SECURITY BENEFIT LIFE INSURANCE CO
N-30D, 1996-07-10
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[SBG LOGO]
- --------------------------------------------------------------------------------
Security Benefit Life Insurance Company                700 SW Harrison St.
Security Benefit Group, Inc.                           Topeka, Kansas 66636-0001
Security Distributors, Inc.                            (913) 295-3000
Security Management Company


                          A LETTER FROM THE PRESIDENT

     The key to Security Benefit's  record-setting year was our ability to focus
on building  value for our  policyholders  and customers by offering an array of
competitive  and  innovative  products  backed by  service  that we  believe  is
second-to-none.
     We have  grown into a diverse  financial  services  organization  with $5.7
billion in assets under management and statutory equity exceeding $200 million.
     Security Benefit is a leader in the variable annuity and 403(b) market, and
is ranked among the top 25 variable annuity providers in the country,  according
to Variable Annuity Research and Data Services (September 30, 1995).
     SERVICE,  STRENGTH  and  STABILITY  are  fundamental  to our  success,  and
distinguish us from our competitors in the financial field.
     SERVICE.  We use the power of advanced technology to provide our associates
with the necessary tools to deliver fast, accurate,  personalized service to our
customers.
     STRENGTH.  Security  Benefit's  financial  strength  is  reflected  in  the
consistently strong ratings we receive from the financial analysts who study our
industry.
     STABILITY.  Investment strategies have risen and fallen. Products have come
into vogue and gone out just as fast.  But we haven't  varied from our  original
purpose -- to care for and protect others.
     In the  coming  year  our  focus  will  continue  to be on  equity-oriented
products -- variable annuities,  mutual funds and variable life insurance. As we
go forward,  we will continue to build  financial  strength and provide  service
that exceeds the expectations of our customers.

HOWARD R. FRICKE

Howard R. Fricke
Chairman of the Board,
President and Chief Executive Officer


                               BOARD OF DIRECTORS

HOWARD R. FRICKE                                WILLIAM W. HANNA
Chairman of the Board, President                President and Chief Operating
and Chief Executive Officer                     Officer
The Security Benefit Group                      Koch Industries
   of Companies                                 Wichita, Kansas
Topeka, Kansas
                                                JOHN E. HAYES, JR.
THOMAS R. CLEVENGER                             Chairman of the Board, President
Wichita, Kansas                                 and Chief Executive Officer
                                                Western Resources, Inc.
SISTER LORETTO MARIE COLWELL                    Topeka, Kansas
President
St. Francis Hospital and                        LAIRD G. NOLLER
   Medical Center                               President
Topeka, Kansas                                  Noller Enterprises
                                                Topeka, Kansas
JOHN C. DICUS
Chairman of the Board                           FRANK SABATINI
Capitol Federal Savings                         Chairman of the Board and
   & Loan Association                           President
Topeka, Kansas                                  Capital City Bank
                                                Topeka, Kansas
MELANIE S. FANNIN
President                                       ROBERT C. WHEELER
Kansas - Southwestern                           President
   Bell Telephone                               Hill's Pet Nutrition, Inc.
Topeka, Kansas                                  Topeka, Kansas

This report is submitted only for the general  information of Security  Varilife
insurance policyowners and is not authorized for distribution to the public.

Enclosed are December 1995  financial  reports for the variable  life  insurance
separate account.

<PAGE>

                                                    FINANCIAL STATEMENTS

                                                  SECURITY VARILIFE ACCOUNT

                                                YEAR ENDED DECEMBER 31, 1995
                                             AND THE PERIOD FROM AUGUST 15, 1994
                                              (INCEPTION) TO DECEMBER 31, 1994
                                             WITH REPORT OF INDEPENDENT AUDITORS

<PAGE>

                            SECURITY VARILIFE ACCOUNT

                              Financial Statements

                     Year ended December 31, 1995
                       and the period from August 15, 1994
                        (inception) to December 31, 1994


                                    CONTENTS

Report of Independent Auditors............................................... 1

Audited Financial Statements

Balance Sheet................................................................ 2
Statement of Operations and Changes in Net Assets (1995)..................... 4
Statement of Operations and Changes in Net Assets (1994)..................... 5
Notes to Financial Statements................................................ 6

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[E&Y Logo]              One Kansas City Place               Phone:  816 474 5200
                        1200 Main Street
                        Kansas City
                        Missouri 64105-2143

                         Report of Independent Auditors

The Contract Owners of Security Varilife
  Account and The Board of Directors of
  Security Benefit Life Insurance Company

We have audited the accompanying balance sheet of Security Varilife Account (the
Company) as of December 31, 1995,  and the related  statements of operations and
changes in net assets for the year then ended and for the period from August 15,
1994  (inception)  to December  31, 1994.  These  financial  statements  are the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these financial statements based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. Our procedures included
confirmation  of  investments  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 Security Varilife Account at
December  31,  1995,  and the results of its  operations  and changes in its net
assets  for the  year  then  ended  and for the  period  from  August  15,  1994
(inception)  to  December  31,  1994,  in  conformity  with  generally  accepted
accounting principles.

