COVA VARIABLE ANNUITY ACCOUNT FIVE
485BPOS, 2000-05-01
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                                                              File Nos. 33-50174
                                                                        811-7060
================================================================================

                      SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C.  20549

                                   FORM N-4

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933               [ ]
     Pre-Effective Amendment No.                                      [ ]
     Post-Effective Amendment No. 10                                  [X]

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940       [ ]
     Amendment No. 21                                                 [X]

                      (Check appropriate box or boxes.)

     COVA VARIABLE ANNUITY ACCOUNT FIVE
     ___________________________________
     (Exact Name of Registrant)

     COVA FINANCIAL LIFE INSURANCE COMPANY
     ______________________________________
     (Name of Depositor)

     4100 Newport Place Drive, Suite 840, Newport Beach, CA      92600
     _____________________________________________________      _____
     (Address of Depositor's Principal Executive Offices)     (Zip Code)


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

     Name and Address of Agent for Service
          Lorry J. Stensrud, President
          Cova Financial Life Insurance Company
          One Tower Lane, Suite 3000
          Oakbrook Terrace, Illinois  60181-4644
          (800) 831-5433

     Copies to:
      Judith A. Hasenauer     and           Bernard J. Spaulding
      Blazzard, Grodd & Hasenauer, P.C.     Senior Vice President,
      943 Post Road East                    General Counsel and Secretary
      P.O. Box 5108                         Cova Financial Life Insurance
      Westport, CT  06881                   Company
      (203) 226-7866                        One Tower Lane, Suite 3000
                                            Oakbrook Terrace, IL 60181-4644

It is proposed that this filing will become effective:

     _____  immediately upon filing pursuant to paragraph (b) of Rule 485
     __X__  on May 1, 2000 pursuant to paragraph (b) of Rule 485
     _____  60 days after filing pursuant to paragraph (a)(1) of Rule 485
     _____  on (date) pursuant to paragraph (a)(1) of Rule 485

If appropriate, check the following:

     _____  This Post-Effective Amendment designates a new date for a
            previously filed Post-Effective Amendment.

Title of Securities Registered:
  Individual Variable Annuity Contracts




                              EXPLANATORY NOTE
- --------------------------------------------------------------------------------


This Registration  Statement contains three Portfolios of AIM Variable Insurance
Funds; two Portfolios of Alliance Variable Products Series Fund, Inc.; ten
Portfolios of the Cova Series Trust;  one Portfolio of General  American Capital
Company;  three  Portfolios  of Goldman Sachs  Variable  Insurance  Trust;  four
Portfolios  of  Kemper  Variable  Series;  one  Portfolio  of  Liberty  Variable
Investment  Trust;  six  Portfolios  of  MFS  Variable   Insurance  Trust;  five
Portfolios of  Oppenheimer  Variable  Account Funds;  five  Portfolios of Putnam
Variable Trust, Class IA Shares; eight Portfolios,  Class 1 Shares, of Templeton
Variable  Products  Series Fund; two Portfolios of Variable  Insurance  Products
Fund; one Portfolio of Variable  Insurance  Products Fund II; and two Portfolios
of Variable  Insurance  Products Fund III.  Different versions of the Prospectus
will be created from this Registration  Statement.  The only difference  between
the versions of the Prospectuses  created from this Registration  Statement will
be the underlying funds available.  The distribution  system for each version of
the  Prospectus  is  different.  These  Prospectuses  will  be  filed  with  the
Commission pursuant to Rule 497 under the Securities Act of 1933. The Registrant
undertakes to update the Explanatory Note, as needed, each time a Post-Effective
Amendment is filed.

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

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

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

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

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

Item 3.   Synopsis . . . . . . . . . . . . . . .   Profile

Item 4.   Condensed Financial Information  . . .   Appendix A

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


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

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

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

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

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

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


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

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

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

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

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

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

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

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

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

Item 19.  Purchase of Securities Being Offered .   Not Applicable

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

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

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

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



                                    PART C

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



                                     PART A





                                  THE FIXED
                             AND VARIABLE ANNUITY

                                  ISSUED BY

                      COVA VARIABLE ANNUITY ACCOUNT FIVE

                                     AND

                    COVA FINANCIAL LIFE INSURANCE COMPANY


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

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

AIM VARIABLE INSURANCE FUNDS:
MANAGED BY A I M ADVISORS, INC.
   AIM V.I. Capital Appreciation
   AIM V.I. International Equity
   AIM V.I. Value

ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.:
MANAGED BY ALLIANCE CAPITAL MANAGEMENT L.P.
   Premier Growth (Class A)
   Real Estate Investment (Class A)

COVA SERIES TRUST:
MANAGED BY J.P. MORGAN
INVESTMENT MANAGEMENT INC.:
   Select Equity
   Small Cap Stock
   International Equity
   Quality Bond
   Large Cap Stock

MANAGED BY LORD, ABBETT & CO.:
   Bond Debenture (a "high yield" portfolio under California
   insurance regulations)
   Mid-Cap Value
   Large Cap Research
   Developing Growth
   Lord Abbett Growth and Income

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

GOLDMAN SACHS VARIABLE INSURANCE TRUST ("VIT"):
MANAGED BY GOLDMAN SACHS ASSET
MANAGEMENT, a unit of the Investment Management Division of Goldman,
  Sachs & Co.
    Goldman Sachs VIT Growth and Income Fund

MANAGED BY GOLDMAN SACHS ASSET
MANAGEMENT INTERNATIONAL
    Goldman Sachs VIT International Equity Fund
    Goldman Sachs VIT Global Income Fund

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

MANAGED BY DREMAN VALUE MANAGEMENT, L.L.C.
   Kemper-Dreman High Return Equity

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

MFS VARIABLE INSURANCE TRUST:
MANAGED BY MASSACHUSETTS FINANCIAL SERVICES COMPANY
  MFS Emerging Growth
  MFS Research
  MFS Growth With Income
  MFS High Income
  MFS Global Governments
  MFS Bond

OPPENHEIMER VARIABLE ACCOUNT FUNDS:
MANAGED BY OPPENHEIMERFUNDS, INC.
   Oppenheimer High Income Fund/VA
   Oppenheimer Bond Fund/VA
   Oppenheimer Capital Appreciation Fund/VA
   Oppenheimer Main Street Growth & Income Fund/VA
   Oppenheimer Strategic Bond Fund/VA

PUTNAM VARIABLE TRUST:
MANAGED BY PUTNAM INVESTMENT MANAGEMENT, INC.
   Putnam VT Growth and Income Class IA Shares
   Putnam VT International Growth Class IA Shares
   Putnam VT International New Opportunities Class IA Shares
   Putnam VT New Value Class IA Shares
   Putnam VT Vista Class IA Shares

FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST*, CLASS 1 SHARES
MANAGED BY FRANKLIN ADVISERS, INC.
   Franklin Large Cap Growth Securities (the surviving fund of the merger
    with Franklin Large Cap Growth Investments)
   Franklin Small Cap (the surviving fund of the merger with Franklin Small
    Cap Investments)

   Templeton Global Income Securities (the surviving fund of the merger
    with Templeton Bond)

MANAGED BY FRANKLIN MUTUAL ADVISERS, LLC
   Mutual Shares Securities (the surviving fund of the merger with Mutual
    Shares Investments)

MANAGED BY TEMPLETON INVESTMENT COUNSEL, INC.
   Templeton Asset Strategy (formerly, Templeton Asset Allocation)

   Templeton International Securities (formerly, Templeton
   International)

MANAGED BY TEMPLETON GLOBAL ADVISORS LIMITED
   Templeton Growth Securities (the surviving fund of the merger with
    Templeton Stock)

MANAGED BY TEMPLETON ASSET MANAGEMENT LTD.
   Templeton Developing Markets Securities (formerly, Templeton Developing
    Markets)

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



VARIABLE INSURANCE PRODUCTS FUND:
MANAGED BY FIDELITY MANAGEMENT & RESEARCH COMPANY
   VIP Growth
   VIP Equity-Income

VARIABLE INSURANCE PRODUCTS FUND II:
MANAGED BY FIDELITY MANAGEMENT & RESEARCH COMPANY
   VIP II Contrafund

VARIABLE INSURANCE PRODUCTS FUND III:
MANAGED BY FIDELITY MANAGEMENT & RESEARCH COMPANY
   VIP III Growth Opportunities
   VIP III Growth & Income



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

To learn more about the Cova Fixed and Variable Annuity Contract, you can obtain
a copy of the Statement of Additional  Information  (SAI) dated May 1, 2000. The
SAI has been filed with the  Securities  and  Exchange  Commission  (SEC) and is
legally   a  part  of  the   prospectus.   The   SEC   maintains   a  Web   site
(http://www.sec.gov)  that contains the SAI, material incorporated by reference,
and other information regarding companies that file electronically with the SEC.
The Table of  Contents of the SAI is on Page __ of this  prospectus.  For a free
copy of the SAI, call us at (800) 523-1661 or write us at: One Tower Lane, Suite
3000, Oakbrook Terrace, Illinois 60181-4644.

