average account value for each subaccount):
<TABLE> 
<CAPTION> 
                                 For each subaccount*
<S>                              <C> 
Mortality and expense risk fees    1.25%

Account fees and expenses           .10%

Total Account H annual expenses    1.35%
</TABLE> 

Annual expenses of the funds:
(as a percentage of each fund's average net assets):

<TABLE> 
<CAPTION> 
                                    Management      Other          Total
                                    fees        +   expenses  =    expenses
- ----------------------------------------------------------------------------
<S>                                 <C>             <C>            <C> 
1. Growth                             .44%           .03%           .47%
- ----------------------------------------------------------------------------
2. International                      .65            .10            .75
- ----------------------------------------------------------------------------
3. Growth-Income                      .41            .03            .44
- ----------------------------------------------------------------------------
4. Asset Allocation                   .49            .03            .52
- ----------------------------------------------------------------------------
5. High-Yield Bond                    .51            .03            .54
- ----------------------------------------------------------------------------
6. Bond Fund                          .60            .05            .65
- ----------------------------------------------------------------------------
7. U.S. Govt./AAA-Rated Securities    .51            .03            .54
- ----------------------------------------------------------------------------
8. Cash Management                    .46            .03            .49
- ----------------------------------------------------------------------------
</TABLE> 

*The VAA is divided into eight separately-named subaccounts, each of which, in
turn, invests purchase payments in its respective fund.

Examples

(reflecting expenses both of the VAA and of the funds)

If you surrender your contract at the end of the applicable time period, you
would pay the following expenses* on a $1,000 investment, assuming a 5% annual
return:

<TABLE> 
<CAPTION> 
                         1 year    3 years      5 years     10 years 
- ---------------------------------------------------------------------
<S>                      <C>       <C>          <C>         <C> 
1. Growth                 $79       $108         $129        $215
- ---------------------------------------------------------------------
2. International           82        117          145         247
- ---------------------------------------------------------------------
3. Growth-Income           78        107          128         213
- ---------------------------------------------------------------------
</TABLE> 
<PAGE>
 

<TABLE> 
<S>                                <C>       <C>          <C>         <C> 
- -------------------------------------------------------------------------------
4. Asset Allocation                  79        109          131         219
- -------------------------------------------------------------------------------
5. High-Yield Bond                   79        109          132         220
- -------------------------------------------------------------------------------
6. Bond Fund**                       80        113            -           - 
- -------------------------------------------------------------------------------
7. U.S. Govt./AAA-Rated Securities   79        109          132         220
- -------------------------------------------------------------------------------
8. Cash Management                   79        108          129         215
- -------------------------------------------------------------------------------
</TABLE> 

If you do not surrender your contract, you would pay the following expenses* on
a $1,000 investment, assuming a 5% annual return:


<TABLE> 
<CAPTION> 
                                   1 year    3 years      5 years     10 years
- -------------------------------------------------------------------------------
<S>                                <C>       <C>          <C>         <C> 
1. Growth                           $19        $58         $ 99        $215
- -------------------------------------------------------------------------------
2. International                     22         67          115         247 
- -------------------------------------------------------------------------------
3. Growth-Income                     18         57           98         213
- -------------------------------------------------------------------------------
4. Asset Allocation                  19         59          101         219
- -------------------------------------------------------------------------------
5. High-Yield Bond                   19         59          102         220
- -------------------------------------------------------------------------------
6. Bond Fund**                       20         63           -            -
- -------------------------------------------------------------------------------
7. U.S. Govt./AAA-Rated Securities   19         59          102         220
- -------------------------------------------------------------------------------
8. Cash Management                   19         58           99         215  
- -------------------------------------------------------------------------------
</TABLE> 

  * These expenses, calculated as mandated by the SEC, reflect the annual 
contract fee as the ratio of the total contract fees collected in the most
recent fiscal year to the total average net assets of the account.

 ** These expenses are estimated amounts for the fiscal year ended November 30, 
1995.

All of the figures provided under the subheading Annual expenses of the funds
and part of the data used to produce the figures in the examples were supplied
by the underlying portfolio company (series) through the VAA's principal
underwriter, American Funds Distributors, Inc. We have not independently
verified this information.
    
This table is provided to assist you in understanding the various costs and
expenses that you will bear directly or indirectly. The table reflects expenses
both of the VAA and of the eight funds. For more complete descriptions of the
various costs and expenses involved, see Charges and other deductions in this
Prospectus, and Fund Organization and Management in the Prospectus for the
series. Premium taxes may also be applicable, although they do not appear in the
table. The examples should not be considered a representation of past or future
expenses. Actual expenses may be more or less than those shown. This table is
unaudited.     

Synopsis

What type of contract am I buying? It is an individual annuity contract issued
by Lincoln Life. It may provide for a fixed annuity and/or a variable annuity.
This Prospectus is intended to provide disclosure only about the variable
portion of the contract. See The contracts.

What is the variable annuity account (VAA)? It is a segregated asset account
established under Indiana insurance law, and registered with the SEC as a unit
investment trust. The assets of the
<PAGE>
 
VAA are allocated to one or more subaccounts, according to your investment
choice. Those assets are not chargeable with liabilities arising out of any
other business which Lincoln Life may conduct. See Variable annuity account.

What are my investment choices? Through its various subaccounts, the VAA uses
your purchase payments to purchase series shares, at your direction, in one or
more of the following investment funds of the series: Growth, International,
Growth-Income, Asset Allocation, High-Yield Bond, Bond, U.S. Government/AAA-
Rated Securities, and Cash Management. In turn, each fund holds a portfolio of
securities consistent with its own particular investment policy. See Investments
of the variable annuity account and Description of the series.

Who invests my money? The investment advisor for the series is CRMC, Los
Angeles, California. CRMC is a long-established investment management
organization, and is registered as an investment advisor with the SEC. See
Investments of the variable annuity account and Investment advisor.

How does the contract work? Once we approve your application, you will be issued
your individual annuity contract. During the accumulation period, while you are
paying in, your purchase payments will buy accumulation units under the
contract. Should you decide to annuitize (that is, change your contract to a
payout mode rather than an accumulation mode), your accumulation units will be
converted to annuity units. Your periodic annuity payout will be based upon the
number of annuity units to which you became entitled at the time you decided to
annuitize and the value of each unit on the valuation date. See The contracts.

What charges are associated with this contract? At the end of each contract year
and at the time of surrender, we will deduct $35 from your contract value as a
maintenance charge.

Should you decide to withdraw contract value before your purchase payments have
been in your contract for a certain minimum period, you will incur a contingent
deferred sales charge of anywhere from 1% to 6%, depending upon how many full
contract years those payments have been in the contract. (Note: This sales
charge is not assessed upon annuitization, upon the death of the annuitant or
where total and permanent disability occurs after the contract effective date
and before the annuitant's 65th birthday.)

If your state assesses a premium tax with respect to your contract, then at the
time the tax is incurred (or at such other time as we may choose), we will
deduct those amounts from purchase payments or contract value, as applicable.
See Charges and other deductions and Deductions for premium taxes.

We assess an annual administrative charge of 0.10% against the daily net asset
value of the variable annuity account as a whole, including that portion of the
account attributable to your purchase payments. In addition, we assess an annual
charge of 0.80% of net asset value for the mortality risk guarantee given in the
contract, and 0.45% is made for administrative expense risks assumed by us. For
a complete discussion of the charges associated with the contract, see Charges
and other deductions.

The series pays a fee to its investment advisor, CRMC, based upon the average
daily net asset value of each fund in the series. See Investments of the
variable annuity account - Investment advisor. In addition, there are other
expenses associated with the daily operation of the series. These are more fully
described in the Prospectus for the series.

How much must I pay, and how often? Subject to the minimum and maximum payments
stated on the first page of the Prospectus, the amount and frequency of your
payments are completely flexible. See The contracts - Purchase payments.

<PAGE>
 
How will my annuity payouts be calculated? If you decide to annuitize, you elect
an annuity payout option. Once you have done so, your periodic payout will be
based upon a number of factors. If you participate in the VAA, the changing
values of the funds in which you have invested will be one factor. See Annuity
payouts. Remember that participants in the VAA benefit from any gain, and take a
risk of any drop, in the value of the securities in the funds' portfolios.
    
What happens if I die before I annuitize? If you are the annuitant and also the
contractowner, then the beneficiary whom you designate will receive either the
GMDB, or the then current value of the contract, whichever is greater. Your
beneficiary will have certain options for how the money is to be paid out. A
contractowner who is not also the annuitant is subject to certain special
rules. See The contracts-Death benefit before annuity commencement and Death of
contractowner.     

May I transfer contract value between funds in the series? Yes; however, there
are limits on how often you may do so. See The contracts-Transfers of
accumulation units between subaccounts and Transfers on or following the annuity
commencement date.

May I transfer contract value from the fixed to the variable side of the
contract, and vice-versa? Yes, subject once again to specific restrictions in
the contract. See The contracts - Transfers of accumulation units to and from
the General Account.
    
May I surrender the contract or make a withdrawal? Yes, subject to contract
requirements and to restrictions imposed under certain retirement plans.
Contractowners under a public school system or tax-exempt institution
qualifying under Section 403(b) of the code are subject to special restrictions
upon surrender and withdrawal.     
    
If you surrender the contract or make a withdrawal, certain charges may be
assessed, as discussed above and under Charges and other deductions. In
addition, the Internal Revenue Service (IRS) may assess a 10% premature
withdrawal penalty tax. A surrender or a withdrawal may be subject to 20%
withholding. See Federal tax status and withholding.     

Do I get a free look at this contract? Yes. If within ten days (or a longer
period if required by law) of the date you first receive the contract you return
it, postage prepaid to the home office of Lincoln Life, it will be canceled.
However, except in some states, during this period, you assume the risk of a
market drop with respect to purchase payments which you allocate to the variable
side of the contract. See Return privilege.

Condensed financial information for the variable annuity account accumulation
unit values

The following information relating to accumulation unit values and number of
accumulation units for each of the seven years in the period ended December 31,
1995 comes from the VAA's financial statements. It should be read in conjunction
with the VAA's financial statements and notes which are all included in the SAI.
<PAGE>
 
<TABLE> 
<CAPTION> 
                                       1989*     1990      1991        1992       1993        1994        1995
- ----------------------------------------------------------------------------------------------------------------
<S>                                   <C>     <C>        <C>       <C>         <C>        <C>         <C> 
Growth subaccount
Accumulation unit value
 .Beginning of period.............     $1.000     1.009      .952       1.252       1.369       1.571       1.558
 .End of period...................     $1.009      .952     1.252       1.369       1.571       1.558       2.049
Number of accumulation units
 .End of period (000's omitted)...     48,888   198,367   486,812     752,797     980,310   1,133,151   1,335,028
- ----------------------------------------------------------------------------------------------------------------
Growth-Income subaccount
Accumulation unit value
 .Beginning of period.............      1.000     1.021      .982       1.202       1.280       1.418       1.428
 .End of period ..................      1.021      .982     1.202       1.280       1.418       1.428       1.875
Number of accumulation units
 .End of period (000's omitted)...     88,723   340,270   703,495   1,122,418   1,500,824   1,680,732   1,877,129
- ----------------------------------------------------------------------------------------------------------------
International subaccount**
Accumulation unit value
 .Beginning of period ............      N/A       1.000      .947       1.044       1.021       1.354       1.361
 .End of period ..................      N/A        .947     1.044       1.021       1.354       1.361       1.514
Number of accumulation units
 .End of period (000's omitted)...      N/A      78,763   200,309     360,734     697,520     984,460   1,078,152
- ----------------------------------------------------------------------------------------------------------------
Asset Allocation subaccount
Accumulation unit value
 .Beginning of period.............      1.000     1.022      .998       1.200       1.284       1.399       1.377
 .End of period ..................      1.022      .998     1.200       1.284       1.399       1.377       1.760
Number of accumulation units
 .End of period (000's omitted)...     41,276   110,929   174,468     285,119     410,464     448,248     480,392
- ----------------------------------------------------------------------------------------------------------------
High-Yield Bond subaccount
Accumulation unit value
 .Beginning of period.............      1.000     1.006     1.031       1.287       1.429       1.641       1.513
 .End of period ..................      1.006     1.031     1.287       1.429       1.641       1.513       1.818
Number of accumulation units
 .End of period (000's omitted)...      5,671    17,624    47,739     101,884     191,433     216,546     256,041
- ----------------------------------------------------------------------------------------------------------------
U.S. Government/AAA-Rated subaccount
Accumulation unit value
 .Beginning of period.............      1.000     1.018     1.089       1.246       1.323       1.451       1.369
 .End of period...................      1.018     1.089     1.246       1.323       1.451       1.369       1.559
Number of accumulation unit.
 .End of period (000's omitted)...     13,695    59,506   139,710     212,716     282,851     282,879     296,349
- ----------------------------------------------------------------------------------------------------------------
Cash Management subaccount
Accumulation unit value
 .Beginning of period.............      1.000     1.029     1.095       1.140       1.161       1.177       1.206
 .End of period ..................      1.029     1.095     1.140       1.161       1.177       1.206       1.256
Number of accumulation units
 .End of period (000's omitted)...     23,046    96,578   106,259     133,763     106,323     141,512     130,252
- ----------------------------------------------------------------------------------------------------------------
</TABLE> 

*The VAA began operations on August 1, 1989, so the figures for 1989 represent
experience of less than one year.
**The International subaccount began operations on May 1, 1990, so the figures
for 1990 represent experience of less than one year.
There is a Bond Fund but it is not in the chart because it did not begin
activity until 1996.
<PAGE>
 
Investment results

At times, the VAA may compare its investment results to various unmanaged
indices or other variable annuities in reports to shareholders, sales literature
and advertisements. The results will be calculated on a total return basis for
various periods, with or without contingent deferred sales charges and contract
fees. Results calculated without contingent deferred sales charges or contract
fees will be higher. Total returns include the reinvestment of all
distributions, which are reflected in changes in unit value. See the SAI for
further information.


Financial statements

The financial statements for the VAA and Lincoln Life are located in the SAI. If
you would like a free copy, complete and mail the enclosed card, or call 1-800-
942-5500, Ext. 4912.


Lincoln National Life Insurance Co.

Lincoln Life was founded in 1905 and is organized under Indiana law. We are one
of the largest stock life insurance companies in the United States. We are owned
by Lincoln National Corp. (LNC) which is also organized under Indiana law. LNC's
primary businesses are insurance and financial services.


Variable annuity account (VAA)

On February 7, 1989, the VAA was established as an insurance company separate
account under Indiana law. It is registered with the SEC as a unit investment
trust under the provisions of the Investment Company Act of 1940 (1940 Act). The
SEC does not supervise the VAA or Lincoln Life. The VAA is a segregated
investment account, meaning that its assets may not be charged with liabilities
resulting from any other business that we may conduct. Income, gains and losses,
whether realized or not, from assets allocated to the VAA are, in accordance
with the applicable annuity contracts, credited to or charged against the VAA.
They are credited or charged without regard to any other income, gains or losses
of Lincoln Life. The VAA satisfies the
<PAGE>
 
definition of separate account under the federal securities laws. We do not
guarantee the investment performance of the VAA. Any investment gain or loss
depends on the investment performance of the funds. You assume the full
investment risk for all amounts placed in the VAA.


Investments of the variable annuity account

You decide the subaccount(s) to which you allocate purchase payments. There is a
separate subaccount which corresponds to each series fund. You may change
your allocation without penalty or charges. Shares of the funds will be sold at
net asset value with no initial sales charge to the VAA in order to fund the
contracts. The Series is required to redeem fund shares at net asset value upon
our request. We reserve the right to add, delete or substitute funds.


Investment advisor
    
The investment advisor for the series is CRMC, 333 South Hope Street, Los
Angeles, California 90071. CRMC is one of the nation's largest and oldest
investment management organizations. As compensation for its services to the
series, the investment advisor receives a fee from the series which is accrued
daily and paid monthly. This fee is based on the net assets of each fund, as
defined under Purchase and Redemption of Shares, in the Prospectus for the
series.     


Description of the series

The series was organized as a Massachusetts business trust in 1983 and is
registered as a diversified, open-end management investment company under the
1940 Act. Diversified means not owning too great a percentage of the securities
of any one company. An open-end company is one which, in this case, permits
Lincoln Life to sell its shares back to the series when you make a withdrawal,
surrender the contract or transfer from one fund to another. Management
investment company is the legal term for a mutual fund. These definitions are
very general. The precise legal definitions for these terms are contained in the
1940 Act.
    
The series has eight separate portfolios of funds. The series' Board of Trustees
may at any time establish additional funds, which may or may not be available to
the VAA. The series offers shares to insurance company separate accounts only.
Lincoln National Life Insurance Co., for its separate account H, is a
shareholder of the series. Fund assets are segregated and a shareholder's
interest is limited to those funds in which the shareholder owns shares.     

Following are brief summaries of the investment objectives and policies of the
funds. Each fund is subject to certain investment policies and restrictions
which may not be changed without a majority vote of shareholders of that fund.
More detailed information may be obtained from the current Prospectus for the
series which is included in this booklet. Please be advised that there is no
assurance that any of the funds will achieve their stated objectives.


1. Growth Fund -- This fund seeks to provide growth of capital. Whatever current
income is generated by the fund is likely to be incidental to the objective of
capital growth. Ordinarily, accomplishment of the fund's objective of capital
growth will be sought by investing primarily in common stocks or securities with
common stock characteristics.

2. International Fund -- The investment objective is long-term growth of capital
by investing primarily in securities of issuers domiciled outside the United
States.

3. Growth-Income Fund -- The investment objective is growth of capital and
income. In the selection of securities for investment, the possibilities of
appreciation and potential dividends are given more weight than current yield.
Ordinarily, the assets of the Growth-Income Fund
<PAGE>
 
consist principally of a diversified group of common stocks, but other types of
securities may be held when deemed advisable including preferred stocks and
corporate bonds, including convertible bonds.

4. Asset Allocation Fund -- This fund seeks total return (including income and
capital gains) and preservation of capital over the long-term by investing in a
diversified portfolio of securities. These securities can include common stocks
and other equity-type securities (such as convertible bonds and preferred
stocks), bonds and other intermediate and long-term fixed-income securities and
money market instruments (debt securities maturing in one year or less).

5. High-Yield Bond Fund -- The investment objective is a fully managed,
diversified bond portfolio. It seeks high current income and secondarily seeks
capital appreciation. This fund will generally be invested substantially in
intermediate and long-term corporate obligations, with emphasis on higher
yielding, higher risk, lower rated or unrated securities.

6. Bond Fund -- The Bond Fund seeks a high level of current income as is
consistent with the preservation of capital by investing in a broad variety of
fixed income securities including: marketable corporate debt securities, loan
participations, U.S. Government Securities, mortgage-related securities, other
asset-backed securities and cash or money market instruments. Please note: As of
the date of this Prospectus, the Bond Fund is not yet available in all states.
Please consult your investment dealer for current information about the Bond
Fund's availability.

7. U.S. Government/AAA-Rated Securities Fund -- This fund seeks a high level of
current income consistent with prudent investment risk and preservation of
capital by investing primarily in a combination of securities guaranteed by the
U.S. Government and other debt securities rated AAA or Aaa.

8. Cash Management Fund -- The investment objective is high yield while
preserving capital by investing in a diversified selection of money market
instruments.

Sale of fund shares by the series

We will purchase shares of the funds at net asset value and direct them to the
appropriate subaccounts of the VAA. We will redeem sufficient shares of the
appropriate funds to pay annuity payouts, death benefits, surrender/withdrawal
proceeds or for other purposes described in the contract. If you want to
transfer all or part of your investment from one subaccount to another, we may
redeem shares held in the first and purchase shares of the other. The shares are
retired, but they may be reissued later.

Shares of the funds are not sold directly to the general public. They are sold
to Lincoln Life, and may be sold to other insurance companies, for investment of
the assets of the subaccounts established by those insurance companies to fund
variable annuity and variable life insurance contracts.

When the series sells shares in any of its funds both to variable annuity and to
variable life insurance separate accounts, it is said to engage in mixed
funding. When the series sells shares in any of its funds to separate accounts
of unaffiliated life insurance companies, it is said to engage in shared
funding.
    
The series currently engages in mixed and shared funding. Therefore, due to
differences in redemption rates or tax treatment, or other considerations, the
interests of various contractowners participating in a fund could conflict. The
series Board of Trustees will monitor for the existence of any material
conflicts, and determine what action, if any, should be taken. See the
Prospectus for the series.     

Reinvestment

<PAGE>
 
     
All dividend and capital gain distributions of the funds are automatically
reinvested in shares of the distributing funds at their net asset value on the
date of distribution. Dividends are not paid out to contractowners as
additional units, but are reflected as changes in unit values.     


Addition, deletion or substitution of investments

We reserve the right, within the law, to make additions, deletions and
substitutions for the series and/or any funds within the series in which the VAA
participates. (We may substitute shares of other funds for shares already
purchased, or to be purchased in the future, under the contract. This
substitution might occur if shares of a fund should no longer be available, or
if investment in any fund's shares should become inappropriate, in the judgment
of our management, for the purposes of the contract.) No substitution of the
shares attributable to your account may take place without notice to you and
before approval of the SEC, in accordance with the 1940 Act.



Charges and other deductions


Maintenance and administrative charge

We will deduct a contract maintenance charge of $35 per contract year. This
charge will be deducted from the contract value on the last valuation date of
each contract year to compensate us for administrative services provided to you.
This charge will also be deducted from the contract value upon surrender. In
addition, we deduct from the VAA an amount, computed daily, which is equal to an
annual rate of .10% of the daily net asset value of the VAA, to compensate us
for our administrative services.

Among the administrative services which we provide to you are processing
applications for and issuing the contracts, processing purchases and redemptions
of fund shares as required (including automatic withdrawal services),
maintaining records, administering annuity payouts, furnishing accounting and
valuation services (including the calculation and monitoring of daily subaccount
values), reconciling and depositing cash receipts, providing contract
confirmations, providing toll-free inquiry services and furnishing telephone
fund transfer services.


Contingent deferred sales charge

A contingent deferred sales charge does apply (except as described below) to
surrenders and withdrawals of other purchase payments that have been invested
for the periods indicated as follows:

<TABLE> 
<CAPTION> 
                           Number of complete contract years that 
                           a purchase payment has been invested
- -------------------------------------------------------------------
                              Less     At
                              than     least     
                              2 years  2    3    4    5    6    7+
<S>                           <C>      <C>  <C>  <C>  <C>  <C>  <C> 

Contingent deferred sales
charge as a percentage of 
the surrendered or 
withdrawn purchase payments   6%       5    4    3    2    1    0
</TABLE> 

A contingent deferred sales charge does not apply to:

1. A surrender or withdrawal of purchase payments that have been invested at
least seven full contract years.
<PAGE>
 
2. The first withdrawal of contract value during a contract year to the extent
the withdrawal does not exceed 10% of the purchase payments (this 10% withdrawal
exception does not apply to a surrender of a contract);
    
3. Automatic withdrawals, not in excess of 10% of the purchase payments during a
contract year, made by non-trustee contractowners who are at least 59 1/2;     

4. A surrender of a contract or withdrawal of contract value as a result of the
annuitant's permanent and total disability [as defined in section 22(e)(3) of
the code], after the effective date of the contract and before the annuitant's
65th birthday;
    
5. A surrender of a contract or withdrawal of contract value of a contract
issued to employees and registered representatives of any member of the selling
group and their spouses and minor children, or to officers, directors, trustees
or bona-fide full-time employees of Lincoln National Corp. or The Capital Group,
Inc. or their affiliated or managed companies (based upon the contractowner's
status at the time the contract was purchased); and     
    
6. A surrender of the contract as a result of the death of the annuitant.
However, these charges are not waived for withdrawals except as provided in
No. 1 above, nor are they waived as a result of the death of a contractowner 
who is not the annuitant.     
    
The contingent deferred sales charge is calculated separately for each contract
year's purchase payments to which a charge applies. (For purposes of calculating
this charge, we assume that purchase payments are withdrawn on a first in-first
out basis, and that all purchase payments are withdrawn before any earnings are
withdrawn.) The contingent deferred sales charges associated with surrender or
withdrawal are paid to us to compensate us for the loss we experience on
contract distribution costs when contractowners surrender or withdraw before
distribution costs have been recovered.     


Deductions from the VAA for assumption of mortality and expense risks

We deduct from the VAA an amount, computed daily, which is equal to an annual
rate of 1.25% of the daily net asset value, to compensate us for our assumption
of certain risks described below. This charge is made up of two parts: (1) Our
assumption of mortality risks (0.80%) and (2) Our assumption of expense risks
(0.45%). The level of this charge is guaranteed and will not change.
    
Our assumption of mortality risks guarantees that the annuity payouts made to
our contractowners will not be affected by the mortality experience (life span)
either of persons receiving those payouts or of the general population. We
assume this mortality risk through guaranteed annuity rates incorporated into
the contract which cannot be changed. We also assume the mortality risk inherent
in the death benefit before the annuity commencement date.     

We anticipate that the charges for administrative expenses, which cannot be
increased by us, will cover administrative costs; however, we assume the expense
risk that those charges will be insufficient to cover those costs. See
Maintenance and administrative charge for a partial list of the administrative
services provided. As indicated, we do not intend to profit from the stated
administrative charges. If the charges prove to be insufficient, the excess
costs will be absorbed by us.

We expect to profit from the daily deduction for mortality and expense risks.
This profit, as well as any other profit realized by us and held in the General
Account (which supports insurance and annuity obligations), would be available
for any proper corporate purpose, including, but not limited to, payment of
sales and distribution expenses. (Based on our actuarial determination, we do
not anticipate that the contingent deferred sales charge will cover all sales
expenses which we will incur in connection with the contract.)


Deductions for premium taxes


<PAGE>
 
Any premium tax or other tax levied by any governmental entity as a result of
the existence of the contracts or the VAA will be deducted from the contract
value when incurred, or at another time of our choosing.

The applicable premium tax rates that states and other governmental entities
impose on the purchase of an annuity are subject to change by legislation, by
administrative interpretation or by judicial action. These premium taxes
generally depend upon the law of your state of residence. The tax ranges from
0.5% to 4.0%.


Other charges and deductions

There are deductions from and expenses paid out of the assets of the underlying
series that are described in the Prospectus for the series.


Additional information

Participants in the Texas Optional Retirement Program should refer to
Restrictions under the Texas Optional Retirement Program, later in this
Prospectus booklet.

The administrative and contingent deferred sales charges described previously
may be reduced or eliminated for any particular contract. However, these charges
will be reduced only to the extent that we anticipate lower distribution and/or
administrative expenses, or that we perform fewer sales or administrative
services than those originally contemplated in establishing the level of those
charges. Lower distribution and administrative expenses may be the result of
economies associated with (1) the use of mass enrollment procedures, (2) the
performance of administrative or sales functions by the employer, (3) the use by
an employer of automated techniques in submitting deposits or information
related to deposits on behalf of its employees or (4) any other circumstances
which reduce distribution or administrative expenses. The exact amount of
administrative and contingent deferred sales charges applicable to a particular
contract will be stated in that contract.



The contracts


Purchase of contracts

If you wish to purchase a contract, you must apply for it through a sales
representative authorized by us. The completed application is sent to us and we
decide whether to accept or reject it. If the application is accepted, a
contract is prepared and executed by our legally authorized officers. The
contract is then sent to you through your sales representative. See Distribution
of the contracts.

If a completed application and all other information necessary for processing a
purchase order are received, an initial purchase payment will be priced no later
than two business days after we receive the order. While attempting to finish an
incomplete application, we may hold the initial purchase payment for no more
than five business days. If the incomplete application cannot be completed
within those five days, you will be informed of the reasons, and the purchase
payment will be returned immediately (unless you specifically authorize us to
keep it until the application is complete). Once the application is complete,
the initial purchase payment must be priced within two business days.


Who can invest

To apply for a contract, you must be of legal age in a state where the contracts
may be lawfully sold and also be eligible to participate in any of the qualified
or nonqualified plans for which the contracts are designed. The annuitant cannot
be older than age 85.


Purchase payments

Purchase payments are payable to us at a frequency and in an amount selected by
you in the


<PAGE>
 
application. The minimum initial purchase payment is $1,500 for nonqualified
contracts and Section 403(b) transfers/rollovers; and $300 for qualified
contracts. The minimum annual amount for subsequent purchase payments is $300
for nonqualified and qualified contracts, with a minimum of $25 per payment.
Purchase payments in total may not exceed $1 million for each annuitant. If you
stop making purchase payments, the contract will remain in force as a paid-up
contract as long as the total contract value is at least $300. Payments may be
resumed at any time until the annuity commencement date, the surrender of the
contract or the death of the annuitant, whichever comes first.


Valuation date

Accumulation and annuity units will be valued once daily at the close of trading
(currently 4:00 p.m., New York time) on each day the New York Stock Exchange is
open (valuation date). On any date other than a valuation date, the accumulation
unit value and the annuity unit value will not change.


Allocation of purchase payments

Purchase payments are placed into the VAA's subaccounts, each of which invests
in shares of its corresponding fund of the series, according to your
instructions. 

The minimum amount of any purchase payment which can be put into any one
subaccount is $20 under the contract. Upon allocation to the appropriate
subaccount, purchase payments are converted into accumulation units. The number
of accumulation units credited is determined by dividing the amount allocated to
each subaccount by the value of an accumulation unit for that subaccount on the
valuation date on which the purchase payment is received at our home office if
received before 4:00 p.m., E.S.T. If the purchase payment is received at or
after 4:00 p.m., E.S.T., we will use the accumulation unit value computed on the
next valuation date. The number of accumulation units determined in this way
shall not be changed by any subsequent change in the value of an accumulation
unit. However, the dollar value of an accumulation unit will vary depending not
only upon how well the investments perform, but also upon the expenses of the
VAA and the underlying funds.


Valuation of accumulation units

Accumulation units for each subaccount are valued separately. Initially, the
value of each accumulation unit was set at $1.00. Thereafter, the value of an
accumulation unit in any subaccount on any valuation date equals the value of an
accumulation unit in that subaccount as of the preceding valuation date
multiplied by the net investment factor of that subaccount for the current
valuation period.

To determine the net investment factor, first we calculate a gross investment
rate for each fund for the valuation period. This rate is equal to (a) the
investment income of the fund for the valuation period (plus capital gains and
minus capital losses for the period, realized or unrealized); minus (b) a daily
charge against net assets for investment advisory services and other expenses
accrued by the fund for each day of the valuation period; then (c) the remainder
is divided by the net asset value of the fund at the beginning of the valuation
period. This gross investment rate may be positive or negative.

Once the gross investment rate is determined, we then derive the net investment
rate for each subaccount. That rate is equal to the gross investment rate for
the fund minus a daily charge at an annual rate of 1.35% for each day of the
valuation period.

Finally, to obtain the net investment factor for each subaccount, we add
1.000000 to its net investment rate for the valuation period.


Transfers between subaccounts before the annuity commencement date

You may transfer all or a portion of your investment from one subaccount to
another. A transfer
<PAGE>
 
involves the surrender of accumulation units in one subaccount and the purchase
of accumulation units in the other subaccount. A transfer will be done using the
respective accumulation unit values as of the valuation date immediately
following receipt of the transfer request. There is no charge to you for a
transfer. However, we reserve the right to impose a charge in the future for
transfers between subaccounts, subject to approval of the SEC.

Transfers between subaccounts are restricted to six times every contract year.
We reserve the right to waive this six-time limit. The minimum amount which may
be transferred between subaccounts is $300 (or the entire amount in the
subaccount, if less than $300). If the transfer from a subaccount would leave
you with less than $300 in the subaccount, we may transfer the total balance of
the subaccount. A transfer may be made by writing to our home office or, if a
Telephone Exchange Authorization form (available from us) is on file with us, by
a toll-free telephone call.


Transfers to and from the General Account before the annuity
commencement date

You may transfer all or any part of the contract value from the subaccount(s) to
the fixed side of the contract. These transfers cannot be elected more than six
times every contract year. We reserve the right to waive this six-time limit.
The minimum amount which can be transferred to the fixed side is $300 or the
total amount in the subaccount, if less than $300. However, if a transfer from a
subaccount would leave you with less than $300 in the subaccount, we may
transfer the total amount to the fixed side. There is no charge to you for a
transfer. However, we reserve the right to impose a charge in the future for any
transfers to and from the General Account, subject to approval of the SEC.

You may also transfer all or any part of the contract value from the fixed side
of your contract to the various subaccount(s) subject to the following
restrictions: (1) no more than 25% of the value of the fixed side may be
transferred to the subaccount(s) in any 12 month period; (2) the minimum amount
which can be transferred is $300 or the amount in the fixed account; and (3)
this transfer cannot be made during the first 30 days after the issue date of
the contract and cannot be elected more than six times every contract year. We
reserve the right to waive any of these restrictions.

When thinking about a transfer of contract value, you should consider the
inherent risk involved. Frequent transfers based on short-term expectations may
increase the risk that a transfer will be made at an inopportune time.


Transfers on or following the annuity commencement date

You may transfer all or a portion of your investment in one subaccount to
another subaccount or to the fixed side of the contract. Those transfers will be
limited to three times per contract year. However, on or after the annuity
commencement date, no transfers are allowed from the fixed side of the contract
to the subaccounts.


Death benefit before the annuity commencement date

You may designate a beneficiary during the life of the annuitant and change the
beneficiary by filing a written request with our home office. Each change of
beneficiary revokes any previous designation. We reserve the right to request
that you send us the contract for endorsement of a change of beneficiary.

If the annuitant dies before the annuity commencement date, a death benefit
equal to the greater of: (1) The GMDB; or (2) The current value of the contract,
will be paid to your designated beneficiary.

The value of the death benefit will be determined as of the date on which the
death claim is approved for payment. This payment will occur upon receipt of:
(1) Proof, satisfactory to us, of

<PAGE>
 
the death of the annuitant; (2) Written authorization for payment; and (3) Our
receipt of all required claim forms, fully completed.

    
The GMDB is equal to the sum of all purchase payments plus any attributable
gain, minus any withdrawals, partial annuitizations and premium taxes incurred.
We determine the attributable gain separately for each contract year on its
seventh anniversary (once its surrender charge period has expired). The
attributable gain consists of the earnings on a contract year's net purchase
payment(s) [purchase payment(s) minus any withdrawals and partial
annuitizations, applied on a first-in first-out basis] as of the valuation date
just before its seventh anniversary. This amount will then be included in the
GMDB calculation.

If contract conditions are met, the GMDB will be increased automatically by us
according to the prescribed formula based upon the contract's internal rate of
return. For this to occur, the annuitant, as of the seventh anniversary of each
eligible contract year, must still be living and must be less than 81 years of
age. For more information about GMDB calculations, please refer to the SAI.     

At any time during a 60-day period beginning at the time due proof of the
death of the annuitant is received by us, the beneficiary may elect to receive
payment either in the form of a lump sum settlement or an annuity payout.

If a lump sum settlement is requested, the proceeds will be mailed within seven
days of receipt of satisfactory claim documentation as discussed previously,
subject to the laws and regulations governing payment of death benefits. If an
election has not been made by the end of the 60-day period, a lump sum
settlement will be made to the beneficiary at that time. This payment may be
postponed as permitted by the 1940 Act.

If an annuity payout is elected, the annuity commencement date shall be the date
specified in the request but no later than 60 days after we receive satisfactory
claim documentation as discussed previously. Payment will be made in accordance
with applicable laws and regulations governing payment of death benefits.

Unless otherwise provided in the beneficiary designation, one of the following
procedures will take place on the death of a beneficiary:

1. If any beneficiary dies before the annuitant, that beneficiary's interest
will go to any other beneficiaries named, according to their respective
interests (There are no restrictions on the beneficiary's use of the proceeds.);
and/or
    
2. If no beneficiary survives the annuitant, the proceeds will be paid to the
contractowner or to the contractowner's estate, as applicable.     


Joint/contingent ownership

If a joint owner is named in the application, the joint owners shall be treated
as having equal undivided interests in the contract. Either owner, independently
of the other, may exercise any ownership rights in this contract.
    
A contingent owner may exercise ownership rights in this contract only after the
contractowner dies.     

    
Death of contractowner     
    
If the contractowner of a nonqualified contract dies before the annuity
commencement date, then, in compliance with the code, the cash surrender value
of the contract will be paid as follows:     
    
1. Upon the death of a nonannuitant contractowner, the proceeds shall be paid
to any surviving joint or contingent owner(s). If no joint or contingent owner
has been named, then the proceeds shall be paid to the annuitant named in the
contract; and     
<PAGE>
 
     
2. Upon the death of a contractowner, who is also the annuitant, the death will
be treated as death of the annuitant and the provisions of this contract
regarding death of annuitant will control. If the recipient of the proceeds is
the surviving spouse of the contractowner, the contract may be continued in the
name of that spouse as the new contractowner.     
    
The code requires that any distribution be paid within five years of the death
of the contractowner unless the beneficiary begins receiving, within one year
of the contractowner's death, the distribution in the form of a life annuity or
an annuity for a period certain not exceeding the beneficiary's life expectancy.
     

Surrenders and withdrawals

Before the annuity commencement date (but not after), we will allow the
surrender of the contract or a withdrawal of the contract value upon your
written request.

Special restrictions on surrenders/withdrawals apply if your contract is
purchased as part of a retirement plan of a public school system or 501(c)(3)
organization under Section 403(b) of the code. Beginning January 1, 1989, in
order for a contract to retain its tax-qualified status, Section 403(b)
prohibits a withdrawal from a 403(b) contract of post-1988 contributions (and
earnings on those contributions) pursuant to a salary reduction agreement.
However, this restriction does not apply if the annuitant (a) attains age 
59 1/2, (b) separates from service, (c) dies, (d) becomes totally and 
permanently disabled and/or (e) experiences financial hardship (in which event
the income attributable to those contributions may not be withdrawn).

Pre-1989 contributions and earnings through December 31, 1988, are not subject
to the previously stated restriction. Funds transferred to the contract from a
403(b)(7) custodial account will be subject to the restrictions.

The contract value available upon surrender/withdrawal is the value of the
contract at the end of the valuation period during which the written request for
surrender/withdrawal is received at the home office. Unless a request for
withdrawal specifies otherwise, withdrawals will be made from all subaccounts
within the VAA and from the General Account in the same proportion that the
amount of withdrawal bears to the total contract value. The minimum amount which
can be withdrawn is $300, and the remaining contract value must be at least
$300. Where permitted by contract, surrender/withdrawal payments will be mailed
within seven days after we receive a valid written request at the home office.
The payment may be postponed as permitted by the 1940 Act.

There are charges associated with surrender of a contract or withdrawal of
contract value before the annuity commencement date. See Charges and other
deductions.

The tax consequences of a surrender/withdrawal are discussed later in this
booklet. See Federal tax status.

If the total contract value is less than $300, and if no purchase payments have
been made for at least two years, we reserve the right to terminate the
contract.


Reinvestment privilege

You may elect to make a reinvestment purchase with any part of the proceeds of a
surrender/withdrawal, and we will recredit the surrender/withdrawal charges
previously deducted. This election must be made within 30 days of the date of
the surrender/withdrawal, and the repurchase must be of a contract covered by
this Prospectus. A representation must be made that the proceeds being used to
make the purchase have retained their tax-favored status under an arrangement
for which the contracts offered by this Prospectus are designed. The number of
accumulation units which will be credited when the proceeds are reinvested will
be based on the value of the accumulation unit(s) on the next valuation date.
This computation will occur following receipt of the proceeds and request for
reinvestment at the home office. You may

<PAGE>
 
utilize the reinvestment privilege only once. For tax reporting purposes, we
will treat a surrender/withdrawal and a subsequent reinvestment purchase as
separate transactions. You should consult a tax advisor before you request a
surrender/withdrawal or subsequent reinvestment purchase.


Amendment of contract

We reserve the right to amend the contract to meet the requirements of the 1940
Act or other applicable federal or state laws or regulations. You will be
notified in writing of any changes, modifications or waivers.


Commissions

    
The commissions paid to dealers are a maximum of 4.7% (or 5.6% during certain
special sales promotions) of each purchase payment; plus an annual continuing
commission equal to 0.25% of the value of contract purchase payments invested
for at least 15 months; plus an annual persistency bonus equal to 0.50% of each
contract year's increased GMDB, paid over a period of eight years. At times,
additional sales incentives (up to 0.25% of purchase payments) may be provided
to dealers maintaining certain sales volume levels. In addition, the equivalent
of 4.7% of contract value can be paid to dealers upon annuitization. These
commissions are not deducted from purchase payments or contract value; they are
paid by us.       


Ownership
    
As contractowner, you have all rights under the contract. According to Indiana
law, the assets of the VAA are held for the exclusive benefit of all
contractowners and their designated beneficiaries. The assets of the VAA are not
chargeable with liabilities arising from any other business that we may conduct.
Qualified contracts may not be assigned or transferred except as permitted by
the Employee Retirement Income Security Act (ERISA) of 1974 and upon written
notification to us. We assume no responsibility for the validity or effect of
any assignment. Consult your tax advisor about the tax consequences of an
assignment.     

    
Contractowner questions     

The obligations to purchasers under the contracts are those of Lincoln Life.
Your questions and concerns should be directed to us at 1-800-942-5500.



Annuity payouts

When you apply for a contract, you may select any annuity commencement date
permitted by law; however, this date can not be any later than the annuitant's
85th birthday. (PLEASE NOTE THE FOLLOWING EXCEPTION: Contracts issued under
qualified employee pension and profit-sharing trusts [described in Section
401(a) and tax exempt under Section 501(a) of the code] and qualified annuity
plans [described in Section 403(a) of the code], including H.R.10 trusts and
plans covering self-employed individuals and their employees, provide for
annuity payouts to start at the date and under the option specified in the
plan.)

The contract provides optional forms of payouts of annuities (annuity options),
each of which is payable on a variable basis, a fixed basis or a combination of
both. The contract provides that all or part of the contract value may be used
to purchase an annuity.

You may elect annuity payouts in monthly, quarterly, semiannual or annual
installments. If the payouts from any subaccount would be or become less than
$50, we have the right to reduce their frequency until the payouts are at least
$50 each. Following are explanations of the annuity options available.


Annuity options

Life Annuity. This option offers a periodic payout during the lifetime of the
annuitant and ends

<PAGE>
 
    
with the last payout before the death of the annuitant. This option offers the
highest periodic payout since there is no guarantee of a minimum number of
payouts or provision for a death benefit for beneficiaries. However, there is
the risk under this option that the annuitant would receive no payouts if he/she
dies before the date set for the first payout; only one payout if death occurs
before the second scheduled payout, and so on.     

Life Income with Payouts Guaranteed for Designated Period. This option
guarantees periodic payouts during a designated period, usually 10 or 20 years,
and then continues throughout the lifetime of the annuitant. The designated
period is selected by the annuitant. 

Joint-and-Survivor Annuity. This option offers a periodic payout during the
joint lifetime of the annuitant and a designated joint annuitant. The payouts
continue during the lifetime of the survivor.

Joint-and-Two-Thirds Survivor Annuity. This option provides a periodic payout
during the joint lifetime of the annuitant and a designated joint annuitant.
When one of the joint annuitants dies, the survivor, during their lifetime,
receives two thirds of the periodic payout made when both were alive.