                                                               Ernst & Young LLP
February 2, 1996

                                                                               1
<PAGE>

                            Security Varilife Account

                                  Balance Sheet

                                December 31, 1995


ASSETS
Investments:
  SBL Fund:
    Series A (Growth Series) - 9,542 shares at net asset value of
      $21.03 per share (cost, $188,265)                                 $200,674
    Series B (Growth-Income Series) - 1,786 shares at net asset
      value of $33.95 per share (cost, $51,626)                           60,637
    Series C (Money Market Series) - 11,884 shares at net asset
      value of $12.34 per share (cost, $146,444)                         146,644
    Series D (Worldwide Equity Series) - 3,050 shares at net
      asset value of $5.56 per share (cost, $16,409)                      16,956
    Series E (High Grade Income Series) - 3,030 shares at net
      asset value of $12.86 per share (cost, $37,070)                     38,971
    Series S (Social Awareness Series) - 194 shares at net asset
      value of $16.49 per share (cost, $3,172)                             3,191
    Series J (Emerging Growth Series) - 3,310 shares at net asset
      value of $16.06 per share (cost, $53,075)                           53,164
    Series M (Specialized Asset Allocation Series) - 121 shares at net
      asset value of $10.71 per share (cost, $1,282)                       1,296
                                                                        --------

Total assets                                                            $521,533
                                                                        ========

2
<PAGE>

LIABILITIES AND NET ASSETS
Mortality guarantee payable                                             $  3,864
Net assets are represented by (NOTE 3):
                                             NUMBER       UNIT
                                            OF UNITS      VALUE
                                           -------------------------------------
Growth Series:
  Accumulation units                         15,410       $13.03         200,788
Growth-Income Series:
  Accumulation units                          4,874        12.41          60,488
Money Market Series:
  Accumulation units                         13,609        10.51         143,030
Worldwide Equity Series:
  Accumulation units                          1,630        10.38          16,923
High Grade Income Series:
  Accumulation units                          3,324        11.72          38,952
Social Awareness Series:
  Accumulation units                            256        12.45           3,191
Emerging Growth Series:
  Accumulation units                          4,518        11.73          53,001
Specialized Asset Allocation Series:
  Accumulation units                            122        10.63           1,296
                                                                        --------
Total liabilities and net assets                                        $521,533
                                                                        ========

SEE ACCOMPANYING NOTES.

                                                                               3
<PAGE>

                            Security Varilife Account

                Statement of Operations and Changes in Net Assets

                          Year ended December 31, 1995

<TABLE>
<CAPTION>
                                                                                  HIGH                          SPECIALIZED
                                                  GROWTH-    MONEY    WORLDWIDE   GRADE     SOCIAL    EMERGING     ASSET
                                        GROWTH    INCOME     MARKET    EQUITY     INCOME   AWARENESS   GROWTH   ALLOCATION
                                        SERIES    SERIES     SERIES    SERIES     SERIES    SERIES     SERIES     SERIES
                                       -----------------------------------------------------------------------------------

<S>                                    <C>        <C>       <C>        <C>        <C>       <C>        <C>         <C>
Dividend distributions                 $    517   $   696   $    745   $     6    $   130   $   --     $    --     $   --
Expenses (NOTE 2):
  Mortality and expense risk fee         (3,396)   (2,008)    (5,196)   (1,312)      (526)     (31)     (2,876)       (50)
  Administrative fee                       (173)     (118)       (95)      (54)       (28)      (3)       (106)        (1)
                                       -----------------------------------------------------------------------------------
Net investment loss                      (3,052)   (1,430)    (4,546)   (1,360)      (424)     (34)     (2,982)       (51)

Capital gains distributions               2,178        --         --       363         --       --          --         --
Realized gain on investments              4,625       673        680     1,866         46        2       6,854         --
Unrealized appreciation
   (depreciation) on investments         12,377     9,011        (41)      544      1,900       19          58         14
                                       -----------------------------------------------------------------------------------
Net realized and unrealized gain on
   investments                           19,180     9,684        639     2,773      1,946       21       6,912         14
                                       -----------------------------------------------------------------------------------