Unit Refund Life Annuity. This option offers a periodic payout during the
lifetime of the annuitant with the guarantee that upon death a payout will be
made of the value of the number of annuity units (see Variable annuity payouts)
equal to the excess, if any, of: (a) the total amount applied under this option
divided by the annuity unit value for the date payouts begin, divided by (b) the
annuity units represented by each payout to the annuitant multiplied by the
number of payouts paid before death. The value of the number of annuity units is
computed on the date the home office receives written notice of the annuitant's
death if received before 4:00 p.m. E.S.T. Otherwise, the computation shall be
made on the next valuation date.

    
Other options, with or without withdrawal features, may be made available by us.
The mortality and expense risk charge and the charge for administrative services
will be assessed on all annuity payouts, including those that do not have a life
contingency and therefore no mortality risk.     

You may change your annuity commencement date, change your annuity option or
change the allocation of your investment among subaccounts up to 30 days before
your scheduled annuity commencement date, upon written notice to the home
office. You must give us at least 30 days notice before the date on which you
want payouts to begin. If proceeds become available to a beneficiary in a lump
sum, the beneficiary may choose any annuity payout option.

Unless you select another option, the contract automatically provides for a life
annuity (on a fixed, variable or combination fixed and variable basis, in
proportion to the account allocations at the time of annuitization) with 120
monthly payouts guaranteed, except when a joint and survivor payout is required
by law. Under any option providing for guaranteed payouts, the number of payouts
which remain unpaid at the date of the annuitant's death will be paid to your
beneficiary as payouts become due.

The contract contains no provision under which an annuitant or a beneficiary may
surrender their contract or make a withdrawal and receive a lump-sum settlement
once annuity payouts have begun. See Surrenders and withdrawals. Options are
only available to the extent they are consistent with the requirements of
Section 72(s) of the code, if applicable.


Variable annuity payouts

Variable annuity payouts will be determined using:

1. The contract value before the annuity commencement date;

2. The annuity tables contained in the contract;

3. The annuity option selected; and

<PAGE>
 
4. The investment performance of the fund(s) selected.

To determine the amount of payouts, we make this calculation:

1. Determine the dollar amount of the first periodic payout; then

2. Credit the annuitant with a fixed number of annuity units equal to the first
periodic payout divided by the annuity unit value; and

3. Calculate the value of the annuity units each month thereafter.

We assume an investment return of 4% per year, as applied to the applicable
mortality table. The amount of each payout after the initial payout will depend
upon how the underlying fund(s) perform, relative to the 4% assumed rate. There
is a more complete explanation of this calculation in the SAI.

Federal tax status

This section is a discussion of the Federal income tax rules applicable to the
contracts as of the date of this Prospectus. More information is provided in the
SAI. THESE DISCUSSIONS AND THOSE IN THE SAI ARE NOT INTENDED AS TAX ADVICE. This
section does not discuss the Federal tax consequences resulting from every
possible situation. No attempt has been made to consider any applicable state,
local, or foreign tax law, other than the imposition of any state premium taxes
(See Deductions for premium taxes). If you are concerned about the tax
implications with respect to the contracts, you should consult a tax advisor.
The following discussion is based upon our understanding of the present Federal
income tax laws as they are currently interpreted by the IRS. No representation
is made about the likelihood of continuation of the present Federal income tax
laws or their current interpretations by the IRS.

Taxation of nonqualified contracts
    
You are generally not taxed on increases in the value of your contract until a
distribution occurs. This distribution can be in the form of a lump sum payout
received by requesting all or part of the cash surrender value (i.e.
surrenders/withdrawals) or as annuity payouts. For this purpose, the assignment
or pledge of, or the agreement to assign or pledge, any portion of the value of
a contract will be treated as a distribution. A transfer of ownership of a
contract, or designation of an annuitant (or other beneficiary) who is not also
the contractowner, may also result in tax consequences. The taxable portion of
a distribution (in the form of a lump sum payout or an annuity) is taxed as
ordinary income. For purchase payments made after February 28, 1986, a contract
owner who is not a natural person (for example, a corporation) [subject to
limited exceptions] will be taxed on any increase in the contract's cash value
over the investment in the contract during the taxable year, even if no
distribution occurs. (See Section 72(u) of the code.) The next discussion
applies to Contracts owned by natural persons.     

    
In the case of a surrender under the contract or withdrawal of contract value,
generally amounts received are first treated as taxable income to the extent
that the cash value of the contract immediately before the surrender exceeds the
investment in the contract at that time. Any additional amount withdrawn is not
taxable. The investment in the contract generally equals the portion, if any, of
any purchase payment made by or on behalf of an individual under a contract
which is not excluded from the individual's gross income.      
    
Even though the tax consequences may vary depending on the form of annuity
payout selected under the contract, the Contractowner of an annuity payout
generally is taxed on the portion of the annuity payout that exceeds the
investment in the contract. For variable annuity payouts, the taxable portion is
determined by a formula that establishes a specific dollar amount of each payout
that is not taxed. The dollar amount is determined by dividing the investment in
the contract by the total number of expected periodic payouts. For fixed annuity
payouts, there generally is no tax    
<PAGE>
 
on the portion of each payout that represents the same ratio that the investment
in the contract bears to the total expected value of payouts for the term of the
annuity; the remainder of each payout is taxable. For individuals whose annuity
starting date is after December 31, 1986, the entire distribution (whether fixed
or variable) will be fully taxable once the recipient is deemed to have
recovered the dollar amount of the investment in the contract.

There may be imposed a penalty tax on distributions equal to 10% of the amount
treated as taxable income. The penalty tax is not imposed in certain
circumstances, which generally are distributions:

    
1. Received on or after the Contractowner attaining age 59 1/2;

2. Made as a result of death or disability of the Contractowner;

3. Received in substantially equal periodic payments such as a life annuity
(subject to special recapture rules if the series of payouts is subsequently
modified);       

4. Under a qualified funding asset in a structured settlement;

5. Under an Immediate Annuity Contract as defined in the code; and/or

6. Under a contract purchased in connection with the termination of certain
retirement plans. 

Qualified contracts

The contracts may be purchased in connection with the following types of tax-
favored retirement plans:

1. Contracts purchased for employees of public school systems and certain tax-
exempt organizations, qualified under Section 403(b) of the code (normally for
transfers or rollovers only);

2. Pension and profit-sharing plans of self-employed individuals (H.R. 10 or
Keogh plans) or corporations, qualified under Section 401(a) or 403(a) of the
code;

3. IRAs, qualified under Section 408 of the code;

4. Deferred compensation plans of state or local governments, qualified under
Section 457 of the code; and/or

5. SEPs, qualified under Section 408(k) of the code.

    
The tax rules applicable to these plans, including restrictions on contributions
and benefits, taxation of distributions and any tax penalties, vary according to
the type of plan and its terms and conditions. Participants under such plans, as
well as contractowners, annuitant and beneficiaries, should be aware that the
rights of any person to any benefits under such plans may be subject to the
terms and conditions of the plans themselves, regardless of the terms and
conditions of the contracts. Purchasers of contracts for use with any qualified
plan, as well as plan participants and beneficiaries, should consult counsel and
other advisors as to the suitability of the contracts to their specific needs,
and as to applicable code limitations and tax consequences.       
Multiple contracts       
    
All contracts entered into after October 21, 1988, and issued by the same
insurance company (or its affiliates) to the same contractowner during any
calendar year will be treated as a single contract for tax purposes.     

Investor control

The Treasury Department has indicated that guidelines may be issued under which
a variable
<PAGE>
 
    
annuity contract will not be treated as an annuity contract for tax purposes if
the contractowner has excessive control over the investments underlying the
contract. The issuance of those guidelines may require us to impose limitations
on your right to control the investment. We do not know whether any such
guidelines would have a retroactive effect.     

Withholding
    
Generally, pension and annuity distributions are subject to withholding for the
recipient's Federal income tax liability at rates that vary according to the
type of distribution and the recipient's tax status. Recipients, however,
generally are provided the opportunity to elect not to have tax withheld from
distributions. Under the Unemployment Compensation Amendments of 1992 (UCA), 20%
income tax withholding may apply to eligible rollover distributions. All taxable
distributions from qualified plans and Section 403(b) annuities are eligible
rollover distributions, except (1) annuities paid out over life or life
expectancy, (2) installments paid for a period spanning 10 years or more, and
(3) required minimum distributions. The UCA imposes a mandatory 20% income tax
withholding on any eligible rollover distribution that the contractowner does
not elect to have paid in a direct rollover to another qualified plan, Section
403(b) annuity or individual retirement account. Distributions from Section 457
plans are subject to the general wage withholding rules.     

Voting rights
    
As required by law, we will vote the series shares held in the VAA at meetings
of the shareholders of the series. The voting will be done according to the
instructions of contractowners who have interests in any subaccounts which
invest in funds of the series. If the 1940 Act or any regulation under it should
be amended or if present interpretations should change, and if as a result we
determine that we are permitted to vote the series shares in our own right, we
may elect to do so.     

The number of votes which you have the right to cast will be determined by
applying your percentage interest in a subaccount to the total number of votes
attributable to the subaccount. In determining the number of votes, fractional
shares will be recognized. 

Series shares held in a subaccount for which no timely instructions are received
will be voted by us in proportion to the voting instructions which are received
for all contracts participating in that subaccount. Voting instructions to
abstain on any item to be voted on will be applied on a pro-rata basis to reduce
the number of votes eligible to be cast.

Whenever a shareholders meeting is called, each person having a voting interest
in a subaccount will receive proxy voting material, reports and other materials
relating to the series. Since the series engages in shared funding, other
persons or entities besides Lincoln Life may vote series shares. See Sale of
fund shares by the series.

Distribution of the contracts

American Funds Distributors, Inc. (AFD), 333 South Hope Street, Los Angeles, CA
90071, is the distributor and principal underwriter of the contracts. They will
be sold by properly licensed registered representatives of independent broker-
dealers which in turn have selling agreements with AFD and have been licensed by
state insurance departments to represent us. AFD is registered with the SEC
under the Securities Exchange Act of 1934 as a broker-
<PAGE>
 
dealer and is a member of the National Association of Securities Dealers (NASD).
Lincoln Life will offer contracts in all states where it is licensed to do
business.

Return privilege

Within the free-look period after you receive the contract, you may cancel it
for any reason by delivering or mailing it postage prepaid, to the home office
at P.O. Box 2348, 1300 South Clinton Street, Fort Wayne, Indiana, 46801. A
contract canceled under this provision will be void. With respect to the fixed
portion of a contract, we will return purchase payments. With respect to the
VAA, except as explained in the following paragraph, we will return the contract
value as of the date of receipt of the cancellation, plus any contract
maintenance and administrative fees and any premium taxes which had been
deducted. No contingent deferred sales charge will be made. A purchaser who
participates in the VAA is subject to the risk of a market loss during the free-
look period.

For contracts written in those states whose laws require that we assume this
market risk during the free-look period, a contract may be canceled, subject to
the conditions explained before, except that we will return only the purchase
payment(s).

State regulation

As a life insurance company organized and operated under Indiana law, we are
subject to provisions governing life insurers and to regulation by the Indiana
Commissioner of Insurance.

Our books and accounts are subject to review and examination by the Indiana
Insurance Department at all times. A full examination of our operations is
conducted by that Department at least every five years.

Restrictions under the Texas Optional Retirement Program

Title 8, Section 830.105 of the Texas Government Code, consistent with prior
interpretations of the Attorney General of the State of Texas, permits
participants in the Texas Optional Retirement Program (ORP) to redeem their
interest in a variable annuity contract issued under the ORP only upon:

1. Termination of employment in all institutions of higher education as defined
in Texas law;

2. Retirement; or

3. Death.

Accordingly, a participant in the ORP will be required to obtain a certificate
of termination from their employer before accounts can be redeemed.

Records and reports

As presently required by the 1940 Act and applicable regulations, we will
maintain all records and accounts relating to the VAA. We will mail to you, at
your last known address of record at the home office, at least semiannually
after the first contract year, reports containing information required by that
Act or any other applicable law or regulation.

<PAGE>
 
Other information

A Registration Statement has been filed with the SEC, under the Securities Act
of 1933 as amended, for the contracts being offered here. This Prospectus does
not contain all the information in the Registration Statement, its amendments
and exhibits. Please refer to the Registration Statement for further information
about the VAA, Lincoln Life and the contracts offered. Statements in this
Prospectus about the content of contracts and other legal instruments are
summaries. For the complete text of those contracts and instruments, please
refer to those documents as filed with the SEC.

            
Lincoln National Variable Annuity Account E and Lincoln Life Flexible
Premium Variable Life Accounts F, G and J (all registered as investment
companies under the 1940 Act) and Lincoln National Flexible Premium Group
Variable Annuity Accounts 50, 51 and 52 are all segregated investment accounts
of Lincoln National Life Insurance Co. (Lincoln Life) which also invest in the
series. The series also offers shares of the funds to other segregated
investment accounts.          

Statement of Additional Information table of contents for Separate Account H

Item

General Information and History of Lincoln Life................................

Special Terms..................................................................
 
Services.......................................................................

Purchase of Securities Being Offered...........................................

Underwriters...................................................................

Item...........................................................................

Calculation of Investment Results..............................................

Annuity Payments...............................................................

Federal Tax Status.............................................................

Automatic Increase in the Guaranteed Minimum Death Benefit.....................

Advertising and Sales Literature...............................................

Financial Statements...........................................................


For a free copy of the SAI please see page one of this booklet.   

<PAGE>
 
                   STATEMENT OF ADDITIONAL INFORMATION (SAI)

                            THE AMERICAN LEGACY II

                  LINCOLN NATIONAL VARIABLE ANNUITY ACCOUNT H
                                 (REGISTRANT)

                  THE LINCOLN NATIONAL LIFE INSURANCE COMPANY
                                  (DEPOSITOR)

This Statement of Additional Information should be read in conjunction with the
Prospectus of Lincoln National Variable Annuity Account H dated April 1, 1996.
You may obtain a copy of the Account H Prospectus on request and without charge.
Please write Kim Oakman, The Lincoln National Life Insurance Company, P.O. Box
2348, Fort Wayne, Indiana 46801 or call 1-800-942-5500, Extension 4912.

                                ____________

         THIS STATEMENT OF ADDITIONAL INFORMATION IS NOT A PROSPECTUS.

                      TABLE OF CONTENTS
        
ITEM                                                     PAGE   
General Information and History of Lincoln Life           B-2
Special Terms                                             B-2
Services                                                  B-2
Purchase of Securities Being Offered                      B-2
Underwriters                                              B-2
Calculation of Investment Results                         B-3     
Annuity Payments                                          B-5
Federal Tax Status                                        B-5
Automatic Increase in the Guaranteed Minimum
 Death Benefit                                            B-8
Advertising and Sales Literature                          B-9
Financial Statements                                      B-10      
     
THE DATE OF THIS STATEMENT OF ADDITIONAL INFORMATION IS APRIL 1, 1996.

<PAGE>
 
                   STATEMENT OF ADDITIONAL INFORMATION (SAI)
                  LINCOLN NATIONAL VARIABLE ANNUITY ACCOUNT H

                      GENERAL INFORMATION AND HISTORY OF
          THE LINCOLN NATIONAL LIFE INSURANCE COMPANY (Lincoln Life)

The Lincoln National Life Insurance Company (Lincoln Life), organized in 1905,
is an Indiana stock insurance corporation, engaged primarily in the direct
insurance of life and health insurance contracts and annuities, and is also a
professional reinsurer. Lincoln Life is wholly owned by Lincoln National
Corporation (LNC), a publicly held insurance and financial services holding
company domiciled in Indiana.

SPECIAL TERMS
   
The special terms used in this SAI are the ones defined in the Prospectus. In 
connection with the term, "Valuation Date", the New York Stock Exchange is 
currently closed on weekends and on these holidays: New Year's Day, President's 
Day, Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, 
and Christmas Day. If any of these holidays occurs on a weekend day, the 
Exchange may also be closed on the business day occurring just before or just 
after the holiday.    

CUSTODIAN

The custodian for the securities purchased by the Series is State Street Bank
and Trust Company, 225 Franklin Street, Boston, MA 02101. Custodian, as
authorized by the Series, will hold, transfer, exchange, deliver or loan the
Series' securities, and will maintain certain cash accounts in support of those
functions.

INDEPENDENT AUDITORS
   
The financial statements of the Variable Account and the consolidated financial
statements and schedules of Lincoln Life appearing in this Statement of
Additional Information and Registration Statement have been audited by Ernst &
Young LLP, independent auditors, as set forth in their reports thereon also
appearing elsewhere herein and in the Registration Statement. Such financial
statements and schedules have been included herein in reliance upon such reports
given upon the authority of such firm as experts in accounting and auditing.    

KEEPER OF RECORDS

All accounts, books, records and other documents which are required to be
maintained for the Variable Account are maintained by Lincoln Life or by third
parties responsible to Lincoln Life. No separate charge against the assets of
the Variable Account is made by Lincoln Life for this service.

PRINCIPAL UNDERWRITER

American Funds Distributors, Inc. (AFD), 333 South Hope St., Los Angeles,
California 90071, is the principal underwriter for the Variable Annuity
Contracts.

<PAGE>
 
                    PURCHASE OF SECURITIES BEING OFFERED

The Variable Annuity Contracts are offered to the public through certain
securities broker/dealers who have entered into selling agreements with AFD and
whose personnel are legally authorized to sell annuity products. Although there
are no special purchase plans for any class of prospective buyers, the
contingent deferred sales charge normally assessed upon surrender or withdrawal
of contract value will be waived for officers, directors or bona fide full time
employees of LNC, The Capital Group, Inc., their affiliated or managed
companies, and certain other persons. See "Contingent Deferred Sales Charges" in
the Prospectus.

Both before and after the Annuity Commencement Date, there are exchange
privileges between sub-accounts, and from the Variable Account to the General
Account, subject to restrictions set out in the Prospectus. See "The Contracts",
in the Prospectus. No exchanges are permitted between the Variable Account and
other separate accounts.

                                UNDERWRITERS

Lincoln Life has contracted with AFD, a licensed broker-dealer, to distribute
the Variable Contracts through certain legally authorized sales persons and
organizations (Brokers). AFD and its Brokers are compensated under a standard
Compensation Schedule.

The offering of the Contracts is continuous.

                     CALCULATION OF INVESTMENT RESULTS
    
(a) Average Annual Total Return:
The tables below show, for the various Sub-Accounts of the Variable Account, an
Average Annual Total Return as of the stated periods, based upon a hypothetical
initial purchase payment of $1,000, calculated according to the formula set out
after the tables. The average Annual Total Return has been calculated to show
the Average Annual Total Return for a hypothetical contract with the Enhanced 
Guaranteed Minimum Death Benefit ("EGMDB") and without it. Although the
Variable Account commenced activity in 1989 and the EGMDB did not become
available until 1997, these figures are calculated as if the Account had
commenced activity at the same time as the underlying Funds.    
<PAGE>
 
                        AVERAGE ANNUAL TOTAL RETURN
                      PERIOD ENDING DECEMBER 31, 1995

    
<TABLE>
<CAPTION>
                                              1-YEAR PERIOD                5-YEAR PERIOD                 10-YEAR PERIOD
<S>                                   <C>              <C>          <C>             <C>           <C>             <C>
                                      Without EGMDB    With EGMDB   Without EGMDB   With EGMDB    Without EGMDB   With EGMDB
                                      -------------    ----------   -------------   ----------    -------------   ----------
Growth Sub-account                    25.45%                    %    16.26%                  %    15.02%                   %
  (as if commenced activity 2/8/84)

International Sub-account              5.11                           9.49                         7.26*
  (commenced activity 5/1/90)

Growth-Income Sub-account             25.17                          13.50                        11.80
  (as if commenced activity 2/8/84)

Asset Allocation Sub-account          21.78                          11.68                         9.03*
  (commenced activity 8/1/89)

High-Yield Bond Sub-account           14.08                          11.69                        10.43
  (as if commenced activity 2/8/84

U.S. Gov't./AAA Sub-account            7.78                           7.06                         6.89
  (as if commenced activity 12/1/85)

Cash Management Sub-account            1.93                           2.34                         4.19
  (as if commenced activity 2/8/84)
</TABLE>
     

*The lifetime of this sub-account is less than the complete period indicated.

See the date the sub-account commenced activity under its name.
<PAGE>
 
The length of the periods and the last day of each period used in the above
table are set out in the table heading and in the footnotes above. The Average
Annual Total Return for each period was determined by finding the average annual
compounded rate of return over each period that would equate the initial amount
invested to the ending redeemable value for that period, according to the
following formula--

                                    n 
                               P(1 + T) = ERV
   
  Where:P = a hypothetical initial purchase payment of $1,000

        T = average annual total return for the period in question

        n = number of years

      ERV = redeemable value (as of the end of the period in question) of a
hypothetical $1,000 purchase payment made at the beginning of the 1-year, 5-
year, or 10-year period in question (or fractional portion thereof)
    
The formula assumes that: 1) all recurring fees have been charged to
Contractowner accounts; 2) all applicable non-recurring charges are deducted at
the end of the period in question; and 3) there will be a complete redemption at
the end of the period in question. The results shown in the table above relate
to the contract form containing the highest level of charges.    

b) Non-Standardized Investment Results:

The Variable Account may illustrate its results over various periods and compare
its results to indices and other variable annuities in sales materials including
advertisements, brochures and reports. Such results may be computed on a
"cumulative" and/or "annualized" basis.

"Cumulative" quotations are arrived at by calculating the change in the
Accumulation Unit Value between the first and last day of the base period being
measured, and expressing the difference as a percentage of the Unit Value at the
beginning of the base period.

"Annualized" quotations are arrived at by applying a formula which determines
the level rate of return which, if earned over the entire base period, would
produce the cumulative return.

<PAGE>
 
    
<TABLE> 
<CAPTION> 

                                                          NON-STANDARDIZED INVESTMENT RESULTS
                                                              SUB-ACCOUNTS OF ACCOUNT H*
                                                                
$10,000 invested in                                                       ...would have grown to this amount on 
this fund through                                                                  December 31, 1995** 
American Legacy II
this many years ago...
                                                           Without EGMDB*
                                                           --------------
                                             Growth              Growth-Income     High-Yield Bond      Cash Management  
                                         ------------------    -----------------  -----------------    -----------------
    Number                                         Compound             Compound           Compound             Compound
      of                                            Growth               Growth             Growth               Growth
    Years                Periods         Amount      Rate      Amount     Rate    Amount     Rate      Amount     Rate      
- ------------------------------------------------------------------------------------------------------------------------
<S>                 <C>                  <C>       <C>         <C>      <C>       <C>      <C>         <C>      <C> 
      1             12/31/94-12/31/95      $13,152     31.52%   $13,124    31.24%   $12,016    20.16%    $10,414    4.14%   
      2             12/31/93-12/31/95       13,040     14.19     13,218    14.97     11,079     5.25      10,673    3.31 
      3             12/31/92-12/31/95       14,967     14.39     14,646    13.56     12,727     8.37      10,811    2.63 
      4             12/31/91-12/31/95       16,360     13.09     15,596    11.75     14,124     9.02      11,010    2.43       
      5             12/31/90-12/31/95       21,515     16.56     19,096    13.81     17,641    12.02      11,467    2.78
      6             12/31/89-12/31/95       20,300     12.52     18,360    10.66     18,014    10.37      12,208    3.38
Lifetime of fund    2/8/84-12/31/95         48,740     14.25     44,891    13.46     36,668    11.54      17,199    4.26

                                                            With EGMDB
                                                            ----------
                                             Growth              Growth-Income     High-Yield Bond      Cash Management  
                                         ------------------    -----------------  -----------------    -----------------
    Number                                         Compound             Compound           Compound             Compound
      of                                            Growth               Growth             Growth               Growth
    Years                Periods         Amount      Rate      Amount     Rate    Amount     Rate      Amount     Rate      
- ------------------------------------------------------------------------------------------------------------------------
<S>                 <C>                  <C>       <C>         <C>      <C>       <C>      <C>         <C>      <C> 
      1             12/31/94-12/31/95    $                %    $               %  $               %    $               %
      2             12/31/93-12/31/95 
      3             12/31/92-12/31/95 
      4             12/31/91-12/31/95 
      5             12/31/90-12/31/95 
      6             12/31/89-12/31/95 
Lifetime of fund    2/8/84-12/31/95   
</TABLE>      
    
<TABLE> 
                                            Without EGMDB                      With EGMDB
                                            -------------                      ----------
                                            U.S. Govt/AAA                    U.S. Govt/AAA
                                         ------------------               ------------------ 
                                                   Compound                         Compound
                                                    Growth                           Growth
                                          Amount     Rate                  Amount     Rate  
                                         ------------------               ------------------ 
<S>                <C>                   <C>       <C>                    <C>       <C>    
      1            12/31/94-12/31/95     $11,385     13.85%               $                %
      2            12/31/93-12/31/95      10,745      3.56
      3            12/31/92-12/31/95      11,786      5.63
      4            12/31/91-12/31/95      12,513      5.76 
      5            12/31/90-12/31/95      14,315      7.44
      6            12/31/89-12/31/95      15,314      7.36
Lifetime of fund    12/1/85-12/31/95      20,472      7.34
            
                                          Asset Allocation                 Asset Allocation
                                         ------------------               ------------------
                                                   Compound                         Compound
                                                    Growth                           Growth
                                          Amount     Rate                  Amount     Rate  
                                         ------------------               ------------------
      1             12/31/94-12/31/95     $12,785     27.85%              $                %  
      2             12/31/93-12/31/95      12,578     12.15               
      3             12/31/92-12/31/95      13,704     11.07
      4             12/31/91-12/31/95      14,671     10.06 
      5             12/31/90-12/31/95      17,634     12.01
      6             12/31/89-12/31/95      17,218      9.48
Lifetime of fund     8/1/89-12/31/95       17,601      9.21

                                            International                    International  
                                         ------------------               ------------------
                                                   Compound                         Compound
                                                    Growth                           Growth
                                          Amount     Rate                  Amount     Rate  
                                         ------------------               ------------------
      1            12/31/94-12/31/95     $11,118     11.18%               $                %  
      2            12/31/93-12/31/95      11,180      5.74
      3            12/31/92-12/31/95      14,821     14.01
      4            12/31/91-12/31/95      14,500      9.73 
      5            12/31/90-12/31/95      15,990      9.84
Lifetime of fund     5/1/89-12/31/95      15,136      7.59

</TABLE>      
    
*Enhanced Guaranteed Minimum Death Benefit ("EGMDB")      
<PAGE>
 
*Although the Variable Account commenced activity in 1989, these figures are
 calculated as if the Account had commenced activity at the same time as the
 underlying Funds.
**For purposes of determining these investment results, American Legacy II's
 1.35% annual asset charge and administrative fee have been taken into account.
 However, the annual maintenance fee of $35 is not reflected and these examples
 do not assume redemption at the end of the period.

<PAGE>
 
                              ANNUITY PAYMENTS

VARIABLE ANNUITY PAYMENTS

Variable annuity payments will be determined on the basis of: (1) the value of
the Contract prior to the Annuity Commencement Date; (2) the annuity tables
contained in the Contract; (3) the type of Annuity Option selected; and (4) the
investment results of the Fund(s) selected. In order to determine the amount of
variable annuity payments, Lincoln Life makes the following calculation: first,
it determines the dollar amount of the first monthly payment; and third, it
calculates the value of the Annuity Units each month thereafter. These steps are
explained below.

The dollar amount of the first monthly variable annuity payment is determined by
applying the total value of the Accumulation Units credited under the Contract
valued as of the fourteenth day prior to the Annuity Commencement Date (less any
premium taxes) to the annuity tables contained in the Contract. Amounts shown in
the tables are based on the 1971 Individual Annuity Mortality Tables, modified,
with an assumed investment return at the rate of 4% per annum. The first annuity
payment is determined by multiplying the benefit per $1,000 of value shown in
the Contract tables by the number of thousands of dollars of value accumulated
under the Contract. These annuity tables vary according to the form of annuity
selected and the age of the Annuitant at the Annuity Commencement Date. The 4%
interest rate stated above is the measuring point for subsequent annuity
payments. If the actual Net Investment Rate (annualized) exceeds 4%, the payment
will increase at a rate equal to the amount of such excess. Conversely, if the
actual rate is less than 4%, annuity payments will decrease. If the assumed rate
of interest were to be increased, annuity payments would start at a higher level
but would decrease more rapidly or increase more slowly.

Lincoln Life may use sex distinct annuity tables in Contracts that are not
associated with employer sponsored plans and not prohibited by law.
    
At an Annuity Commencement Date, the Annuitant is credited with Annuity Units
for each sub-account on which variable annuity payments are based. The number of
Annuity Units to be credited is determined by dividing the amount of the first
monthly payment by the value of an Annuity Unit in each sub-account selected.
Although the number of Annuity Units is fixed by this process, the value of such
units will vary with the value of the underlying Fund. The amount of the second
and subsequent annuity payments is determined by multiplying the Contractowner's
fixed number of Annuity Units in each sub-account by the appropriate Annuity
Unit value for the    

<PAGE>
 
Valuation Date ending 14 days prior to the date that payment is due.

The value of each sub-account Annuity Unit will be set initially at $1.00. The
Annuity Unit value for each sub-account at the end of any Valuation Date is
determined by multiplying the sub-account Annuity Unit value for the immediately
preceding Valuation Date by the product of:

  (a) The net investment factor of the sub-account for the Valuation Period for
      which the Annuity Unit value is being determined, and
 
  (b) A factor to neutralize the assumed investment return in the annuity table.

The value of the Annuity Units is determined as of a Valuation Date 14 days
prior to the payment date in order to permit calculation of amounts of annuity
payments and mailing of checks in advance of their due dates. Such checks will
normally be issued and mailed at least three days before the due date.

PROOF OF AGE, SEX AND SURVIVAL

Lincoln Life may require proof of age, sex, or survival of any payee upon whose
age, sex, or survival payments depend.

                              FEDERAL TAX STATUS

GENERAL

The operations of the Variable Account form a part of, and are taxed with, the
operations of Lincoln Life under the Internal Revenue Code of 1986, as amended
(the "Code"). Investment income and realized net capital gains on the assets of
the Variable Account are reinvested and taken into account in determining the
accumulation and annuity unit values. As a result, such investment income and
realized net capital gain are automatically retained as part of the reserves
under the Contract. Under existing federal income tax law, Lincoln Life believes
that the Variable Account investment income and realized net capital gain are
not taxed to the extent they are retained as part of the reserves under the
Contract. Accordingly, Lincoln Life does not anticipate that it will incur any
federal income tax liability attributable to the Variable Account, and therefore
it does not intend to make any provision for such taxes. However, if changes in
the federal tax laws or interpretations thereof result in Lincoln Life's being
taxed on income or gain attributable to the Variable Account, then Lincoln Life
may impose a charge against the Variable Account (with respect to some or all

<PAGE>
 
Contracts) in order to make provision for payment of such taxes.

TAX STATUS OF NON-QUALIFIED CONTRACTS

Section 817(h) of the Code provides that separate account investments (or the
investments of a mutual fund the shares of which are owned by separate accounts
of insurance companies) underlying the Contract be "adequately diversified" in
accordance with Treasury regulations in order for the Contract to qualify as an
annuity contract under Section 72 of the Code. The Variable Account, through
each of the funds, intends to comply with the diversification requirements
prescribed in regulations, which affect how the assets in each of the Funds in
which the Variable Account invests may be invested. Capital Research and
Management Company is not affiliated with Lincoln Life and Lincoln Life does not
have control over the Series, or its investments. However, Lincoln Life believes
that each Fund in which the Variable Account owns shares will meet the
diversification requirements and that therefore the Contracts will be treated as
annuities under the Code.
    
The regulations relating to diversification requirements do not provide guidance
concerning the extent to which Contractowners may direct their investments to
particular sub-accounts of a separate account. When guidance is provided, the
Contract may need to be modified to comply with that guidance. For these
reasons, Lincoln Life reserves the right to modify the Contract as necessary to
prevent the Contractowner from being considered the owner of the assets of the
Variable Account.     
    
In addition to the requirements of Section 817(h), Code Section 72(s) provides
that Contracts will not be treated as annuity contracts for purposes of Section
72 unless the Contract provides that (1) if any Contractowner dies on or after
the annuity starting date prior to the time the entire interest in the Contract
has been distributed, the remaining portion of such interest must be distributed
at least as rapidly as under the method of distribution in effect at the time of
the Contractowner's death; and (2) if any Contractowner dies prior to the
annuity starting date, the entire interest must be distributed within five years
after the death of the Contractowner. These requirements are considered
satisfied if any portion of the Contractowner's interest that is payable to or
for the benefit of a "designated beneficiary" is distributed over that
designated beneficiary's life, or a period not extending beyond the designated
beneficiary's life expectancy, and if that distribution begins within one year
of the Contractowner's death. The "designated beneficiary" must be a natural
person. No regulations interpreting these     

<PAGE>
 
requirements have yet been issued. Thus, no assurance can be given that the
provisions contained in Contracts satisfy all such Code requirements. However,
Lincoln Life believes that such provisions in such Contracts meet these
requirements. Lincoln Life intends to review such provisions and modify them as
necessary to assure that they comply with the requirements of Section 72(s) when
clarified by Regulations or otherwise.

ANNUITIES FUNDING PLANS GENERALLY
    
The rules governing the tax treatment of contributions and distributions under
such plans, as set forth in the Code and applicable rulings and regulations, are
complex and subject to change. These rules also vary according to the type of
plan and the terms and conditions of the plan itself. Therefore, no attempt is
made herein to provide more than general information about the use of Contracts
with the various types of plans, based on Lincoln Life's understanding of the
current federal tax laws as interpreted by the Internal Revenue Service.
Purchasers of Contracts for use with such a plan and plan participants and
beneficiaries should consult counsel and other competent advisers as to the
suitability of the plan and the Contract to their specific needs, and as to
applicable Code limitations and tax consequences. Participants under such plans,
as well as Contractowners, annuitants, and beneficiaries, should also be aware
that the rights of any person to any benefits under such plans may be subject to
the terms and conditions of the plans themselves regardless of the terms and
conditions of the Contract.     

Following are brief descriptions of the various types of plans and of the use of
Contracts in connection therewith.

PUBLIC SCHOOL SYSTEMS AND 501(C)(3) ORGANIZATIONS (SECTION 403(b) PLANS)

Payments made to purchase annuity contracts by public school systems or Code
Section 501(c)(3) organizations for their employees are excludable from the
gross income of the employee to the extent that aggregate payments for the
employee do not exceed the "exclusion allowance" provided by Section 403(b) of
the Code, the over-all limits for excludable contributions of Section 415 of the
Code or the limit on elective contributions. Furthermore, the investment results
of the Fund credited to the account are not taxable until benefits are received
either in the form of annuity payments or in a single sum.

If an employee's individual account is surrendered, usually the full amount
received would be includable in income for that year at ordinary rates.

<PAGE>
 
QUALIFIED CORPORATE EMPLOYEE'S PENSION AND PROFIT-SHARING TRUSTS
AND QUALIFIED ANNUITY PLANS (SECTION 401(a) PLANS)

Payments made by a corporate employer and the increments on all payments for
qualified corporate plans are not taxable as income to the employee until
distributed. However, the employee may be required to include these amounts in
gross income prior to distribution if the qualified plan or trust loses its
qualification. Corporate plans qualified under Sections 401(a) or 403(a) of the
Code are subject to extensive rules, including limitations on maximum
contributions or benefits.

Distributions of amounts in excess of non-deductible employee contributions are
generally taxable as ordinary income. If an employee or beneficiary receives a
"lump-sum distribution," that is, if the employee or beneficiary receives in a
single tax year the total amounts payable with respect to that employee, and the
benefits are paid as a result of the employee's death or separation from service
or after the employee attains 59-1/2, taxable gain may be eligible for special
"lump sum averaging" treatment. These special tax rules are not available in all
cases.

SELF-EMPLOYED INDIVIDUALS (H.R. 10 OR KEOGH)

Under Code provisions, self-employed individuals may establish plans commonly
known as "H.R. 10" or "Keogh plans" for themselves and their employees. The tax
consequences to participants under such plans depend upon the plan itself. Such
plans are subject to special rules in addition to those applicable to qualified
corporate plans; therefore, purchasers of the Contracts for use with H.R. 10
plans should seek competent advice as to suitability of plan documents and the
funding contracts.

INDIVIDUAL RETIREMENT ANNUITIES (IRA)

Under Section 408 of the Code, individuals may participate in a retirement
program known as Individual Retirement Annuity (IRA). An individual may make an
annual IRA contribution of up to the lesser of $2,000 (or $2,250 if IRAs are
maintained for both the individual and his nonworking spouse) or 100% of
compensation. However, IRA contributions may be non-deductible in whole or in
part if (1) the individual or his spouse is an active participant in certain
other retirement programs and (2) the income of the individual (or of the
individual and his spouse) exceeds a specified amount. Distributions from
certain other IRA plans or qualified plans may be "rolled over" to an IRA on a
tax deferred basis without regard to the limit on contributions, provided
certain requirements are met. Distributions from IRA's are subject to certain
restrictions. Deductible
<PAGE>
 
IRA contributions and all IRA earnings will be taxed as ordinary income when
distributed. The failure to satisfy certain Code requirements with respect to an
IRA may result in adverse tax consequences.

DEFERRED COMPENSATION PLANS (457 PLANS)

Under the Code provisions, employees and independent contractors (participants)
performing services for state and local governments and certain tax-exempt
organizations may establish deferred compensation plans. While participants in
such plans may be permitted to specify the form of investment in which their
plan accounts will participate, all such investments are owned by the sponsoring
employer and are subject to the claims of its creditors. The amounts deferred
under a plan which meet the requirements of Section 457 of the Code are not
taxable as income to the participant until paid or otherwise made available to
the participant or beneficiary. Deferrals are taxed as compensation from the
employer when they are actually or constructively received by the employee. As a
general rule, the maximum amount which can be deferred in any one year is the
lesser of $7,500 or 33-1/3% of the participant's includable compensation.
However, in limited circumstances, up to $15,000 may be deferred in each of the
last three years before retirement.

SIMPLIFIED EMPLOYEE PENSION PLANS (SECTION 408(k))

An employer may make contributions on behalf of employees to a simplified
Employee Pension Plan ("SEPP") as provided by Section 408(k) of the Code. The
contributions and distribution dates are limited by the Code provisions. All
distributions from the plan will be taxed as ordinary income. Any distribution
before the employee attains age 59-1/2 (except in the event of death or
disability) or the failure to satisfy certain other Code requirements may result
in adverse tax consequences.

TAX ON DISTRIBUTIONS FROM QUALIFIED CONTRACTS

The following rules generally apply to distributions from Contracts purchased in
connection with the plans discussed above, other than 457 plans.

The portion, if any, of any contribution under a Contract made by or on behalf
of an individual which is not excluded from the employee's gross income
(generally, the employee's own non-deductible contributions) constitutes his
"investment in the Contract." If a distribution is made in the form of annuity
payments, the employee's "investment in the Contract"

<PAGE>
 
(adjusted for certain refund provisions) divided by his life expectancy (or
other period for which annuity payments are expected to be made) constitutes a
return of capital each year. The dollar amount of annuity payments received in
any year in excess of such return is taxable as ordinary income. However, for
employees whose annuity starting date is after December 31, 1986, all
distributions will be fully taxable once the employee is deemed to have
recovered the dollar amount of his investment in the Contract. Notwithstanding
the above, if the employee's annuity starting date was on or before July 1, 1986
and if his investment in the Contract will be recovered within three years of
his annuity starting date, no amount is included in income until he has fully
recovered such investment. For amounts distributed after 1986, new rules
generally provide that all distributions which are not received as an annuity
will be taxed as a pro rata distribution of taxable and non-taxable amounts
(rather than as a distribution first of non-taxable amounts).

If a surrender of or withdrawal from the Contract is effected and a distribution
is made in a single payment, the proceeds may qualify for special "lump-sum
distribution" treatment under certain qualified plans, as discussed above.
Otherwise, the amount by which the payment exceeds the "investment in the
Contract" (adjusted for any prior withdrawals) allocated to that payment, if
any, will be taxed as ordinary income in the year of receipt.

Distributions from Section 401(a) Plans, Section 403(b) Plans, IRAs, SEPPs and
Keoghs will be subject to (1) a 10% penalty tax if made before age 59-1/2 unless
certain other exceptions apply, and (2) a 15% penalty tax on combined annual
distributions in excess of $150,000, subject to various special rules. Failure
to meet certain minimum distribution requirements for the above plans, as well
as for Section 457 plans, will result in a 50% excise tax. Various other adverse
tax consequences may also be potentially applicable in certain circumstances to
these types of plans.

Upon an Annuitant's death, the taxation of benefits payable to his beneficiary
generally follow these same principles, subject to a variety of special rules.
In particular, tax on death benefits paid as a lump-sum may be deferred if,
within 60 days after the lump-sum becomes payable, the beneficiary instead
elects to receive annuity payments.

OTHER CONSIDERATIONS

It should be understood that the foregoing comments about the federal tax
consequences under these Contracts are not exhaustive and that special rules are
provided with respect to other tax situations not discussed herein. Further, the
foregoing discussion does not address any applicable

<PAGE>
 
state, local, or foreign tax laws. In recent years, numerous changes have been
made in the federal income tax treatment of Contracts and retirement plans,
which are not fully discussed above. Before an investment is made in any of the
above plans, a tax adviser should be consulted.

AUTOMATIC INCREASE IN THE GUARANTEED MINIMUM DEATH BENEFIT

Subject to the following terms and conditions, once a contract has been in force
for a certain period, Lincoln National Life Insurance Company (Lincoln Life)
will automatically increase the Guaranteed Minimum Death Benefit (GMDB):

Lincoln Life will automatically increase the GMDB, separately for each Contract
Year's Purchase Payment(s), effective upon the seventh anniversary of each
eligible Contract Year in which those payments were made (as the contingent
deferred sales charge expires on those payments).

The Attributable Gain (AG), used to increase the GMDB, will be calculated based
on the Contract Value at the close of business on the last Valuation Date
preceding the seventh anniversary of the Contract Year for which the increase is
made. The AG will be the amount which results from allocating the total
appreciation in the Contract to each Contract Year's Purchase Payments (Adjusted
by withdrawals on a first-in-first out (FIFO) basis based on Lincoln Life's
internal rate of return (IRR) calculation (as described below).

   
If a single Purchase Payment was deposited or multiple deposits were made in the
first Contract Year only, then, upon adjustment, the increased GMDB will be the
Contract Value on the seventh contract anniversary. If on the seventh contract
anniversary, the Contract Value is less than Net Purchase Payments, the GMDB
will not be adjusted.      

If Purchase Payments have been deposited in multiple Contract Years, then, upon
adjustment, the increased GMDB will be the sum of all Purchase Payments plus an
Attributable Gain, as calculated for each Contract Year which has reached its
seventh anniversary, miuus any Withdrawals, partial annuitizations, and premium
taxes incurred.

The IRR is the level compound rate of return, calculated by Lincoln Life, at
which Purchase Payments less withdrawals will accumulate to the Contract Value
on the Contract anniversary beginning with the seventh anniversary. The
application of the IRR methodology to any particular Contract Year could
allocate gain, if any, in a manner which does not precisely correlate with the
Contract's actual investment experience for a particular Contract

<PAGE>
 
Year or Sub-Account. The calculation of the IRR assumes all Purchase Payments
and withdrawals occur at the beginning of the year in which they were made. Once
the IRR has been determined, the gain attributable to each Contract Year is
calculated by applying the IRR to the Purchase Payments, less any withdrawals
applied on a FIFO basis.

                       ADVERTISING AND SALES LITERATURE

As set forth in the Prospectus, Lincoln Life may refer to the following
organizations (and others) in its marketing materials:


A.M. BEST'S RATING SYSTEM is designed to evaluate the various factors affecting
the overall performance of an insurance company in order to provide an opinion
as to an insurance company's relative financial strength and ability to meet its
contractual obligations. The procedure includes both a quantitative and
qualitative review of each company. A.M. Best also provides certain rankings, to
which Lincoln Life intends to refer.

DUFF & PHELPS insurance company claims paying ability (CPA) service provides
purchasers of insurance company policies and contracts with analytical and
statistical information on the solvency and liquidity of major U.S. licensed
insurance companies, both mutual and stock.

EAFE Index is prepared by Morgan Stanley Capital International (MSCI). It
measures performance of securities in Europe, Australia and the Far East. The
index reflects the movements of world stock markets by representing the
evolution of an unmanaged portfolio. The EAFE Index offers international
diversification with over 1000 companies across 18 different countries.

LIPPER VARIABLE INSURANCE PRODUCTS PERFORMANCE ANALYSIS SERVICE is a publisher
of statistical data covering the investment company industry in the United
States and overseas. Lipper is recognized as the leading source of data on open-
end and closed-end funds. Lipper currently tracks the performance of over 5,000
investment companies and publishes numerous specialized reports, including
reports on performance and portfolio analysis, fee and expense analysis.

MOODY'S insurance claims-paying rating is a system of rating insurance company's
financial strength, market leadership, and ability to meet financial
obligations. The purpose of Moody's ratings is to provide investors with a
simple system of gradation by which the relative quality of insurance companies
may be noted.

<PAGE>
 
MORNINGSTAR is an independent financial publisher offering comprehensive
statistical and analytical coverage of open-end and closed-end funds and
variable annuities.

STANDARD & POOR's insurance claims-paying ability rating is an assessment of an
operating insurance company's financial capacity to meet obligations under an
insurance policy in accordance with the terms. The likelihood of a timely flow
of funds from the insurer to the trustee for the bondholders is a key element in
the rating determination for such debt issues.

VARDS (Variable Annuity Research Data Service) provides a comprehensive guide to
variable annuity contract features and historical fund performance. The service
also provides a readily understandable analysis of the comparative
characteristics and market performance of funds inclusive in variable contracts.

STANDARD & POOR'S INDEX--broad-based measurement of changes in stock-market
conditions based on the average performance of 500 widely held common stocks;
commonly known as the Standard & Poor's 500 (S&P 500). The selection of stocks,
their relative weightings to reflect differences in the number of outstanding
shares, and publication of the index itself are services of Standard & Poor's
Corporation, a financial advisory, securities rating, and publishing firm. The
index tracks 400 industrial company stocks, 20 transportation stocks, 40
financial company stocks, and 40 public utilities.

NASDAQ-OTC Price Index--this index is based on the National Association of
Securities Dealers Automated Quotations (NASDAQ) and represents all domestic
over-the-counter stocks except those traded on exchanges and those having only
one market maker, a total of some 3,500 stocks. It is market value-weighted and
was introduced with a base of 100.00 on February 5, 1971.

DOW JONES INDUSTRIAL AVERAGE (DJIA)--price-weighted average of 30 actively
traded blue chip stocks, primarily industrials but including American Express
Company and American Telephone and Telegraph Company. Prepared and Published by
Dow Jones & Company, it is the oldest and most widely quoted of all the market
indicators. The average is quoted in points, not dollars.

In its advertisements and other sales literature for the Variable Account and
the Series Funds, Lincoln Life intends to illustrate the advantages of the
Contracts in a number of ways:

<PAGE>
 
COMPOUND INTEREST ILLUSTRATIONS. These will emphasize several advantages of the
variable annuity contract. For example, but not by way of illustration, the
literature may emphasize the potential savings through tax deferral; the
potential advantage of the Variable Account over the fixed account; and the
compounding effect when a client makes regular deposits to its Account.

DOLLAR-COST AVERAGING ILLUSTRATIONS. These illustrations will generally discuss
the price-leveling effect of making regular purchases in the same Sub-Accounts
over a period of time, to take advantage of the trends in market prices of the
portfolio securities purchased for those Sub-Accounts.
    
AUTOMATIC WITHDRAWAL SERVICE. A service provided by Lincoln Life, through which
a Contractowner may take any distribution allowed by Code Section 401(a)(9) in
the case of qualified contracts, or permitted under Code Section 72 in the case
of non-qualified contracts, by way of an automatically generated payment.     
    
EARNINGS SWEEP. A service provided by Lincoln Life which allows a client to
designate one of the variable Sub-Accounts or the Fixed Account as a holding
account, and to transfer earnings from that account to any other variable Sub-
Account. The Contractowner chooses a specific fund as the holding account. At
specific intervals, account value in the holding account fund that exceeds a
certain designated baseline amount is automatically transferred to another
specific fund(s). The minimum account value required for the Earnings Sweep
feature is 10.000.     

Lincoln Life's CUSTOMERS. Sales literature for the Variable Account and the
Series Funds may refer to the number of employers and the number of individual
annuity clients which Lincoln Life serves. As of the date of this Statement of
Additional Information, Lincoln Life was serving over 9,500 employers and had
more than 750,000 annuity clients.
    
Lincoln Life's ASSETS, SIZE. Lincoln Life may discuss its general financial
condition (see, for example, the reference to A.M. Best Company, above); it may
refer to its assets; it may also discuss its relative size and/or ranking among
companies in the industry or among any sub-classification of those companies,
based upon recognized evaluation criteria (see reference to A.M. Best Company
above). For example, at year-end 1994 Lincoln Life was the tenth largest U.S.
life insurance company based upon overall assets.
     
<PAGE>
 
<TABLE>
<CAPTION>

LINCOLN NATIONAL VARIABLE ANNUITY ACCOUNT H

STATEMENT OF ASSETS AND LIABILITY

December 31, 1995

                                                          Percent                      Growth-                              Asset
                                                          of Net                       Income             Growth          Allocation
ASSETS                                                    Assets      Combined         Account            Account          Account
                                                          ------      --------         -------            -------          -------
<S>                                                      <C>       <C>              <C>               <C>               <C>
  Investments in American Variable Insurance Series at
   net asset value:
    Growth-Income Fund-
      116,492,132 shares at $30.29 per share
        (cost-$2,848,095,725) ...........................  35.9%   $3,528,546,666   $3,528,546,666

    Growth Fund-
      72,475,234 shares at $37.82 per share
        (cost-$2,206,521,918) ...........................  27.9     2,741,013,364                     $2,741,013,364

    Asset Allocation Fund-
       63,577,260 shares at $13.35 per share
        (cost-$723,654,993) .............................   8.6       848,756,416                                       $848,756,416

    High-Yield Bond Fund-
      33,566,440 shares at $13.91 per share
        (cost-$467,981,087) .............................   4.7       466,770,086

    U.S. Government/AAA-Rated Securities Fund-
       40,435,574 shares at $11.47 per share
        (cost-$456,463,632) .............................   4.7       463,796,030

    Cash Management Fund-
       14,921,700 shares at $11.01 per share
        (cost-$165,381,700) .............................   1.7       164,287,916

    International Fund-
       120,037,420 shares at $13.63 per share
        (cost-$1,458,552,905) ...........................  16.6     1,636,110,037
                                                          -----    --------------   --------------    --------------    ------------

TOTAL INVESTMENTS AND TOTAL ASSETS (Cost-$8,326,651,960)  100.1     9,849,280,515    3,528,546,666     2,741,013,364     848,756,416

LIABILITY-Payable to The Lincoln National Life Insurance
           Company ......................................   0.1        11,185,955        4,013,464         3,120,549         964,249
                                                          -----    --------------   --------------    --------------    ------------

                           NET ASSETS                     100.0%   $9,838,094,560   $3,524,533,202    $2,737,892,815    $847,792,167
                                                          =====    ==============   ==============    ==============    ============
Net assets are represented by:
    Units in accumulation period ..................................................  1,877,129,424    1,335,027,962      480,391,844
    Annuity reserves units       ..................................................      2,822,010        1,376,628        1,281,924

    Unit value                   ..................................................         $1.875           $2.049           $1.760

    Value in accumulation period .................................................. $3,519,242,498   $2,735,072,516     $845,535,858
    Annuity reserves             ..................................................      5,290,704        2,820,299        2,256,309
                                                                                    --------------   ---------------    ------------

                                                                                    $3,524,533,202   $2,737,892,815     $847,792,167
                                                                                    ==============   ===============    ============

LINCOLN NATIONAL VARIABLE ANNUITY ACCOUNT H

STATEMENT OF ASSETS AND LIABILITY

December 31, 1995                                                                     U.S.
                                                                                  Government/
                                                                     High-Yield    AAA-Rated        Cash
                                                                        Bond       Securities    Management      International
ASSETS                                                                Account       Account       Account           Account
  Investments in American Variable Insurance Series at net asset      -------       -------       -------           -------
   value:
    Growth-Income Fund-
      116,492,132 shares at $30.29 per share
        (cost-$2,848,095,725) ..............................

    Growth Fund-
      72,475,234 shares at $37.82 per share
        (cost-$2,206,521,918) ..............................

    Asset Allocation Fund-
       63,577,260 shares at $13.35 per share
         (cost-$723,654,993) ...............................

    High-Yield Bond Fund-
      33,566,440 shares at $13.91 per share
        (cost-$467,981,087) ................................      $466,770,086

    U.S. Government/AAA-Rated Securities Fund-
       40,435,574 shares at $11.47 per share
         (cost-$456,463,632) ...............................                    $463,796,030

    Cash Management Fund-
       14,921,700 shares at $11.01 per share
         (cost-$165,381,700) ...............................                                  $164,287,916

    International Fund-
       120,037,420 shares at $13.63 per share
         (cost-$1,458,552,905) .............................                                                $1,636,110,037
                                                                  ------------  ------------  ------------  --------------

TOTAL INVESTMENTS AND TOTAL ASSETS  (Cost-$8,326,651,960)          466,770,086   463,796,030   164,287,916   1,636,110,037

LIABILITY-Payable to The Lincoln National Life Insurance
           Company..........................................           527,565       525,637       187,964       1,846,527
                                                                  ------------  ------------  ------------  --------------

                           NET ASSETS                             $466,242,521  $463,270,393  $164,099,952  $1,634,263,510
                                                                  ============  ============  ============  ==============


Net assets are represented by:
    Units in accumulation period ...........................       256,040,854   296,348,892   130,252,214   1,078,152,221
    Annuity reserves units       ...........................           359,431       791,307       436,657       1,634,225

    Unit value                   ...........................            $1.818        $1.559        $1.256          $1.514

    Value in accumulation period ...........................      $465,588,927  $462,036,668  $163,551,662  $1,631,790,100
    Annuity reserves             ...........................           653,594     1,233,725       548,290       2,473,410
                                                                  ------------  ------------  ------------  --------------

                                                                  $466,242,521  $463,270,393  $164,099,952  $1,634,263,510
                                                                  ============  ============  ============  ==============
     
See accompanying notes to financial statements.
</TABLE>

<PAGE>
 
LINCOLN NATIONAL VARIABLE ANNUITY ACCOUNT H

STATEMENT OF OPERATIONS

Year Ended December 31, 1995

<TABLE>
<CAPTION>
                                                                                                                          U.S.
                                                                                                                       Government/
                                                          Growth-                          Asset        High-Yield      AAA-Rated
                                                           Income          Growth        Allocation        Bond        Securities
                                          Combined        Account         Account         Account         Account        Account
                                       -------------    ------------    ------------    ------------   ------------    -----------
<S>                                    <C>              <C>             <C>             <C>             <C>            <C>
Net Investment Income:
 Dividends from investment income       $244,205,773     $76,905,451     $20,008,624     $29,035,528    $39,725,168    $31,304,463
 Dividends from net realized gains
  on investments                         427,747,793     139,810,907     225,020,071      29,128,050              -              -
 Mortality and expense guarantees       (113,786,063)    (39,788,356)    (30,994,669)     (9,817,882)    (5,440,821)    (5,773,580)
                                       -------------    ------------    ------------    ------------    -----------    -----------

     NET INVESTMENT INCOME               558,167,503     176,928,002     214,034,026      48,345,696     34,284,347     25,530,883


Net realized and unrealized
  gain (loss) on investments:
 Net realized gain (loss) on
  investments                             46,801,547      10,994,999      25,641,473       2,491,208       (707,578)      (438,504)
 Net change in unrealized appreciation
  or depreciation on investments       1,225,286,412     594,578,736     344,000,760     125,365,119     38,118,567     30,274,816
                                      --------------    ------------    ------------    ------------    -----------    -----------




 NET GAIN (LOSS) ON INVESTMENTS        1,272,087,959     605,573,735     369,642,233     127,856,327     37,410,989     29,836,312
                                      --------------    ------------    ------------    ------------    -----------    -----------
  NET INCREASE IN NET ASSETS
  RESULTING FROM OPERATIONS           $1,830,255,462    $782,501,737    $583,676,259    $176,202,023    $71,695,336    $55,367,195
                                      ==============    ============    ============    ============    ===========    ===========


                                                            Cash
                                                         Management     International
                                                          Account          Account
                                                         ----------     -------------
<S>                                                         <C>           <C>
Net Investment Income:
 Dividends from investment income                        $9,568,945        $37,657,594
 Dividends from net realized gains
  on investments                                                  -         33,788,765
 Mortality and expense guarantees                        (2,263,289)       (19,707,466)
                                                         ----------       ------------

     NET INVESTMENT INCOME                                7,305,656         51,738,893


Net realized and unrealized
  gain (loss) on investments:
 Net realized gain (loss) on
  investments                                               540,337          8,279,612
 Net change in unrealized appreciation
  or depreciation on investments                         (1,040,563)        93,988,977
                                                         ----------       ------------

 NET GAIN (LOSS) ON INVESTMENTS                            (500,226)       102,268,589
                                                         ----------       ------------
  NET INCREASE IN NET ASSETS 
  RESULTING FROM OPERATIONS                              $6,805,430       $154,007,482
                                                         ==========       ============
</TABLE>
     

See accompanying notes to financial statements.
<PAGE>
 
LINCOLN NATIONAL VARIABLE ANNUITY ACCOUNT H

STATEMENTS OF CHANGES IN NET ASSETS

Years ended December 31, 1995 and 1994

<TABLE>
<CAPTION>
                                                                   Growth-                              Asset          High-Yield
                                                                   Income             Growth          Allocation          Bond
                                               Combined            Account            Account          Account          Account
                                            --------------     --------------     --------------     ------------     ------------
<S>                                         <C>                <C>                <C>                <C>              <C>
NET ASSETS AT JANUARY 1, 1994               $6,044,827,824     $2,131,554,398     $1,541,151,355     $575,331,220     $314,798,246

Changes from operations:
  Net investment income                        288,501,054        126,851,427         34,538,135       28,027,898       26,057,153
  Net realized gain (loss) on           
    investments                                 43,972,798          5,968,146         23,741,072          942,958         (822,971)
  Net change in unrealized appreciation
    or depreciation on investments            (389,392,315)      (117,390,912)       (71,865,407)     (38,638,571)     (51,788,919)
                                            --------------     --------------     --------------     ------------     ------------
NET INCREASE (DECREASE) IN NET 
  ASSETS RESULTING FROM OPERATIONS             (56,918,463)        15,428,661        (13,586,200)      (9,667,715)     (26,554,737)

  Net increase from unit transactions        1,031,397,282        257,472,945        239,015,839       52,935,162       40,144,117
                                            --------------     --------------     --------------     ------------     ------------
TOTAL INCREASE (DECREASE) IN NET ASSETS        974,478,819        272,901,606        225,429,639       43,267,447       13,589,380
                                            --------------     --------------     --------------     ------------     ------------
NET ASSETS AT DECEMBER 31, 1994              7,019,306,643      2,404,456,004      1,766,580,994      618,598,667      328,387,626

Changes from operations:
  Net investment income                        558,167,503        176,928,002        214,034,026       48,345,696       34,284,347
  Net realized gain (loss) on
    investments                                 46,801,547         10,994,999         25,641,473        2,491,208         (707,578)
  Net change in unrealized appreciation
    or depreciation on investments           1,225,286,412        594,578,736        344,000,760      125,365,119       38,118,567
                                            --------------     --------------     --------------     ------------     ------------
NET INCREASE IN NET ASSETS
  RESULTING FROM OPERATIONS                  1,830,255,462        782,501,737        583,676,259      176,202,023       71,695,336

  Net increase (decrease) from unit
    transactions                               988,532,455        337,575,461        387,635,562       52,991,477       66,159,559
                                            --------------     --------------     --------------     ------------     ------------
TOTAL INCREASE (DECREASE) IN NET ASSETS      2,818,787,917      1,120,077,198        971,311,821      229,193,500      137,854,895
                                            --------------     --------------     --------------     ------------     ------------
NET ASSETS AT DECEMBER 31, 1995             $9,838,094,560     $3,524,533,202     $2,737,892,815     $847,792,167     $466,242,521
                                            ==============     ==============     ==============     ============     ============
</TABLE> 

<TABLE> 
<CAPTION> 
                                                         U.S.
                                                      Government/
                                                       AAA-Rated         Cash
                                                      Securities       Management      International
                                                        Account         Account           Account
                                                     ------------     ------------     --------------
<S>                                                  <C>              <C>              <C>
NET ASSETS AT JANUARY 1, 1994                        $411,468,379     $125,197,402     $  945,326,824

Changes from operations:
  Net investment income                                21,086,783        3,652,499         48,287,159
  Net realized gain (loss) on investments                (615,677)         327,416         14,431,854
  Net change in unrealized appreciation
    or depreciation on investments                    (43,811,059)         239,066        (66,136,513)
                                                     ------------     ------------     --------------
NET INCREASE (DECREASE) IN NET ASSETS
  RESULTING FROM OPERATIONS                           (23,339,953)       4,218,981         (3,417,500)

  Net increase from unit transactions                     364,812       41,455,465        400,008,942
                                                     ------------     ------------     --------------
TOTAL INCREASE (DECREASE) IN NET ASSETS               (22,975,141)      45,674,446        396,591,442
                                                     ------------     ------------     --------------
NET ASSETS AT DECEMBER 31, 1994                       388,493,238      170,871,848      1,341,918,266

Changes from operations:
  Net investment income                              $ 25,530,883       $7,305,656        $51,738,893
  Net realized gain (loss) on investments                (438,504)         540,337          8,279,612
  Net change in unrealized appreciation
    or depreciation on investments                     30,274,816       (1,040,563)        93,988,977
                                                     ------------     ------------     --------------
NET INCREASE IN NET ASSETS
  RESULTING FROM OPERATIONS                            55,367,195        6,805,430        154,007,482

  Net increase (decrease) from unit transactions       19,409,960      (13,577,326)       138,337,762
                                                     ------------     ------------     --------------
TOTAL INCREASE (DECREASE) IN NET ASSETS                74,777,155       (6,771,896)       292,345,244
                                                     ------------     ------------     --------------
NET ASSETS AT DECEMBER 31, 1995                      $463,270,393     $164,099,952     $1,634,263,510
                                                     ============     ============     ==============
</TABLE>
     

See accompanying notes to financial statements.
<PAGE>
 

LINCOLN NATIONAL VARIABLE ANNUITY ACCOUNT H

NOTES TO FINANCIAL STATEMENTS

December 31, 1995


1. ACCOUNTING POLICIES

The Account:
Lincoln National Variable Annuity Account H (the Variable Account) is a
segregated investment account of The Lincoln National Life Insurance Company
(the Company) and is registered under the Investment Company Act of 1940, as
amended, as a unit investment trust.

Investments:
The Variable Account invests in the American Variable Insurance Series (AVIS) 
which consists of seven funds; Growth-Income Fund, Growth Fund, Asset Allocation
Fund, High-Yield Bond Fund, U.S. Government/AAA-Rated Securities Fund, Cash 
Management Fund, and International Fund (the Funds). Investments in the Funds 
are stated at the closing net asset value per share on December 31, 1995. AVIS 
is registered as an open-ended management investment company.

Investment transactions are accounted for on a trade date basis and dividend
income is recorded on the ex-dividend date.  The cost of investments sold is
determined by the average cost method.

Dividends:
Dividends paid to the Variable Account are automatically reinvested in shares of
the Funds on the payable date.

Federal Income Taxes:
Operations of the Variable Account form a part of and are taxed with 
operations of the Company, which is taxed as a "life insurance company" under 
the Internal Revenue Code. Using current law, no federal income taxes are 
payable with respect to the Variable Account's net investment income and the net
realized gain on investments.

Annuity Reserves:
Reserves on contracts not involving life contingencies are calculated using an 
assumed investmenet rate of 4%. Reserves on contracts involving life 
contingencies are calculated using a modification of the 1971 Individual 
Annuitant Mortality Table and an assumed investment rate of 4%.


2. MORTALITY AND EXPENSE GUARANTEES AND OTHER TRANSACTIONS WITH AFFILIATE

Amounts are paid to the Company for mortality and expense guarantees at the rate
of .0036986% of the current value of the Variable Account per day (1.35% on an 
annual basis). In addition, amounts retained by the Company from the proceeds of
the sales of annuity contracts for contract charges and for surrender charges 
were as follows during 1995:

         Growth-Income Account ...............................  $ 4,190,200
         Growth Account ......................................    3,313,173
         Asset Allocation Account ............................    1,084,050
         High-Yield Bond Account .............................      605,907
         U.S. Government/AAA-Rated Securities Account ........      617,036
         Cash Management Account .............................      535,551
         International Account ...............................    1,985,779
                                                                -----------
                                                                $12,331,696
                                                                ===========

Accordingly, the Company is responsible for all sales, general, and
administrative expenses applicable to the Variable Account.


3. NET ASSETS

Net Assets at December 31, 1995 consisted of the following:

<TABLE>
<CAPTION>
                                                         Growth-                               Asset          High-Yield
                                                          Income             Growth          Allocation          Bond
                                      Combined           Account            Account           Account          Account
                                   --------------     --------------     --------------     ------------     ------------
<S>                                <C>                <C>                <C>                <C>              <C>
Unit Transactions:
  Accumulation units               $6,948,893,070     $2,353,306,481     $1,816,926,963     $592,428,218     $371,816,768
  Annuity reserves                     11,645,104          3,715,332          2,089,237        1,721,923          528,984
                                   --------------     --------------     --------------     ------------     ------------
                                    6,960,538,174      2,357,021,813      1,819,016,200      594,150,141      372,345,752

Accumulated net investment
   income                           1,226,504,025        465,528,375        305,435,880      124,631,531       94,752,972
Accumulated net realized gain
   (loss) on investments              128,423,806         21,532,073         78,949,289        3,909,072          354,798
Net unrealized appreciation 
   (depreciation) on investments    1,522,628,555        680,450,941        534,491,446      125,101,423       (1,211,001)
                                   --------------     --------------     --------------     ------------     ------------
                                   $9,838,094,560     $3,524,533,202     $2,737,892,815     $847,792,167     $466,242,521
                                   ==============     ==============     ==============     ============     ============
</TABLE> 
    

<TABLE> 
<CAPTION> 
                                          U.S.
                                      Government/
                                       AAA-Rated           Cash
                                       Securities       Management       International
                                        Account          Account            Account
                                      ------------     ------------      --------------
<S>                                   <C>              <C>               <C>
Unit Transactions:
  Accumulation units                  $364,316,966     $138,954,278      $1,311,143,396
  Annuity reserves                       1,031,628          515,641           2,042,359
                                      ------------     ------------      --------------
                                       365,348,594      139,469,919       1,313,185,755

Accumulated net investment income       90,615,624       24,936,584         120,603,059
Accumulated net realized gain
   (loss) on investments                   (26,223)         787,233          22,917,564
Net unrealized appreciation or
   depreciation on investments           7,332,398       (1,093,784)        177,557,132
                                      ------------     ------------      --------------
                                      $463,270,393     $164,099,952      $1,634,263,510
                                      ============     ============      ==============
</TABLE>

<PAGE>
 
LINCOLN NATIONAL VARIABLE ANNUITY ACCOUNT H


NOTES TO FINANCIAL STATEMENTS (Continued)

4. SUMMARY OF CHANGES FROM UNIT TRANSACTIONS

<TABLE> 
<CAPTION> 
                                                                                       Year Ended December 31
                                                                                1995                             1994
                                                                    -----------------------------    ------------------------------
                                                                        Units           Amount           Units           Amount
                                                                    ------------    -------------    ------------    --------------
<S>                                                                 <C>             <C>              <C>             <C> 

Growth-Income Account
 Accumulation Units:
  Contract purchases                                                 385,390,093    $ 647,988,912     363,356,341    $  515,881,531
  Terminated contracts and transfers to annuity reserves            (188,992,677)    (310,925,032)   (183,447,866)     (259,184,036)
                                                                    ------------    -------------    ------------    --------------
                                                                     196,397,416      337,063,880     179,908,475       256,697,495

 Annuity Reserves:
  Transfers from accumulation units and between accounts                 820,366        1,280,881         925,509         1,298,758
  Annuity Payments                                                      (517,281)        (815,536)       (366,197)         (507,540)
  Receipt (reimbursement) of mortality guarantee adjustment               29,918           46,236         (11,038)          (15,768)
                                                                    ------------    -------------    ------------    --------------
                                                                         333,003          511,581         548,274           775,450

Growth Account
 Accumulation Units:
  Contract purchases                                                 426,597,921      798,976,148     394,823,467       611,893,488
  Terminated contracts and transfers to annuity reserves            (224,720,522)    (412,118,502)   (241,983,044)     (373,392,285)
                                                                    ------------    -------------    ------------    --------------
                                                                     201,877,399      386,857,646     152,840,423       238,501,203

 Annuity Reserves:
  Transfers from accumulation units and between accounts                 707,309        1,295,235         517,396           773,860
  Annuity Payments                                                      (288,125)        (521,189)       (182,752)         (254,657)
  Receipt (reimbursement) of mortality guarantee adjustment                3,294            3,870          (2,932)           (4,567)
                                                                    ------------    -------------    ------------    --------------
                                                                         422,478          777,916         331,712           514,636

Asset Allocation Account
 Accumulation Units:
  Contract purchases                                                  89,466,387      141,915,536     103,837,322       143,009,284
  Terminated contracts and transfers to annuity reserves             (57,322,585)     (89,201,319)    (66,053,612)      (90,659,710)
                                                                    ------------    -------------    ------------    --------------
                                                                      32,143,802       52,714,217      37,783,710        52,349,574

 Annuity Reserves:
  Transfers from accumulation units and between accounts                 435,686          658,350         627,521           810,094
  Annuity Payments                                                      (254,690)        (374,470)       (207,820)         (228,896)
  Receipt (reimbursement) of mortality guarantee adjustment               (5,151)          (6,620)          3,189             4,390
                                                                    ------------    -------------    ------------    --------------
                                                                         175,845          277,260         422,890           585,588

High-Yield Bond Account
 Accumulation Units:
  Contract purchases                                                  95,779,226      160,602,539      92,910,764       146,920,605
  Terminated contracts and transfers to annuity reserves             (56,284,453)     (94,297,060)    (67,797,328)     (106,916,532)
                                                                    ------------    -------------    ------------    --------------
                                                                      39,494,773       66,305,479      25,113,436        40,004,073

 Annuity Reserves:
  Transfers from accumulation units and between accounts                  49,490           32,701         180,696           251,433
  Annuity Payments                                                      (134,657)        (178,831)        (92,985)         (111,323)
  Receipt (reimbursement) of mortality guarantee adjustment                  130              210             (44)              (66)
                                                                    ------------    -------------    ------------    --------------
                                                                         (85,037)        (145,920)         87,667           140,044

U.S. Government/AAA-Rated Securities Account
 Accumulation Units:
  Contract purchases                                                  91,667,759      133,440,225      78,207,019       107,780,482
  Terminated contracts and transfers to annuity reserves             (78,197,874)    (113,990,072)    (78,179,343)     (107,563,496)
                                                                    ------------    -------------    ------------    --------------
                                                                      13,469,885       19,450,153          27,676           216,986

 Annuity Reserves:
  Transfers from accumulation units and between accounts                 111,078          159,394         246,782           330,892
  Annuity Payments                                                      (149,233)        (218,967)       (138,050)         (173,437)
  Receipt (reimbursement) of mortality guarantee adjustment               14,142           19,380          (7,032)           (9,629)
                                                                    ------------    -------------    ------------    --------------
                                                                         (24,013)         (40,193)        101,700           147,826

Cash Management Account
 Accumulation Units:
  Contract purchases                                                 299,743,238      365,095,920     379,248,222       447,282,818
  Terminated contracts and transfers to annuity reserves            (311,002,759)    (378,960,644)   (344,059,570)     (405,962,601)
                                                                    ------------    -------------    ------------    --------------
                                                                     (11,259,521)     (13,864,724)     35,188,652        41,320,217

 Annuity Reserves:
  Transfers from accumulation units and between accounts                 344,875          428,522         132,439           157,800
  Annuity Payments                                                      (116,047)        (143,909)        (18,473)          (22,256)
  Receipt (reimbursement) of mortality guarantee adjustment                2,237            2,785            (246)             (296)
                                                                    ------------    -------------    ------------    --------------
                                                                         231,065          287,398         113,720           135,248

International Account
 Accumulation Units:
  Contract purchases                                                 301,858,508      430,264,442     475,779,166       657,423,717
  Terminated contracts and transfers to annuity reserves            (208,166,176)    (292,419,209)   (188,839,241)     (258,120,502)
                                                                    ------------    -------------    ------------    --------------
                                                                      93,692,332      137,845,233     286,939,925       399,303,215

 Annuity Reserves:
  Transfers from accumulation units and between accounts                 561,618          770,706         664,501           897,724
  Annuity Payments                                                      (229,919)        (296,241)       (145,552)         (185,203)
  Receipt (reimbursement) of mortality guarantee adjustment               13,665           18,064          (4,991)           (6,794)
                                                                    ------------    -------------    ------------    --------------
                                                                         345,364          492,529         513,958           705,727
                                                                                    -------------                    --------------
         NET INCREASE FROM UNIT TRANSACTIONS                                        $ 988,532,455                    $1,031,397,282
                                                                                    =============                    ==============
</TABLE> 

5. PURCHASES AND SALES OF SECURITIES

The aggregate cost of investments purchased and the aggregate proceeds from
investments sold were as follows for 1995:

<TABLE> 
<CAPTION> 
                                                                            Aggregate         Aggregate
                                                                             Cost of           Proceeds
                                                                            Purchases         from Sales
                                                                         --------------      ------------
<S>                                                                      <C>                 <C>  
         Growth-Income Account                                           $  589,400,344      $ 73,607,980
         Growth Account                                                     718,386,617       115,570,446
         Asset Allocation Account                                           129,082,420        27,485,133
         High-Yield Bond Account                                            126,471,627        25,869,109
         U.S. Government/AAA-Rated Securities Account                        99,228,074        54,204,242
         Cash Management Account                                            212,275,794       218,566,118
         International Account                                              292,950,691       102,542,733
                                                                          -------------      ------------
                                                                          $2,167,795,567     $617,845,761
                                                                          =============      ============
</TABLE> 

6. NEW INVESTMENT FUND
   
Effective January 1, 1996, the AVIS Bond Fund became available as an investment
option for Variable Account contractowners.
    

<PAGE>
 
               REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

Board of Directors of The Lincoln National Life Insurance Company and
Contractowners of Lincoln National Variable Annuity Account H

We have audited the accompanying statement of assets and liability of Lincoln 
National Variable Annuity Account H (Variable Account) as of December 31, 1995, 
and the related statement of operations for the year then ended and the 
statements of changes in net assets for each of the two years in the period then
ended. These financial statements are the responsibility of the Variable 
Account's management. Our responsibility is to express an opinion on these 
financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing 
standards. Those standards require that we plan and perform the audit to obtain 
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting 
the amounts and disclosures in the financial statements. Our procedures included
confirmation of securities owned as of December 31, 1995, by correspondence with
the custodian. An audit also includes assessing the accounting principles used 
and significant estimates made by management, as well as evaluating the overall 
financial statement presentation. We believe that our audits provide a 
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in 
all material respects, the financial position of Lincoln National Variable 
Annuity Account H at December 31, 1995, the results of its operations for the 
year then ended, and the changes in its net assets for each of the two years in 
the period then ended in conformity with generally accepted accounting 
principles.


    
/s/ ERNST & YOUNG LLP     

Fort Wayne, Indiana
March 6, 1996


<PAGE>
 
The Lincoln National Life Insurance Company

Consolidated Balance Sheets
<TABLE> 
<CAPTION> 
                                                            December 31
                                                        1995          1994
                                                          (000's omitted)
<S>                                                <C>            <C> 
Assets
Investments:
  Securities available-for-sale, at fair value:
    Fixed maturity (cost:  1995-$18,852,837; 
      1994-$18,193,928)                             $20,414,785   $17,692,214
    Equity (cost:  1995-$480,261; 1994-$416,351)        598,435       456,333
  Mortgage loans on real estate                       3,147,783     2,795,914
  Real estate                                           746,023       679,512
  Policy loans                                          565,325       528,731
  Other investments                                     241,219       158,196
Total investments                                    25,713,570    22,310,900

Cash and invested cash                                  802,743       990,880
Property and equipment                                   53,830        54,989
Deferred acquisition costs                              953,834     1,736,526
Premiums and fees receivable                            117,634       123,494
Accrued investment income                               352,301       367,370
Assets held in separate accounts                     18,461,629    13,000,540
Federal income taxes                                         --       134,463
Amounts recoverable from reinsurers                   2,940,976     2,069,292
Goodwill                                                  5,149         3,385
Other assets                                            185,398       233,708
Total assets                                        $49,587,064   $41,025,547
</TABLE> 
<PAGE>
 
The Lincoln National Life Insurance Company

Consolidated Balance Sheets (continued)
<TABLE> 
<CAPTION> 

                                                            December 31
                                                        1995          1994
                                                          (000's omitted)
<S>                                                <C>           <C>  
Liabilities and shareholder's equity
Liabilities:
  Policy liabilities and accruals:
    Future policy benefits, claims and 
      claims expenses                               $ 8,435,019   $ 7,540,772
    Unearned premiums                                    55,174        61,472
  Total policy liabilities and accruals               8,490,193     7,602,244

  Contractholder funds                               18,171,822    17,028,628
  Liabilities related to separate accounts           18,461,629    13,000,540
  Federal income taxes                                  166,430            --
  Short-term debt                                       124,783       153,656
  Long-term debt                                         40,827        54,794
  Other liabilities                                   1,412,534     1,264,730
Total liabilities                                    46,868,218    39,104,592

Shareholder's equity:
  Common stock, $2.50 par value: 
    Authorized, issued and outstanding 
      shares-10 million (owned by Lincoln 
      National Corporation)                              25,000        25,000
    Additional paid-in capital                          809,557       791,605
    Retained earnings                                 1,440,994     1,428,969
    Net unrealized gain (loss) on 
      securities available-for-sale                     443,295      (324,619)
Total shareholder's equity                            2,718,846     1,920,955
Total liabilities and shareholder's equity          $49,587,064   $41,025,547
</TABLE> 
See accompanying notes.
<PAGE>
 
The Lincoln National Life Insurance Company

Consolidated Statements of Income
<TABLE> 
<CAPTION> 
                                                 Year ended December 31
                                              1995        1994        1993
                                                     (000's omitted)
<S>                                      <C>          <C>          <C> 
Revenue:
  Insurance premiums                     $  846,873   $1,099,480   $1,972,630
  Insurance fees                            450,423      390,384      425,083
  Net investment income                   1,899,630    1,673,981    1,823,459
  Realized gain (loss) on investments       136,195     (138,522)      92,150
  Gain (loss) on sale of affiliates              --       68,954      (98,500)
  Other                                       3,405       20,946       35,781
Total revenue                             3,336,526    3,115,223    4,250,603

Benefits and expenses:
  Benefits and settlement expenses        2,122,616    2,194,047    3,033,139
  Underwriting, acquisition, 
    insurance and other expenses            764,346      660,363      881,703
  Interest expense                               67          615           96
Total benefits and expenses               2,887,029    2,855,025    3,914,938

Income before Federal income taxes 
  and cumulative effect of 
  accounting change                         449,497      260,198      335,665
Federal income taxes                        127,472       40,400      142,544
Income before cumulative 
  effect of accounting change               322,025      219,798      193,121
Cumulative effect of accounting
  change (postretirement benefits)               --           --       45,582
Net income                               $  322,025   $  219,798   $  147,539

Earnings per share:
  Income before cumulative 
    effect of accounting change          $    32.20   $    21.98   $    19.31
  Cumulative effect of accounting 
    change (postretirement benefits)             --           --        (4.56)
Net income                               $    32.20   $    21.98   $    14.75
</TABLE> 
See accompanying notes.
<PAGE>
 
The Lincoln National Life Insurance Company

Consolidated Statements of Shareholder's Equity

                                                 Year ended December 31
                                              1995        1994        1993
                                                     (000's omitted)
Common stock-balance 
  at beginning and end of year           $   25,000   $   25,000   $   25,000

Additional paid-in capital:
  Balance at beginning of year              791,605      791,444      791,223
  Contribution from Lincoln 
    National Corporation                     17,952          161          221
  Balance at end of year                    809,557      791,605      791,444

Retained earnings:
  Balance at beginning of year            1,428,969    1,334,171    1,198,632
  Net income                                322,025      219,798      147,539
  Dividends declared                       (310,000)    (125,000)     (12,000)
  Balance at end of year                  1,440,994    1,428,969    1,334,171

Net unrealized gain (loss) on 
  securities available-for-sale:
    Balance at beginning of year           (324,619)     621,161       47,303
    Cumulative effect of 
      accounting change                          --           --      564,153
    Other change during the year            767,914     (945,780)       9,705
    Balance at end of year                  443,295     (324,619)     621,161
Total shareholder's equity
  at end of year                         $2,718,846   $1,920,955   $2,771,776

See accompanying notes.
<PAGE>
 
The Lincoln National Life Insurance Company

Consolidated Statements of Cash Flows

                                                 Year ended December 31
                                              1995        1994        1993
                                                     (000's omitted)
Cash flows from operating activities
Net income                               $  322,025   $  219,798   $  147,539
Adjustments to reconcile net income
  to net cash provided
  by operating activities:
    Deferred acquisition costs              124,526     (171,063)     (92,183)
    Premiums and fees receivable              6,082       10,755       80,582
    Accrued investment income                15,069      (54,434)     (18,827)
    Policy liabilities and accruals         621,603      114,038      345,142
    Contractholder funds                  1,335,625    1,769,240    1,248,058
    Amounts recoverable from reinsurers    (883,425)    (884,388)    (700,622)
    Federal income taxes                     95,745        8,364     (130,308)
    Provisions for depreciation              39,089       38,870       41,516
    Amortization of discount and premium    (86,653)       7,928     (100,274)
    Realized loss (gain) on investments    (244,995)     219,682     (115,881)
    Loss (gain) on sale of affiliates            --      (68,954)      98,500
    Cumulative effect of
       accounting change                         --           --       45,582
    Other                                  458,542        (4,599)      51,369
Net adjustments                          1,481,208       985,439      752,654
Net cash provided by 
  operating activities                   1,803,233     1,205,237      900,193

Cash flows from investing activities
Securities available-for-sale:
  Purchases                            (13,549,807)  (12,100,213)  (7,171,684)
  Sales                                 12,163,673     9,326,809    7,139,781
  Maturities                               929,018       958,065       42,707
Fixed maturity securities
  held for investment:
    Purchases                                   --            --   (5,903,805)
    Sales                                       --            --    2,805,980
    Maturities                                  --            --    1,639,739
Purchases of other investments          (1,711,427)   (1,421,321)  (1,936,013)
Sale or maturity of other investments    1,198,536     1,457,157    1,142,872
Sale of affiliates                              --       520,340           --
Decrease in cash collateral
  on loaned securities                     (39,681)     (163,872)     (40,454)
Other                                     (213,708)      (37,606)      83,751
Net cash used in 
  investing activities                  (1,223,396)   (1,460,641)  (2,197,126)
<PAGE>
 
The Lincoln National Life Insurance Company

Consolidated Statements of Cash Flows (continued)

                                                 Year ended December 31
                                             1995        1994          1993
                                                     (000's omitted)
Cash flows from financing activities
Principal payments on long-term debt     $ (13,967)   $     (200)  $   (1,138)
Issuance of long-term debt                      --            --       10,314
Net increase (decrease) in
  short-term debt                          (28,873)        3,629       13,047
Universal life and investment
  contract deposits                      1,716,239     2,381,829    2,418,037
Universal life and 
  investment contract withdrawals       (2,149,325)   (1,604,450)  (1,503,105)
Capital contribution from
  Lincoln National Corporation              17,952           161          221
Dividends paid to shareholder             (310,000)     (125,000)     (12,000)
Net cash provided by
  (used in) financing activities          (767,974)      655,969      925,376

Net increase (decrease) in cash           (188,137)      400,565     (371,557)
Cash at beginning of year                  990,880       590,315      961,872
Cash at end of year                     $  802,743   $   990,880   $  590,315

See accompanying notes.
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements

December 31, 1995

1. Summary of Significant Accounting Policies 

Basis of Presentation

The accompanying consolidated financial statements include The Lincoln National
Life Insurance Company ("Company") and its majority-owned subsidiaries.  The 
Company and its subsidiaries operate multiple insurance businesses.  Operations
are divided into two business segments (see Note 9).  These consolidated
financial statements have been prepared in conformity with generally accepted
accounting principles.

Use of Estimates

The nature of the insurance business requires management to make estimates and 
assumptions that affect the amounts reported in the consolidated financial 
statements and accompanying notes.  Actual results could differ from those 
estimates.  

Investments 

The Company classifies its fixed maturity securities and equity securities 
(common and non-redeemable preferred stocks) as available-for-sale and, 
accordingly, such securities are carried at fair value.  The cost of fixed 
maturity securities is adjusted for amortization of premiums and discounts.  
The cost of fixed maturity and equity securities is adjusted for declines in 
value that are other than temporary.

For the mortgage-backed securities portion of the fixed maturity securities 
portfolio, the Company recognizes income using a constant effective yield 
based on anticipated prepayments and the estimated economic life of the 
securities.  When estimates of prepayments change, the effective yield is 
recalculated to reflect actual payments to date and anticipated future 
payments.  The net investment in the securities is adjusted to the amount that 
would have existed had the new effective yield been applied since the 
acquisition of the securities.  This adjustment is reflected in net investment 
income.

Mortgage loans on real estate are carried at outstanding principal balances 
less unaccrued discounts and net of reserves for declines that are other than 
temporary.  Investment real estate is carried at cost less allowances for 
depreciation.  Such real estate is carried net of reserves for declines in 
value that are other than temporary.  Real estate acquired through foreclosure  
proceedings is recorded at fair value on the settlement date which establishes 
a new cost basis.  If 
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

1. Summary of Significant Accounting Policies (continued)

a subsequent periodic review of a foreclosed property indicates the fair 
value, less estimated costs to sell, is lower than the carrying value at the 
settlement date, the carrying value is adjusted to the lower amount.  Policy 
loans are carried at the aggregate unpaid balances.  Any changes to the 
reserves for mortgage loans on real estate and real estate are reported as a 
realized gain (loss) on investments.