Net increase (decrease) in net assets
  resulting from operations              16,128     8,254     (3,907)    1,413      1,522      (13)      3,930        (37)

Net assets at beginning of year           1,277        --     98,819       885        774       --         804         --
Variable account deposits
   (NOTES 2 AND 3)                      203,389    54,110    596,751    44,727     36,669    3,718      92,563      1,333
Terminations and withdrawals
   (NOTES 2 AND 3)                      (20,006)   (1,876)  (548,633)  (30,102)       (13)    (514)    (44,296)        --
                                       -----------------------------------------------------------------------------------
Net assets at end of year              $200,788   $60,488   $143,030   $16,923    $38,952   $3,191     $53,001     $1,296
                                       ===================================================================================

SEE ACCOMPANYING NOTES.

                                                                                                                        4
</TABLE>
<PAGE>

                                  Security Varilife Account

                      Statement of Operations and Changes in Net Assets

                Period from August 15, 1994 (inception) to December 31, 1994

<TABLE>
<CAPTION>
                                                                 MONEY       WORLDWIDE     HIGH GRADE     EMERGING
                                                    GROWTH       MARKET        EQUITY        INCOME        GROWTH
                                                    SERIES       SERIES        SERIES        SERIES        SERIES
                                                    --------------------------------------------------------------

<S>                                                 <C>         <C>            <C>          <C>            <C>
Expenses (NOTE 2):
   Mortality and expense risk fee                   $   (4)     $   (92)       $ (4)        $ (2)          $ (1)
   Administrative fee                                  (10)        (236)        (10)          (4)            (4)
                                                    --------------------------------------------------------------
Net investment loss                                    (14)        (328)        (14)          (6)            (5)

Realized gain on investments                             -            6           -            -              -
Unrealized appreciation on investments                  32          241           3            1             31
                                                    --------------------------------------------------------------
Net realized and unrealized gain on
  investments                                           32          247           3            1             31
                                                    --------------------------------------------------------------

Net increase (decrease) in net assets resulting
  from operations                                       18          (81)        (11)          (5)            26

Net assets at beginning of period                        -            -           -            -              -
Variable account deposits (NOTES 2 AND 3)            1,259       98,900         896          779            778
                                                    ==============================================================
Net assets at end of period                         $1,277      $98,819        $885         $774           $804
                                                    ==============================================================

SEE ACCOMPANYING NOTES.

                                                                                                              5
</TABLE>
<PAGE>

                              Security Varilife Account

                            Notes to Financial Statements

                               December 31, 1995 and 1994


1.  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION

Security  Varilife  Account  (the  Account)  is a separate  account of  Security
Benefit  Life  Insurance  Company  (SBL).  The Account is  registered  as a unit
investment  trust  under the  Investment  Company Act of 1940,  as amended.  All
activity  in the account  relates to Security  Elite  Benefit,  a variable  life
product sold by SBL. All deposits  received by the Account have been invested in
the SBL Fund, a mutual fund not otherwise  available to the public.  As directed
by the owners,  amounts  deposited may be invested in shares of Series A (Growth
Series - emphasis on capital  appreciation),  Series B  (Growth-Income  Series -
emphasis on capital  appreciation with secondary  emphasis on income),  Series C
(Money  Market  Series -  emphasis  on  capital  preservation  while  generating
interest  income),  Series D  (Worldwide  Equity  Series - emphasis on long-term
capital  growth  through  investment  in foreign and domestic  common stocks and
equivalents),  Series E (High Grade Income  Series - emphasis on current  income
with security of  principal),  Series S (Social  Awareness  Series - emphasis on
high total  return),  Series J  (Emerging  Growth  Series - emphasis  on capital
appreciation), and the following new series introduced on June 1, 1995:

    Series K (Global  Aggressive  Bond  Series),  with  emphasis on high current
    income and  secondary  emphasis on capital  appreciation  by  investing in a
    combination of foreign and domestic high yield securities.

    Series M (Specialized Asset Allocation Series),  with emphasis on high total
    return  consisting  of  capital  appreciation  and  current  income  through
    investment in a wide range of investment categories and market sectors, both
    domestic and foreign.

    Series N (Managed Asset Allocation  Series),  with emphasis on high level of
    total return by investing  primarily in a diversified  portfolio of debt and
    equity securities.

    Series O (Equity  Income  Series),  with  emphasis on  substantial  dividend
    income and capital  appreciation by investing  primarily in  dividend-paying
    common stocks of established companies.