Cash and invested cash are carried at cost and include all highly liquid debt 
instruments purchased with a maturity of three months or less, including 
participation in a short-term investment pool administered by Lincoln National 
Corporation ("LNC"), the Company's parent.

Realized gain (loss) on investments is recognized in net income, net of 
related amortization of deferred acquisition costs, using the specific 
identification method.  Changes in the fair values of securities carried at 
fair value are reflected directly in shareholder's equity after deductions for 
related adjustments for deferred acquisition costs and amounts required to 
satisfy policyholder commitments that would have been recorded if these 
securities would have been sold at their fair value, and after deferred taxes 
or credits to the extent deemed recoverable.

Derivatives

The Company hedges certain portions of its exposure to interest rate 
fluctuations, the widening of bond yield spreads over comparable maturity U.S. 
Government obligations and foreign exchange risk by entering into derivative 
transactions.  A description of the Company's accounting for its hedge of such 
risks is discussed in the following two paragraphs.

The premium paid for an interest rate cap is deferred and amortized to net 
investment income on a straight-line basis over the term of the interest rate 
cap.  Any settlement received in accordance with the terms of the interest 
rate caps is recorded as investment income.  Spread-lock agreements, interest 
rate swaps and financial futures, which hedge fixed maturity securities 
available-for-sale, are carried at fair value with the change in fair value 
reflected directly in shareholder's equity.  Realized gain (loss) from the 
settlement of such derivatives is deferred and amortized over the life of the 
hedged assets as an adjustment to the yield.  Foreign exchange forward 
contracts, foreign currency options and foreign currency swaps, which hedge 
some of the foreign exchange risk of investments in fixed maturity securities 
denominated in foreign currencies, are carried at fair value with the change 
in fair value reflected in earnings.  Realized gain (loss) from the settlement 
of such derivatives is also reflected in earnings.  
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

1. Summary of Significant Accounting Policies (continued)

Hedge accounting is applied as indicated above after the Company determines 
that the items to be hedged expose the Company to interest rate fluctuations, 
the widening of bond yield spreads over comparable maturity U.S. Government 
obligations and foreign exchange risk; and the derivatives used are designated 
as a hedge and reduce the indicated risk by having a high correlation of 
changes in the value of the derivatives and the items being hedged at both the 
inception of the hedge and throughout the hedge period.  Should such criteria 
not be met, the change in value of the derivatives is included in net income.

Property and Equipment

Property and equipment owned for company use is carried at cost less 
allowances for depreciation.

Premiums and Fees

Revenue for universal life and other interest-sensitive life insurance policies
consists of policy charges for cost of insurance, policy initiation and
administration, and surrender charges that have been assessed.  Traditional
individual life-health and annuity premiums are recognized as revenue over the
premium-paying period of the policies.  Group health premiums are prorated over
the contract term of the policies.

Assets Held in Separate Accounts/Liabilities Related to Separate Accounts

These assets and liabilities represent segregated funds administered and 
invested by the Company for the exclusive benefit of pension and variable life 
and annuity contractholders.  The fees received by the Company for 
administrative and contractholder maintenance services performed for these 
separate accounts are included in the Company's consolidated statements of 
income.
<PAGE>

    
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)      
 
Deferred Acquisition Costs

Commissions and other costs of acquiring universal life insurance, variable 
universal life insurance, traditional life insurance, annuities and group 
health insurance which vary with and are primarily related to the production 
of new business, have been deferred to the extent recoverable.  Acquisition 
costs for universal and variable universal life insurance policies are being 
amortized over the lives of the policies in relation to the incidence of 
estimated gross profits from surrender charges and investment, mortality and 
expense margins, and actual realized gain (loss) on investments.  That 
amortization is adjusted retrospectively when estimates of current or future 
gross profits to be realized from a group of policies are revised.  The 
traditional life-health and annuity acquisition costs are amortized over the 
premium-paying period of the related policies using assumptions consistent 
with those used in computing policy reserves.  

Expenses

Expenses for universal and variable universal life insurance policies include 
interest credited to policy account balances and benefit claims incurred 
during the period in excess of policy account balances.  Interest crediting 
rates associated with funds invested in the Company's general account during 
1993 through 1995 ranged from 6.1% to 8.25%. 

Goodwill

The cost of acquired subsidiaries in excess of the fair value of net assets 
(goodwill) is amortized using the straight-line method over periods that 
generally correspond with the benefits expected to be derived from the 
acquisitions.  Goodwill is amortized over 40 years.  The carrying value of 
goodwill is reviewed periodically for indicators of impairment in value.

Policy Liabilities and Accruals

The liabilities for future policy benefits and expenses for universal and 
variable universal life insurance policies consist of policy account balances 
that accrue to the benefit of the policyholders, excluding surrender charges.  
The liabilities for future policy benefits and expenses for traditional life 
policies and immediate and deferred paid-up annuities are computed using a net 
level premium method and assumptions for investment yields, mortality and 
withdrawals based principally on Company experience projected at the time of 
policy issue, with provision for possible adverse deviations.  Interest 
assumptions for traditional direct individual life reserves for all policies 
range from 2.3% to 11.7% graded to 5.7% after 30 years depending on time of 
policy issue.  Interest rate assumptions for reinsurance reserves range from 
5.0% to 11.0% graded to 8.0% after 20 years.  The interest assumptions for 
immediate and deferred paid-up annuities range from 4.5% to 8.0%.
<PAGE>
     
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

1. Summary of Significant Accounting Policies (continued)

With respect to its policy liabilities and accruals, the Company carries on a 
continuing review of its 1) overall reserve position, 2) reserving techniques 
and 3) reinsurance arrangements, and as experience develops and new 
information becomes known, liabilities are adjusted as deemed necessary.  The 
effects of changes in estimates are included in the operating results for the 
period in which such estimates occur. 

Reinsurance

The Company enters into reinsurance agreements with other companies in the 
normal course of their business.  The Company may assume reinsurance from 
unaffiliated companies and/or cede reinsurance to such companies.  
Assets/liabilities and premiums/benefits from certain reinsurance contracts 
which grant statutory surplus to other insurance companies have been netted on 
the balance sheets and income statements, respectively, since there is a right 
of offset.  All other reinsurance agreements are reported on a gross basis.

Depreciation

Provisions for depreciation of investment real estate and property and 
equipment owned for Company use are computed principally on the straight-line 
method over the estimated useful lives of the assets.

Postretirement Medical and Life Insurance Benefits

The Company accounts for its postretirement medical and life insurance 
benefits using the full accrual method.
<PAGE>
   
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

1. Summary of Significant Accounting Policies (continued)

Income Taxes

The Company and eligible subsidiaries have elected to file consolidated 
Federal and state income tax returns with their parent, LNC.  Pursuant to an 
intercompany tax sharing agreement with LNC, the Company and its eligible 
subsidiaries provide for income taxes on a separate return filing basis.  The 
tax sharing agreement also provides that the Company and eligible subsidiaries 
will receive benefit for net operating losses, capital losses and tax credits 
which are not usable on a separate return basis to the extent such items may 
be utilized in the consolidated income tax returns of LNC.

The Company uses the liability method of accounting for income taxes.  
Deferred income taxes reflect the net tax effects of temporary differences 
between the carrying amounts of assets and liabilities for financial reporting 
purposes and the amounts used for income tax return purposes.  The Company 
establishes a valuation allowance for any portion of its deferred tax assets 
which are unlikely to be realized.


2. Changes in Accounting Principles and Changes in Estimates

Postretirement Benefits Other Than Pensions
 
Effective January 1, 1993, the Company changed its method of accounting for 
postretirement medical and life insurance benefits for its eligible employees 
and agents from a pay-as-you-go method to a full accrual method in accordance 
with Financial Accounting Standards No. 106 entitled "Employers' Accounting 
for Postretirement Benefits Other Than Pensions" ("FAS 106").  This full 
accrual method recognizes the estimated obligation for retired employees and 
agents and active employees and agents who are expected to retire in the 
future.  The effect of the change was to increase net periodic postretirement 
benefit cost by $7,800,000 and decrease income before cumulative effect of 
accounting change by $5,100,000 ($0.51 per share).  The implementation of FAS 
106 resulted in a one-time charge to the first quarter 1993 net income of 
$45,600,000 or $4.56 per share ($69,000,000 pre-tax) for the cumulative effect 
of the accounting change.  See Note 6 for additional disclosures regarding 
postretirement benefits other than pensions.
<PAGE>
  
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

2. Changes in Accounting Principles and Changes in Estimates (continued)

Accounting by Creditors for Impairment of a Loan

Financial Accounting Standards No. 114 entitled "Accounting by Creditors for 
Impairment of a Loan" ("FAS 114") issued in May 1993, was adopted by the 
Company effective January 1, 1993.  FAS 114 requires that if an impaired 
mortgage loan's fair value as described in Note 3 is less than the recorded 
investment in the loan, the difference is recorded in the mortgage loan 
allowance for losses account.  The adoption of FAS 114 resulted in additions 
to the mortgage loan allowance for losses account and reduced first quarter 
1993 income before cumulative effect of accounting change and net income by 
$37,700,000 or $3.77 per share ($57,200,000 pre-tax).  See Note 3 for further 
mortgage loan disclosures.  Most of the effect of this change in accounting 
was within the Life Insurance and Annuities business segment.
 
Accounting for Certain Investments in Debt and Equity Securities

Financial Accounting Standards No. 115 entitled "Accounting for Certain 
Investments in Debt and Equity Securities" ("FAS 115") issued in May 1993, was 
adopted by the Company as of December 31, 1993.  In accordance with the rules, 
the prior year financial statements have not been restated to reflect the 
change in accounting principle.  Under FAS 115, securities can be classified 
as available-for-sale, trading or held-to-maturity according to the holder's 
intent.  The Company classified its entire fixed maturity securities portfolio 
as "available-for-sale."  Securities classified as available-for-sale are 
carried at fair value and unrealized gains and losses on such securities are 
carried as a separate component of shareholder's equity.  The ending balance 
of shareholder's equity at December 31, 1993 was increased by $564,200,000 
(net of $377,500,000 of related adjustments to deferred acquisition costs, 
$50,700,000 of policyholder commitments and $303,700,000 in deferred income 
taxes, all of which would have been recognized if those securities would have 
been sold at their fair value, net of amounts applicable to Security-
Connecticut Corporation) to reflect the net unrealized gain on fixed maturity 
securities classified as available-for-sale previously carried at amortized 
cost.  Prior to the adoption of FAS 115, the Company carried a portion of its 
fixed maturity securities at fair value with unrealized gains and losses 
carried as a separate component of shareholder's equity.  The remainder of 
such securities were carried at amortized cost. 
<PAGE>
  
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

2. Changes in Accounting Principles and Changes in Estimates (continued)

Change in Estimate for Net Investment Income Related to Mortgage-Backed 
Securities

At December 31, 1993, the Company had $5,942,100,000 invested in mortgage-
backed securities.  As indicated in Note 1, the Company recognizes income on 
these securities using a constant effective yield based on anticipated 
prepayments.  With the implementation of new investment software in December  
1993, the Company was able to significantly refine its estimate of the 
effective yield on such securities to better reflect actual prepayments and 
estimates of future prepayments.  This resulted in an increase in the 
amortization of purchase discount on these securities of $58,000,000 and, 
after related amortization of deferred acquisition costs ($18,300,000) and 
income taxes ($14,300,000), increased 1993's income before cumulative effect 
of accounting change and net income by $25,500,000 or $2.55 per share.  Most 
of the effect of this change in estimate was within the Life Insurance and 
Annuities business segment.

Change in Estimate for Disability Income Reserves
 
During the fourth quarter of 1993, income before cumulative effect of 
accounting change and net income decreased by $15,500,000 or $1.55 per share 
as the result of strengthening reinsurance disability income reserves by 
$23,900,000.  The need for this reserve increase within the Reinsurance 
segment was identified as the result of management's assessment of current 
expectations for morbidity trends and the impact of lower investment income 
due to lower interest rates.
   
During the fourth quarter of 1995, the Company completed an in-depth review of 
the experience of its disability income business.  As a result of this study, 
and based on the assumption that recent experience will continue in the 
future, income before cumulative effect of accounting change and net income 
decreased by $33,500,000 or $3.35 per share ($51,500,000 pre-tax) as a result 
of strengthening disability income reserves by $15,200,000 and writing-off 
deferred acquisition costs of $36,300,000 in the Reinsurance segment.
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

3. Investments

The major categories of net investment income are as follows:
<TABLE> 
<CAPTION> 
                                                    Year ended December 31
                                                  1995       1994       1993
                                                        (in millions)
<S>                                            <C>        <C>        <C> 
  Fixed maturity securities                    $1,549.4   $1,357.4   $1,497.6
  Equity securities                                 8.9        7.4        4.3
  Mortgage loans on real estate                   268.3      271.3      294.2
  Real estate                                     110.0       97.8       75.2
  Policy loans                                     35.4       32.7       36.0
  Invested cash                                    55.4       46.4       24.8
  Other investments                                15.8        7.3        8.0
  Investment revenue                            2,043.2    1,820.3    1,940.1
  Investment expenses                             143.6      146.3      116.6
  Net investment income                        $1,899.6   $1,674.0   $1,823.5
</TABLE> 

The realized gain (loss) on investments is as follows:
    
<TABLE> 
<CAPTION> 
                                                     Year ended December 31
                                                   1995       1994       1993
                                                          (in millions)
<S>                                              <C>       <C>        <C>    
  Fixed maturity securities available-for-sale:
    Gross gain                                    $239.6    $  69.6    $ 91.1
    Gross loss                                     (87.8)    (294.1)     (8.4)
  Equity securities available-for-sale:
    Gross gain                                      82.3       50.2      88.3
    Gross loss                                     (31.3)     (50.5)    (33.7)
  Fixed maturity securities held for investment:
    Gross gain                                        --         --     209.9
    Gross loss                                        --         --     (69.5)
  Other investments                                 42.2        5.1    (161.8)
  Related restoration or amortization
    of deferred acquisition costs and
    provision for policyholder
    commitments                                   (108.8)      81.2     (23.7)
  Total                                           $136.2    $(138.5)   $ 92.2
</TABLE> 
     
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

3. Investments (continued)

Provisions (credits) for write-downs and net changes in provisions for losses, 
which are included in realized gain (loss) on investments shown above, are as 
follows:

<TABLE> 
<CAPTION> 
                                                     Year ended December 31
                                                     1995     1994     1993
                                                          (in millions)
<S>                                                 <C>      <C>     <C> 
  Fixed maturity securities                         $10.4    $14.2   $ 55.6
  Equity securities                                   3.3      6.8       --
  Mortgage loans on real estate                      14.7     19.5    136.7
  Real estate                                        (7.2)    13.0     21.8
  Other long-term investments                        (1.5)      .3      3.9
  Guarantees                                         (2.2)     4.3      1.7
  Total                                             $17.5    $58.1   $219.7
</TABLE>

The change in unrealized appreciation (depreciation) on investments in fixed 
maturity and equity securities is as follows:

<TABLE> 
<CAPTION> 
                                                 Year ended December 31
                                              1995        1994        1993
                                                     (in millions)
<S>                                        <C>        <C>          <C> 
  Fixed maturity securities 
    available-for-sale                     $2,063.7   $(1,903.7)   $1,387.1
  Equity securities available-for-sale         78.1       (26.0)        9.2
  Fixed maturity securities 
    held for investment                          --          --      (959.7)
  Total                                    $2,141.8   $(1,929.7)   $  436.6
</TABLE> 

<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

3. Investments (continued)

The cost, gross unrealized gain and loss and fair value of securities 
available-for-sale are as follows:

<TABLE> 
<CAPTION> 
                                                    December 31, 1995
                                                    Gross Unrealized   Fair
                                            Cost      Gain     Loss    Value
                                                      (in millions)
<S>                                      <C>        <C>       <C>    <C> 
  Corporate bonds                        $12,412.1  $1,141.0  $28.7  $13,524.4
  U.S. Government bonds                      569.6      83.9     .1      653.4
  Foreign governments bonds                  927.9      70.3     .6      997.6
  Mortgage-backed securities:
    Mortgage pass-through securities       1,072.5      41.0    3.2    1,110.3
    Collateralized mortgage obligations    3,816.3     262.5    7.4    4,071.4
    Other mortgage-backed securities           2.8        .3     --        3.1
  State and municipal bonds                   12.3        .1     --       12.4
  Redeemable preferred stocks                 39.3       2.9     --       42.2
  Total fixed maturity securities         18,852.8   1,602.0   40.0   20,414.8
  Equity securities                          480.3     123.6    5.5      598.4
  Total                                  $19,333.1  $1,725.6  $45.5  $21,013.2
</TABLE> 
    
<TABLE> 
<CAPTION> 
                                                    December 31, 1994
                                                    Gross Unrealized   Fair
                                            Cost      Gain     Loss    Value
                                                      (in millions)
<S>                                      <C>        <C>      <C>     <C> 
  Corporate bonds                        $11,519.3  $143.3   $514.4  $11,148.2
  U.S. Government bonds                    1,048.4     6.9     25.5    1,029.8
  Foreign governments bonds                  541.2     4.7     12.5      533.4
  Mortgage-backed securities:
    Mortgage pass-through securities       1,176.8     3.0     44.1    1,135.7
    Collateralized mortgage obligations    3,835.5    85.8    148.6    3,772.7
    Other mortgage-backed securities           5.0      .1       .1        5.0
  State and municipal bonds                   16.3      .4       --       16.7
  Redeemable preferred stocks                 51.4      .2       .9       50.7
  Total fixed maturity securities         18,193.9   244.4    746.1   17,692.2
  Equity securities                          416.3    56.4     16.4      456.3
  Total                                  $18,610.2  $300.8   $762.5  $18,148.5
</TABLE> 
     
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

3. Investments (continued)

Future maturities of fixed maturity securities available-for-sale are as 
follows:

<TABLE> 
<CAPTION> 
                                                           December 31, 1995
                                                                       Fair
                                                           Cost       Value
                                                             (in millions)
<S>                                                     <C>         <C> 
  Due in one year or less                               $   278.4   $   282.6
  Due after one year through five years                   2,955.7     3,102.1
  Due after five years through ten years                  4,918.2     5,265.9
  Due after ten years                                     5,808.9     6,579.4
  Subtotal                                               13,961.2    15,230.0
  Mortgage-backed securities                              4,891.6     5,184.8
  Total                                                 $18,852.8   $20,414.8
</TABLE> 

The foregoing data is based on stated maturities.  Actual maturities will 
differ in some cases because borrowers may have the right to call or pre-pay 
obligations. 

At December 31, 1995, the current par, amortized cost and estimated fair value 
of investments in mortgage-backed securities summarized by interest rates of 
the underlying collateral are as follows:

<TABLE> 
<CAPTION> 
                                                      December 31, 1995
                                                Current                 Fair
                                                  Par       Cost       Value
                                                        (in millions)
<S>                                            <C>        <C>        <C> 
  Below 7%                                     $  292.6   $  290.5   $  293.6
  7%-8%                                         1,302.8    1,276.9    1,318.2
  8%-9%                                         1,607.0    1,564.7    1,669.8
  Above 9%                                      1,810.5    1,759.5    1,903.2
  Total                                        $5,012.9   $4,891.6   $5,184.8
</TABLE> 

<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

3. Investments (continued)

The quality ratings of fixed maturity securities available-for-sale are as 
follows:
<TABLE> 
<CAPTION> 
                                                  December 31, 1995
  <S>                                             <C>         
  Treasuries and AAA                                     34.1%
  AA                                                      8.0
  A                                                      25.9
  BBB                                                    24.5
  BB                                                      3.9
  Less than BB                                            3.6
                                                        100.0%
</TABLE> 
Mortgage loans on real estate are considered impaired when, based on current 
information and events, it is probable that the Company will be unable to 
collect all amounts due according to the contractual terms of the loan 
agreement.  When the Company determines that a loan is impaired, a provision 
for loss is established for the difference between the carrying value of the 
mortgage loan and the estimated value.  Estimated value is based on either the 
present value of expected future cash flows discounted at the loan's effective 
interest rate, the loan's observable market price or the fair value of the 
collateral.  The provision for losses is reported as realized gain (loss) on 
investments.  Mortgage loans deemed to be uncollectible are charged against 
the provision for losses and subsequent recoveries, if any, are credited to 
the provision for losses.

The provision for losses is maintained at a level believed adequate by 
management to absorb estimated probable credit losses.  Management's periodic 
evaluation of the adequacy of the provision for losses is based on the 
Company's past loan loss experience, known and inherent risks in the 
portfolio, adverse situations that may affect the borrower's ability to repay 
(including the timing of future payments), the estimated value of the 
underlying collateral, composition of the loan portfolio, current economic 
conditions and other relevant factors.  This evaluation is inherently 
subjective as it requires estimating the amounts and timing of future cash 
flows expected to be received on impaired loans that may be susceptible to 
significant change.
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

3. Investments (continued)

Impaired loans along with the related allowance for losses are as follows:
<TABLE> 
<CAPTION> 
                                                               December 31
                                                             1995      1994
                                                              (in millions)
  <S>                                                       <C>       <C>  
  Impaired loans with allowance for losses                  $144.7    $246.0
  Allowance for losses                                       (28.5)    (56.6)
  Impaired loans with no allowance for losses                  2.1       2.2
  Net impaired loans                                        $118.3    $191.6
</TABLE> 
Impaired loans with no allowance for losses are a result of direct write-downs 
or for collateral dependent loans where the fair value of the collateral is 
greater than the recorded investment in such loans.

A reconciliation of the mortgage loan allowance for losses for these impaired 
mortgage loans is as follows:
<TABLE> 
<CAPTION> 
                                                      Year ended December 31
                                                      1995     1994     1993
                                                           (in millions)
<S>                                                   <C>     <C>      <C>    
Balance at beginning of year                          $56.6   $220.7   $129.1
Provisions for losses                                  14.7     19.5     79.5
Provision for adoption of FAS 114                        --       --     57.2
Releases due to write-downs                           (12.0)      --       --
Releases due to sales                                 (15.9)  (164.7)   (12.2)
Releases due to foreclosures                          (14.9)   (18.9)   (32.9)
Balance at end of year                                $28.5   $ 56.6   $220.7
</TABLE> 
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

3. Investments (continued)

The average recorded investment in impaired loans and the interest income 
recognized on impaired loans were as follows:
<TABLE> 
<CAPTION> 
                                                      Year ended December 31
                                                      1995     1994     1993
                                                            (in millions)
  <S>                                                <C>      <C>      <C>  
  Average recorded investment in impaired loans      $181.7   $467.5   $703.6
  Interest income recognized on impaired loans         16.6     36.1     47.3
</TABLE> 
All interest income on impaired loans was recognized on the cash basis of 
income recognition.

As of December 31, 1995 and 1994, the Company had restructured loans of 
$62,500,000 and $36,200,000, respectively.  The Company recorded $6,300,000 
and $800,000 interest income on these restructured loans in 1995 and 1994, 
respectively.  Interest income in the amount of $6,600,000 and $3,900,000 
would have been recorded on these loans according to their original terms in 
1995 and 1994, respectively.  As of December 31, 1995 and 1994, the Company 
had no outstanding commitments to lend funds on restructured loans.

As of December 31, 1995, the Company's investment commitments for fixed 
maturity securities (primarily private placements), mortgage loans on real 
estate and real estate were $543,100,000.

Fixed maturity securities available-for-sale, mortgage loans on real estate 
and real estate with a combined carrying value at December 31, 1995 of 
$1,300,000 were non-income producing for the year ended December 31, 1995.
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

3. Investments (continued)

The cost information for mortgage loans on real estate, real estate and other 
long-term investments are net of allowances for losses.  The balance sheet 
account for other liabilities includes a reserve for guarantees of third-party 
debt.  The amount of allowances and a reserve for such items is as follows:
<TABLE> 
<CAPTION> 
                                                                December 31
                                                               1995     1994
                                                               (in millions)
  <S>                                                         <C>      <C>  
  Mortgage loans on real estate                               $28.5    $56.6
  Real estate                                                  46.6     65.2
  Other long-term investments                                  11.8     13.5
</TABLE> 
Details underlying the balance sheet caption "Net Unrealized Gain (Loss) on 
Securities Available-for-Sale," are as follows:
<TABLE> 
<CAPTION> 
                                                             December 31
                                                          1995        1994
                                                            (in millions)
  <S>                                                  <C>         <C>  
  Fair value of securities available-for-sale          $21,013.2   $18,148.5
  Cost of securities available-for-sale                 19,333.1    18,610.2
  Unrealized gain (loss)                                 1,680.1      (461.7)
  Adjustments to deferred acquisition costs               (492.1)      158.2
  Amounts required to satisfy
    policyholder commitments                              (510.1)        8.6
  Deferred income credits (taxes)                         (234.6)      105.9
  Valuation allowance for deferred tax assets                 --      (135.6)
  Net unrealized gain (loss) on
    securities available-for-sale                      $   443.3   $  (324.6)
</TABLE> 
Adjustments to deferred acquisition costs and amounts required to satisfy 
policyholder commitments are netted against the Deferred Acquisition Costs 
asset account and included with the Future Policy Benefits, Claims and Claims 
Expense liability account on the balance sheet, respectively.
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

4. Federal Income Taxes

The Federal income tax expense (benefit) before cumulative effect of 
accounting change is as follows:
<TABLE> 
<CAPTION> 
                                                     Year ended December 31
                                                    1995      1994     1993
                                                           (in millions)
  <S>                                              <C>      <C>       <C>  
  Current                                          $172.5   $(93.4)   $261.3
  Deferred                                          (45.0)   133.8    (118.8)
  Total                                            $127.5   $ 40.4    $142.5
</TABLE> 
Cash paid for Federal income taxes in 1995, 1994 and 1993 was $27,500,000, 
$41,400,000 and $272,600,000, respectively.  The cash paid in 1995 is net of a 
$146,900,000 cash refund related to the carryback of 1994 capital losses to 
prior years.

The effective tax rate on pre-tax income before cumulative effect of 
accounting change is lower than the prevailing corporate Federal income tax 
rate.  A reconciliation of this difference is as follows:  
<TABLE> 
<CAPTION>  
                                                     Year ended December 31
                                                    1995      1994     1993
                                                           (in millions)
   <S>                                             <C>       <C>      <C>   
  Tax rate times pre-tax income                    $157.3    $91.1    $117.5
  Effect of:
    Tax-exempt investment income                    (22.0)   (21.5)    (16.2)
    Participating policyholders' share                5.4      3.4       4.1
    Loss (gain) on sale of affiliates                  --    (24.1)     34.5
    Other items                                     (13.2)    (8.5)      2.6
  Provision for income taxes                       $127.5    $40.4    $142.5

  Effective tax rate                                 28.4%    15.5%     42.5%
</TABLE> 
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

4. Federal Income Taxes (continued)

The Federal income tax recoverable (liability) is as follows:
<TABLE> 
<CAPTION> 
                                                              December 31
                                                            1995       1994
                                                              (in millions)
  <S>                                                     <C>         <C> 
  Current                                                 $ (25.0)    $118.2
  Deferred                                                 (141.4)      16.3
  Total                                                   $(166.4)    $134.5
</TABLE> 
Significant components of the Company's net deferred tax asset (liability) are 
as follows:
<TABLE> 
<CAPTION> 
                                                              December 31
                                                            1995       1994
                                                              (in millions)
  <S>                                                      <C>        <C> 
  Deferred tax assets:
    Policy liabilities and accruals 
      and contractholder funds                             $ 694.5    $430.9
    Loss on investments                                         --      16.8
    Net unrealized loss on 
      securities available-for-sale                             --     161.6
    Postretirement benefits other than pensions               25.3      24.2
    Other                                                     39.5      34.6
  Total deferred tax assets                                  759.3     668.1
  Valuation allowance for deferred tax assets                   --    (135.6)
  Net deferred tax assets                                    759.3     532.5

  Deferred tax liabilities:
    Deferred acquisition costs                               218.8     475.5
    Net unrealized gain on 
      securities available-for-sale                          579.6        --
    Gain on investments                                        7.7        --
    Other                                                     94.6      40.7
  Total deferred tax liabilities                             900.7     516.2
  Net deferred tax (liability) asset                       $(141.4)   $ 16.3
</TABLE> 
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

4. Federal Income Taxes (continued)

The Company is required to establish a "valuation allowance" for any portion 
of its deferred tax assets which are unlikely to be realized.  At December 31, 
1994, $161,600,000 of deferred tax assets relating to net unrealized capital 
losses on fixed maturity and equity securities available-for-sale were 
available to be recorded in shareholder's equity before considering a 
valuation allowance.  For Federal income tax purposes, capital losses may only 
be used to offset capital gains in the current year or during a three year 
carryback and five year carryforward period.  Due to these restrictions, and 
the uncertainty at that time of future capital gains, these deferred tax 
assets were substantially offset by a valuation allowance of $135,600,000.  By 
December 31, 1995, the fair values of fixed maturity and equity securities 
available-for-sale were greater than the cost basis resulting in unrealized 
capital gains.  Accordingly, no valuation allowance was established as of 
December 31, 1995 since management believes it is more likely than not that 
the Company will realize the benefit of its deferred tax assets.

Prior to 1984, a portion of the life companies' current income was not subject 
to current income tax, but was accumulated for income tax purposes in a 
memorandum account designated as "policyholders' surplus." The total of the 
life companies' balances in their respective "policyholders' surplus" accounts 
at December 31, 1983 of $204,800,000 was "frozen" by the Tax Reform Act of 
1984 and, accordingly, there have been no additions to the accounts after that 
date.  That portion of current income on which income taxes have been paid 
will continue to be accumulated in a memorandum account designated as 
"shareholder surplus," and is available for dividends to the shareholder 
without additional payment of tax.  The December 31, 1995 total of the life 
companies' account balances for their "shareholder surplus" was 
$1,554,000,000.  Should dividends to the shareholder for each life company 
exceed its respective "shareholder surplus," amounts would need to be 
transferred from its respective "policyholders' surplus" and would be subject 
to Federal income tax at that time.  In connection with the 1993 sale of a 
life insurance affiliate (see Note 10), $8,800,000 was transferred from 
policyholders' surplus to shareholder surplus and current income tax of 
$3,100,000 was paid.  Under existing or foreseeable circumstances, the Company 
neither expects nor intends that distributions will be made from the remaining 
balance in "policyholders' surplus" of $196,000,000 that will result in any 
such tax.  Accordingly, no provision for deferred income taxes has been 
provided by the Company on its "policyholders' surplus" account.  In the event 
that such excess distributions are made, it is estimated that income taxes of 
approximately $68,600,000 would be due.

<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

5. Supplemental Financial Data

The balance sheet captions, "Real Estate," "Other Investments" and "Property 
and Equipment," are shown net of allowances for depreciation as follows: 

<TABLE> 
<CAPTION> 
                                                               December 31
                                                             1995      1994
                                                              (in millions)
<S>                                                         <C>       <C> 
  Real estate                                               $ 51.6    $ 37.0
  Other investments                                           14.6      12.2
  Property and equipment                                     100.7     104.7
</TABLE> 

Details underlying the balance sheet caption, "Contractholder Funds," are as 
follows: 

<TABLE>
<CAPTION> 
                                                            December 31
                                                          1995        1994
                                                           (in millions)
<S>                                                    <C>         <C> 
  Premium deposit funds                                $17,886.9   $16,770.3
  Undistributed earnings on participating business          91.9        63.6
  Other                                                    193.0       194.7
  Total                                                $18,171.8   $17,028.6
</TABLE> 

<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

5. Supplemental Financial Data (continued)

Details underlying the balance sheet captions, "Short-term and Long-term 
Debt," are as follows:

<TABLE> 
<CAPTION> 
                                                               December 31
                                                             1995      1994
                                                              (in millions)
<S>                                                         <C>       <C> 
  Short-term debt:
    Short-term notes                                        $123.5    $150.8
    Current portion of long-term debt                          1.3       2.9
  Total short-term debt                                     $124.8    $153.7

  Long-term debt less current portion:
    7% mortgage note payable, due 1996                      $   --    $  4.9
    9.48% mortgage note payable, due 1996                       --       7.7
    12% mortgage note payable, due 1996                         --        .2
    8.42% mortgage note payable, due 1997                      7.0       7.2
    8.25% mortgage note payable, due 1997                     10.1      10.2
    8% mortgage note payable, due 1997                         2.1        --
    8.75% mortgage note payable, due 1998                     18.4      18.8
    9.75% mortgage note payable, due 2002                      3.2       5.8
  Total long-term debt                                      $ 40.8    $ 54.8
</TABLE> 

Future maturities of long-term debt are as follows (in millions):

      1996 -- $ 1.3    1998 -- $18.4    2000       -- $ --
      1997 --  19.2    1999 --    --    Thereafter --  3.2

Cash paid for interest for 1995, 1994 and 1993 was $67,000, $615,000 and 
$96,000, respectively.

Reinsurance transactions included in the income statement caption, "Insurance 
Premiums," are as follows:

<TABLE> 
<CAPTION> 
                                                      Year ended December 31
                                                      1995     1994     1993
                                                           (in millions)
<S>                                                  <C>      <C>      <C> 
  Insurance assumed                                  $777.6   $910.8   $807.5
  Insurance ceded                                     441.7    716.7    568.6
  Net reinsurance premiums                           $335.9   $194.1   $238.9
</TABLE> 

<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

5. Supplemental Financial Data (continued)

The income statement caption, "Benefits and Settlement Expenses," is net of 
reinsurance recoveries of $456,000, $524,000 and $438,000 for the years ended 
December 31, 1995, 1994 and 1993, respectively.

The income statement caption, "Underwriting, Acquisition, Insurance and Other 
Expenses," includes amortization of deferred acquisition costs of 
$399,700,000, $115,200,000 and $241,000,000 for the years ended December 31, 
1995, 1994 and 1993, respectively.  An additional $(85,200,000), $81,200,000 
and ($23,700,000) of deferred acquisition costs was restored (amortized) and 
netted against "Realized Gain (Loss) on Investments" for the years ended 
December 31, 1995, 1994 and 1993, respectively.

6. Employee Benefit Plans

Pension Plans

LNC maintains funded defined benefit pension plans for most of its employees 
and, prior to January 1, 1995, full-time agents.  The benefits for employees 
are based on total years of service and the highest 60 months of compensation 
during the last 10 years of employment.  The benefits for agents were based on 
a percentage of each agent's yearly earnings.  The plans are funded by 
contributions to tax-exempt trusts.  The Company's funding policy is 
consistent with the funding requirements of Federal laws and regulations.  
Contributions are intended to provide not only the benefits attributed to 
service to date, but also those expected to be earned in the future.  Plan 
assets consist principally of listed equity securities and corporate 
obligations and government bonds.

All benefits applicable to the funded defined benefit plan for agents were 
frozen as of December 31, 1994.  The curtailment of this plan did not have a 
significant effect on net pension cost for 1994.  Effective January 1, 1995, 
pension benefits for agents have been provided by a new defined contribution 
plan.  Contributions to this plan will be based on 2.3% of an agent's earnings 
up to the social security wage base and 4.6% of any excess.

LNC also administers two types of unfunded, nonqualified, defined benefit 
plans for certain employees and agents.  A supplemental retirement plan 
provides defined benefit pension benefits in excess of limits imposed by 
Federal tax law.  A salary continuation plan provides certain officers of the 
Company defined pension benefits based on years of service and final monthly 
salary upon death or retirement. 

<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

6. Employee Benefit Plans (continued)

The status of the funded defined benefit pension plans and the amounts 
recognized on the balance sheets are as follows:

<TABLE> 
<CAPTION> 
                                                              December 31
                                                            1995       1994
                                                             (in millions)
<S>                                                       <C>        <C> 
  Actuarial present value of benefit obligation: 
    Vested benefits                                       $(162.1)   $(130.5)
    Nonvested benefits                                       (9.2)      (7.3)
  Accumulated benefit obligation                           (171.3)    (137.8)
  Effect of projected future compensation increases         (37.2)     (24.3)
  Projected benefit obligation                             (208.5)    (162.1)
  Plan assets at fair value                                 196.4      159.3
  Projected benefit obligations in
    excess of plan assets                                   (12.1)      (2.8)
  Unrecognized net loss (gain)                               12.6        (.5)
  Unrecognized prior service cost                             1.2        1.1
  Prepaid (accrued) pension cost 
    included in other liabilities                         $   1.7    $  (2.2)
</TABLE> 

The status of the unfunded defined benefit pension plans and the amounts 
recognized on the balance sheets are as follows: 

<TABLE> 
<CAPTION> 
                                                                December 31
                                                               1995      1994
                                                               (in millions)
<S>                                                           <C>       <C> 
  Actuarial present value of benefit obligation: 
    Vested benefits                                           $(7.0)    $(5.4)
    Nonvested benefits                                         (1.5)     (1.0)
  Accumulated benefit obligation                               (8.5)     (6.4)
  Effect of projected future compensation increases            (2.4)     (2.5)
  Projected benefit obligation                                (10.9)     (8.9)
  Unrecognized transition obligation                             --        --
  Unrecognized net loss (gain)                                  1.0       (.3)
  Unrecognized prior service cost                                .8        .8
  Accrued pension costs included in other liabilities         $(9.1)    $(8.4)
</TABLE> 

<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

6. Employee Benefit Plans (continued)

The determination of the projected benefits obligation for the defined benefit 
plans was based on the following assumptions:
<TABLE> 
<CAPTION> 
                                                        1995    1994    1993
  <S>                                                   <C>     <C>     <C>  
  Weighted-average discount rate                         7.0%    8.0%    7.0%
  Rate of increase in compensation:
    Salary continuation plan                             6.0     6.5     6.0
    All other plans                                      5.0     5.0     5.0
  Expected long-term rate of return on plan assets       9.0     9.0     9.0
</TABLE> 
The components of net pension cost for the defined benefit pension plans are 
as follows:
<TABLE> 
<CAPTION> 
                                                       Year ended December 31
                                                        1995    1994    1993
                                                            (in millions)
   <S>                                                 <C>     <C>     <C> 
  Service cost-benefits earned during the year         $ 5.0   $ 8.9   $ 8.5
  Interest cost on projected benefit obligation         13.2    12.9    12.4
  Actual return on plan assets                         (36.3)    4.7   (20.1)
  Net amortization (deferral)                           22.9   (18.6)    6.1
  Net pension cost                                     $ 4.8   $ 7.9   $ 6.9
</TABLE> 

401(k)

LNC and the Company sponsor contributory defined contribution plans for 
eligible employees and agents.  The Company's contributions to the plans are 
equal to each participant's pre-tax contribution, not to exceed 6% of base 
pay, multiplied by a percentage, ranging from 25% to 150%, which varies 
according to certain incentive criteria as determined by LNC's Board of 
Directors.  Expense for these plans amounted to $8,000,000, $13,200,000 and 
$11,800,000 in 1995, 1994 and 1993, respectively.  
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

6. Employee Benefit Plans (continued)

Postretirement Medical and Life Insurance Benefit Plans

LNC sponsors unfunded defined benefit plans that provide postretirement 
medical and life insurance benefits to full-time employees and agents who, 
depending on the plan, have worked for the Company 10 to 15 years and attained 
age 55 to 60.  Medical benefits are also available to spouses and other 
dependents of employees and agents.  For medical benefits, limited 
contributions are required from individuals retired prior to November 1, 1988; 
contributions for later retirees, which can be adjusted annually, are based on 
such items as years of service at retirement and age at retirement.  The life 
insurance benefits are noncontributory, although participants can elect 
supplemental contributory benefits.

The status of the postretirement medical and life insurance benefit plans and 
the amounts recognized on the balance sheets are as follows:

<TABLE> 
<CAPTION> 
                                                               December 31
                                                             1995       1994
                                                              (in millions)
 <S>                                                       <C>        <C>  
  Accumulated postretirement benefit obligation:
    Retirees                                               $(39.8)    $(34.9)
    Fully eligible active plan participants                  (9.9)      (7.0)
    Other active plan participants                          (20.8)     (15.0)
  Accumulated postretirement benefit obligation             (70.5)     (56.9)
  Unrecognized net gain                                       (.8)      (5.5)
  Accrued plan cost included in other liabilities          $(71.3)    $(62.4)
</TABLE> 
The components of periodic postretirement benefit cost are as follows:
<TABLE> 
<CAPTION> 
                                                       Year ended December 31
                                                        1995    1994    1993
                                                            (in millions)
  <S>                                                   <C>     <C>     <C>    
  Service cost                                          $1.5    $1.7    $2.6
  Interest cost                                          4.4     4.2     4.6
  Amortization cost (credit)                             (.8)     .1      --
  Net periodic postretirement benefit cost              $5.1    $6.0    $7.2
</TABLE> 
<PAGE>
  
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

6. Employee Benefit Plans (continued)

The calculation of the accumulated postretirement benefit obligation assumes a 
weighted-average annual rate of increase in the per capita cost of covered 
benefits (i.e., health care cost trend rate) of 9.5% for 1996 gradually 
decreasing to 5.5% by 2004 and remaining at that level thereafter.  The health 
care cost trend rate assumption has a significant effect on the amounts 
reported.  For example, increasing the assumed health care cost trend rates by 
one percentage point each year would increase the accumulated postretirement 
benefit obligation as of December 1995 and 1994 by $5,100,000 and $4,100,000, 
respectively, and the aggregate of the estimated service and interest cost 
components of net periodic postretirement benefit cost for the year ended 
December 31, 1995 by $488,000.  The calculation assumes a long-term rate of 
increase in compensation of 5.0% for both December 31, 1995 and 1994.  The 
weighted-average discount rate used in determining the accumulated 
postretirement benefit obligation was 7.0% and 8.0% at December 31, 1995 and 
1994, respectively.


7. Restrictions, Commitments and Contingencies

Shareholder's Equity Restrictions

Net income as determined in accordance with statutory accounting practices for 
the Company and its insurance subsidiaries in 1995, 1994 and 1993 was 
$284,500,000, $366,700,000 and $237,000,000, respectively.  The Company's 
shareholder's equity as determined in accordance with statutory accounting 
practices at December 31, 1995 and 1994 was $1,732,900,000 and $1,679,700,000, 
respectively.

The Company is subject to certain insurance department regulatory restrictions 
as to the transfer of funds and payments of dividends to LNC.  In 1996, the 
Company can transfer up to $284,500,000 without seeking prior approval from 
the insurance regulators.


Disability Income Claims

The liability for disability income claims net of the related asset for 
amounts recoverable from reinsurers at December 31, 1995 and 1994 is a net 
liability of $602,600,000 and $441,700,000, respectively, excluding deferred 
acquisition costs.  The bulk of the increase to this liability relates to the 
assumption of a large block of disability claim reserves and related assets 
during the third quarter of 1995.  In addition, as indicated in Note 2, the 
Company strengthened its disability income reserves and wrote off certain 
related deferred acquisition costs in the fourth quarter of 1995.  The 
reserves were established on the assumption that the recent experience will 
continue in the future.  If incidence levels or claim termination rates vary 
significantly from these assumptions, further adjustments to reserves may be 
required in the future.  It is not possible to provide a meaningful estimate 
of a range of possible outcomes at this time.  The Company reviews and updates 
the level of these reserves on an on-going basis.