                                                                               6
<PAGE>

                              Security Varilife Account

                      Notes to Financial Statements (continued)


1.  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Under the terms of the investment advisory contracts,  portfolio  investments of
the  underlying  mutual fund are made by Security  Management  Company  (SMC), a
wholly-owned subsidiary of Security Benefit Group, Inc., which is a wholly-owned
subsidiary of SBL. SMC has engaged Lexington  Management  Corporation to provide
sub-advisory services for the Worldwide Equity Series and Global Aggressive Bond
Series and has engaged T. Rowe Price  Associates,  Inc. to provide  sub-advisory
services for the Managed Asset  Allocation  Series and the Equity Income Series.
SMC has also entered into agreements with Templeton Quantitative Advisors,  Inc.
and Meridian Investment  Management  Corporation to provide certain quantitative
research services with respect to the Specialized Asset Allocation Series.

INVESTMENT VALUATION

Investments  in mutual fund  shares are  carried in the balance  sheet at market
value (net asset value of the underlying  mutual fund). The first-in,  first-out
cost method is used to determine  gains and losses.  Security  transactions  are
accounted for on the trade date.

The cost of investments  purchased and proceeds from investments sold during the
year ended December 31, 1995 and the period from August 15, 1994  (inception) to
December 31, 1994 were as follows:

                                  1995                         1994
                      ----------------------------------------------------------
                         COST OF       PROCEEDS       COST OF        PROCEEDS
                        PURCHASES     FROM SALES     PURCHASES      FROM SALES
                      ----------------------------------------------------------

Series A                $205,969      $  23,574      $    1,260       $   15
Series B                  54,955          4,002               -            -
Series C                 601,111        553,925         102,311        3,739
Series D                  45,130         31,469             897           15
Series E                  36,818            567             778            5
Series S                   3,718            548               -            -
Series J                  92,726         47,278             778            5
Series M                   1,334             52               -            -

                                                                               7
<PAGE>

                              Security Varilife Account

                      Notes to Financial Statements (continued)


1.  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

REINVESTMENT OF DIVIDENDS

Dividend and capital gains  distributions paid by the mutual fund to the Account
are reinvested in additional shares of each respective Fund. Dividend income and
capital gains distributions are recorded as income on the ex-dividend date.

FEDERAL INCOME TAXES

Under  current  law, no federal  income  taxes are payable  with  respect to the
Account.

USE OF ESTIMATES

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts reported in the financial  statements and accompanying notes.
Actual results could differ from those estimates.

2.  SECURITY VARILIFE ACCOUNT CONTRACT CHARGES

SBL deducts a daily administrative charge equal to an annual rate of .35% of the
average daily net assets of each account. Mortality and expense risks assumed by
SBL are  compensated  for by a fee  equivalent  to an annual rate of .90% of the
average daily net assets of each account.

A deduction  for cost of  insurance  and cost of any riders is also made monthly
and is equal to a current cost of insurance rate multiplied by the net amount at
risk under a policy at the beginning of the policy month. The net amount at risk
for these  purposes  is equal to the  amount  of death  benefit  payable  at the
beginning of the policy month divided by 1.0032737 less the accumulated value at
the  beginning of the month.  These charges were  insignificant  during 1995 and
1994.

When  applicable,  an amount for state and local  premium taxes is deducted from
each premium payment, as provided by pertinent state law.

                                                                               8
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                              Security Varilife Account

                      Notes to Financial Statements (continued)


3.  SUMMARY OF UNIT TRANSACTIONS

Unit  transactions  for the year ended December 31, 1995 and for the period from
August 15, 1994 (inception) to December 31, 1994 were as follows:

                                           1995             1994
                                         -------------------------
Growth Series:
  Account deposits                        16,861              132
  Terminations and withdrawals             1,583                -
Growth-Income Series:
  Account deposits                         5,030                -
  Terminations and withdrawals               156                -
Money Market Series:
  Account deposits                        40,855            7,847
  Terminations and withdrawals            35,093                -
Worldwide Equity Series:
  Account deposits                         4,059               93
  Terminations and withdrawals             2,522                -
High Grade Income Series:
  Account deposits                         3,285               77
  Terminations and withdrawals                38                -
Social Awareness Series:
  Account deposits                           299                -
  Terminations and withdrawals                43                -
Emerging Growth Series:
  Account deposits                         5,148               81
  Terminations and withdrawals               711                -
Specialized Asset Allocation Series:
  Account deposits                           126                -
  Terminations and withdrawals                 4                -

                                                                               9


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