Compliance of Qualified Annuity Plans

Tax authorities continue to focus on compliance of qualified annuity plans 
marketed by insurance companies.  If sponsoring employers cannot demonstrate 
compliance and the insurance company is held responsible due to its marketing 
efforts, the Company and other insurers may be subject to potential liability.  
It is not possible to provide a meaningful estimate of the range of potential 
liability at this time.  Management continues to monitor this matter and to 
take steps to minimize any potential liability.

Group Pension Annuities

The liabilities for guaranteed interest and group pension annuity contracts, 
which are no longer being sold, are supported by a single portfolio of assets 
which attempts to match the duration of these liabilities.  Due to the very 
long-term nature of group pension annuities and the resulting inability to 
exactly match cash flows, a risk exists that future cash flows from 
investments will not be reinvested at rates as high as currently earned by the 
portfolio.  This situation could cause losses which would be recognized at 
some future time.

Leases 
   
The Company and certain of its subsidiaries lease their home office properties 
through sale-leaseback agreements.  The agreements provide for a 25 year lease 
period with options to renew for six additional terms of five years each.  The 
agreements also provide the Company with the right of first refusal to 
purchase the properties during the term of the lease, including renewal 
periods, at a price as defined in the agreements.  In addition, the Company 
has the option to purchase the leased properties at fair market value as 
defined in the agreements on the last day of the initial 25 year lease period 
ending in 2009 or the last day of any of the renewal periods.  
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

7. Restrictions, Commitments and Contingencies (continued)

Total rental expense under operating leases in 1995, 1994 and 1993 was 
$24,400,000, $21,700,000 and $27,100,000.  Future minimum rental commitments 
are as follows (in millions):
<TABLE> 
<CAPTION> 
  <S>                                                            <C> 
  1996                                                           $ 20.9
  1997                                                             19.5
  1998                                                             18.3
  1999                                                             18.3
  2000                                                             17.7
  Thereafter                                                      172.4
  Total                                                          $267.1
</TABLE> 
Insurance Ceded and Assumed

The Company cedes insurance to other companies, including certain affiliates.  
The portion of risks exceeding each companys retention limit is reinsured 
with other insurers.  The Company seeks reinsurance coverage within the 
business segment that sells life insurance that limits its liabilities on an 
individual insured to $3,000,000.  To cover products other than life 
insurance, the Company acquires other insurance coverages with retentions and 
limits which management believes are appropriate for the circumstances.  The 
accompanying financial statements reflect premiums, benefits and settlement 
expenses and deferred acquisition costs, net of insurance ceded (see Note 5).  
The Company and its subsidiaries remain liable if their reinsurers are unable 
to meet their contractual obligations under the applicable reinsurance 
agreements.

The Company assumes insurance from other companies, including certain 
affiliates.  At December 31, 1995, the Company has provided $92,700,000 of 
statutory surplus relief to other insurance companies under reinsurance 
transactions.  Generally, such amounts are offset by corresponding receivables 
from the ceding company, which are secured by future profits on the reinsured 
business.  However, the Company is subject to the risk that the ceding company 
may become insolvent and the right of offset would not be permitted.  
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

7. Restrictions, Commitments and Contingencies (continued)

Vulnerability from Concentrations

At December 31, 1995, the Company did not have a material concentration of 
financial instruments in a single investee, industry or geographic location.  
Also at December 31, 1995, the Company did not have a concentration of 1) 
business transactions with a particular customer, lender or distributor, 2) 
revenues from a particular product of service, 3) sources of supply of labor 
or services used in the business or 4) a market or geographic area in which 
business is conducted that makes it vulnerable to an event that is at least 
reasonably possible to occur in the near term and which could cause a serve 
impact to the Company's financial condition.
   
Other Contingency Matters
 
The Company and its subsidiaries are involved in various pending or threatened 
legal proceedings arising from the conduct of their business.  In some 
instances, these proceedings include claims for punitive damages and similar 
types of relief in unspecified or substantial amounts, in addition to amounts 
for alleged contractual liability or requests for equitable relief.  After 
consultation with counsel and a review of available facts, it is management's 
opinion that these proceedings ultimately will be resolved without materially 
affecting the consolidated financial statements of the Company.
 
The number of insurance companies that are under regulatory supervision has 
resulted, and is expected to continue to result, in assessments by state 
guaranty funds to cover losses to policyholders of insolvent or rehabilitated 
companies.  Mandatory assessments may be partially recovered through a 
reduction in future premium taxes in some states.  The Company has accrued for 
expected assessments net of estimated future premium tax deductions.
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

7. Restrictions, Commitments and Contingencies (continued)

Guarantees

The Company has guarantees with off-balance-sheet risks whose contractual 
amounts represent credit exposure.  Outstanding guarantees with off-balance-
sheet risks, shown in notional or contract amounts, are as follows:
<TABLE> 
<CAPTION> 
                                                               Notional or
                                                            Contract Amounts
                                                               December 31
                                                              1995    1994
                                                              (in millions)
  <S>                                                        <C>     <C> 
  Real estate partnerships                                   $ 3.3   $17.6
  Mortgage loan pass-through certificates                     63.6    78.2
  Total                                                      $66.9   $95.8
</TABLE> 
The Company has invested in real estate partnerships that use conventional 
mortgage loans.  In some cases, the terms of these arrangements involve 
guarantees by each of the partners to indemnify the mortgagor in the event a 
partner is unable to pay its principal and interest payments.  In addition, 
the Company has sold commercial mortgage loans through grantor trusts which  
issued pass-through certificates.  The Company has agreed to repurchase any  
mortgage loans which remain delinquent for 90 days at a repurchase price 
substantially equal to the outstanding principal balance plus accrued interest 
thereon to the date of repurchase.  It is management's opinion that the value 
of the properties underlying these commitments is sufficient that in the event 
of default the impact would not be material to the Company.  Accordingly, both 
the carrying value and fair value of these guarantees is zero at December 31, 
1995 and 1994.
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

7. Restrictions, Commitments and Contingencies (continued)

Derivatives

The Company has derivatives with off-balance-sheet risks whose notional or 
contract amounts exceed the credit exposure.  The Company has entered into 
derivative transactions to reduce its exposure to fluctuations in interest 
rates, the widening of bond yield spreads over comparable maturity U.S. 
Government obligations and foreign exchange risks.  In addition, the Company 
is subject to the risks associated with changes in the value of its 
derivatives; however, such changes in the value generally are offset by 
changes in the value of the items being hedged by such contracts.  Outstanding 
derivatives with off-balance-sheet risks, shown in notional or contract 
amounts along with their carrying value and estimated fair values, are as 
follows:
<TABLE> 
<CAPTION> 
                                                   Assets (Liabilities)
                                Notional or   Carrying Fair  Carrying Fair
                              Contract Amounts  Value Value   Value  Value
                                December 31     December 31    December 31
                               1995     1994     1995  1995    1994   1994
                                              (in millions)
<S>                         <C>       <C>        <C>    <C>    <C>    <C>     
Interest rate derivatives:
  Interest rate
    cap agreements          $5,110.0  $4,400.0   $22.7  $5.3   $23.3  $34.4
  Spread-lock 
   agreements                  600.0   1,300.0     (.9)  (.9)    3.2    3.2
  Financial
    futures contracts             --     382.5      --    --    (7.5)  (7.5)
  Interest rate swaps            5.0       5.0      .2    .2      .2     .2
                             5,715.0   6,087.5    22.0   4.6    19.2   30.3
  Foreign currency
    derivatives:
      Foreign exchange
        forward contracts       15.7      21.2     (.6)  (.6)     .2     .2
      Foreign currency
        options                 99.2        --     1.9   1.4      --     --
      Foreign currency
        swaps                   15.0        --      .4    .4      --     --
                               129.9      21.2     1.7   1.2      .2     .2
                            $5,844.9  $6,108.7   $23.7  $5.8   $19.4  $30.5
</TABLE> 
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

7. Restrictions, Commitments and Contingencies (continued)

A reconciliation and discussion of the notional or contract amounts for the 
significant programs using derivative agreements and contracts is as follows:
<TABLE> 
<CAPTION> 
                                     Interest Rate Caps      Spread Locks
                                        December 31          December 31
                                      1995      1994       1995       1994
                                                   (in millions)
  <S>                              <C>        <C>        <C>        <C> 
  Balance at beginning of year     $4,400.0   $3,800.0   $1,300.0   $1,700.0
  New contracts                       710.0      600.0      800.0         --
  Terminations and maturities            --         --   (1,500.0)    (400.0)
  Balance at end of year           $5,110.0   $4,400.0   $  600.0   $1,300.0
</TABLE> 
<TABLE> 
<CAPTION> 
                                                 Financial Futures
                                          Contracts             Options
                                       1995       1994       1995      1994
                                                  (in millions)
  <S>                               <C>         <C>         <C>       <C>    
  Balance at beginning of year      $  382.5    $   33.1    $   --    $   --
  New contracts                        810.5     1,087.7     181.6     308.0
  Terminations and maturities       (1,193.0)     (738.3)   (181.6)   (308.0)
  Balance at end of year            $     --    $  382.5    $   --    $   --
</TABLE> 
<TABLE> 
<CAPTION> 
                                              Foreign Currency Derivatives
                                            Foreign
                                            Exchange       Foreign   Foreign
                                            Forward       Currency   Currency
                                           Contracts       Options     Swaps
                                         1995    1994    1995  1994 1995  1994
                                                      (in millions)
  <S>                                   <C>     <C>    <C>     <C>  <C>    <C>  
  Balance at beginning of year          $ 21.2  $  --  $   --  $--  $  --  $--
  New contracts                          131.2   38.5   356.6   --   15.0   --
  Terminations and maturities           (136.7) (17.3) (257.4)  --     --   --
  Balance at end of year                $ 15.7  $21.2  $ 99.2  $--  $15.0  $--
</TABLE> 
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

7. Restrictions, Commitments and Contingencies (continued)

Interest Rate Caps

The interest rate cap agreements, which expire in 1997 through 2003, entitle 
the Company to receive payments from the counterparties on specified future 
reset dates, contingent on future interest rates.  For each cap, the amount of 
such quarterly payments, if any, is determined by the excess of a market 
interest rate over a specified cap rate times the notional amount divided by 
four.  The purpose of the Company's interest rate cap agreement program is to 
protect its annuity line of business from the effect of fluctuating interest 
rates.  The premium paid for the interest rate caps is included in other 
assets ($22,700,000 and $23,400,000 as of December 31, 1995 and 1994, 
respectively) and is being amortized over the terms of the agreements and is 
included in net investment income.

Spread Locks

Spread-lock agreements in effect at December 31, 1995 all expire in 2005.  
Spread-lock agreements provide for a lump sum payment to or by the Company 
depending on whether the spread between the swap rate and a specified U.S. 
Treasury note is larger or smaller than a contractually specified spread.  
Cash payments are based on the product of the notional amount, the spread 
between the swap rate and the yield of an equivalent maturity U.S. Treasury 
security and the price sensitivity of the swap at that time, expressed in 
dollars per basis point.  The purpose of the Company's spread-lock program is 
to protect a portion of its fixed maturity securities against widening of 
spreads.

Financial Futures

The Company uses exchange-traded financial futures contracts and options on 
those financial futures to hedge against interest rate risks and to manage 
duration of a portion of its fixed maturity securities.  Financial futures 
contracts obligate the Company to buy or sell a financial instrument at a 
specified future date for a specified price and may be settled in cash or 
through delivery of the financial instrument.  Cash settlements on the change 
in market values of financial futures contracts are made daily.  Options on 
financial futures give the Company the right, but not the obligation, to 
assume a long or short position in the underlying futures at a specified price 
during a specified time period.
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

7. Restrictions, Commitments and Contingencies (continued)

Foreign Currency Derivatives 

The Company uses a combination of foreign exchange forward contracts, foreign 
currency options and foreign currency swaps, all of which are traded over-the-
counter, to hedge some of the foreign exchange risk of investments in fixed 
maturity securities denominated in foreign currencies.  The foreign currency 
forward contracts obligate the Company to deliver a specified amount of 
currency at a future date at a specified exchange rate.  Foreign currency 
options give the Company the right, but not the obligation, to buy or sell a 
foreign currency at a specific exchange rate during a specified time period.  
A foreign currency swap is a contractual agreement to exchange the currencies 
of two different countries pursuant to an agreement to reexchange the two 
currencies at the same rate of exchange at a specified future date.

Additional Derivative Information

Expenses for the agreements and contracts described above amounted to 
$5,600,000 and $5,400,000 in 1995 and 1994, respectively.  Deferred losses of 
$21,800,000 as of December 31, 1995, resulting from 1) terminated and expired 
spread-lock agreements, 2) financial futures contracts and 3) options on 
financial futures, are included with the related fixed maturity securities to 
which the hedge applied and are being amortized over the life of such 
securities.  

The Company is exposed to credit loss in the event of nonperformance by 
counterparties on interest rate cap agreements, spread-lock agreements, 
interest rate swaps, foreign exchange forward contracts, foreign currency 
options and foreign currency swaps, but the Company does not anticipate 
nonperformance by any of these counterparties.  The credit risk associated 
with such agreements is minimized by purchasing such agreements from financial 
institutions with long-standing, superior performance records.  The amount of 
such exposure is essentially the net replacement cost or market value for such 
agreements with each counterparty if the net market value is in the Company's 
favor.  At December 31, 1995, the exposure was $6,900,000.


8. Fair Value of Financial Instruments

The following discussion outlines the methodologies and assumptions used to 
determine the estimated fair value of the Company's financial instruments.  
Considerable judgment is required to develop these fair values and, 
accordingly, the estimates shown are not necessarily indicative of the amounts 
that would be realized in a one time, current market exchange of all of the 
Company's financial instruments.
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

8. Fair Value of Financial Instruments (continued)

Fixed Maturity and Equity Securities

Fair values for fixed maturity securities are based on quoted market prices, 
where available.  For fixed maturity securities not actively traded, fair 
values are estimated using values obtained from independent pricing services 
or, in the case of private placements, are estimated by discounting expected 
future cash flows using a current market rate applicable to the coupon rate, 
credit quality and maturity of the investments.  The fair values for equity 
securities are based on quoted market prices.

Mortgage Loans on Real Estate

The estimated fair value of mortgage loans on real estate was established 
using a discounted cash flow method based on credit rating, maturity and 
future income when compared to the expected yield for mortgages having similar 
characteristics.  The rating for mortgages in good standing are based on 
property type, location, market conditions, occupancy, debt service coverage, 
loan to value, caliber of tenancy, borrower and payment record.  Fair values 
for impaired mortgage loans are measured based either on the present value of 
expected future cash flows discounted at the loan's effective interest rate, 
at the loan's market price or the fair value of the collateral if the loan is 
collateral dependent. 
 
Policy Loans
 
The estimated fair value of investments in policy loans was calculated on a 
composite discounted cash flow basis using Treasury interest rates consistent 
with the maturity durations assumed.  These durations were based on historical 
experience.
  
Other Investments and Cash and Invested Cash

The carrying value for assets classified as other investments and cash and 
invested cash in the accompanying balance sheets approximates their fair 
value.
<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

8. Fair Value of Financial Instruments (continued)

Investment Type Insurance Contracts

The balance sheet captions, "Future Policy Benefits, Claims and Claims 
Expenses" and "Contractholder Funds," include investment type insurance 
contracts (i.e., deposit contracts and guaranteed interest contracts).  The 
fair values for the deposit contracts and certain guaranteed interest 
contracts are based on their approximate surrender values.  The fair values 
for the remaining guaranteed interest and similar contracts are estimated 
using discounted cash flow calculations based on interest rates currently 
being offered on similar contracts with maturities consistent with those 
remaining for the contracts being valued.

The remainder of the balance sheet captions, "Future Policy Benefits, Claims 
and Claims Expenses" and "Contractholder Funds," that do not fit the 
definition of "investment type insurance contracts" are considered insurance 
contracts.  Fair value disclosures are not required for these insurance 
contracts and have not been determined by the Company.  It is the Company's 
position that the disclosure of the fair value of these insurance contracts is 
important in that readers of these financial statements could draw 
inappropriate conclusions about the Company's shareholder's equity determined 
on a fair value basis if only the fair value of assets and liabilities defined 
as financial instruments are disclosed.  The Company and other companies in 
the insurance industry are monitoring the related actions of the various rule-
making bodies and attempting to determine an appropriate methodology for 
estimating and disclosing the "fair value" of their insurance contract 
liabilities.

Short-Term and Long-Term Debt

Fair values for long-term debt issues are estimated using discounted cash flow 
analysis based on the Company's current incremental borrowing rate for similar 
types of borrowing arrangements.  For short-term debt, the carrying value 
approximates fair value.

Guarantees

The Company's guarantees include guarantees related to real estate 
partnerships and mortgage loan pass-through certificates.  Based on historical 
performance where repurchases have been negligible and the current status, 
which indicates none of the loans are delinquent, the fair value liability for 
the guarantees related to the mortgage loan pass-through certificates is 
insignificant.  Fair values for all other guarantees are based on fees that 
would be charged currently to enter into similar agreements, taking into 
consideration the remaining terms of the agreements and the counterparties' 
credit standing.

<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

8. Fair Value of Financial Instruments (continued)

Derivatives

The Company's derivatives include interest rate cap agreements, spread-lock 
agreements, foreign currency exchange contracts, financial futures contracts, 
options on financial futures, interest rate swaps, foreign currency options 
and foreign currency swaps.  Fair values for these contracts are based on 
current settlement values.  The current settlement values are based on quoted 
market prices for the foreign currency exchange contracts, financial future 
contracts and options on financial futures and on brokerage quotes, which 
utilized pricing models or formulas using current assumptions, for all other 
swaps and agreements.

Investment Commitments

Fair values for commitments to make investment in fixed maturity securities 
(primarily private placements), mortgage loans on real estate and real estate 
are based on the difference between the value of the committed investments as 
of the date of the accompanying balance sheets and the commitment date, which 
would take into account changes in interest rates, the counterparties' credit 
standing and the remaining terms of the commitments.

<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

8. Fair Value of Financial Instruments (continued)

The carrying values and estimated fair values of the Company's financial 
instruments are as follows:

<TABLE> 
<CAPTION> 
                                                    December 31
                                            1995                 1994
                                   Carrying     Fair     Carrying     Fair
        Assets (Liabilities)         Value      Value      Value      Value
                                                  (in millions)
<S>                                <C>        <C>        <C>        <C> 
  Fixed maturity securities        $20,414.8  $20,414.8  $17,692.2  $17,692.2
  Equity securities                    598.4      598.4      456.3      456.3
  Mortgage loans on real estate      3,147.8    3,330.5    2,795.9    2,720.6
  Policy loans                         565.3      557.4      528.7      508.1
  Other investments                    241.2      241.2      158.2      158.2
  Cash and invested cash               802.7      802.7      990.9      990.9
  Investment type 
    insurance contracts:
      Deposit contracts and
        certain guaranteed
        interest contracts         (15,390.8) (15,179.1) (14,294.7) (14,052.5)
      Remaining guaranteed 
        interest and similar
        contracts                   (2,470.9)  (2,396.5)  (2,485.5)  (2,423.9)
  Short-term debt                     (124.8)    (124.8)    (153.7)    (153.7)
  Long-term debt                       (40.8)     (36.7)     (54.8)     (57.0)
  Derivatives                           23.7        5.8       19.4       30.5
  Investment commitments                  --        (.8)        --        (.5)
</TABLE> 

As of December 31, 1995 and 1994, the carrying value of the deposit contracts 
and certain guaranteed contracts is net of deferred acquisition costs of 
$333,797,000 and $399,000,000, respectively, excluding adjustments for 
deferred acquisition costs applicable to changes in fair value of securities.  
The carrying values of these contracts are stated net of deferred acquisition 
costs in order that they be comparable with the fair value basis.


9. Segment Information 

The Company has two major business segments:  Life Insurance and Annuities and 
Reinsurance.  The Life Insurance and Annuities segment offers universal life, 
pension products and other individual coverages through a network of career 
agents, independent general agencies and insurance agencies located within a 
variety of financial institutions.  These products are sold throughout the 
United States by the Company.   Reinsurance sells reinsurance products and 
services to insurance companies, HMOs, self-funded employers and other primary 
risk accepting organizations in the U.S. and economically attractive 
international markets.  Effective in the fourth quarter of 1995, operating 
results of the direct disability income business previously included in the 
Life Insurance and Annuities segment is now included in the Reinsurance 
segment.  This direct disability income business, which is no longer being 
sold, is now managed by the Reinsurance segment along with its disability 
income business.  Prior to the sale of 100% of the ownership of its primary 
underwriter of employee life-health benefit coverages in 1994 (see Note 10), 
the Employee Life-Health Benefits segment distributed group life and health 
insurance, managed health care and other related coverages through career 
agents and independent general agencies.  Activity which is not included in 
the major business segments is shown as "Other Operations."

"Other Operations" includes operations not directly related to the business 
segments and unallocated corporate items (i.e., corporate investment income, 
interest expense on corporate debt and unallocated corporate overhead 
expenses).

The revenue, pre-tax income and assets by segment for 1993 through 1995 are as 
follows:

<TABLE> 
<CAPTION> 
                                                  Year ended December 31
                                                1995       1994       1993
                                                       (in millions)
<S>                                           <C>        <C>        <C> 
  Revenue:
    Life Insurance and Annuities              $2,569.2   $2,065.3   $2,341.9
    Reinsurance                                  751.2      660.4      610.7
    Employee Life-Health Benefits                   --      314.9    1,326.8
    Other Operations                              16.1       74.6      (28.8)
    Total                                     $3,336.5   $3,115.2   $4,250.6
  Income (loss) before income taxes and 
   cumulative effect of accounting change:
      Life Insurance and Annuities            $  361.0   $   75.6   $  265.3
      Reinsurance                                 83.5       93.9       31.6
      Employee Life-Health Benefits                 --       22.9       83.0
      Other Operations                             5.0       67.8      (44.2)
      Total                                   $  449.5   $  260.2   $  335.7
</TABLE> 

<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

9. Segment Information (continued)

<TABLE> 
<CAPTION> 
                                                         December 31
                                                1995        1994        1993
                                                        (in millions)
<S>                                          <C>         <C>         <C> 
  Assets:
    Life Insurance and Annuities             $45,280.0   $37,675.9   $36,021.0
    Reinsurance                                3,383.5     2,311.5     2,328.9
    Employee Life-Health Benefits                   --          --       588.5
    Other Operations                             923.6     1,038.1       770.0
    Total                                    $49,587.1   $41,025.5   $39,708.4
</TABLE> 

Provisions for depreciation and capital additions were not material.

10. Sale of Affiliates

In December 1993, the Company recorded a provision for loss of $98,500,000 
(also $98,500,000 after-tax) in the "Other Operations" segment for the sale of 
Security-Connecticut Life Insurance Company ("Security-Connecticut").  The 
sale was completed on February 2, 1994 through an initial public offering and 
the Company received cash and notes, net of related expenses, totaling 
$237,700,000.  The loss on sale and disposal expenses did not differ 
materially from the estimate recorded in the fourth quarter of 1993.  For the 
year ended December 31, 1993, Security-Connecticut, which operated in the Life 
Insurance and Annuities segment, had revenue of $274,500,000 and net income of 
$24,000,000.

In 1994, the Company completed the sale of 100% of the common stock of 
EMPHESYS (parent company of Employers Health Insurance Company, which 
comprised the Employee Life-Health Benefits segment) for $348,200,000 of cash, 
net of related expenses, and a $50,000,000 promissory note.  A gain on sale of 
$69,000,000 (also $69,000,000 after-tax) was recognized in 1994 in "Other 
Operations".  For the year ended December 31, 1993, EMPHESYS had revenues of 
$1,304,700,000 and net income of $55,300,000.  EMPHESYS had revenue and net 
income of $314,900,000 and $14,400,000, respectively, during the three months 
of ownership in 1994.

<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

11. Subsequent Event

In January 1996, LNC announced that it had signed a definitive agreement to 
acquire the group tax-sheltered annuity business of UNUM Corporation's 
affiliates.  This purchase is expected to be completed in the form of a 
reinsurance transaction with an initial ceding commission of approximately 
$70,000,000.  This ceding commission represents the present value of business 
in-force and, accordingly, will be classified as other intangible assets upon 
the close of this transaction.  This transaction, which is expected to close 
in the third quarter of 1996, will increase LNC's assets and policy 
liabilities and accruals by approximately $3,200,000,000.


12. Transactions With Affiliates

A wholly owned subsidiary of LNC, Lincoln Financial Group, Inc. ("LFGI"), has 
a nearly exclusive general agents contract with the Company under which it 
sells the Company's products and provides the service that otherwise would be 
provided by a home office marketing department and regional offices.  For 
providing these selling and marketing services, the Company paid LFGI override 
commissions and operating expense allowances of $81,900,000, $78,500,000 and 
$74,500,000 in 1995, 1994 and 1993, respectively.  LFGI incurred expenses of 
$10,400,000, $10,700,000 and $10,500,000 in 1995, 1994 and 1993, respectively, 
in excess of the override commission and operating expense allowances received 
from the Company, which the Company is not required to reimburse.

Cash and invested cash at December 31, 1995 and 1994 include the Company's 
participation in a short-term investment pool with LNC of $333,800,000 and 
$428,300,000, respectively.  Related investment income amounted to 
$22,500,000, $17,100,000 and $9,100,000 in 1995, 1994 and 1993, respectively.  
Short-term debt at December 31, 1995 and 1994 includes $67,000,000 and 
$68,600,000, respectively, borrowed from LNC.  The Company paid interest to 
LNC of $24,000, $8,000 and $137,000 in 1995, 1994 and 1993, respectively.

The Company provides services to and receives services from affiliated 
companies which resulted in a net receipt of $7,500,000, $13,900,000 and 
$18,900,000 in 1995, 1994 and 1993, respectively.

<PAGE>
 
The Lincoln National Life Insurance Company

Notes to Consolidated Financial Statements (continued)

12. Transactions With Affiliates (continued)

The Company both cedes and accepts reinsurance from affiliated companies.  
Premiums in the accompanying statements of income includes reinsurance 
transactions with affiliated companies as follows:

<TABLE> 
<CAPTION> 
                                                                Year ended
                                                                December 31
                                                               1995     1994
                                                               (in millions)
<S>                                                          <C>       <C> 
  Insurance assumed                                          $ 17.6    $ 19.8
  Insurance ceded                                             214.4     481.3
</TABLE> 

The balance sheets include reinsurance balances with affiliated companies as 
follows:

<TABLE> 
<CAPTION> 
                                                                December 31
                                                              1995      1994
                                                               (in millions)
<S>                                                         <C>        <C> 
  Future policy benefits and claims assumed                 $  344.8   $341.3
  Future policy benefits and claims ceded                    1,344.5    857.7
  Amounts recoverable on paid and unpaid losses                 65.9     36.8
  Reinsurance payable on paid losses                             5.5      3.5
  Funds held under reinsurance treaties-net liability          712.3    238.4
</TABLE> 

Substantially all reinsurance ceded to affiliated companies is with 
unauthorized companies.  To take a reserve credit for such reinsurance, the 
Company holds assets from the reinsurer, including funds held under 
reinsurance treaties, and is the beneficiary on letters of credit aggregating 
$340,800,000 and $308,200,000 at December 31, 1995 and 1994, respectively.  At 
December 31, 1995 and 1994, LNC had guaranteed $275,300,000 and $298,200,000, 
respectively, of these letters of credit.  At December 31, 1995, the Company 
has a receivable (included in the foregoing amounts) from affiliated insurance 
companies in the amount of $241,900,000 for statutory surplus relief received 
under financial reinsurance ceded agreements.

 

                 
<PAGE>
 
Report of Ernst & Young LLP, Independent Auditors

Board of Directors
The Lincoln National Life Insurance Company

We have audited the accompanying consolidated balance sheets of The Lincoln 
National Life Insurance Company, a wholly owned subsidiary of Lincoln National 
Corporation, as of December 31, 1995 and 1994, and the related consolidated 
statements of income, shareholder's equity and cash flows for each of the three 
years in the period ended December 31, 1995. Our audits also included the 
financial statement schedules listed on B-   . These financial statements and 
schedules are the responsibility of the Company's management. Our responsibility
is to express an opinion on these financial statements and schedules based on
our audits.

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

In our opinion, the financial statements referred to above present fairly, in 
all material respects, the consolidated financial position of The Lincoln 
National Life Insurance Company at December 31, 1995, and 1994, and the 
consolidated results of its operations and its cash flows for each of the three 
years in the period ended December 31, 1995, in conformity with generally 
accepted accounting principles. Also, in our opinion, the related financial 
statement schedules, when considered in relation to the basic financial 
statements taken as a whole, present fairly in all material respects the 
information set forth therein.

As discussed in Note 2 to the consolidated financial statements, in 1993 the 
Company changed its method of accounting for postretirement benefits other than 
pensions, accounting for impairment of loans and accounting for certain 
investments in debt and equity securities.

    
                             /S/ ERNST & YOUNG LLP 

Fort Wayne, Indiana      
February 7, 1996

<PAGE>
 
FINANCIAL SCHEDULES

The following consolidated financial statement schedules of The Lincoln National
Life Insurance Company and subsidiaries are included on Pages B-     through 
B-   . 

I   Summary of Investments Other than Investments in Related Parties December 
    31, 1995

III Supplementary Insurance Information Years ended December 31, 1995, 1994 and
    1993
 
IV  Reinsurance Years ended December 31, 1995, 1994 and 1993

V   Valuation and Qualifying Accounts Years ended December 31, 1995, 1994 and 
    1993

All other schedules for which provision is made in the applicable accounting 
regulation of the Securities and Exchange Commission are not required under the 
related instructions, are inapplicable or the required information is included 
in the consolidated financial statements, and therefore have been omitted.


<PAGE>
 
The Lincoln National Life Insurance Company and Subsidiaries

Schedule I
Summary of Investments Other Than Investments in Related Parties

December 31, 1995
(000's omitted)

<TABLE> 
<CAPTION> 
                 Column A                           Column B      Column C        Column D
                                                                                 Amount at
                                                                                   Which 
                                                                                  Shown in
                                                                                the Balance 
            Type of Investment                        Cost          Value          Sheet
<S>                                              <C>            <C>           <C> 
Fixed maturity securities available-for-sale:
  Bonds:
    United States Government and 
      government agencies and authorities        $    569,552   $   653,444   $   653,444
    States, municipalities
      and political subdivisions                       12,325        12,375        12,375
    Mortgage-backed securities                      4,891,521     5,184,751     5,184,751
    Foreign governments                               927,901       997,567       997,567
    Public utilities                                2,572,309     2,772,990     2,772,990
    Convertibles and bonds
      with warrants attached                          181,431       199,658       199,658
    All other corporate bonds                       9,658,371    10,551,770    10,551,770
  Redeemable preferred stocks                          39,427        42,230        42,230
Total fixed maturity securities                    18,852,837    20,414,785    20,414,785

Equity securities available-for-sale:
  Common stocks:
    Public utilities                                    8,980        10,989        10,989
    Banks, trust and insurance companies               74,897        89,197        89,197
    Industrial, miscellaneous and all other           345,434       436,556       436,556
  Nonredeemable preferred stocks                       50,950        61,693        61,693
Total equity securities                               480,261       598,435       598,435

Mortgage loans on real estate                       3,176,275                   3,147,783 (A)
Real estate:
  Investment properties                               635,135                     635,135
  Acquired in satisfaction of debt                    157,441                     110,888 (A)
Policy loans                                          565,325                     565,325
Other investments                                     253,015                     241,219 (A)
Total investments                                 $24,120,189                 $25,713,570
</TABLE>

(A)  Investments which are deemed to have declines in value that are other than
temporary are written down or reserved for to reduce their carrying value to 
their estimated realizable value.

<PAGE>
 
The Lincoln National Life Insurance Company and Subsidiaries

Schedule III
Supplementary Insurance Information
(000's omitted)

<TABLE> 
<CAPTION> 
             Column A                     Column B       Column C       Column D     Column E       Column F
                                                       Future Policy
                                                         Benefits,                 Other Policy
                                          Deferred      Claims and                  Claims and
                                         Acquisition      Claim         Unearned     Benefits       Premium
              Segment                       Costs        Expenses       Premiums      Payable      Revenue (A)
<S>                                      <C>            <C>             <C>        <C>             <C>  
Year ended December 31, 1995:
  Life insurance and annuities           $  713,213     $6,530,475       $ 9,145        $--        $  685,258
  Reinsurance                               247,921      1,855,039        45,951         --           611,416
  Other (including consolidating
     adjustments)                            (7,300)        49,505            78         --               622
Total                                    $  953,834     $8,435,019      $ 55,174        $--        $1,297,296

Year ended December 31, 1994:
  Life insurance and annuities           $1,427,692     $5,888,581      $ 11,201        $--        $  647,416
  Reinsurance                               304,913      1,626,033        51,618         --           542,034
  Employee life-health benefits                  --             --            --         --           299,338
  Other (including consolidating
    adjustments)                              3,921         26,158        (1,347)        --             1,076
Total                                    $1,736,526     $7,540,772      $ 61,472        $--        $1,489,864

Year ended December 31, 1993:
  Life insurance and annuities           $  999,126     $6,782,207      $  5,188        $--        $  662,353
  Reinsurance                               298,787      1,616,088        54,157         --           491,397
  Employee life-health benefits                  --        228,892            --         --         1,243,576
  Other (including consolidating 
    adjustments)                                 --        171,043           315         --               387
Total                                    $1,297,913     $8,798,230     $  59,660        $--        $2,397,713
</TABLE>
 
<PAGE>
 
The Lincoln National Life Insurance Company and Subsidiaries

Schedule III
Supplementary Insurance Information (continued)
(000's omitted)

<TABLE> 
<CAPTION> 
                Column A                     Column G      Column H         Column I       Column J     Column K
                                                                          Amortization
                                                           Benefits,      of Deferred
                                                Net       Claims and        Policy          Other
                                            Investment      Claim         Acquisition     Operating      Premium
                Segment                     Income (B)     Expenses          Costs       Expenses (B)    Written
<S>                                         <C>           <C>             <C>            <C>             <C> 
Year ended December 31, 1995:
  Life insurance and annuities              $1,741,231    $1,649,119        $298,020      $261,016         $--
  Reinsurance                                  134,000       472,198         101,729        93,750          --
  Other (including consolidating
    adjustments)                                24,399         1,299              --         9,898          --
Total                                       $1,899,630    $2,122,616        $399,749      $364,664         $--

Year ended December 31, 1994:
  Life insurance and annuities              $1,542,552    $1,554,479        $ 85,697      $349,529         $--
  Reinsurance                                  116,957       419,266          29,477       117,238          --
  Employee life-health benefits (C)             10,838       218,672              --        73,355          --
  Other (including consolidating
    adjustments)                                 3,634         1,630              --         5,682          --
Total                                       $1,673,981    $2,194,047        $115,174      $545,804         $--

Year ended December 31, 1993:
  Life insurance and annuities              $1,676,163    $1,615,883        $197,363      $268,066         $--
  Reinsurance                                  115,582       467,824          38,351        72,840          --
  Employee life-health benefits                 54,513       943,235              --       300,648          --
  Other (including consolidating
    adjustments)                               (22,799)        6,197           5,275          (744)         --
Total                                       $1,823,459    $3,033,139        $240,989      $640,810         $--

(A)  Includes insurance fees on universal life and other interest sensitive products.
(B)  The allocation of expenses between investments and other operations are based on a number of assumptions and estimates.  
Results would change if different methods were applied.
(C)  Includes data through the March 21, 1994 date of sale of the direct writer of employee life-health coverages.
</TABLE> 
<PAGE>
 
The Lincoln National Life Insurance Company and Subsidiaries

Schedule IV
Reinsurance (A)
(000's omitted)

<TABLE> 
<CAPTION> 
           Column A                      Column B      Column C       Column D     Column E      Column F
                                                                                                Percentage
                                                        Ceded         Assumed                   of Amount
                                          Gross        to Other      from Other        Net       Assumed
                                          Amount      Companies      Companies       Amount      to Net
<S>                                   <C>            <C>           <C>            <C>           <C>     
Year ended December 31, 1995:
  Life insurance in force             $ 51,570,782   $17,612,782   $142,794,000   $176,752,000    80.8%
  Premiums:
    Health insurance                       302,463       299,222        273,572        276,813    98.8
    Life insurance (B)                     658,936       142,523        504,070      1,020,483    49.4
Total                                 $    961,399   $   441,745   $    777,642   $  1,297,296

Year ended December 31, 1994:
  Life insurance in force             $ 79,802,000   $45,822,000   $125,640,000   $159,620,000    78.7%
  Premiums:
    Health insurance                       666,609       496,090        359,659        530,178    67.8
    Life insurance (B)                     629,185       220,678        551,179        959,686    57.4
Total                                 $  1,295,794   $   716,768   $    910,838   $  1,489,864

Year ended December 31, 1993:
  Life insurance in force             $135,401,000   $61,401,000   $109,257,000   $183,257,000    59.6%
  Premiums:
    Health insurance                     1,387,414       217,705        262,171      1,431,880    18.3
    Life insurance (B)                     771,408       350,907        545,332        965,833    56.5
Total                                 $  2,158,822   $   568,612   $    807,503   $  2,397,713

(A)  Special-purpose bulk reinsurance transactions have been excluded.
(B)  Includes insurance fees on universal life and other interest sensitive products.
</TABLE> 
<PAGE>
 
The Lincoln National Life Insurance Company and Subsidiaries

Schedule V
Valuation and Qualifying Accounts
(000's omitted)

<TABLE> 
<CAPTION> 
              Column A                            Column B              Column C             Column D     Column E
                                                                        Additions
                                                                    (1)          (2)
                                                                               Charged
                                                                  Charged        to
                                                  Balance at        to          Other                    Balance at
                                                  Beginning     Costs and      Accounts-   Deductions-    End of 
                                                  of Period    Expenses (A)    Describe    Describe (B)    Period
<S>                                               <C>          <C>             <C>         <C>           <C> 
Year ended December 31, 1995:
  Deducted from asset accounts:
    Reserve for mortgage loans on real estate      $ 56,614     $  2,659         $--       $ (30,781)     $ 28,492
    Reserve for real estate                          65,186       (7,227)         --         (11,406)       46,553
    Reserve for other long-term investments          13,492       (1,541)         --            (155)       11,796

Year ended December 31, 1994:
  Deducted from asset accounts:
    Reserve for mortgage loans on real estate      $220,671     $ 19,464         $--       $(183,521)     $ 56,614
    Reserve for real estate                         121,427       13,058          --         (69,299)       65,186
    Reserve for other long-term investments          26,730          262          --         (13,500)       13,492
  Included in other liabilities:
    Investment guarantees                             1,804        4,280          --          (6,084)           --

Year ended December 31, 1993:
  Deducted from asset accounts:
    Reserve for mortgage loans on real estate      $129,093     $136,717         $--       $ (45,139)     $220,671
    Reserve for real estate                         114,178       21,776          --         (14,527)      121,427
    Reserve for other long-term investments          31,582        3,905          --          (8,757)       26,730
  Included in other liabilities:
    Investment guarantees                            12,550        1,674          --         (12,420)        1,804

(A)  Exclude charges for the direct write-off of assets.  The negative amounts represent improvements in the underlying assets for 
which valuation accounts had previously been established.
(B)  Deductions reflect sales or foreclosures of the underlying holdings.
</TABLE> 

<PAGE>
 
LINCOLN NATIONAL VARIABLE ANNUITY ACCOUNT H

                      REGISTRATION STATEMENT ON FORM N-4

                          PART C - OTHER INFORMATION

Item 24.   Financial Statements and Exhibits

  (a) List of Financial Statements

      1. Part A  The Table of Condensed Financial Information is included in
         Part A of this Registration Statement.

      2. Part B  The following Financial Statements for the Variable Account are
         included in Part B of this Registration Statement:

    
         Statement of Assets and Liability -- December 31, 1995
         Statement of Operations -- Year ended December 31, 1995
         Statements of Changes in Net Assets -- Years ended December 31, 1995 
          and 1994
         Notes to Financial Statements -- December 31, 1995     
         Report of Ernst & Young LLP, Independent Auditors

      3. Part B  The following Consolidated Financial Statements and Schedules
         of The Lincoln National Life Insurance Company are included in Part B
         of the Registration Statement:

    
         Consolidated Balance Sheets -- December 31, 1995 and 1994 
         Consolidated Statements of Income -- Years ended December 31, 1995,
          1994, and 1993
         Consolidated Statements of Shareholder's Equity -- Years ended 
          December 31, 1995, 1994, and 1993         
         Consolidated Statements of Cash Flows -- Years Ended December 31,
          1995, 1994, and 1993 
         Notes to Consolidated Financial Statements -- December 31, 1995
         Schedule I-Summary of Investments Other than Investments in Related
          Parties -- December 31, 1995
         Schedule III-Supplementary Insurance Information -- Years ended
          December 31, 1995, 1994, and 1993 
         Schedule IV-Reinsurance -- Years ended December 31, 1995, 1994, and
          1993
         Schedule V-Valuation and Qualifying Accounts--Years ended December
          31, 1995, 1994, and 1993     
         Report of Ernst & Young LLP, Independent Auditors

<PAGE>
 
Item 24.                          (Continued)

                (b)  List of Exhibits
    
(4)  Rider to Group Variable Annuity Contract     
    
(8)  Services Agreement with the Delaware Management Company.     
    
(9)  Consent and Opinion, Jeremy Sachs, Senior Counsel, Lincoln National Life 
     Insurance Company      

(10) Consent of Ernst & Young LLP, Independent Auditors.
    
(13) Schedule for Computation of Performance Quotations.      
    
(14) Other Exhibits:
                (a)  Organizational Chart of the Lincoln National Insurance
                      Holding Company System (11/1/96)
                (b)  Books and Records Report (12/3/96).      


Item 25.
                    DIRECTORS AND OFFICERS OF THE DEPOSITOR

Name                  Positions and Offices with LNL
- ----                  ------------------------------   
    
Jon A. Boscia*           President, Chief Executive Officer and Director      
    
Carolyn P. Brody*        Vice President      

Thomas L. Clagg*         Vice President and Associate General Counsel 

Kenneth J. Clark*        Vice President

Kelly D. Clevenger*      Vice President

         
Jack D. Hunter*          Executive Vice President and General Counsel

    
Lawrence T. Rowland ***  Executive Vice President and Director
    
Keith J. Ryan*           Vice President, Chief Financial Officer and 
                         Assistant Treasurer      

John L. Steinkamp*       Vice President and Associate General Counsel

    
Roy V. Washington*       Vice President and Chief Compliance Officer      

Janet C. Whitney**       Vice President and Treasurer     

    
C. Suzanne Womack**      Secretary and Assistant Vice President

O. Douglas Worthington*  Vice President and Controller 
     

<PAGE>
 
                             
    
*Principal business address is 1300 South Clinton Street, Fort Wayne, Indiana
46802.
**Principal business address is 200 East Berry Street, Fort Wayne, Indiana 
46802-2706.
***Principal business address is 1700 Magnavox Way, One Reinsurance Place, 
Fort Wayne, Indiana 46804.     
<PAGE>
 
Item 26.
                 PERSONS CONTROLLED BY OR UNDER COMMON CONTROL
                       WITH THE DEPOSITOR OR REGISTRANT

    
     See Exhibit 14(b):  Organizational Chart of the Lincoln National Insurance
     Holding Company System (11/1/96).     

Item 27.
                               NUMBER OF CONTRACTOWNERS     

    
     As of December 2, 1996, there were 223,916 (variable and fixed) Contract 
     Owners under Account H.     

Item 28.                         Indemnification 

     See prior filings.

Item 29.                       Principal Underwriter

     (a) American Funds Distributors, Inc., is also the Principal Underwriter of
         shares of: AMCAP Fund, Inc., American Balanced Fund, Inc., The American
         Funds Income Series, The American Funds Tax-Exempt Series I, The
         American Funds Tax-Exempt Series II American High-Income Municipal Bond
         Fund, Inc., American High-Income Trust, American Mutual Fund, Inc., The
         Bond Fund of America, Inc., Capital Income Builder, Inc., Capital World
         Bond Fund, Inc., Capital World Growth and Income Fund, Inc., The Cash
         Management Trust of America, EuroPacific Growth Fund, Fundamental
         Investors, Inc., The Growth Fund of America, Inc., The Income Fund of
         America, Inc., Intermediate Bond Fund of America, The Investment
         Company of America, Limited Term Tax-Exempt Bond Fund of America, The
         New Economy Fund, New Perspective Fund, Inc., The Tax-Exempt Bond Fund
         of America, Inc., The Tax-Exempt Money Fund of America, The U.S.
         Treasury Money Fund of America, Washington Mutual Investors Fund, Inc.
         and SMALLCAP World Fund, Inc.

     (b)
         (1)                               (2)
  Name and Principal           Positions and Offices
  Business Address             with Underwriter     
    
 *David L. Abzug               Regional Vice President
     5657 Limona Avenue
     Van Nuys, CA 91411     
    
  John A. Agar                 Regional Vice President
     1501 N. University Drive
     Madison, WI 53711     
<PAGE>
 
Robert B. Aprison                       Regional Vice President
  2983 Bryn Wood Drive
  Madison, WI  53711
   
#Richard Armstrong                      Assistant Vice President

*William W. Bagnard                     Vice President
     
Steven L. Barnes                        Vice President
  8000 Town Line Avenue South
  Suite 204
  Minneapolis, MN  55438

Michelle A. Bergeron                    Regional Vice President
  1190 Rockmart Circle
  Kennesaw, GA 30144
<PAGE>
 
Item 29.                              Principal Underwriter (continued)

     (b)    (continued)
     (1)                                         (2)
Name and Principal                    Positions and Offices
Business Address                      with Underwriter     
- ------------------                    ---------------------

Joseph T. Blair                       Vice President
  27 Drumlin Road
  West Simsbury, CT 06092

                                          
Ian B. Bodell                         Senior Vice President     
    
  3100 West End Avenue, Suite 870     
  Nashville, TN 37215

Michael L. Brethower                  Vice President
  108 Hagen Court
  Georgetown, TX  78628

C. Alan Brown                         Regional Vice President
  4619 McPherson Avenue
  St. Louis, MO  63108

*Daniel C. Brown                      Director and Senior Vice President

@J. Peter Burns                       Vice President

Brian C. Casey                        Regional Vice President
  9508 Cable Drive
  Kensington, MO 20895

Victor C. Cassato                     Vice President
  999 Green Oaks Drive
  Littleton, CO 80121

Christopher J. Cassin                 Regional Vice President
  231 Burlington
  Clarendon Hills, IL 60514

    
Denise M. Cassin                      Regional Vice President
  1301 Stoney Creek Drive
  San Ramon, CA 94538     
<PAGE>
 
*Larry P. Clemmensen                      Director and Treasurer

*Kevin G. Clifford                        Senior Vice President

Ruth M. Collier                           Vice President
  145 West 67th Street, Suite 12K
  New York, NY  10023

Thomas E. Cournoyer                       Vice President
  2333 Granada Boulevard
  Coral Gables, FL  33134
    
Douglas A. Critchell                      Vice President
  4116 Woodbine St. 
  Chevy Chase, MD 20815   
           
*Carl D. Cutting                          Vice President     
    
Michael A. Dilella                        Vice President
  P.O. Box 661
  Ramsey, NJ  07446
<PAGE>
 
Item 29.                     Principal Underwriters (continued)

  (b)  (continued)
  (1)                                 (2)
Name and Principal           Positions and Offices
Business Address             with Underwriter     
- ---------------------        ---------------------
                                
G. Michael Dill              Senior Vice President     
  3622 E. 87th Street 
  Tulsa, OK 74137
                                
Kirk D. Dodge                Regional Vice President     
  2617 Salisbury Road
  Ann Arbor, MI 48103     

Peter J. Doran               Senior Vice President
  1205 Franklin Avenue
  Garden City, NY 11530

*Michael J. Downer           Secretary

Robert W. Durbin             Vice President
  74 Sunny Lane
  Tiffin, OH  44883

    
&Lloyd G. Edwards            Vice President

    
*Paul H. Fieberg             Senior Vice President

*Mark P. Freeman, Jr.        Director and President

    
John Foder                   Regional Vice President
  15 Latisquana Road
  Southborough, MA  01772     

Clyde E. Gardner             Vice President
  Route 2, Box 3162
  Osage Beach, MO  65065

#Evelyn K. Glassford         Vice President

Jeffrey J. Greiner           Regional Vice President
  5898 Heather Glen Court
<PAGE>
 
   Dublin, OH  43017

*Paul G. Haaga, Jr.                           Director



David E. Harper                               Vice President
  R.D.1, Box 210, Rte 519
    
  Frenchtown, NJ  08825     

Ronald R. Hulsey                              Regional Vice President
  6744 Avalon
  Dallas, TX  75214

*Robert L. Johansen                           Vice President and Controller
   
Michael J. Johnston                           Chairman of the Board  
  630 Fifth Ave., 36th Floor
  New York, NY 10111 

Victor J. Kriss                               Senior Vice President
  P. O. Box 274
  Surfside, CA 90743     

Arthur J. Levine                              Vice President
  12558 Highlands Place
  Fishers, IN 46038
<PAGE>
 
Item 29.                             Principal Underwriters (continued)

     (b)   (continued)
     (1)                                      (2)
Name and Principal                   Positions and Offices
Business Address                     with Underwriter     
- ------------------                   ------------------------
#Karl A. Lewis                       Assistant Vice President
   
T. Blake Liberty                     Regional Vice President
 
  12585-E East Tennessee Circle
  Aurora, CO 80012     

Stephen A. Malbasa                   Regional Vice President
  13405 Lake Shore Boulevard
  Cleveland, OH  44110

    
Steven M. Markel                     Senior Vice President     
  5241 South Race St.
  Littleton, CO  80121
                                          
*John C. Massar                      Senior Vice President     

%John V. McLaughlin                  Senior Vice President

    
*E. Lee McClennahan                  Senior Vice President     
     
Laurie B. McCurdy                    Regional Vice President
    
  3500 W. Camino de Urania
  Tucson, AZ 85255     

Terry W. McNabb                      Vice President
  2002 Barrett Station Road
  St. Louis, MO  63131
    
*R. William Melinat                  Vice President 
                                     Institutional Investment 
                                     Services Division     

David R. Murray                      Regional Vice President
  25701 S. E. 32nd Place
  Issaquah, WA  98027

<PAGE>
 
Stephen S. Nelson            Vice President
  7215 Trevor Road
  Charlotte, NC 28226

    
William E. Noe               Regional Vice President
  304 River Oaks Road
  Brentwood, TN 37027

Peter A. Nyhhus              Regional Vice President
  3084 Wilds Ridge Court
  Prior Lake, MN 55372

Eric P. Olson                Regional Vice President
  62 Park Drive
  Glenview, IL 60025     
     
Frederic Phillips            Regional Vice President
  32 Ridge Avenue
  Newton Centre, MA  02159

    
#Candance D. Pilgrim         Assistant Vice President     
<PAGE>
 
Item 29.                     Principal Underwriters (continued)
- -------

  (b)  (continued)
  (1)                                 (2)
Name and Principal           Positions and Offices
Business Address             with Underwriter     
- ------------------           ---------------------
    
Carl S. Platou               Regional Vice President
  4021 96th Avenue, SE
  Mercer Island, WA 98040 

*John O. Post, Jr.           Vice President     

Steven J. Reitman            Vice President
  212 The Lane
  Hinsdale, IL 60521
    
Brian A. Roberts             Regional Vice President
  12025 Delmahoy Drive
  Charlotte, NC 28277     

George S. Ross               Vice President
  55 Madison Avenue
  Morristown, NJ 07962

*Julie D. Roth               Vice President
    
*James F. Rothenberg         Director

Douglas F. Rowe              Regional Vice President
  30309 Oak Tree Drive
  Georgetown, TX 78628     

Christopher Rowey            Regional Vice President
    
  9417 Beverlywood Street
  Los Angeles, CA 90034     

Dean B. Rydquist             Vice President
    
  1080 Bay Pointe Crossing
  Alpharetta, GA 30202     
     
Richard R. Samson            Vice President
  4604 Glencoe Ave., #4
<PAGE>
 
  Marina Del Rey, CA 90292

    
Joe D. Scarpitti                 Regional Vice President
  25760 Kensington Dr.
  Westlake, OH 44145     

                                     
*R. Michael Shanahan             Director                    

                                     
David W. Short                   Senior Vice President     
  1000 RIDC Plaza, Suite 212
  Pittsburgh, PA 15238

*Victor S. Sidhu                 Vice President 
                                 Institutional Investment Services
                                 Division

William P. Simon, Jr.            Vice President
  554 Canterbury Lane
  Berwyn, PA 19312

                                     
*John C. Smith                   Assistant Vice President     
                                 Institutional Investment Services
                                 Division

    
*Mary E. Smith                   Assistant Vice President
                                 Institutional Investment Services
                                 Division     

Rodney G. Smith                  Regional Vice President
  2350 Lakeside Blvd., #850
  Richardson, TX 75082

    
Nicholas D. Spadaccini           Regional Vice President
  855 Markley Woods Way
  Cincinnati, OH 45230     
<PAGE>
 
Item 29.                                  Principal Underwriters (continued)
- --------
  (b)  (continued)
  (1)                                              (2)
Name and Principal                        Positions and Offices
Business Address                          with Underwriter     
- ------------------                        ---------------------

Daniel S. Spradling                       Senior Vice President
  #4 West Fourth Avenue, Suite 406
  San Mateo, CA  94402

    
Thomas A. Stout                           Regional Vice President
  12913 Dendale Lane               
  Bowie, MD 20715      

Craig R. Strausser                        Regional Vice President
    
  17040 Summer Place
  Lake Oswego, OR 97035     

    
Francis N. Strazzeri                      Regional Vice President
  31641 Saddletree Drive
  Westlake Village, CA 91361     

    
#James P. Toomey                          Assistant Vice President

&Christopher E. Trede                     Assistant Vice President     

George F. Truesdail                       Vice President
  400 Abbotsford Court
  Charlotte, NC 28270

Scott W. Ursin-Smith                      Regional Vice President
  606 Glenwood Avenue
  Mill Valley, CA 94941

@Andrew J. Ward                           Vice President

*David M. Ward                            Assistant Vice President
                                          Institutional Investment Services
                                          Division

Thomas E. Warren                          Regional Vice President
    
  4001 Crockers Lake Blvd.
  Sarasota, FL 34238     

    
*J. Kelly Webb                            Senior Vice President
<PAGE>
 
Gregory J. Weimer            Regional Vice President
  125 Surrey Drive
  Canonsburg, PA 15317

#Timothy W. Weiss            Director

    
**N. Dexter Williams         Vice President

         
Timothy J. Wilson            Regional Vice President
  113 Farmview Place  
  Venetia, PA 15367          
     
*Marshall D. Wingo           Senior Vice President

*Robert L. Winston           Director and Senior Vice President

William Yost                 Regional Vice President
  9320 Overlook Trail
  Eden Prairie, MN 55347

Janet M. Young               Regional Vice President
  1616 Vermont
  Houston, TX 77006

*Business Address, 333 South Hope Street, Los Angeles, CA 90071
    
**Business Address, Four Embarcadero, Suite 1800, San Francisco, CA 94111     
#Business Address, 135 South State College Boulevard, Brea, CA 92621
%Business Address, 8000 IH-10, Suite 1400, San Antonio, TX 78230
@Business Address, 5300 Robin Hood Road, Norfolk, VA 23513
&Business Address, 8332 Woodfield Crossing Blvd., Indianapolis, IN 46240

    
Item 32(d)
- ----------

     Lincoln National Life Insurance Company hereby represents that the fees and
charges deducted under the contract, in the aggregate, are reasonable in
relation to the services rendered, the expenses expected to be incurred, and the
risks assumed by the Lincoln National Life Insurance Company.     


<PAGE>
     
                                  SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933 and the 
Investment Company Act of 1940, the Registrant duly has caused this Amendment to
the Registration Statement to be signed on its behalf, in the City of Fort 
Wayne, and the State of Indiana on this 3rd day of December, 1996.      

                                       LINCOLN NATIONAL VARIABLE ANNUITY
                                        ACCOUNT H, (Registrant)


                                       By: /s/ Stephen H. Lewis
                                           -------------------------------------
                                           Stephen H. Lewis
                                           (Signature-Officer of Depositor)
                                           Senior Vice President, LNL
                                           (Title)


                                       By: THE LINCOLN NATIONAL LIFE
                                           INSURANCE COMPANY (LNL)
                                           (Depositor)

                                       By: /s/ Jon A. Boscia
                                           -------------------------------------
                                           Jon A. Boscia
                                           President
                                           (Title)



     Pursuant to the requirements of the Securities Act of 1933, this Amendment 
to the Registration Statement has been signed for the Depositor by the following
persons in the capacities and on the dates indicated.

Signature                   Title                         Date
- ---------                   -----                         ----
    
/s/ Jon A. Boscia           President, Chief Executive     December 3, 1996
- -----------------           Officer & Director             ----------------
Jon A. Boscia               (Principal Executive
                            Officer) 
/s/ Jack D. Hunter
- ----------------------      Executive Vice President,      December 3, 1996     
Jack D. Hunter              General Counsel & Director     ----------------


- ----------------------      Executive Vice President       ________________
Lawrence T. Rowland         and Director


                            Vice President and Controller  ________________
- ----------------------                                 
O. Douglas Worthington
 
/s/ Keith J. Ryan
- ----------------------      Vice President, and Assistant  December 3, 1996
Keith J. Ryan               Treasurer and Chief            ----------------
                            Financial Officer (Principal
                            Financial Officer)
/s/ Ian M. Rolland
- ----------------------      Director                       December 3, 1996     
Ian M. Rolland                                             ----------------

- ----------------------      Director                       ________________
H. Thomas McMeekin
    
/s/ Richard C. Vaughn
- ----------------------      Director                       December 3, 1996     
Richard C. Vaughan                                         ----------------


*By /s/ Jeremy Sachs        pursuant to a Power of Attorney filed with Post-
    ----------------        Effective Amendment No. 5 to this Registration
    Jeremy Sachs            Statement.

<PAGE>

              ENHANCED GUARANTEED MINIMUM DEATH BENEFIT (EGMDB)

    Made a part of the Contract to which it is attached ("this Contract").

The following shall be inserted into Section 2.13 DEATH OF ANNUITANT. It
replaces the first paragraph of Section 2.13. It also replaces the "Increased
Guaranteed Minimum Death Benefit" rider Form DBA-2 which was attached to your
Contract.

   The payment of the death benefit will occur upon receipt of: (1) Proof,
   satisfactory to LNL, of the death of the Annuitant; (2) Written
   authorization for payment; and (3) Receipt by LNL of all required claim
   forms, fully completed. LNL will then pay to the Beneficiary a Death
   Benefit equal to the greater of the following two amounts:

     a) the current value of the Contract as of the date on which the death 
        claim is approved for payment as described above; or

     b) for Annuitant ages up to and including 75: the highest account value
        at the time of fund valuation on any policy anniversary date following
        election of this rider.

        for Annuitant ages over 75: the highest account value at the time of
        fund valuation on any policy anniversary date up to and including age
        75 following election of this rider.

        The highest account value is adjusted for certain transactions. It is
        increased by Purchase Payments and is decreased by partial
        withdrawals, partial annuitizations, and premium taxes incurred
        subsequent to such policy anniversary date on which the highest
        account value occurred.

   For benefits to be payable under the EGMDB, due proof of the death of the
   Annuitant must be received before a choice is made to receive proceeds
   under an Annuity Payment Option. 

   Due proof of death may be a certificate of death, a certified copy of the
   statement of death from the attending physician, a certified copy of a
   decree of a court of competent jurisdiction as to the finding of death, or
   any other proof of death that is acceptable to LNL.

   The EGMDB takes effect as of the time of fund valuation on the next policy
   anniversary date following the election of this benefit. For an election of
   this benefit made on any policy anniversary date or at Contract inception,
   the EGMDB takes effect at the time of fund valuation on that date.

   There is a daily charge for this benefit at an annual rate of 0.15% of
   variable account value. The charge will begin at the time of fund valuation
   on the policy anniversary date following the election of this rider. This
   charge will continue for all future Contract years, including years following
   age 75, unless the Owner elects to discontinue this benefit.

   After this benefit has been elected, the Owner may discontinue it at any
   time. If discontinued, the benefit will terminate at the time of fund
   valuation on the next policy anniversary date. The 0.15% annual charge will
   also cease when the benefit terminates. If the owner elects to discontinue
   this benefit on a policy anniversary date, the benefit and the charge will
   terminate at the time of fund valuation on that date. Once discontinued, the
   Owner may not re-elect this benefit.

The following shall be inserted into Section 1.04 NET INVESTMENT RATE AND NET
INVESTMENT FACTOR following the sixth paragraph:

   For any period in which the EGMDB is in effect, the Net Investment Rate for
   each sub-account is equal to the Gross Investment Rate of the Fund less a
   daily charge. The daily charge is deducted at an annual rate of 1.50% on each
   day of the Valuation Period. The Net Investment Rate is then adjusted, plus
   or minus, for any taxes imposed due to the operation of the Variable Account.
   This daily charge of 1.50% consists of 1.40% for mortality and distribution
   expense risks and 0.10% for administrative expenses.

                 The Lincoln National Life Insurance Company
   

                        Nancy J. Alford, Vice President


Form DBA-3 1/97


<PAGE>
 
                               SERVICES AGREEMENT
                               ------------------

     THIS SERVICES AGREEMENT (the "Agreement") is made as of August 15, 1996, by
and among Delaware Management Holdings, Inc., a Delaware corporation
("Holdings"), Delaware Service Company, Inc., a Delaware corporation and a
wholly owned subsidiary of Holdings ("Delaware"), Lincoln National Life
Insurance Company, an Indiana insurance corporation ("Lincoln Life"), and each
of the investment companies listed in Exhibit A hereto, each a Maryland
corporation (together with any other investment company designated in accordance
with Section 5.1, the "Funds," or individually, a "Fund").

     The parties hereto, in consideration of the mutual covenants hereinafter
expressed, agree as follows:

                                   ARTICLE 1
                                  DEFINITIONS
                                  -----------
                                  
     Section 1.1  Definitions.  The following terms shall have the respective
meanings set forth in this Section 1.1 for all purposes of this Agreement except
where the application of such definitions is limited by reference in this
Section 1.1 to a specific Article of this Agreement (such definitions to be
equally applicable to both the singular and plural forms of the terms herein
defined):

     "Acceptance Test" means a test, reasonably acceptable to Lincoln Life,
Delaware and the Funds, of the performance of the Value Calculation Services for
the Accounts included in the respective Phases, to be conducted in accordance
with Article 4.

     "Accounting Services" means the services listed in the Cutover Schedule
with respect to the Accounts.

     "Accounts" means the Funds and the Separate Accounts, collectively.

     "Affiliate" means, with respect to any entity, any other entity
controlling, controlled by or under common control with such entity.

     "Business Day" means a day on which the New York Stock Exchange is open for
trading.

     "Calculation Losses" means any losses suffered by a Contractowner, Third
Party Administrator, Fund or Separate Account directly caused by an error in a
Net Asset Value or Unit Value, or by the delivery to Lincoln Life or any Fund of
a Net Asset Value or Unit Value after the applicable deadline provided for in
Section 2.1; provided, however, that such losses shall not include any
consequential damages.
<PAGE>
 
     "Contractowner" means the present or former owner of an insurance or
annuity contract supported by a Separate Account, or any beneficiary or
annuitant thereof.

     "Cutover Date," with respect to any Phase, means the date, which shall be a
Business Day, on which Delaware actually commences providing the Accounting
Services with respect to such Phase in accordance with Section 4.2.  The planned
Cutover Date for each Phase is set forth in the Cutover Schedule.

     "Cutover Schedule" means Schedule 1.1(a) hereto, which sets forth the
accounting services to be rendered pursuant to this Agreement and the planned
Cutover Dates, as such Schedule may be amended from time to time pursuant to
Section 16.1.

     "Delaware" has the meaning set forth in the preamble to this Agreement.

     "Delaware Affiliate" means Holdings and any entity that is directly or
indirectly controlled by Holdings.

     "Fee Schedule" means Schedule 6.1 hereto, as such Schedule may be amended
from time to time pursuant to Section 16.1.

     "Fund" has the meaning set forth in the preamble to this Agreement.

     "Holdings" has the meaning set forth in the preamble to this Agreement.

     "Lincoln Affiliate" means any Affiliate of Lincoln Life other than a
Delaware Affiliate.

     "Lincoln Life" has the meaning set forth in the preamble to this Agreement.

     "Net Asset Value" means the daily net asset value per share of the
respective Funds for each Business Day, all determined in accordance with the
terms of the Cutover Schedule and with any applicable prospectus or regulatory
requirement.

     "Phase" means a set of Accounts comprising the Phase I Accounts, the Phase
II Accounts or the Phase III Accounts.

     "Phase I Account" means an Account designated as such on the Cutover
Schedule.

     "Phase II Account" means an Account designated as such on the Cutover
Schedule.

     "Phase III Account" means an Account designated as such on the Cutover
Schedule.

     "Renewal Term" means each successive one-year term occurring 
<PAGE>
 
after the expiration of the initial term of this Agreement as described in
Section 11.1.

     "Separate Account" means a separate account of Lincoln Life identified as
such on the Cutover Schedule, and any additional separate account or sub-account
of Lincoln Life or any Lincoln Affiliate (or of any other person if Lincoln Life
or any Lincoln Affiliate has administrative responsibilities with respect to
such separate account or sub-account pursuant to any reinsurance agreement or
otherwise) designated in accordance with Section 5.1.

     "Test Period" means, with respect to each Phase, a period of time prior to
the Cutover Date for such Phase, commencing on the date specified by Delaware
pursuant to Section 4.1 and having a duration of three weeks or such longer
period as may be determined pursuant to Section 4.1.

     "Third Party Administrator" means an administrator of insurance or annuity
contracts acting on behalf of Contractowners.

     "Unit Value" means the daily unit value per unit of the respective Separate
Accounts or sub-accounts thereof for each Business Day, all determined in
accordance with the terms of the Cutover Schedule and with any applicable
prospectus or regulatory requirement.

     "Value Calculation Services" means those Accounting Services consisting of
or incidental to the calculation and communication of Unit Values and Net Asset
Values in accordance with the terms of this Agreement.

                                   ARTICLE 2
                           SCOPE OF SERVICES; CUTOVER
                           --------------------------

     Section 2.1  Scope of Services.  Delaware shall provide the Accounting
Services to each of the Funds and to Lincoln Life with respect to each of the
Separate Accounts, all in accordance with the terms of this Agreement. Without
limiting the generality of the foregoing, from and after the Cutover Date for
each respective Phase, Delaware, no later than 6:00 p.m. (New York City time) on
each Business Day, shall in accordance with the terms of this Agreement provide
to Lincoln Life and to the Funds the Value Calculation Services for each of the
Accounts included in such Phase.  In the event of any error in the Value
Calculation Services, the parties hereto will follow the procedures set forth in
Schedule 2.1, without prejudice to any other rights described in this Agreement.

     Section 2.2  Cutover Schedule.  Delaware, Lincoln Life and the Funds shall
use their respective best efforts to cause the Cutover Date to occur no later
than (a) August 15, 1996, with respect to the Phase I Accounts, (b) October 31,
1996, with 
<PAGE>
 
respect to the Phase II Accounts and (c) January 1, 1997 with respect to the
Phase III Accounts.

                                   ARTICLE 3
                       LINCOLN LIFE'S SUPPORT OBLIGATIONS
                       ----------------------------------

     Section 3.1  Provision of Data.  Lincoln Life shall use its best efforts to
provide or cause to be provided to Delaware the data identified in Schedule 3.1
during the periods and in accordance with the procedures identified in such
Schedule, it being understood that Delaware shall not be responsible for any
Calculation Losses or other claims, suits, hearings, actions, damages,
liabilities, fines, penalties, costs, losses or expenses, including reasonable
attorney's fees, which any party may sustain or incur, directly or indirectly,
in each case to the extent caused by or arising from Lincoln Life's failure to
provide such data in accordance with such Schedule 3.1.

     Section 3.2  Data to Be Provided by Third Parties.  With respect to each of
the mutual funds identified in Schedule 3.2 as an available investment of one or
more of the Separate Accounts (other than mutual funds managed by Lincoln Life
or Delaware or their respective Affiliates) and each third party service
provider identified in such Schedule, Lincoln Life shall direct each of the
managers of such funds or such service provider, as the case may be, to provide
or cause to be provided to Delaware the data identified in Schedule 3.2 in
accordance with the procedures and time deadlines identified in such Schedule.

     Section 3.3  Information for Periods Prior to Cutover Date.  Lincoln Life
will provide appropriate financial and other information with respect to the
Accounts to Delaware, and will cooperate with Delaware, in connection with the
preparation of data for 1996 annual reports to Contractowner and other elements
of the Accounting Services that relate to periods prior to the Cutover Dates for
the respective Accounts.  In addition, Lincoln Life will provide to Delaware
appropriate financial and other information regarding the Accounts for periods
prior to 1996 to the extent relevant to the performance of the Accounting
Services for 1996 and subsequent periods.

                                   ARTICLE 4
                         ACCEPTANCE TEST; CUTOVER DATE
                         -----------------------------

     Section 4.1 Acceptance Testing. Delaware shall notify Lincoln Life of the
date, which shall be a Business Day, on which the Value Calculation Services for
each respective Phase will be ready for the commencement of the Acceptance Test
for such Phase. During the Test Period for each Phase, Delaware, Lincoln Life
and the Funds shall cooperate in performing the Acceptance Test for such Phase,
and Delaware and Lincoln Life, respectively, shall use its best efforts to
remedy any failure in the performance of the Value Calculation Services caused
by such party. In the event that, during the Test Period with respect to any
Phase,
<PAGE>
 
performance of the Value Calculation Services is suspended for such Phase in
order to effect such remedy or for any other reason, the Test Period for such
Phase shall be extended by the number of days of such suspension.  Further, if
at the date that would otherwise be the end of the Test Period for any Phase
Delaware is not performing the Value Calculation Services with respect to such
Phase to the reasonable satisfaction of Lincoln Life, and Lincoln Life shall so
notify Delaware, the Test Period shall be extended until the date on which
Lincoln Life notifies Delaware that the Value Calculation Services are being
performed to the reasonable satisfaction of Lincoln Life. All references in this
Section 4.1 to the performance of the Value Calculation Services shall refer to
the performance thereof in a test mode.

     Section 4.2  Cutover Date.  With respect to each Phase, upon the
termination of the Test Period, Lincoln Life, the Funds and Delaware shall
execute a written acknowledgment in the form of Exhibit B hereto confirming such
termination and specifying the Cutover Date, which shall be the Business Day
immediately following the date of such termination unless Lincoln Life, the
Funds and Delaware shall agree upon a different date.

                                   ARTICLE 5
                     NEW ACCOUNTS; NEW INVESTMENT MANAGERS
                     -------------------------------------

     Section 5.1  Additional Accounts.  Lincoln Life may from time to time
designate (i) one or more additional investment companies or separate accounts
to constitute Funds or Separate Accounts, as the case may be, for all purposes
of this Agreement, or (ii) one or more newly established sub-accounts of any
Separate Account.  Such designation shall be:

          (a)  subject to Delaware's consent, which shall not be unreasonably
               withheld; provided, that such consent shall be considered to be
               unreasonably withheld if Delaware does not make reasonable
               efforts to accept such new investment companies, separate
               accounts and sub-accounts, which efforts shall include, but not
               be limited to, reasonable consideration of the expansion of
               Delaware's infrastructure to handle such new investment
               companies, separate accounts and sub-accounts; and

          (b)  evidenced by a writing executed by Lincoln Life, Delaware and, if
               applicable, each such investment company, setting forth the name
               of such investment company, separate account or new sub-account,
               the applicable rate under the Fee Schedule that shall apply to
               the Accounting Services for such investment company, separate
               account or new sub-account, the effective date of the designation
               thereof as a Fund, Separate Account or new sub-account, and any
               other matters the parties wish to include.
<PAGE>
 
Notwithstanding clause (b) of the preceding sentence, if Delaware's performance
of the Accounting Services for such additional Funds, Separate Accounts, or sub-
accounts of such Separate Accounts would, in Delaware's reasonable opinion,
result in higher costs than the costs Delaware incurs for providing the
Accounting Services to the current Accounts, then the affected parties hereto
shall negotiate in good faith an addendum to the Fee Schedule for such
additional Funds, Separate Accounts and sub-accounts and Delaware shall not be
deemed to have unreason ably withheld its consent under clause (b) of this
Section 5.1 until such addendum has been agreed to.  Except as otherwise
specified in such writing, from and after such effective date, Delaware shall
provide to such Fund, or to Lincoln Life with respect to a Separate Account or
new sub-account, the same Accounting Services as are specified in the Cutover
Schedule with respect to the other Funds, Separate Accounts or sub-account of a
Separate Account, as the case may be.

     Section 5.2  New Investment Managers.  If new investment managers are added
to provide investment advisory services to any of the Accounts, and Delaware's
performance of the Accounting Services is, as a result thereof, significantly
more costly to Delaware, the affected parties shall negotiate in good faith an
addendum to the Fee Schedule for such Accounts.

                                   ARTICLE 6
                                     FEES
                                     ----

     Section 6.1  Accrual of Fees.  From and after the Cutover Date with respect
to each Phase, Lincoln Life shall pay fees for the Accounting Services for each
of the Separate Accounts included in such Phase, and each Fund included in such
Phase shall pay fees for the Accounting Services for such Fund, in each case at
the respective rates per annum determined in accordance with the Fee Schedule.
Fees accrued pursuant to this Section 6.1 shall be payable in arrears on a
monthly basis.

     Section 6.2  Payment of Fees by Lincoln Life.  Delaware shall submit to
Lincoln Life an invoice for each month for all of the fees payable pursuant to
Section 6.1 with respect to each of the Separate Accounts, which invoice shall
be itemized to show the portion of such fees allocable to each of the Separate
Accounts in accordance with the Fee Schedule.  Subject to the terms of this
Agreement, invoices for such fees shall be payable within 30 days of receipt.

     Section 6.3  Payment of Fees by the Funds.  Delaware shall submit to
each Fund, with a copy to Lincoln Life, an invoice for each month for all of the
fees payable pursuant to Section 6.1 with respect to such Fund.  Subject to the
terms of this Agreement, invoices for such fees shall be payable within 30 days
of receipt.
<PAGE>
 
                                   ARTICLE 7
                       STANDARD OF CARE; INDEMNIFICATION
                       ---------------------------------

     Section 7.1  Standard of Care.  Delaware shall provide the Accounting
Services with a level of care equal to or greater than the level of care at
which it performs similar functions for mutual funds that are sponsored or
managed by any Delaware Affiliate, and in any event, Delaware shall always
exercise reasonable care in performing the Accounting Services.

     Section 7.2  Indemnification
                                              
     (a)  Indemnification by Lincoln Life.  Lincoln Life shall indemnify,
defend and hold harmless Delaware and any Delaware Affiliate, and the directors,
officers and employees of the fore going (each individually, a "Delaware
Indemnified Party"), against any and all claims, suits, hearings, actions,
damages, liabilities, fines, penalties, costs, losses or expenses, including
reasonable attorney's fees, which any Delaware Indemnified Party may sustain or
incur, directly or indirectly, in each case to the extent caused by or arising
from (i) the negligence, recklessness or intentional misconduct of Lincoln Life
or any Lincoln Affiliate, or any director, officer or employee thereof, in the
performance of this Agreement; or (ii) the failure of Lincoln Life to comply
with the terms of this Agreement.

     (b)  Indemnification by Delaware.  Subject to Section 3.1, Delaware
shall indemnify, defend and hold harmless Lincoln Life, the Lincoln Affiliates
and the Funds, and the directors, officers and employees of the foregoing (each
individually, a "Lincoln Indemnified Party") against any and all claims, suits,
hearings, actions, damages, liabilities, fines, penalties, costs, losses
(including but not limited to (a) Calculation Losses reimbursed by Lincoln Life
and (b) any market fluctuation losses incurred by Lincoln Life in effecting such
reimbursement) or expenses, including reasonable attorney's fees, which any
Lincoln Indemnified Party may sustain or incur, directly or indirectly, in each
case to the extent caused by or arising from (i) the negligence, recklessness or
intentional misconduct of Delaware or any Delaware Affiliate, or any director,
officer or employee thereof, in the performance of this Agreement; or (ii) the
failure of Delaware to comply with the terms of this Agreement.

     (c)  Procedures.  Subject to the provisions of Section 7.2(d), promptly
after receipt by a Delaware Indemnified Party or a Lincoln Indemnified Party
(each, an "Indemnified Party") of notice of the commencement of any action,
proceeding, investigation or claim by any Contractowner or other third party (a
"Proceeding"), the Indemnified Party shall, if a claim in respect thereof is to
be made pursuant to this Section 7.2 against another party to this Agreement
(the "Indemnifying Party"), notify the Indemnifying Party in writing of the
commencement thereof; but the failure so to notify the Indemnifying Party
<PAGE>
 
shall not relieve the Indemnifying Party from any liability under this Section
7.2, except to the extent that such failure to notify actually prejudices the
Indemnifying Party.  In case any such Proceeding shall be brought against an
Indemnified Party, the Indemnifying Party shall be entitled to participate in
and to assume the defense thereof, with counsel satisfactory to the Indemnified
Party, and after notice from the Indemnifying Party to the Indemnified Party of
the Indemnifying Party's election to assume the defense thereof, the
Indemnifying Party shall not be liable to the Indemnified Party for any legal or
other expenses subsequently incurred by the Indemnified Party in connection with
the defense thereof other than reasonable costs of investigation; provided,
however, that (i) if, in the reasonable judgment of the Indemnified Party, it is
advisable for the Indemnified Party to be represented by separate counsel other
than counsel for the Indemnifying Party, the Indemnified Party shall have the
right to employ a single counsel to represent the Indemnified Party, in which
event the reasonable fees and expenses of such separate single counsel shall be
borne by the Indemnifying Party, and (ii) in the case of any Proceeding brought
by any governmental authority, the Indemnifying Party shall have the right to
participate in, but not to assume the defense of, such Proceeding.  The
Indemnifying Party shall not be obligated under any settlement agreement
relating to any Proceeding under this Section 7.2 to which it has not consented
in writing, which consent shall not be unreasonably withheld.

     (d)  Preserving Rights with Respect to Calculation Losses. Notwithstanding
Section 7.2(c), Lincoln Life may in its sole discretion elect to reimburse a
Contractowner, Third Party Administrator, Separate Account or Fund for
Calculation Losses out of Lincoln Life's own funds and such reimbursement shall
have no effect on the respective indemnification obligations of the parties
pursuant to Section 7.2(a) and (b).

     (e)  Overpayments.  The parties agree that there may be circumstances in
which it would not be commercially reasonable for Lincoln Life and the Funds to
seek reimbursement from one or more Contractowners of overpayments made them,
taking into account relevant factors such as industry practice; the amount of
such overpayments; the number of Contractowners overpaid; the cost of seeking
reimbursement; and the implications for customer relations of seeking
reimbursement. In the event of any overpayment to a Contractowner for which
Lincoln Life or any Fund intends to seek indemnification from Delaware pursuant
to Section 7.2(b) without seeking reimbursement from the Contractowner, the
parties shall negotiate in good faith as to what effect, if any, the
determination not to seek such reimbursement should have under the circumstances
on the rights of Lincoln Life or the Funds to indemnification for the amounts
overpaid.
<PAGE>
 
                                   ARTICLE 8
                               INSURANCE COVERAGE
                               ------------------

          Section 8.1  Insurance.  Delaware and Holdings shall maintain
insurance coverage at a level at least equal to the insurance coverage held by
each of them at the time this Agreement becomes effective.

                                   ARTICLE 9
                    FORCE MAJEURE AND DISASTER RECOVERY PLAN
                    ----------------------------------------

          Section 9.1  Force Majeure; Disaster Recovery Plan.  No party shall be
liable to any other party for any damages caused by delays beyond its reasonable
control, including, without limitation, those delays occasioned by fire, strike,
labor dispute, acts of the other party, acts of any common carrier, pricing
service, corporate action service, or telephone network, acts of the power
supply company or its networks, restrictions by civil or military authorities,
acts of nature, or unforeseen transportation failures.  In the event of any such
delay, the hindered party shall promptly notify the other parties and, upon the
giving of such notice, the period of time for performance of obligations
hereunder affected by such delays will be extended by the same number of days as
the delay. Notwithstanding the foregoing, Delaware shall maintain and implement
a customary disaster recovery plan and such plan shall be reasonably acceptable
to Lincoln Life and the Funds. This Article 9 shall not excuse any failure to
perform, or extend the time for performance of, any obligation of Delaware under
this Agreement to the extent that such failure or delay would have been avoided
by compliance with such disaster recovery plan, or by the use of reasonable,
readily available alternatives.


                                  ARTICLE 10
                                 EFFECTIVENESS
                                 -------------

     Section 10.1  Effectiveness.
                   

     (a)  This Agreement shall become effective upon the later of:

          (i)  the date first set forth above; or

          (ii) the date as of which Lincoln Life has complied with the
               requirements of the Indiana insurance holding company laws
               at Section 27-1-23-4 of the Indiana Code.

     (b)  Lincoln Life shall diligently and reasonably pursue the satisfaction
          of the requirements of the Indiana insurance holding company laws at
          Section 27-1-23-4 of the Indiana Code.
<PAGE>
 
                                   ARTICLE 11
                              TERM AND TERMINATION
                              --------------------

          Section 11.1  Term.  The initial term of this Agreement shall end on
the fourth anniversary of the Cutover Date of Phase III, and this Agreement
shall be automatically renewed for subsequent Renewal Terms thereafter unless
sooner terminated under Section 11.2.

          Section 11.2  Termination.  Subject to the procedures set forth in
Article 12 and to Section 11.3, this Agreement may be terminated as follows:

          (a)  by Lincoln Life, Delaware, or any Fund, in each case upon notice
               to each of the other parties at least 180 days prior to the
               expiration of the initial term or any Renewal Term, with such
               termination to become effective upon such expiration; and

          (b)  by Lincoln Life, Delaware or any Fund upon 30 days notice to each
               of the other parties, for any material breach of this Agreement
               unless such breach is cured within such notice period.

For the purpose of this Section 11.2(b) only, a "material breach" shall include,
but not be limited to, the failure by Delaware to provide Accounting Services
hereunder of a quality reasonably determined by Lincoln Life or any Fund to be
consistent with a superior level of service in the industry.

          Section 11.3  Effect of Termination by a Fund.  In the event one or
more Funds shall terminate this Agreement, this Agreement shall nonetheless
continue in full force and effect between and among those parties who have not
terminated this Agreement.

                                   ARTICLE 12
                          PROCEDURES UPON TERMINATION
                          ---------------------------

          Section 12.1  Obligations Upon Termination.  Upon termination of this
Agreement by any party under Article 11, each party shall be obligated to
cooperate with each other party to provide for the transfer of all
responsibilities, duties and obligations of this Agreement as may be necessary
to ensure the orderly, undisrupted business of each party.  Such cooperation
shall include, but not be limited to, returning all papers, documents, materials
or equipment to the party owning such materials.  In the event that this
Agreement is terminated by Lincoln Life or any Fund under Section 11.2(b),
Lincoln Life and the Funds shall have the right to require Delaware to continue
performing all or any part of its responsibilities, duties and obligations under
this Agreement until the earlier of (a) 210 days following the date notice of
such termination was given, or (b) the date that is 30 days after notice from
Lincoln Life or the Funds that 
<PAGE>
 
Delaware shall cease such performance. For this purpose, (a) the terms of this
Agreement (including without limitation the obligation of Lincoln Life and the
Funds to pay Delaware's fees under Article 6, and the obligation of Delaware to
continue to exercise the standard of care required under Section 7.1 shall
remain in effect with respect to the period in which Delaware is obligated to
continue such performance, and (b) if any portion of Delaware's
responsibilities, duties and obligations during such period are not so extended
as required by Lincoln Life, the parties shall mutually agree in good faith on a
reduction of fees which reflects the termination of such responsibilities,
duties and obligations.

                                   ARTICLE 13
                         REPRESENTATIONS AND WARRANTIES
                         ------------------------------
                                        
     Each party represents and warrants to the other parties as follows:

     Section 13.1  Organization and Authority.  Such party is duly organized,
validly existing and in good standing as a corporation under the laws of the
state indicated on the first page of this Agreement, with the requisite
authority and power, in conformity with applicable laws, rules and regulations,
to execute and deliver this Agreement and to perform its obligations hereunder.
Such party has taken all necessary action to authorize such execution, delivery
and performance.

     Section 13.2  No Conflict with Laws.  The execution, delivery and
performance of this Agreement by such party do not conflict with or violate any
laws applicable to such party, any provision of its constituent documents, any
order or judgment of any court or governmental agency applicable to it or any of
its assets or any contractual restriction binding on it or its assets.

     Section 13.3  Obligation.  This Agreement constitutes a legal, valid and
binding obligation of such party, enforceable in accordance with its terms,
subject to applicable bankruptcy, insolvency, reorganization, moratorium and
similar laws relating to the enforcement of creditors' rights generally and
subject to principles of equity.

                                   ARTICLE 14
                                PARENT GUARANTY
                                ---------------

     Section 14.1  Parent Guaranty.  Holdings hereby unconditionally guarantees
the full and punctual performance of the covenants, agreements and obligations
of Delaware under this Agreement, including but not limited to the payment when
due of all amounts that may from time to time be payable by Delaware pursuant to
Section 7.2(b) (the "Guaranteed Obligations").

     Section 14.2  Guaranty Unconditional.  The obligations of 
<PAGE>
 
Holdings hereunder shall be unconditional and absolute and, without limiting the
generality of the foregoing, shall not be released or discharged by:

          (a)  any extension, settlement, compromise, waiver or release in
     respect of any obligation of Delaware under this Agreement;

          (b)  any modification or amendment of or supplement to this
     Agreement;

          (c)  any change in the corporate existence, structure or ownership of
     Delaware, or any insolvency, bankruptcy, reorganization or other similar
     proceeding affecting Delaware or its assets; or

          (d)  any other act or omission to act or delay of any kind by
     Delaware, Lincoln Life, any Fund or any other person which would, but for
     the provisions of this paragraph (d), constitute a legal or equitable
     discharge of Holding's obligations hereunder;

provided, however, that in the event of any extension, settlement, compromise,
waiver or release of any obligation of Delaware under this Agreement, or any
modification or amendment of or supplement to this Agreement, the guaranty
provided for in this Article 14 shall apply to the obligations of Delaware as so
extended, settled, compromised, waived, released, modified, amended or
supplemented.

     Section 14.3  Discharge Only Upon Payment or Performance in Full;
Reinstatement in Certain Circumstances.  Holding's obligations hereunder shall
remain in full force and effect until the Guaranteed Obligations shall have been
paid or performed in full. If at any time any payment of Guaranteed Obligations
by Delaware under this Agreement is rescinded or must be otherwise restored or
returned upon the insolvency, bankruptcy or reorganization of Delaware or
otherwise, Holding's obligations hereunder with respect to such payment shall be
reinstated as though such payment had been due but not made at such time.

     Section 14.4  Waiver by Holdings.  Holdings irrevocably waives acceptance
hereof, presentment, demand, protest and any notice not provided for herein, as
well as any requirement that at any time any action be taken by any person
against Delaware or any other person.

     Section 14.5  Subrogation.  Upon making any payment with respect to
Delaware hereunder, Holdings shall be subrogated to the rights of the payee
against Delaware with respect to such payment; provided that Holdings shall not
enforce payment by way of subrogation until all Guaranteed Obligations have been
paid or performed in full.
<PAGE>
 
                                  ARTICLE 15
                              DISPUTE RESOLUTION
                              ------------------

     Before commencing litigation of any dispute arising out of or relating to
this Agreement, the parties shall attempt in good faith to resolve the dispute
by the following means:

     Section 15.1  Negotiation.  The parties shall in good faith attempt to
resolve any dispute arising out of or relating to this Agreement promptly by
negotiations between executives who have authority to settle the controversy.  A
party may give the other parties written notice of any dispute not resolved in
the normal course of business.  Within 20 days after delivery of that notice,
executives of the affected parties shall meet at a mutually acceptable time and
place, and thereafter as often as they reasonably deem necessary, to exchange
relevant information and to attempt to resolve the dispute.  If the matter has
not been resolved within 60 days of the disputing party's notice, or if the
parties fail to meet within 20 days, either party may initiate mediation of the
controversy or claim as provided in Section 15.2.  If a negotiator intends to be
accompanied at a meeting by an attorney, the other negotiator shall be given at
least 3 Business Days' notice of that intention and may also be accompanied by
an attorney.

     Section 15.2  Mediation.  If the dispute has not been resolved by
negotiation as provided in Section 15.1, the parties shall endeavor for an
additional period of 60 days to settle the dispute by mediation under the then-
current Center for Public Resources (CPR) Model Procedure for Mediation of
Business Disputes.  The neutral third party will be selected from the CPR Panel
of Neutrals.  If the parties encounter difficulty in agreeing on a neutral, they
will seek the assistance of CPR in the selection process.

     Section 15.3  Confidentiality.  All activities under this Article 15 are
confidential and shall be treated as compromise and settlement negotiations for
purposes of the Federal Rules of Evidence and state rules of evidence.

                                  ARTICLE 16
                                 MISCELLANEOUS
                                 -------------

     Section 16.1  Amendment.  This Agreement, including any Exhibits or
Schedules, may be amended, modified or supplemented only in writing signed by
Delaware, Lincoln Life and any Fund affected thereby.  This Agreement shall be
binding upon all successors, assigns or transferees of the parties to this
Agreement.

     Section 16.2  Assignment.  This Agreement and the rights, duties and
obligations of the parties hereto shall not be assign able by any party, except
assignment to successors in the case of mergers, sales of all or substantially
all of the assets of such 
<PAGE>
 
party or transfer of ownership by reorganization or similar restructuring to a
successor in interest to the business of such party, without the prior written
consent of the other parties, and any purported assignment in the absence of
such consent shall be void.

     Section 16.3  Notices.  All notices given or submitted pursuant to this
Agreement shall be made in writing and shall be deemed given when (a) deposited
with the United States Postal Service, postage prepaid, registered or certified
mail, return receipt requested; (b) deposited with a nationally recognized
overnight mail delivery service; (c) sent by facsimile with electronic
confirmation of delivery or with a copy sent by mail as described in (a) or (b)
above; or (d) delivered in person; all to the last address of record of each
party being notified.

     Any notice under this Agreement to Lincoln Life shall be given to:

          ATTN:          O. Douglas Worthington
                         Vice President and Controller
                         Lincoln National Life Insurance Company
                         1300 South Clinton Street
                         Fort Wayne, IN  46801

          Phone:         (219) 455-3669
          Facsimile:     (219) 455-1939
 
     Any notice under this Agreement to Delaware or Holdings
shall be given to:
 
          ATTN:          Michael J. Bishof
                         Vice President and Treasurer
                         Delaware Management Company
                         1818 Market Street; 7th Floor
                         Philadelphia, PA  19103
 
          Phone:         (215) 255-2852
          Facsimile:     (215) 255-1645
 
          With a copy to:
 
                         Richard J. Flannery
                         Managing Director, Corporate
                             & Tax Affairs
                         Delaware Management Company
                         2005 Market Street
                         Philadelphia, PA  19103
 
          Phone:         (215) 255-1244
          Facsimile:     (215) 255-2822
<PAGE>
 
     Any notice under this Agreement to any Fund shall be given
to:
 
          ATTN:          Kelly D. Clevenger
                         Lincoln National Life Insurance Company
                         1300 South Clinton Street
                         Fort Wayne, IN  46801
 
          Phone:         (219) 455-5119
          Facsimile:     (219) 455-1773

     Any party may, by means of written notice in compliance with this Section
16.3, change the address or the identity of the person to whom any notice, or
copy thereof, is to be sent.

     Section 16.4  Severability.  If any provision of this Agreement, as applied
to any party or to any circumstances, shall be found by a court of competent
jurisdiction to be void, invalid or unenforceable, the same shall in no way
affect any other provision of this Agreement, the application of any such provi
sion in any other circumstances, or the validity or enforce ability of this
Agreement; provided, however, that nothing in this Section 16.4 shall adversely
affect the fundamental benefits received by the parties under this Agreement.

     Section 16.5  Waiver.  A waiver by any party of any of the terms and
conditions of this Agreement in any one instance shall not be deemed or
construed to be waiver of any such term or condition for the future, or of any
subsequent breach thereof, nor shall it be deemed a waiver of performance of any
other obligation hereunder.  No waiver of any provision of this Agreement shall
be valid unless agreed to in writing by the party or parties against whom such
waiver is sought to be enforced.

     Section 16.6  Entire Agreement.  This Agreement contains the entire
understanding of the parties hereto relating to the subject matter of this
Agreement and supersedes all prior and collateral agreements, understandings,
statements and negotiations of the parties.

     Section 16.7   Governing Law.  This Agreement shall be governed by and
construed in accordance with the laws of the State of Indiana, without giving
effect to the conflict of law provisions thereof.

     Section 16.8  Section and Paragraph Headings.  The titles of the sections
and paragraphs of this Agreement are for convenience only and shall not in any
way affect the interpretation of any provision or condition of this Agreement.

     Section 16.9  Counterparts.  This Agreement may be executed in counterparts
which, taken together, shall constitute the whole of the Agreement as between
the parties.
<PAGE>
 
     IN WITNESS WHEREOF, the parties have executed this Agreement as of the day
and year first written above.

                              LINCOLN LIFE:

                              LINCOLN NATIONAL LIFE INSURANCE COMPANY



                              By:  ____________________________
                                   O. Douglas Worthington


                              Title:  Vice President and
                                          Controller


                              Date:  __________________________


                              HOLDINGS:

                              DELAWARE MANAGEMENT HOLDINGS, INC.



                              By:  ____________________________


                              Title:  _________________________


                              Date:  __________________________


                              DELAWARE:

                              DELAWARE SERVICE COMPANY, INC.



                              By:  ____________________________


                              Title:  _________________________


                              Date:  __________________________
<PAGE>
 
                                       FUNDS:

                                       LINCOLN NATIONAL AGGRESSIVE GROWTH 
                                       FUND, INC.

                                       LINCOLN NATIONAL BOND FUND, INC.

                                       LINCOLN NATIONAL CAPITAL 
                                       APPRECIATION FUND, INC.

                                       LINCOLN NATIONAL EQUITY-INCOME 
                                       FUND, INC.

                                       LINCOLN NATIONAL GLOBAL ASSET 
                                       ALLOCATION FUND, INC.

                                       LINCOLN NATIONAL GROWTH AND INCOME 
                                       FUND, INC.

                                       LINCOLN NATIONAL INTERNATIONAL 
                                       FUND, INC.

                                       LINCOLN NATIONAL MANAGED FUND, INC.

                                       LINCOLN NATIONAL MONEY MARKET FUND, 
                                       INC.

                                       LINCOLN NATIONAL SOCIAL AWARENESS 
                                       FUND, INC.

                                       LINCOLN NATIONAL SPECIAL 
                                       OPPORTUNITIES FUND, INC.



                                       By:  ____________________________
                                            Kelly D. Clevenger

                                       In his capacity as President of each of 
                                       the above-named Funds.


                                       Date:  __________________________
<PAGE>
 
                                   EXHIBIT A
                                   ---------

                              INVESTMENT COMPANIES
<PAGE>
 
                                   EXHIBIT A
                                   ---------

                              INVESTMENT COMPANIES


Lincoln National Aggressive Growth Fund, Inc.
Lincoln National Bond Fund, Inc.
Lincoln National Capital Appreciation Fund, Inc.
Lincoln National Equity-Income Fund, Inc.
Lincoln National Global Asset Allocation Fund, Inc.
Lincoln National Growth and Income Fund, Inc.
Lincoln National International Fund, Inc.
Lincoln National Managed Fund, Inc.
Lincoln National Money Market Fund, Inc.
Lincoln National Social Awareness Fund, Inc.
Lincoln National Special Opportunities Fund, Inc.
<PAGE>
 
                                   EXHIBIT B
                                   ---------

                FORM OF WRITTEN ACKNOWLEDGEMENT OF CUTOVER DATE
<PAGE>
 
                                SCHEDULE 1.1(a)
                                ---------------

                                CUTOVER SCHEDULE
<PAGE>
 
                                  SCHEDULE 2.1
                                  ------------

                        PROCEDURES FOR CORRECTING ERRORS
<PAGE>
 
                                  SCHEDULE 3.1
                                  ------------

                         DATA PROVIDED BY LINCOLN LIFE
<PAGE>
 
                                  SCHEDULE 3.2
                                  ------------

                           UNAFFILIATED MUTUAL FUNDS

                                      AND

                               SERVICE PROVIDERS
<PAGE>
 
                                  SCHEDULE 6.1
                                  ------------

                                  FEE SCHEDULE


<PAGE>
 
                    LINCOLN NATIONAL LIFE INSURANCE COMPANY
                               Law Division 7C03
                              1300 South Clinton
                           Fort Wayne, Indiana 46802


Phone: (219) 455-3018
Fax:   (219) 455-5135

                                                          Exhibit 9

VIA EDGAR
- ---------

December 5, 1996

Securities and Exchange Commission
Division of Insurance Management
Office of Insurance Products
450 Fifth Street, N.W.
Washington, D.C. 20549


Re:  Lincoln National Variable Annuity Account H
     File Nos. 33-27783; 811-5721
     Opinion and Consent of Counsel

Ladies and Gentlemen:

I have recently made such examination of law and have examined such records and 
documents as I have deemed necessary to render the opinion expressed below.

I am of the opinion that upon acceptance by Lincoln National Variable Annuity 
Account H (the "Account"), a segregated account of Lincoln National Life 
Insurance Company (Lincoln Life), of contributions from a person pursuant to an 
insurance policy issued in accordance with the prospectus contained in this 
amended Registration Statement on Form N-4 (including the Supplement filed 
herewith), and upon compliance with applicable law, such person will have a 
legally issued interest in his or her individual account with the Account, and 
the securities issued will represent binding obligations of Lincoln Life.

I consent to the filing of this Opinion as an exhibit to the Account's 
Post-Effective Amendment No. 9 to the Registration Statement on Form N-4.

Very truly yours,


/s/ Jeremy Sachs
Jeremy Sachs
Senior Counsel

JS/sb/A:\SEC2.LTR

Enclosure


<PAGE>
 
                                                                      Exhibit 10


              Consent of Ernst & Young LLP, Independent Auditors


We consent to the reference to our firm under the caption "Independent Auditors"
in the Post-Effective Amendment No. 9 to the Registration Statement (Form N-4
No. 33-27783) and related Statement of Additional Information pertaining to the
Lincoln National Variable Annuity Account H and to the use therein of our
reports (a) dated February 7, 1996 with respect to the consolidated financial
statements of The Lincoln National Life Insurance Company and (b) dated March 6,
1996 with respect to the financial statements of Lincoln National Variable
Annuity Account H.


                                        /s/ ERNST & YOUNG LLP

Fort Wayne, Indiana
December 3, 1996

<PAGE>
 
                                  Exhibit 13

                        Lincoln National Life Account H

              SCHEDULE FOR COMPUTATION OF PERFORMANCE QUOTATIONS


A. STANDARDIZED PERFORMANCE

     The Average Annual Total Return for each period was determined by
finding the average annual compounded rate of return over each period that
would equate the inial amount invested to the ending redeemable value for
that period, according to the following formula:

                         n
       P  *  ( 1 + T )     =  ERV

       Where:

         P = a hypothetical inial purchase payment of $1,000

         T = average annual total return for the period in question

         n = number of years

         ERV = redeemable value (as of the end of the period in question)  
         of a hypothetical $1,000 purchase payment made at the beginning   
         of the 1-year, 5-year, or 10-year period in question (or          
         fractional portion thereof).


     The formula assumes that : 1) all recurring fees have been charged to
Contract Owner accounts; 2) all applicable non-recurring charges are
deducted at the end of the period in questions; 3) there will be a
complete redemption at the end of the period in question.  The performance
figures shown in the table above relate to the contract form containing
the highest level of charges.
<PAGE>
<TABLE> 
<CAPTION> 
 
                                                                                               
         Separate Account H - Standardized 1 Year Returns                                      

        |-------------------------------------------------------------------------------------------------------------------|
        |                                    ONE YEAR RETURNS PERIOD ENDING 12/31/1995:                                     |
        |-------------------------------------------------------------------------------------------------------------------|
        |              |  Growth   |   Growth   |  High Yield   |    Cash      |   Gov't     |     Asset    | International |
        |              |  Series   |   Income   |     Bond      |              |             |   Allocation |               |
        |-------------------------------------------------------------------------------------------------------------------|
        |<S>           |<C>        | <C>        |  <C>          |  <C>         |  <C>        |   <C>        | <C>           |
        |Fund Value    |$1,315.22  | $1,312.44  |   $1,201.56   |  $1,041.41   |  $1,138.52  |  $1,278.54   |   $1,111.79   |
        |Fee           |    $0.77  |     $0.77  |       $0.73   |      $0.68   |      $0.71  |      $0.75   |       $0.70   |
        |===================================================================================================================|
        |Surr Charge   |   $60.00  |    $60.00  |      $60.00   |     $60.00   |     $60.00  |     $60.00   |      $60.00   |
        |Final Value   |$1,254.45  | $1,251.67  |   $1,140.83   |    $980.74   |  $1,077.81  |  $1,217.79   |   $1,051.09   |
        |===================================================================================================================|
        |Annual Return |    25.45% |     25.17% |       14.08%  |      -1.93%  |       7.78% |      21.78%  |        5.11%  |
        |-------------------------------------------------------------------------------------------------------------------|
</TABLE> 

         Calculation of Annual Return

         Final Value = 1,000 * (31-Dec-95 Unit Value / 31-Dec-94 Unit Value) -
         Annual Fee - Surrender Charge

         Annual Return = Final Value / 1,000 - 1

<TABLE> 
<CAPTION> 
         Unit Values

         |------------------------------------------------------------------------------------------------------------------|
         |               |   Growth   |   Growth    |  High Yield |    Cash    |    Gov't    |     Asset    | International |
         |      Date     |   Series   |   Income    |    Bond     |            |             |  Allocation  |               |
         |------------------------------------------------------------------------------------------------------------------|
         |<S>            |  <C>       |   <C>       |  <C>        |  <C>       |   <C>       |  <C>         | <C>           |
         |    31-Dec-94  |  1.557688  |   1.428485  |   1.513373  |  1.205723  |   1.369408  |    1.376640  |    1.361319   |
         |    31-Dec-95  |  2.048701  |     1.8748  |   1.818413  |  1.255654  |   1.559097  |    1.760096  |    1.513506   |
         |------------------------------------------------------------------------------------------------------------------|
</TABLE> 
          
                                       2
<PAGE>
<TABLE> 
<CAPTION> 

         Separate Account H - Standardized 5 Year Returns

        |---------------------------------------------------------------------------------------------------------------|
        |                                   FIVE YEAR RETURNS PERIOD ENDING 12/31/1995:                                 |
        |---------------------------------------------------------------------------------------------------------------|
        |                |    Growth  |    Growth  |  High Yield|    Cash    |     Gov't   |    Asset   | International |
        |                |    Series  |    Income  |     Bond   |            |             |  Allocation|               |
        |---------------------------------------------------------------------------------------------------------------|
        |<S>             |  <C>       |  <C>       |  <C>       |  <C>       |   <C>       |   <C>      |     <C>       | 
        |One Year        |  $1,315.14 |  $1,224.38 |  $1,249.02 |  $1,041.50 |   $1,144.02 |   $1,201.99|     $1,102.74 |
        |Fee             |      $0.81 |      $0.78 |      $0.79 |      $0.71 |       $0.75 |       $0.77|         $0.74 |
        |Final Value     |  $1,314.33 |  $1,223.60 |  $1,248.23 |  $1,040.78 |   $1,143.27 |   $1,201.22|     $1,102.00 |
        |---------------------------------------------------------------------------------------------------------------|
        |Two Year        |  $1,436.63 |  $1,303.02 |  $1,385.24 |  $1,059.95 |   $1,213.79 |   $1,285.95|     $1,078.11 | 
        |Fee             |      $1.02 |      $0.93 |      $0.97 |      $0.78 |       $0.87 |       $0.92|         $0.81 | 
        |Final Value     |  $1,435.62 |  $1,302.08 |  $1,384.26 |  $1,059.18 |   $1,212.92 |   $1,285.03|     $1,077.30 | 
        |---------------------------------------------------------------------------------------------------------------|
        |Three Year      |  $1,647.77 |  $1,442.79 |  $1,590.25 |  $1,072.88 |   $1,330.49 |   $1,400.04|     $1,428.17 | 
        |Fee             |      $1.12 |      $1.00 |      $1.08 |      $0.77 |       $0.92 |       $0.97|         $0.91 | 
        |Final Value     |  $1,646.66 |  $1,441.79 |  $1,589.17 |  $1,072.10 |   $1,329.57 |   $1,399.07|     $1,427.26 | 
        |---------------------------------------------------------------------------------------------------------------| 
        |Four Year       |  $1,632.59 |  $1,452.02 |  $1,465.24 |  $1,098.73 |   $1,254.75 |   $1,376.38|     $1,435.23 | 
        |Fee             |      $1.19 |      $1.05 |      $1.11 |      $0.79 |       $0.94 |       $1.01|         $1.04 | 
        |Final Value     |  $1,631.40 |  $1,450.97 |  $1,464.13 |  $1,097.95 |   $1,253.82 |   $1,375.37|     $1,434.19 | 
        |---------------------------------------------------------------------------------------------------------------|
        |Five Year       |  $2,145.65 |  $1,904.31 |  $1,759.24 |  $1,143.41 |   $1,427.50 |   $1,758.48|     $1,594.52 | 
        |Fee             |      $1.25 |      $1.11 |      $1.07 |      $0.74 |       $0.89 |       $1.04|         $1.00 | 
        |===============================================================================================================|
        |Surr Charge     |     $20.00 |     $20.00 |     $20.00 |     $20.00 |      $20.00 |      $20.00|        $20.00 | 
        |Final Value     |  $2,124.40 |  $1,883.20 |  $1,738.18 |  $1,122.67 |   $1,406.61 |   $1,737.44|     $1,573.52 | 
        |===============================================================================================================| 
        |Annual Return   |     16.26% |     13.50% |     11.69% |      2.34% |       7.06% |      11.68%|         9.49% | 
        |---------------------------------------------------------------------------------------------------------------|
</TABLE> 
        Calculation of Annual Return
        
        Final Value Year One = 1,000 * (31-Dec-91 Unit Value / 31-Dec-90 Unit
        Value) - Annual Fee Year One
        Final Value Year Two = 1,000 * (31-Dec-92 Unit Value / 31-Dec-91 Unit
        Value) - Annual Fee Year Two
        Final Value Year Three = 1,000 * (31-Dec-93 Unit Value / 31-Dec-92 Unit
        Value) - Annual Fee Year Three
        Final Value Year Four = 1,000 * (31-Dec-94 Unit Value / 31-Dec-93 Unit
        Value) - Annual Fee Year Four
        Final Value Year Five = 1,000 * (31-Dec-95 Unit Value / 31-Dec-94 Unit
        Value) - Annual Fee Year Five - Surrender Charge
        
        Annual Return = (Final Value Year Five / 1,000)  (1/5) - 1
<TABLE> 
<CAPTION> 

         Unit Values
        |---------------------------------------------------------------------------------------------------------------|
        |               |  Growth  |     Growth |   High Yield|      Cash   |     Gov't   |     Asset    | International|
        |      Date     |  Series  |     Income |      Bond   |             |             |   Allocation |              |
        |---------------------------------------------------------------------------------------------------------------|
        |<S>            | <C>      |   <C>      |   <C>       |    <C>      |    <C>      |   <C>        | <C>          |
        |    31-Dec-90  | 0.952210 |   0.981781 |    1.030775 |    1.095029 |    1.089119 |     0.998137 |    0.946560  |
        |    31-Dec-91  | 1.252292 |   1.202073 |    1.287458 |    1.140472 |    1.245978 |     1.199751 |    1.043807  |
        |    31-Dec-92  | 1.368821 |   1.280091 |    1.428769 |    1.161478 |    1.322827 |     1.284379 |    1.021176  |
        |    31-Dec-93  | 1.571108 |   1.418422 |    1.641374 |    1.176502 |    1.451055 |     1.399330 |    1.353765  |
        |    31-Dec-94  | 1.557688 |   1.428485 |    1.513373 |    1.205723 |    1.369408 |     1.376640 |    1.361319  |
        |    31-Dec-95  | 2.048701 |     1.8748 |    1.818413 |    1.255654 |    1.559097 |     1.760096 |    1.513506  |
        |---------------------------------------------------------------------------------------------------------------|
</TABLE> 

<PAGE>
<TABLE> 
         Separate Account H - Standardized 10 Year/Lifetime Returns

- ------------------------------------------------------------------------------------------------------
                             10 YEAR/LIFETIME RETURNS PERIOD ENDING 12/31/1995:
- ------------------------------------------------------------------------------------------------------
                  Growth      Growth     High Yield     Cash      Gov't       Asset      International
                  Series      Income        Bond                             Allocation
- ------------------------------------------------------------------------------------------------------
<S>               <C>         <C>         <C>         <C>         <C>        <C>         <C>       
- ------------------------------------------------------------------------------------------------------
Year One          $1,286.85   $1,205.57   $1,177.52   $1,047.84   $1,130.67  $1,002.40   $1,005.36
Fee                   $0.80       $0.77       $0.76       $0.72       $0.75      $0.70       $0.70
Final Value       $1,286.05   $1,204.79   $1,176.76   $1,047.12   $1,129.93  $1,001.70   $1,004.66
- ------------------------------------------------------------------------------------------------------
Year Two          $1,372.16   $1,196.10   $1,217.54   $1,095.95   $1,097.33  $1,115.45   $1,079.87
Fee                   $0.93       $0.84       $0.84       $0.75       $0.78      $0.74       $0.73
Final Value       $1,371.23   $1,195.26   $1,216.70   $1,095.20   $1,096.55  $1,114.71   $1,079.14
- ------------------------------------------------------------------------------------------------------
Year Three        $1,550.03   $1,349.55   $1,376.18   $1,156.64   $1,169.38  $1,256.53   $1,111.55
Fee                   $1.02       $0.89       $0.91       $0.79       $0.79      $0.83       $0.81
Final Value       $1,549.01   $1,348.66   $1,375.27   $1,155.85   $1,168.59  $1,255.70   $1,110.74
- ------------------------------------------------------------------------------------------------------
Year Four         $2,005.52   $1,669.09   $1,499.18   $1,240.53   $1,277.45  $1,349.43   $1,373.88
Fee                   $1.24       $1.06       $1.01       $0.84       $0.86      $0.91       $0.90
Final Value       $2,004.28   $1,668.03   $1,498.17   $1,239.70   $1,276.59  $1,348.52   $1,372.98
- ------------------------------------------------------------------------------------------------------
Year Five         $1,891.05   $1,603.74   $1,534.91   $1,319.78   $1,365.62  $1,412.84   $1,394.43
Fee                   $1.36       $1.15       $1.06       $0.90       $0.92      $1.02       $1.00
Final Value       $1,889.68   $1,602.60   $1,533.84   $1,318.89   $1,364.70  $1,411.82   $1,393.43
- ------------------------------------------------------------------------------------------------------
Year Six          $2,485.20   $1,962.19   $1,915.80   $1,373.62   $1,561.24  $1,612.14   $1,508.30
Fee                   $1.53       $1.25       $1.21       $0.94       $1.02      $1.10       $0.96
Final Value       $2,483.67   $1,960.94   $1,914.59   $1,372.68   $1,560.22  $1,611.04   $1,507.34
- ------------------------------------------------------------------------------------------------------
Year Seven        $2,714.78   $2,088.21   $2,124.74   $1,397.96   $1,656.45  $1,752.89
Fee                   $1.92       $1.50       $1.49       $1.03       $1.19      $1.22
Final Value       $2,712.86   $2,086.71   $2,123.25   $1,396.93   $1,655.26  $1,751.67
- ------------------------------------------------------------------------------------------------------
Year Eight        $3,133.77   $2,312.21   $2,439.19   $1,415.00   $1,815.71
Fee                   $2.12       $1.60       $1.66       $1.02       $1.26
Final Value       $3,111.66   $2,310.61   $2,437.53   $1,413.98   $1,814.45
- ------------------------------------------------------------------------------------------------------
Year Nine         $3,085.08   $2,327.01   $2,247.45   $1,449.10   $1,712.36
Fee                   $2.25       $1.68       $1.70       $1.04       $1.28
Final Value       $3,082.83   $2,325.33   $2,245.75   $1,448.06   $1,711.08
- ------------------------------------------------------------------------------------------------------
Year Ten          $4,054.60   $3,051.85   $2,698.41   $1,508.03   $1,948.10
Fee                   $2.36       $1.78       $1.64       $0.98       $1.21
- ------------------------------------------------------------------------------------------------------
Surr Charge           $0.00       $0.00       $0.00       $0.00       $0.00     $10.00      $20.00
Final Value       $4,052.23   $3,050.07   $2,696.77   $1,507.05   $1,946.88  $1,741.67   $1,487.34
Period                   10          10          10          10          10 6.41643836  5.66849315
- -------------------------------------------------------------------------------------------------------
Annual Return        15.02%      11.80%      10.43%       4.19%       6.89%      9.03%       7.25%
</TABLE>
                                       4
<PAGE>

SEPARATE ACCOUNT H - STANDARDIZED 10 YEAR/LIFETIME RETURNS

Calculation of Annual Return (Excluding Asset Allocation and International Funds
<TABLE> 
<S>                       <C>     <C>                     <C>                     <C> 
Final Value Year One   =  1,000 * (31-Dec-86 Unit Value / 31-Dec-85 Unit Value) - Annual Fee Year One
Final Value Year Two   =  1,000 * (31-Dec-87 Unit Value / 31-Dec-86 Unit Value) - Annual Fee Year Two
Final Value Year Three =  1,000 * (31-Dec-88 Unit Value / 31-Dec-87 Unit Value) - Annual Fee Year Three
Final Value Year Four  =  1,000 * (31-Dec-89 Unit Value / 31-Dec-88 Unit Value) - Annual Fee Year Four
Final Value Year Five  =  1,000 * (31-Dec-90 Unit Value / 31-Dec-89 Unit Value) - Annual Fee Year Five
Final Value Year Six   =  1,000 * (31-Dec-91 Unit Value / 31-Dec-90 Unit Value) - Annual Fee Year Six
Final Value Year Seven =  1,000 * (31-Dec-92 Unit Value / 31-Dec-91 Unit Value) - Annual Fee Year Seven
Final Value Year Eight =  1,000 * (31-Dec-93 Unit Value / 31-Dec-92 Unit Value) - Annual Fee Year Eight
Final Value Year Nine  =  1,000 * (31-Dec-94 Unit Value / 31-Dec-93 Unit Value) - Annual Fee Year Nine
Final Value Year Ten   =  1,000 * (31-Dec-95 Unit Value / 31-Dec-94 Unit Value) - Annual Fee Year Ten - Surrender Charge
</TABLE> 

Calculation of Annual Return for Asset Allocation Fund
<TABLE> 
<S>                      <C>     <C>                     <C>                     <C>   
Final Value Year One   = 1,000 * (01-Aug-90 Unit Value / 01-Aug-89 Unit Value) - Annual Fee Year One
Final Value Year Two   = 1,000 * (01-Aug-91 Unit Value / 01-Aug-90 Unit Value) - Annual Fee Year Two
Final Value Year Three = 1,000 * (01-Aug-92 Unit Value / 01-Aug-91 Unit Value) - Annual Fee Year Three
Final Value Year Four  = 1,000 * (01-Aug-93 Unit Value / 01-Aug-92 Unit Value) - Annual Fee Year Four
Final Value Year Five  = 1,000 * (01-Aug-94 Unit Value / 01-Aug-93 Unit Value) - Annual Fee Year Five
Final Value Year Six   = 1,000 * (01-Aug-95 Unit Value / 01-Aug-94 Unit Value) - Annual Fee Year Six
Final Value Year Seven = 1,000 * (31-Dec-95 Unit Value / 01-Aug-95 Unit Value) - Annual Fee Year Seven - Surrender Charge
</TABLE> 

Calculation of Annual Return for International Fund
<TABLE> 
<S>                      <C>     <C>                     <C>                     <C> 
Final Value Year One   = 1,000 * (01-May-91 Unit Value / 01-May-90 Unit Value) - Annual Fee Year One
Final Value Year Two   = 1,000 * (01-May-92 Unit Value / 01-May-91 Unit Value) - Annual Fee Year Two
Final Value Year Three = 1,000 * (01-May-93 Unit Value / 01-May-92 Unit Value) - Annual Fee Year Three
Final Value Year Four  = 1,000 * (01-May-94 Unit Value / 01-May-93 Unit Value) - Annual Fee Year Four
Final Value Year Five  = 1,000 * (01-May-95 Unit Value / 01-May-94 Unit Value) - Annual Fee Year Five
Final Value Year Six   = 1,000 * (31-Dec-95 Unit Value / 01-May-95 Unit Value) - Annual Fee Year Six - Surrender Charge
</TABLE> 
Annual Return = (Final Value Year Ten / 1,000) (1/period) - 1

                                       5
<PAGE>
 
         Separate Account H - Standardized 10 Year/Lifetime Returns
<TABLE> 
<CAPTION> 
         Unit Values
         |-------------------------------------------------------------------------------------------------------------------------|
         |                  |  Growth  |  Growth  | High Yield |   Cash   |  Gov't   |        Asset         |    International     |
         |                  |  Series  |  Income  |    Bond    |          |          |      Allocation      |                      |
         |-------------------------------------------------------------------------------------------------------------------------|
         |<S>               | <C>      | <C>      | <C>        | <C>      | <C>      |  <C>                 |   <C>                |
         |        31-Dec-85 | 0.502238 | 0.610569 | 0.669767   | 0.827445 | 0.795361 |                      |                      |
         |        31-Dec-86 | 0.646305 | 0.736081 | 0.788666   | 0.867029 | 0.899294 |                      |                      |
         |        31-Dec-87 | 0.689581 | 0.730770 | 0.815995   | 0.907458 | 0.873351 |                      |                      |
         |        30-Dec-88 | 0.779498 | 0.825103 | 0.922950   | 0.958368 | 0.931354 |  01-Aug-89   1.000000|                      |
         |        31-Dec-89 | 1.009225 | 1.021137 | 1.006105   | 1.028581 | 1.018118 |  01-Aug-90   1.002399|   01-May-90 0.999963 |
         |        31-Dec-90 | 0.952210 | 0.981781 | 1.030775   | 1.095029 | 1.089119 |  01-Aug-91   1.116232|   01-May-91 1.005326 |
         |        31-Dec-91 | 1.252292 | 1.202073 | 1.287458   | 1.140472 | 1.245978 |  01-Aug-92   1.258248|   01-May-92 1.080589 |
         |        30-Dec-92 | 1.368821 | 1.280091 | 1.428769   | 1.161478 | 1.322827 |  01-Aug-93   1.352163|   01-May-93 1.113034 |
         |        31-Dec-93 | 1.571108 | 1.418422 | 1.641374   | 1.176502 | 1.451055 |  01-Aug-94   1.416660|   01-May-94 1.376724 |
         |        31-Dec-94 | 1.557688 | 1.428485 | 1.513373   | 1.205723 | 1.369408 |  01-Aug-95   1.617666|   01-May-95 1.398236 |
         |        31-Dec-95 | 2.048701 |   1.8748 | 1.818413   | 1.255654 | 1.559097 |  31-Dec-95   1.760096|   31-Dec-95 1.513506 |
         |-------------------------------------------------------------------------------------------------------------------------|
</TABLE> 

<PAGE>
 
B. NON-STANDARDIZED QUOTATIONS

     This schedule present the formulas and calculation employed in
producing the performance quotations set out in the SAI, under the
heading, "NON-STANDARDIZED INVESTMENT RESULTS--SUN-ACCOUNTS OF ACCOUNT H". 
Amount and Compound Growth Rate calculations are shown for all base
periods disclosed.



     The formula for calculating the current Amount of an originally
invested $10,000 for a particular base period is:


          CP = ( X / Y ) * $10,000

          where:

                 CP = Amount at End of Base Period

                  X = Accumulation Unit Value at End of Base Period

                  Y = Accumulation Unit Value at Beginning of Base Period


     The formula for calculating the Compound Growth Rate for a particular
base period is:

                           ( 1 / N )
          GR = ( X / Y )               -   1

          where:
                 
                GR = Annualized Return
        
                 X = Accumulation Unit Value at End of Base Period

                 Y = Accumulation Unit Value at Beginning of Base Period
 
                 N = Number of Years of Fund Performance Being Evaluated 
<PAGE>
 
NON-STANDARDIZED PERFORMANCE - SEPARATE ACCOUNT H

AMOUNT

<TABLE>
<CAPTION>

|-------|---------------------------|----------|----------|------------|--------|----------|------------|---------------|
|       |        Base Period        |          |          |            |        |          |            |               |
|       |---------------------------|  Growth  |  Growth  | High Yield |  Cash  |  Gov't   |   Asset    | International |
| Years |  Start Date |  End Date   |  Series  |  Income  |    Bond    |        |          | Allocation |               |
|-------|-------------|-------------|----------|----------|------------|--------|----------|------------|---------------|
|<S>    |  <C>        |  <C>        |  <C>     |  <C>     | <C>        | <C>    |  <C>     | <C>        | <C>           |
|   1   |  31-Dec-94  |  31-Dec-95  |  13,152  |  13,124  |   12,016   | 10,414 |  11,385  |   12,785   |    11,118     |
|   2   |  31-Dec-93  |  31-Dec-95  |  13,040  |  13,218  |   11,079   | 10,673 |  10,745  |   12,578   |    11,180     |
|   3   |  31-Dec-92  |  31-Dec-95  |  14,967  |  14,646  |   12,727   | 10,811 |  11,786  |   13,704   |    14,821     |
|   4   |  31-Dec-91  |  31-Dec-95  |  16,360  |  15,596  |   14,124   | 11,010 |  12,513  |   14,671   |    14,500     |
|   5   |  31-Dec-90  |  31-Dec-95  |  21,515  |  19,096  |   17,641   | 11,467 |  14,315  |   17,634   |    15,990     |
| Life  |  See Below  |  31-Dec-95  |  48,547  |  44,745  |   36,514   | 17,130 |  19,611  |   17,601   |    15,135     |
|-----------------------------------------------------------------------------------------------------------------------|
</TABLE>

Amount = (End Date Unit Value/Start Date Unit Value) * 10,000


COMPOUND GROWTH RATE

<TABLE>
<CAPTION>

|-------|------------------------------------|----------|------------|--------|---------|--------------|---------------|
|       |       Base Period       |          |          |            |        |         |              |               |
|       |-------------------------|  Growth  |  Growth  | High Yield |  Cash  |  Gov't  |    Asset     | International |
| Years | Start Date |  End Date  |  Series  |  Income  |    Bond    |        |         |  Allocation  |               |
|-------|------------|------------|----------|----------|------------|--------|---------|--------------|---------------|
|<S>    | <C>        | <C>        |  <C>     |  <C>     | <C>        | <C>    | <C>     |  <C>         | <C>           |
|   1   | 31-Dec-94  | 31-Dec-95  |  31.52%  |  43.42%  |   35.37%   | 69.91% | 49.60%  |    48.82%    |    50.49%     |
|   2   | 31-Dec-93  | 31-Dec-95  |  14.19%  |  14.97%  |    5.25%   |  3.31% |  3.66%  |    12.15%    |     5.74%     |
|   3   | 31-Dec-92  | 31-Dec-95  |  14.39%  |  13.56%  |    8.37%   |  2.63% |  5.63%  |    11.07%    |    14.01%     |
|   4   | 31-Dec-91  | 31-Dec-95  |  13.09%  |  11.75%  |    9.02%   |  2.43% |  5.76%  |    10.06%    |     9.73%     |
|   5   | 31-Dec-90  | 31-Dec-95  |  16.56%  |  13.81%  |   12.02%   |  2.78% |  7.44%  |    12.01%    |     9.84%     |
| Life  | See Below  | 31-Dec-95  |  14.20%  |  13.42%  |   11.50%   |  4.63% |  6.88%  |     9.21%    |     7.58%     |
|-------|------------|------------|----------|----------|------------|--------|---------|--------------|---------------|
</TABLE>

One Year Return = (31-Dec-95 Unit Value/31-Dec-94 Unit Value) - 1
Two Year Return = (31-Dec-95 Unit Value/31-Dec-93 Unit Value) (1/2) - 1
Three Year Return = (31-Dec-95 Unit Value/31-Dec-92 Unit Value) (1/3) - 1
Four Year Return = (31-Dec-95 Unit Value/31-Dec-91 Unit Value) (1/4) - 1
Five Year Return = (31-Dec-95 Unit Value/31-Dec-90 Unit Value) (1/5) - 1
Life Return = (31-Dec-95 Unit Value/Inception Date Unit Value) (1/period) - 1
<PAGE>
 
NON-STANDARDIZED PERFORMANCE - SEPARATE ACCOUNT H

<TABLE> 
<CAPTION> 
|------------------|-----------|----------|------------|-----------|--------------|------------|---------------|
|    Unit Values   |  Growth   |  Growth  | High Yield |   Cash    |    Gov't     |   Asset    | International |
|                  |  Series   |  Income  |    Bond    |           |              | Allocation |               |
|------------------|-----------|----------|------------|-----------|--------------|------------|---------------|
|   <S>            | <C>       | <C>      | <C>        | <C>       |  <C>         | <C>        | <C>           |
|     31-Dec-95    | 2.048701  | 1.874800 |  1.818413  | 1.255654  |   1.559097   |  1.760096  |   1.513506    |
|     31-Dec-94    | 1.557688  | 1.428485 |  1.513373  | 1.205723  |   1.369408   |  1.376640  |   1.361319    |
|     31-Dec-93    | 1.571108  | 1.418422 |  1.641374  | 1.176502  |   1.451055   |  1.399330  |   1.353765    |
|     31-Dec-92    | 1.368821  | 1.280091 |  1.428769  | 1.161478  |   1.322827   |  1.284379  |   1.021176    |
|     31-Dec-91    | 1.252292  | 1.202073 |  1.287458  | 1.140472  |   1.245978   |  1.199751  |   1.043807    |
|     31-Dec-90    | 0.952210  | 0.981781 |  1.030775  | 1.095029  |   1.089119   |  0.998137  |   0.946560    |
|------------------|-----------|----------|------------|-----------|--------------|------------|---------------|
</TABLE> 

<TABLE> 
<CAPTION> 
|------------------------|------------|-----------|------------|----------|----------|--------------|---------------|
|  Life Returns          |   Growth   |  Growth   | High Yield |   Cash   |  Gov't   |    Asset     | International |
|                        |   Series   |  Income   |   Bond     |          |          |  Allocation  |               |
|------------------------|------------------------|------------|----------|----------|--------------|---------------|
|  <S>                   | <C>        | <C>       | <C>        | <C>      | <C>      |  <C>         | <C>           |
|  Inception/Start Date  |  02/08/84  | 02/08/84  |  02/08/84  | 02/08/84 | 11/19/85 |   08/01/89   |   05/01/90    |
|  Unit Value            |  0.422000  | 0.419000  |  0.498000  | 0.733000 | 0.795000 |   1.000000   |   1.000000    |
|  Period (years)        |     11.90  |    11.90  |     11.90  |    11.90 |    10.12 |       6.42   |       5.67    |
|------------------------|------------|-----------|------------|----------|----------|--------------|---------------|
</TABLE> 


<PAGE>
 

                                 EXHIBIT 14(a)
                         ORGANIZATIONAL CHART OF THE
              LINCOLN NATIONAL INSURANCE HOLDING COMPANY SYSTEM

     All the members of the holding company system are corporations, with the
exception of American States Lloyds Insurance Company, Delaware Distributors,
L.P., Founders CBO, L.P., and Lincoln National Mezzanine Fund, L.P.


- ----------------------------------
| Lincoln National Corporation   |
|  Indiana - Holding Company     |
- ----------------------------------
  |
  |  ----------------------------------------
  |--| American States Financial Corporation|
  |  | 83.3% - Indiana - Holding Company    |
  |  ----------------------------------------
  |  ---------------------------------------
  |--| American States Insurance Company   |
  |  | 100% - Indiana - Property/Casualty  |
  |  ---------------------------------------
  |  ----------------------------------------
  |--| American Economy Insurance Company   |
  |  |  100% - Indiana - Property/Casualty  |
  |  ----------------------------------------
  |  ----------------------------------------------
  |--| American States Insurance Company of Texas |
  |  |  100% - Texas - Property/Casualty          |
  |  ----------------------------------------------
  |  --------------------------------------------
  |--| American States Life Insurance Company   |
  |  |  100% - Indiana - Life/Health            |
  |  --------------------------------------------
  |  -------------------------------------------------
  |--| American States Lloyds Insurance Company      |
  |  |  Lloyds Plan  - * - Texas - Property/Casualty |
  |  -------------------------------------------------
  |  -------------------------------------------------
  |--| American States Preferred Insurance Company   |
  |  |  100% - Indiana - Property/Casualty           |
  |  -------------------------------------------------
  |  ---------------------------------
  |--| City Insurance Agency, Inc.   |
  |  |  100% - Indiana               |
  |  ---------------------------------
  |  -------------------------------------------------
  |--| Insurance Company of Illinois                 |
  |  |  100% - Illinois - Fire & Casualty Insurance  |
  |  -------------------------------------------------
  |  ---------------------------------------------------------
  |--| Aseguradora InverLincoln, S.A. Compania de Seguros Y  |  
  |  | Reaseguros, Grupo Financiero InverMexico              |
  |  | 49% - Mexico - Life, Property and Casualty Insurance  |
  |  ---------------------------------------------------------   

                               1


<PAGE>
 
- ----------------------------------
| Lincoln National Corporation   |
|  Indiana - Holding Company     |
- ----------------------------------
  |
  |  --------------------------------------------------
  |--| The Insurers' Fund, Inc.                       |
  |  | 100% - Maryland - Inactive                     |
  |  --------------------------------------------------
  |  --------------------------------------------------
  |--| LNC Administrative Services Corporation        |
  |  | 100% - Indiana - Third Party Administrator     |
  |  --------------------------------------------------
  |
  |  ----------------------------------------
  |--| The Richard Leahy Corporation        |
  |  |  100% - Indiana - Insurance Agency   |
  |  ----------------------------------------
  |   |  -----------------------------------
  |   |--| The Financial Alternative, Inc. |
  |   |  | 100% - Utah- Insurance Agency   |
  |   |  -----------------------------------
  |   |  -----------------------------------------
  |   |--| Financial Alternative Resources, Inc. |
  |   |  | 100% - Kansas - Insurance Agency      |
  |   |  ----------------------------------------- 
  |   |  -------------------------------------------
  |   |--| Financial Choices, Inc.                 |
  |   |  | 100% - Pennsylvania - Insurance Agency  |
  |   |  -------------------------------------------
  |   |  -------------------------------------------------
  |   |  | Financial Investment Services, Inc.           |
  |   |--| (formerly Financial Services Department, Inc.)|
  |   |  | 100% - Indiana - Insurance Agency             |
  |   |  -------------------------------------------------
  |   |  -------------------------------------------
  |   |  | Financial Investments, Inc.             |
  |   |--| (formerly Insurance Alternatives, Inc.) |
  |   |  | 100% - Indiana - Insurance Agency       |
  |   |  -------------------------------------------
  |   |  ---------------------------------------------
  |   |--| The Financial Resources Department, Inc.  |
  |   |  | 100% - Michigan - Insurance Agency        |
  |   |  ---------------------------------------------
  |   |  -------------------------------------------
  |   |--| Investment Alternatives, Inc.           |
  |   |  | 100% - Pennsylvania - Insurance Agency  |
  |   |  -------------------------------------------
  |   |  ----------------------------------------
  |   |--| The Investment Center, Inc.          |
  |   |  | 100% - Tennessee - Insurance Agency  |
  |   |  ----------------------------------------
  |   |  ----------------------------------------
  |   |--| The Investment Group, Inc.           |
  |   |  | 100% - New Jersey - Insurance Agency |
  |   |  ----------------------------------------
  |   |  --------------------------------------
  |   |--| Personal Financial Resources, Inc. |
  |   |  | 100% - Arizona - Insurance Agency  |
  |   |  --------------------------------------   
  |   |  ------------------------------------------
  |   |--| Personal Investment Services, Inc.     |
  |      | 100% - Pennsylvania - Insurance Agency |
  |      ------------------------------------------
  |
  |  ---------------------------------------------
  |--| LincAm Properties, Inc.                   |
  |  |  50% - Delaware - Real Estate Investment  |
  |  ---------------------------------------------
  |
  |
  |

                                       2



<PAGE>
 
- ---------------------------------- 
| Lincoln National Corporation   |
|  Indiana - Holding Company     |
- ----------------------------------
  |
  |  -------------------------------------------------
  |  | Lincoln Financial Group, Inc.                 |
  |--| (formerly Lincoln National Sales Corporation) |
  |  | 100% - Indiana - Insurance Agency             |
  |  -------------------------------------------------
  |   |
  |   |  ------------------------------------                             
  |   |--| LNC Equity Sales Corporation     |
  |   |  |  100% - Indiana - Broker-Dealer  |
  |   |  ------------------------------------
  |   | 
  |   |  ----------------------------------------------------------------
  |   |  | Corporate agencies:  Lincoln Financial Group, Inc. ("LFG")   |
  |   |--| has subsidiaries of which LFG owns from 80%-100% of the      |
  |   |  | common stock (see Attachment #1).  These subsidiaries serve  |
  |   |  | as the corporate agency offices for the marketing and        |
  |   |  | servicing of products of The Lincoln National Life Insurance |
  |   |  | Company.  Each subsidiary's assets are less than 1% of the   |
  |   |  | total assets of the ultimate controlling person.             |   
  |   |  ----------------------------------------------------------------
  |   |
  |   |  --------------------------------------------------
  |   |--| Professional Financial Planning, Inc.          |
  |      |  100% - Indiana - Financial Planning Services  |
  |      --------------------------------------------------
  |
  |  -----------------------------------------
  |--| Lincoln Life Improved Housing, Inc.   |
  |  |  100% - Indiana                       |
  |  -----------------------------------------
  |
  |  -------------------------------------------------
  |--| Lincoln National (China) Inc.                 |
  |  | 100% - Indiana - China Representative Office  |
  |  -------------------------------------------------
  | 
  |  -----------------------------------------------
  |--| Lincoln National Intermediaries, Inc.       |
  |  |  100% - Indiana - Reinsurance Intermediary  |
  |  -----------------------------------------------
  |
  |

                                       3
<PAGE>
 
- ---------------------------------
| Lincoln National Corporation  |
|  Indiana - Holding Company    |
- ---------------------------------
  |
  |  -----------------------------------------
  |__| Lincoln National Investment Companies,|
  |  | Inc. 100% - Indiana - Holding Company |
  |  -----------------------------------------
  |   |                                   
  |   |  --------------------------------------
  |   |--| Delaware Management Holdings, Inc. |
  |   |  | 100% - Delaware - Holding Company  |
  |   |  --------------------------------------
  |   |    |  -------------------------------------
  |   |    |--| DMH Corp.                         |
  |   |    |  | 100% - Delaware - Holding Company |
  |   |    |  -------------------------------------
  |   |    |  --------------------------------------
  |   |    |--| Delaware Distributors, Inc.        |
  |   |    |  | 100% - Delaware - General Partner  |
  |   |    |  --------------------------------------
  |   |    |    |  -------------------------------------------------------------
  |   |    |    |--| Delaware Distributors, L.P.                               |
  |   |    |       | 100% - Delaware - Mutual Fund Distributor & Broker/Dealer |
  |   |    |       -------------------------------------------------------------
  |   |    |  ------------------------------------------
  |   |    |--| Delaware International Advisers Ltd.   |
  |   |    |  | 81.1% - England - Investment Advisor   |
  |   |    |  ------------------------------------------
  |   |    |  -----------------------------------------
  |   |    |--| Delaware International Holdings Ltd.  |
  |   |    |  | 100% - Bermuda - Marketing Services   |
  |   |    |  -----------------------------------------
  |   |    |    |  ----------------------------------------
  |   |    |    |--| Delaware International Advisers Ltd. |
  |   |    |       | 18.9% - England - Investment Advisor |
  |   |    |       ----------------------------------------
  |   |    |  ----------------------------------------
  |   |    |--| Delaware Investment Counselors, Inc. |
  |   |    |  | 100% - Delaware - Investment Advisor |
  |   |    |  ----------------------------------------
  |   |    |  ---------------------------------------------------
  |   |    |__| Delaware Investment & Retirement Services, Inc. |
  |   |    |  | 100% - Delaware - Registered Transfer Agent     |
  |   |    |  ---------------------------------------------------
  |   |    |  -----------------------------------------
  |   |    |--| Delaware Management Company, Inc.     |
  |   |    |  | 100% - Delaware - Investment Advisor  |
  |   |    |  -----------------------------------------
  |   |    |    |  --------------------------------------
  |   |    |    |--| Founders Holdings, Inc.            |
  |   |    |       | 100% - Delaware - General Partner  |
  |   |    |       --------------------------------------
  |   |    |         |  ---------------------------------------------
  |   |    |         |--| Founders CBO, L.P.                        |
  |   |    |            | 100% - Delaware - Investment Partnership  |
  |   |    |            ---------------------------------------------
  |   |    |              |  -------------------------------------------------
  |   |    |              |--| Founders CBO Corporation                      |
  |   |    |                 | 100% - Delaware - Co-Issuer with Founders CBO |
  |   |    |                 -------------------------------------------------
  |   |    |  ----------------------------------------
  |   |    |--| Delaware Management Trust Company    |
  |   |    |  | 100% - Pennsylvania - Trust Services |
  |   |    |  ----------------------------------------
  |   |    |  -----------------------------------------------------------
  |   |    |--| Delaware Service Company, Inc.                          |
  |   |       | 100% - Delaware - Shareholder Services & Transfer Agent |
  |   |       -----------------------------------------------------------
  |   |  --------------------------------------------------------------
  |   |--| Lincoln Investment Management, Inc.                        |
  |   |  | (formerly Lincoln National Investment Management Company)  |
  |   |  | 100% - Illinois - Mutual Fund Manager and                  |
  |   |  | Registered Investment Adviser                              | 
  |   |  --------------------------------------------------------------
  |   |    |
  |   |    |  ------------------------------------------------------------
  |   |    |  | Lincoln National Mezzanine Corporation                   |
  |   |    |--| 100% - Indiana - General Partner for Mezzanine Financing |
  |   |       | Limited Partnership                                      |
  |   |       ------------------------------------------------------------  
  |   |          |
  |   |          |  ------------------------------------------------------------
  |   |          |--| Lincoln National Mezzanine Fund, L.P.                    |
  |   |             | 50% - Delaware - Mezzanine Financing Limited Partnership |
  |   |             ------------------------------------------------------------
  
  
                                       4
<PAGE>
 
- ---------------------------------- 
| Lincoln National Corporation   |
|  Indiana - Holding Company     |
- ----------------------------------
  |
  |  -----------------------------------------------
  |--| Lincoln National Investment Companies, Inc. |
  |  | 100% - Indiana - Holding Company            |
  |  -----------------------------------------------
  |   |  -------------------------------------------
  |   |--| Lynch & Mayer, Inc.                     |
  |   |  |  100% - Indiana - Investment Adviser    |
  |   |  -------------------------------------------
  |   |   |  -------------------------------------------
  |   |   |--| Lynch & Mayer Asia, Inc.                |
  |   |   |  | 100% - Delaware - Investment Management |
  |   |   |  -------------------------------------------
  |   |   |  -------------------------------------------
  |   |   |--| Lynch & Mayer Securities Corp.          |
  |   |      | 100% - Delaware - Securities Broker     |
  |   |      -------------------------------------------
  |   |  --------------------------------------------------------
  |   |  | Vantage Global Advisors, Inc.                        |
  |   |--| (formerly Modern Portfolio Theory Associates, (Inc.) |
  |      | 100% - Delaware  - Investment Adviser                |
  |      --------------------------------------------------------
  |  ------------------------------------------------
  |--| The Lincoln National Life Insurance Company  |
  |  | 100% - Indiana                               |
  |  ------------------------------------------------
  |   |  ----------------------------------------------
  |   |--| First Penn-Pacific Life Insurance Company  |
  |   |  | 100% - Indiana                             |
  |   |  ----------------------------------------------
  |   |  -----------------------------------------------
  |   |--| Lincoln Life & Annuity Company of New York  |
  |   |  | 100% - New York                             | 
  |   |  ----------------------------------------------- 
  |   |  -------------------------------------------------
  |   |--| Lincoln National Aggressive Growth Fund, Inc. |
  |   |  | 100% - Maryland - Mutual Fund                 |
  |   |  -------------------------------------------------
  |   |  -------------------------------------
  |   |--| Lincoln National Bond Fund, Inc.  |
  |   |  |  100% - Maryland - Mutual Fund    |
  |   |  -------------------------------------
  |   |  ----------------------------------------------------
  |   |--| Lincoln National Capital Appreciation Fund, Inc. |
  |   |  | 100% - Maryland - Mutual Fund                    |
  |   |  ----------------------------------------------------
  |   |  ----------------------------------------------
  |   |--| Lincoln National Equity-Income Fund, Inc.  |
  |   |  | 100% - Maryland - Mutual Fund              |
  |   |  ----------------------------------------------
  |   |  --------------------------------------------------------
  |   |  | Lincoln National Global Asset Allocation Fund, Inc.  |
  |   |--| (formerly Lincoln National Putnam Master Fund, Inc.) |
  |   |  |  100% - Maryland - Mutual Fund                       |
  |   |  --------------------------------------------------------
  |   |  --------------------------------------------------
  |   |  | Lincoln National Growth and Income Fund, Inc.  |
  |   |--| (formerly Lincoln National Growth Fund, Inc.)  |
  |   |  |  100% - Maryland - Mutual Fund                 |
  |   |  --------------------------------------------------
  |   |


                                       5

<PAGE>
 
- ----------------------------------
| Lincoln National Corporation   |
|  Indiana - Holding Company     |
- ----------------------------------
  |
  |  -------------------------------------------------
  |--| The Lincoln National Life Insurance Company   |
  |  |  100% - Indiana                               |
  |  ------------------------------------------------- 
  |   |  ----------------------------------------------------------
  |   |--| Lincoln National Health & Casualty Insurance Company   |
  |   |  |  100% - Indiana                                        |
  |   |  ----------------------------------------------------------
  |   |  ---------------------------------------------
  |   |--| Lincoln National International Fund, Inc. |
  |   |  | 100% - Maryland - Mutual Fund             |
  |   |  ---------------------------------------------
  |   |  -----------------------------------------
  |   |--| Lincoln National Managed Fund, Inc.   |
  |   |  |  100% - Maryland - Mutual Fund        |
  |   |  -----------------------------------------
  |   |  ----------------------------------------------
  |   |--| Lincoln National Money Market Fund, Inc.   |
  |   |  |  100% - Maryland - Mutual Fund             |
  |   |  ---------------------------------------------- 
  |   |  -------------------------------------------------
  |   |--|  Lincoln National Social Awareness Fund, Inc. |
  |   |  |  100% - Maryland - Mutual Fund                |
  |   |  ------------------------------------------------- 
  |   |  -------------------------------------------------------
  |   |--| Lincoln National Special Opportunities Fund, Inc.   |
  |   |  |  100% - Maryland - Mutual Fund                      |
  |   |  ------------------------------------------------------- 
  |   | 
  |   |  --------------------------------------------------------
  |   |--| Lincoln National Reassurance Company                 |
  |      | 100% - Indiana - Life Insurance                      |
  |      --------------------------------------------------------
  |         |  -------------------------------------------------
  |         |--| Special Pooled Risk Administrators, Inc.      |
  |            | 100% - New Jersey - Catastrophe Reinsurance   |
  |            |  Pool Administrator                           |
  |            ------------------------------------------------- 
  |  -----------------------------------------------------------
  |--| Lincoln National Management Services, Inc.              |
  |  |  100% - Indiana - Underwriting and Management Services  |
  |  -----------------------------------------------------------
  |
  |  -----------------------------------------
  |--| Lincoln National Realty Corporation   |
  |  |  100% - Indiana - Real Estate         |
  |  -----------------------------------------
  |  -------------------------------------------------------------
  |--| Lincoln National Reinsurance Company (Barbados) Limited   |
  |  |  100% - Barbados                                          |
  |  -------------------------------------------------------------
  |  ------------------------------------------------
  |--| Lincoln National Reinsurance Company Limited | 
  |  | (formerly Heritage Reinsurance, Ltd.)        |
  |  | 100% ** - Bermuda                            |
  |  ------------------------------------------------ 
  |    |  ------------------------------------------
  |    |--|  Lincoln European Reinsurance Company  |
  |    |  |  100% - Belgium                        |
  |    |  ------------------------------------------
  |    |  ----------------------------------------------------------- 
  |    |  | Lincoln National Underwriting Services, Ltd.            |
  |    |--| 90% - England/Wales - Life/Accident/Health Underwriter  |
  |    |  | (Remaining 10% owned by Old Fort Ins. Co. Ltd.)         |
  |    |  -----------------------------------------------------------
  |    |  ---------------------------------------------------------- 
  |    |  | Servicios de Evaluacion de Riesgos, S. de R.L. de C.V. |
  |    |--| 51% - Mexico - Reinsurance Underwriter                 |
  |       | (Remaining 49% owned by Lincoln National Corp.)        |
  |       ---------------------------------------------------------- 

                                       6
<PAGE>
 
- ----------------------------------
|                                |
| Lincoln National Corporation   |
|  Indiana - Holding Company     |
- ----------------------------------
  |  -----------------------------------------------
  |--| Lincoln National Risk Management, Inc.      |
  |  |  100% - Indiana - Risk Management Services  |
  |  ----------------------------------------------- 
  |
  |  -------------------------------------------------             
  |--| Lincoln National Structured Settlement, Inc.  |
  |  | 100% - New Jersey                             |
  |  -------------------------------------------------
  |
  |  -------------------------------------------
  |--| Lincoln National (UK) PLC               |
  |  |  100% - England/Wales - Holding Company |
  |  -------------------------------------------
  |      |
  |      |  ---------------------------------------------------------     
  |      |  | Allied Westminster & Company Limited                  |
  |      |--| 100% - England/Wales - Sales Services                 |
  |      |  ---------------------------------------------------------
  |      |
  |      |  -------------------------------------      
  |      |--|Cannon Fund Managers Limited       |
  |      |  |  100% - England/Wales - Inactive  |
  |      |  -------------------------------------
  |      |
  |      |  ----------------------------------------------------------     
  |      |--| Culverin Property Services Limited                     |
  |      |  |  100% - England/Wales - Property Development Services  |
  |      |  ----------------------------------------------------------
  |      |
  |      |  -----------------------------------------------------------
  |      |  | HUTM Limited                                            |
  |      |  | 100% - England/Wales - Unit Trust Management (Inactive) |
  |      |  -----------------------------------------------------------
  |      |
  |      |  ----------------------------------------------    
  |      |--| ILI Supplies Limited                       |
  |      |  |  100% - England/Wales - Computer Leasing   |
  |      |  ----------------------------------------------
  |      |
  |      |  ----------------------------------------------------      
  |      |--| Laurentian Financial Group PLC                   |
  |      |  | 100% - England/Wales - Holding Company           |
  |      |  ----------------------------------------------------
  |      |     |
  |      |     |  ----------------------------------------------------
  |      |     |--| Lincoln Financial Advisers Limited               |
  |      |     |  | (formerly: Laurentian Financial Advisers Ltd.)   |
  |      |     |  | 100% - England/Wales - Sales Company             |
  |      |     |  ----------------------------------------------------
  |      |     |  
  |      |     |  ----------------------------------------------------
  |      |     |--| Lincoln Investment Management Limited            |
  |      |     |  | (formerly: Laurentian Fund Management Ltd.)      |
  |      |     |  | 100% - England/Wales - Investment Management     |
  |      |     |  ----------------------------------------------------
  |      |     |  
  |      |     |  -------------------------------------------------------------
  |      |     |--| Lincoln Independent Limited                               |
  |      |     |  | (formerly: Laurentian Independent Financial Planning Ltd.)|
  |      |     |  | 100% - England/Wales - Independent Financial Adviser      |
  |      |     |  -------------------------------------------------------------

                                       7


<PAGE>
 
- ---------------------------------- 
| Lincoln National Corporation   |
|  Indiana - Holding Company     |
- ----------------------------------
  |
  |  -------------------------------------------
  |  | Lincoln National (UK) PLC               |
  |--|  100% - England/Wales - Holding Company |
  |  ------------------------------------------- 
  |   |  
  |   |  ------------------------------------------
  |   |--| Laurentian Financial Group PLC         |
  |   |  | 100% - England/Wales - Holding Company |
  |   |  ------------------------------------------
  |   |   |  -----------------------------------------
  |   |   |--| Laurentian Life PLC                   |
  |   |   |  | 100% - England/Wales - Life Insurance |
  |   |   |  -----------------------------------------
  |   |   |   |  
  |   |   |   |  ----------------------------------------- 
  |   |   |   |--|Barnwood Property Group Limited        |
  |   |   |   |  |100% - England/Wales - Holding Company |
  |   |   |   |  -----------------------------------------
  |   |   |   |    | 
  |   |   |   |    |  ---------------------------------------------
  |   |   |   |    |--| Barnwood Developments Limited             |
  |   |   |   |    |  | 100% England/Wales - Property Development |
  |   |   |   |    |  ---------------------------------------------
  |   |   |   |    |  ----------------------------------------------
  |   |   |   |    |--| Barnwood Properties Limited                |
  |   |   |   |       | 100% - England/Wales - Property Investment |
  |   |   |   |       ----------------------------------------------
  |   |   |   |  --------------------------------------------------------  
  |   |   |   |--|IMPCO Properties Limited                              |
  |   |   |      |100% - England/Wales - Property Investment (Inactive) |
  |   |   |      --------------------------------------------------------
  |   |   |  ---------------------------------------------
  |   |   |--| Laurentian Management Services Limited    |
  |   |   |  | 100% - England/Wales - Management Services|
  |   |   |  ---------------------------------------------
  |   |   |   |  --------------------------------------------------
  |   |   |   |--|Laurit Limited                                  |
  |   |   |      |100% - England/Wales - Data Processing Systems  |
  |   |   |      --------------------------------------------------
  |   |   |  ----------------------------------------- 
  |   |   |--| Laurentian Milldon Limited            |   
  |   |   |  | 100% - England/Wales - Sales Company  |   
  |   |   |  -----------------------------------------
  |   |   |  ------------------------------------------------
  |   |   |--| Laurentian Unit Trust Management Limited     |
  |   |   |  | 100% - England/Wales - Unit Trust Management |
  |   |   |  ------------------------------------------------
  |   |   |   |  -------------------------------------------   
  |   |   |   |--| LUTM Nominees Limited                   |
  |   |   |      | 100% - England/Wales - Nominee Services |
  |   |   |      -------------------------------------------
  |   |   |  ------------------------------------------------------------
  |   |   |--| Laurtrust Limited                                        |
  |   |   |  | 100% - England/Wales - Pension Scheme Trustee (Inactive) |
  |   |   |  ------------------------------------------------------------
  |   |   |  -----------------------------------------
  |   |   |--| The Money Club Direct Company Limited |
  |   |      | 100% - Dormant                        |
  |   |      -----------------------------------------
  |   |
  |   |  ------------------------------------------
  |   |--| Liberty Life Assurance Limited         |
  |   |  | 100% - England/Wales - Inactive        |
  |   |  ------------------------------------------
  |   |  -------------------------------------------------
  |   |--| Liberty Life Pension Trustee Company Limited  |
  |   |  | 100% - England/Wales - Corporate Pension Fund |
  |   |  -------------------------------------------------
  |   |  --------------------------------------------
  |   |--| Liberty Press Limited                    |
  |   |  | 100% - England/Wales - Printing Services |
  |   |  --------------------------------------------

                                       8


<PAGE>
 

- ---------------------------------- 
| Lincoln National Corporation   |
|  Indiana - Holding Company     |
- ----------------------------------
  |
  |                                           
  |  ------------------------------------------
  |--|Lincoln National (UK) PLC               |
  |  | 100% - England/Wales - Holding Company |
  |  ------------------------------------------
  |   |                                               
  |   |  ----------------------------------------------
  |   |--|Lincoln Assurance Limited                   |
  |   |  |  100% ** - England/Wales - Life Assurance  |
  |   |  ----------------------------------------------
  |   |                                                    
  |   |  ---------------------------------------------------
  |   |--| Lincoln Fund Managers Limited                   |
  |   |  | 100% - England/Wales - Unit Trust Management    |
  |   |  ---------------------------------------------------
  |   |                                                       
  |   |  ------------------------------------------------------
  |   |--| Lincoln Insurance Services Ltd.                    |
  |   |  | 100% - Holding Company                             |
  |   |  ------------------------------------------------------
  |   |    |                                    
  |   |    |  -----------------------------------
  |   |    |--| British National Life Sales Ltd.|
  |   |    |  | 100% - Inactive                 |
  |   |    |  -----------------------------------
  |   |    |                                                  
  |   |    |  -------------------------------------------------
  |   |    |--| BNL Trustees Limited                          |
  |   |    |  | 100% - England/Wales - Corporate Pension Fund |
  |   |    |  -------------------------------------------------
  |   |    |                                        
  |   |    |  ---------------------------------------
  |   |    |--| Chapel Ash Financial Services Ltd.  |
  |   |    |  | 100% - Direct Insurance Sales       |
  |   |    |  ---------------------------------------
  |   |    |                                                 
  |   |    |  ------------------------------------------------
  |   |    |  | Lincoln General Insurance Co. Ltd.           |
  |   |    |  | 100% - Accident & Health Insurance           |
  |   |    |  ------------------------------------------------
  |   |    |                             
  |   |    |  ----------------------------
  |   |    |--| P.N. Kemp-Gee & Co. Ltd. |
  |   |       | 100% - Inactive          |
  |   |       ----------------------------
  |   |                                                     
  |   |  ----------------------------------------------------
  |   |--| Lincoln National Training Services Limited       |
  |   |  | 100% - England/Wales - Training Company          |
  |   |  ----------------------------------------------------
  |   |                                                    
  |   |  --------------------------------------------------- 
  |   |--| Lincoln Pension Trustees Limited                |
  |   |  |  100% - England/Wales - Corporate Pension Fund  |
  |   |  ---------------------------------------------------
  |   |                                                     
  |   |  -----------------------------------------------------------
  |   |--| LIV Limited (formerly Lincoln Investment Management Ltd.)|
  |   |  |  100% - England/Wales - Investment Management Services   |
  |   |  -----------------------------------------------------------
  |   |    |
  |   |    |  -------------------------------------------------
  |   |    |--| CL CR Management Ltd.                         |
  |   |       | 50% - England/Wales - Administrative Services |
  |   |       -------------------------------------------------
  |   |
  |   |  ---------------------------------------------------
  |   |--| LN Management Limited                            |
  |   |  |  100% - England/Wales - Administrative Services  |
  |   |  ----------------------------------------------------
  |   |    |                                      
  |   |    |  -------------------------------------
  |   |    |--| UK Mortgage Securities Limited    |
  |   |       | 100% - England/Wales - Inactive   |
  |   |       -------------------------------------
  |   |

                                       9


<PAGE>
 
  
- ----------------------------------
| Lincoln National Corporation   |
|  Indiana - Holding Company     |
- ---------------------------------- 
  |                                                                          
  |  -------------------------------------------                             
  |--| Lincoln National (UK) PLC               |                             
  |  |  100% - England/Wales - Holding Company |                             
  |  -------------------------------------------                             
  |    |                                                                     
  |    |  --------------------------------------------                       
  |    |--| LN Securities Limited                    |                       
  |    |  |  100% - England/Wales - Nominee Company  |                       
  |    |  --------------------------------------------                       
  |    |                                                                     
  |    |  -----------------------------------------------                     
  |    |--|  Niloda Limited                             |                     
  |       |   100% - England/Wales - Investment Company |                     
  |       -----------------------------------------------                     
  |                                                                          
  |  ----------------------------------------------------                     
  |  | Linsco Reinsurance Company                       |                     
  |--|  (formerly Lincoln National Reinsurance Company) |                     
  |  |  100% - Indiana - Property/Casualty              |                     
  |  ----------------------------------------------------                     
  |                                                                          
  |  ------------------------------------                                    
  |--| Old Fort Insurance Company, Ltd. |                                    
  |  |  100% ** - Bermuda               |                                    
  |  ------------------------------------                                    
  |    |                                                                     
  |    |  -----------------------------------------------------------         
  |    |  | Lincoln National Underwriting Services, Ltd.            |         
  |    |--|  10% - England/Wales - Life/Accident/Health Underwriter |         
  |       |  (Remaining 90% owned by Lincoln Natl. Reinsurance Co.) |         
  |       -----------------------------------------------------------         
  |                                                                          
  |  ------------------------------------------------------------            
  |  | Servicios de Evaluacion de Riesgos, S. de R.L. de C.V.   |            
  |--|  49% - Mexico - Reinsurance Underwriter                  |            
  |  |  (Remaining 51% owned by Lincoln Natl. Reinsurance Co.)  |            
  |  ------------------------------------------------------------            
  |
  |  ---------------------------------------------                            
  |--| Underwriters & Management Services, Inc.  |                            
     |  100% - Indiana - Underwriting Services   |                            
     ---------------------------------------------                             


Footnotes:
- ---------- 

*   The funds contributed by the Underwriters were, and continue to be subject
    to trust agreements between American States Insurance Company, the  grantor,
    and each Underwriter, as trustee.

**  Except for director-qualifying shares

# Lincoln National Corporation has subscribed for and paid for 100 shares of
Common Stock (with a par value of $1.00 per share) at a price of $10 per
share, as part of the organizing of the fund.  As such stock is further
sold, the ownership of voting securities by Lincoln National Corporation
will decline and fluctuate.



                                      10

<PAGE>
 
 
                                                           ATTACHMENT #1
                        LINCOLN FINANCIAL GROUP, INC.
                        CORPORATE AGENCY SUBSIDIARIES

1)   Lincoln Financial Group, Inc. (AL)
2)   Lincoln Southwest Financial Group, Inc. (Phoenix, AZ)
3)   Lincoln Financial and Insurance Services Corporation (Walnut Creek, CA)
3a)  California Fringe Benefit and Insurance Marketing Corporation 
     DBA/California Fringe Benefit Company (Walnut Creek, CA)
4)   Colorado-Lincoln Financial Group, Inc. (Denver, CO)
5)   Lincoln National Financial Services, Inc. (Lake Worth, FL)
6)   CMP Financial Services, Inc. (Chicago, IL)
7)   Lincoln Financial Group of Northern Indiana, Inc. (Fort Wayne, IN)
8)   Financial Planning Partners, Ltd. (Mission, KS)
9)   The Lincoln National Financial Group of Louisiana, Inc. (Shreveport, LA)
10)  Benefits Marketing Group, Inc. (D.C. & Chevy Chase, MD)
11)  Lincoln National Sales Corporation of Maryland (Baltimore, MD)
     (formerly:  Morgan Financial Group, Inc.)
12)  Lincoln Financial Services and Insurance Brokerage of New England, Inc.
     (formerly:  Lincoln National of New England Insurance Agency, Inc.)
     (Worcester, MA)
13)  Lincoln Financial Group of Michigan, Inc. (Troy, MI)
13a) Financial Consultants of Michigan, Inc. (Troy, MI)
14)  Lincoln Financial Group of Missouri, Inc. (formerly:  John J. Moore &
     Associates, Inc.) (St. Louis, MO)
15)  Beardslee & Associates, Inc. (Clifton, NJ)
16)  Lincoln Financial Group, Inc. (formerly: Resources/Financial, Inc.) 
     (Albuquerque, NM)
17)  Lincoln Cascades, Inc. (Portland, OR)
18)  Lincoln Financial Services, Inc. (Pittsburgh, PA)
19)  Lincoln National Financial Group of Philadelphia, Inc. (Philadelphia, PA)
20)  Lincoln Financial Group, Inc. (Salt Lake City, (UT)


                                      11


<PAGE>
 
 
                                                                   Exhibit 14(b)
 
                               BOOKS AND RECORDS

                  LINCOLN NATIONAL VARIABLE ANNUITY ACCOUNT H

         RULES UNDER SECTION 31 OF THE INVESTMENT COMPANY ACT OF 1940

          Records to Be Maintained by Registered Investment Companies, Certain
          Majority-Owned Subsidiaries Thereof, and Other Persons Having
          Transactions with Registered Investment Companies.

Reg. 270.31a-1.   (a)  Every registered investment company, and every
underwriter, broker, dealer, or investment advisor which is a majority-owned
subsidiary of such a company, shall maintain and keep current the accounts,
books, and other documents relating to its business which constitute the record
forming the basis for financial statements required to be filed pursuant to
Section 30 of the Investment Company Act of 1940 and of the auditor's reports
relating thereto.
<TABLE> 
<CAPTION> 
LN-Record        Location         Person to Contact   Retention
- ---------        --------         -----------------   ---------
<S>             <C>              <C>                  <C> 
Annual Reports   Controllers      Eric Jones          Permanently, the first two
To Shareholders                                       years in an easily
                                                      accessible place
                                                   
Semi-Annual      Controllers      Eric Jones          Permanently, the first two
Reports                                               years in an easily 
                                                      accessible place

Form N-SAR       Controllers      Eric Jones          Permanently, the first two
                                                      years in an easily 
                                                      accessible place
</TABLE> 

(b)  Every registered investment company shall maintain and keep current the
following books, accounts, and other documents:

Type of Record
- --------------

(1) Journals (or other records of original entry) containing an itemized daily
record in detail of all purchases and sales of securities (including sales and
redemptions of its own securities), all receipts and deliveries of securities
(including certificate numbers if such detail is not recorded by custodian or
transfer agent), all receipts and disbursements of cash and all other debits and
credits. Such records shall show for each such transaction the name and quantity
of securities, the unit and aggregate purchase or sale price, commission paid,
the market on which effected, the trade date, the settlement date, and the name
of the person through or from whom purchased or received or to whom sold or
delivered.
<TABLE> 
<CAPTION> 
Purchases and Sales Journals
- ----------------------------
<S>              <C>              <C>                 <C> 
Daily reports    Product          Nancy Alford        Permanently, the first two
of securities    Admin.                               years in an easily 
transactions                                          accessible place
</TABLE> 


<PAGE>
 
 
Portfolio Securities
- --------------------

Not Applicable.


<PAGE>
 
<TABLE> 
<CAPTION> 
 
LN-Record        Location         Person to Contact   Retention
- ---------        --------         -----------------   ---------

Receipts and Deliveries of Securities (units)
- ---------------------------------------------

Not Applicable.

Portfolio Securities
- --------------------

Not Applicable.

Receipts and Disbursements of Cash and other Debits and Credits
- ---------------------------------------------------------------
<S>             <C>              <C>                 <C> 
Daily Journals   Product          Nancy Alford        Permanently, the first two
                 Admin.                               years in an easily 
                                                      accessible place
</TABLE> 
(2)  General and auxiliary ledgers (or other record) reflecting all asset,
liability, reserve, capital, income and expense accounts, including:

          (i)  Separate ledger accounts (or other records) reflecting the
               following:
               (a)  Securities in transfer;
               (b)  Securities in physical possession;
               (c)  Securities borrowed and securities loaned;
               (d)  Monies borrowed and monies loaned (together with a
                    record of the collateral therefore and substitutions in
                    such collateral);
               (e)  Dividends and interest received;
               (f)  Dividends receivable and interest accrued.


Instructions.  (a) and (b) shall be stated in terms of securities quantities
only; (c) and (d) shall be stated in dollar amounts and securities quantities as
appropriate; (e) and (f) shall be stated in dollar amounts only.

General Ledger
- --------------
<TABLE> 
<CAPTION> 
<S>              <C>              <C>                <C> 
LNL trial         Controllers      Eric Jones         Permanently, the first two
Balance (5000                                         years in an easily 
series)                                               accessible place
</TABLE> 

Securities in Transfer
- ----------------------

Not Applicable.


Securities in Physical Possession
- ---------------------------------

Not Applicable.


Securities Borrowed and Loaned
- ------------------------------

Not Applicable.


Monies Borrowed and Loaned
- --------------------------

<PAGE>
 
Not Applicable.


Dividends and Interest Received
- -------------------------------
<TABLE> 
<CAPTION> 
<S>             <C>              <C>                 <C> 
LNL Trial        Controllers      Eric Jones          Permanently, the first two
Balance (5000                                         years in an easily 
series)                                               accessible place
</TABLE> 





<PAGE>
 
LN-Record       Location       Person to Contact   Retention
- ---------       --------       -----------------   ---------

Dividends Receivable and Interest Accrued
- -----------------------------------------

LNL Trial       Controllers    Eric Jones          Permanently, the first two
Balance (5000                                      years in an easily accessible
series)                                            place

(ii) Separate ledger accounts (or other records) for each portfolio security,
showing (as of trade dates), (a) the quantity and unit and aggregate price for
each purchase, sale, receipt, and delivery of securities and commodities for
such accounts, and (b) all other debits and credits for such accounts.

Securities positions and money balances in such ledger accounts (or other
records) shall be brought forward periodically but not less frequently than at
the end of fiscal quarters.  Any portfolio security, the salability of which is
conditioned, shall be so noted.  A memorandum record shall be available setting
forth, with respect to each portfolio security accounts, the amount and
declaration, ex-dividend, and payment dates of each dividend declared thereon.

Ledger Account for each portfolio Security
- ------------------------------------------

Daily Report      Not                    Permanently, the first two years
of Securities     Applicable             in an easily accessible place
transactions

(iii) Separate ledger accounts (or other records) for each broker-dealer, bank
or other person with or through which transactions in portfolio securities are
affected, showing each purchase or sale of securities with or through such
persons, including details as to the date of the purchase or sale, the quantity
and unit and aggregate prices of such securities, and the commissions or other
compensation paid to such persons.  Purchases or sales effected during the same
day at the same price may be aggregated.

Not Applicable.

(iv) Separate ledger accounts (or other records), which may be maintained by a
transfer agent or registrar, showing for each shareholder of record of the
investment company the number of shares of capital stock of the company held. 
in respect of share accumulation accounts (arising from periodic investment
plans, dividend reinvestment plans, deposit of issued shares by the owner
thereof, etc.), details shall be available as to the dates and number of shares
of each accumulation, and except with respect to already issued shares deposited
by the owner thereof, prices of each such accumulation.

Shareholder Accounts
- --------------------

Master file      Controllers      Eric Jones     Permanently, the first two
Record                                           years in an easily accessible
                                                 place

(3)  A securities record or ledger reflecting separately for each portfolio
security as of trade date all "long" and "short" positions carried by the

<PAGE>
 
investment company for its own account and showing the location of all
securities long and the off-setting position to all securities short. The record
called for by this paragraph shall not be required in circumstances under which
all portfolio securities are maintained by a bank or banks or a member or
members of a national securities exchange as custodian under a custody agreement
or as agent for such custodian.

<PAGE>
 
LN-Record       Location       Person to Contact   Retention
- ---------       --------       -----------------   ---------

Securities Position Record
- --------------------------

Maintained by   State Street   Mutual Funds Div.   Permanently, the fist two
Custodian of    Bank & Trust                       years in an easily accessible
Securities                                         place

(4)  Corporate charters, certificates of incorporation or trust agreements, and
bylaws, and minute books of stockholders' and directors' or trustees' meetings;
and minute books of directors' or trustees' committee and advisory board or
advisory committee meetings.

Corporate Documents
- -------------------

Not Applicable.

(5)  A record of each brokerage order given by or in behalf of the investment
company for, or in connection with, the purchase or sale of securities, whether
executed or unexecuted.  Such record shall include the name of the broker, the
terms and conditions of the order and of any modification or cancellation
thereof, the time of entry or cancellation, the price at which executed, and the
time of receipt of report of execution.  The record shall indicate the name of
the person who placed the order in behalf of the investment company.

Order Tickets
- -------------

UIT applica-    Not                                Six years, the first two
tions and       Applicable                         years in an easily accessible
daily reports                                      place
of securities
transactions

(6) A record of all other portfolio purchase or sales showing details comparable
to those prescribed in paragraph 5 above.

Commercial Paper
- ----------------

Not Applicable.

(7)  A record of all puts, calls, spreads, straddles, and other options in which
the investment company has any direct or indirect interest or which the
investment company has granted or guaranteed; and a record of any contractual
commitments to purchase, sell, receive or deliver securities or other property
(but not including open orders placed with broker-dealers for the purchase or
sale of securities, which may be cancelled by the company on notices without
penalty or cost of any kind); containing at least an identification of the
security, the number of units involved, the option price, the date of maturity,
the date of issuance, and the person to whom issued.

Record of Puts, Calls, Spreads, Etc.
- ------------------------------------

Not Applicable.

<PAGE>
 
(8) A record of the proof of money balances in all ledger accounts (except
shareholder accounts), in the form of trial balances. Such trial balances shall
be prepared currently at least once a month.                         
 

<PAGE>
 
LN-Record        Location      Person to Contact   Retention
- ---------        --------      -----------------   ---------

Trial Balance
- -------------

LNL Trial        Controllers   Eric Jones          Permanently, the first two
Balance (5000                                      years in an easily accessible
series)                                            place

(9) A record for each fiscal quarter, which shall be completed within 10 days
after the end of such quarter, showing specifically the basis or bases upon
which the allocation of orders for the purchase and sale of portfolio securities
to named brokers or dealers and the division of brokerage commissions or other
compensation on such purchase and sale orders among named persons were made
during such quarter. The record shall indicate the consideration given to (a)
sales of shares of the investment company by brokers or dealers, (b) the
supplying of services or benefits by brokers or dealers to the investment
company, its investment advisor or principal underwriter or any persons
affiliated therewith, and (c) any other considerations other than the technical
qualifications of the brokers and the dealers as such. The record shall show the
nature of their services or benefits made available, and shall describe in
detail the application of any general or specific formula or other determinant
used in arriving at such allocation of purchase and sales orders and such
division of brokerage commissions or other compensation. The record shall also
include the identifies of the person responsible for the determination of such
allocation and such division of brokerage commissions or other compensation.

Not Applicable.

(10) A record in the form of an appropriate memorandum identifying the person or
persons, committees, or groups authorizing the purchase or sale of portfolio
securities. Where an authorization is made by a committee or group, a record
shall be kept in the names of its members who participated in the authorization.
There shall be retained a part of the record required by this paragraph any
memorandum, recommendation, or instruction supporting or authorizing the
purchase or sale of portfolio securities. The requirements of this paragraph are
applicable to the extent they are not met by compliance with the requirements of
paragraph 4 of this Rule 31a1(b).

Advisory         Law Division  John Steinkamp      Six years, the first two
Agreements                                         years in an easily accessible
                                                   place

(11) Files of all advisory material received from the investment advisor, any
advisory board or advisory committee, or any other persons from whom the
investment company accepts investment advice publications distributed generally.

Not Applicable.

(12) The term "other records" as used in the expressions "journals (or other
records of original entry)" and "ledger accounts (or other records)" shall be
construed to include, where appropriate, copies of voucher checks,
confirmations, or similar documents which reflect the information required by
the applicable rule or rules in appropriate sequence and in permanent form,
including similar records developed by the use of automatic data processing
systems.

<PAGE>
 
 
Correspondence    Product    Nancy Alford     Six years, the first two
                  Admin.                      years in an easily accessible
                                              place

<PAGE>
 
LN-Record        Location      Person to Contact   Retention
- ---------        --------      -----------------   ---------
Proxy State-     Product       Nancy Alford        Six years, the first two
ments and        Admin.                            years in an easily accessible
Proxy Cards                                        place

Pricing Sheets   Controllers   Eric Jones          Permanently, the first two
                                                   years in an easily accessible
                                                   place

Bank State-      Treasurers    Rusty Summers
ments                     







                               December 3, 1996



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