The Contracts:

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

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

May 1, 2000


                            TABLE OF CONTENTS

                                                                     PAGE

INDEX OF SPECIAL TERMS

SUMMARY

FEE TABLE

EXAMPLES

THE ANNUITY CONTRACT

ANNUITY PAYMENTS (THE INCOME PHASE)

ANNUITY DATE

ANNUITY PAYMENTS

ANNUITY OPTIONS

PURCHASE
Purchase Payments
Allocation of Purchase Payments
Accumulation Units

INVESTMENT OPTIONS

AIM Variable Insurance Funds
Alliance Variable Products Series Fund, Inc.
Cova Series Trust
General American Capital Company
Goldman Sachs Variable Insurance Trust
Kemper Variable Series
Liberty Variable Investment Trust
MFS Variable Insurance Trust
Oppenheimer Variable Account Funds
Putnam Variable Trust
Franklin Templeton Variable Insurance Products Trust
Variable Insurance Products Fund
Variable Insurance Products Fund II
Variable Insurance Products Fund III
Transfers
Dollar Cost Averaging Program
Automatic Rebalancing Program
Approved Asset Allocation Programs
Voting Rights
Substitution

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

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

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

PERFORMANCE

DEATH BENEFIT
Upon Your Death
Death of Annuitant

OTHER INFORMATION
Cova
The Separate Account
Distributor
Ownership
Beneficiary
Assignment

TABLE OF CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION

APPENDIX A - Condensed Financial Information

APPENDIX B - Participating Investment Portfolios

APPENDIX C - Performance Information


                             INDEX OF SPECIAL TERMS



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

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


                                   SUMMARY


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

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

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

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

You can transfer  between  accounts up to 12 times a year without  charge or tax
implications.

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

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

ANNUITY PAYMENTS (THE INCOME PHASE).  If you want to receive regular income from
your annuity, you can choose an annuity option. Once you begin receiving regular
payments, you cannot change your payment plan. During the income phase, you have
the same  investment  choices  you had during the  accumulation  phase.  You can
choose to have payments come from the fixed account,  the investment  portfolios
or  both.  If you  choose  to have  any  part of your  payments  come  from  the
investment portfolios, the dollar amount of your payments may go up or down.


HOW TO PURCHASE  THE  CONTRACT.  You can buy this  contract  with $5,000 or more
under most circumstances.  You can add $500 or more any time you like during the
accumulation  phase.  Your registered  representative  can help you fill out the
proper forms.

INVESTMENT  OPTIONS.  You  can put  your  money  in any or all of the  following
investment  portfolios which are briefly  described in Appendix B and more fully
described  in  the  prospectuses  for  the  funds.  Currently,  if you  are  not
participating  in an  asset  allocation  program,  you  can  only  invest  in 15
investment  portfolios at any one time. Depending upon market conditions and the
performance of the portfolio(s) you select, you can make or lose money in any of
these portfolios.

AIM VARIABLE INSURANCE FUNDS:
MANAGED BY A I M ADVISORS, INC.
   AIM V.I. Capital Appreciation
   AIM V.I. International Equity
   AIM V.I. Value

ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.:
MANAGED BY ALLIANCE CAPITAL MANAGEMENT L.P.
   Premier Growth (Class A)
   Real Estate Investment (Class A)

COVA SERIES TRUST:
MANAGED BY J.P. MORGAN
INVESTMENT MANAGEMENT INC.:
   Select Equity
   Small Cap Stock
   International Equity
   Quality Bond
   Large Cap Stock

MANAGED BY LORD, ABBETT & CO.:
   Bond Debenture (a "high yield" portfolio under
     California insurance regulations)
   Mid-Cap Value
   Large Cap Research
   Developing Growth
   Lord Abbett Growth and Income

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

GOLDMAN SACHS VARIABLE INSURANCE TRUST:
MANAGED BY GOLDMAN SACHS ASSET MANAGEMENT
    Goldman Sachs VIT Growth and Income Fund

MANAGED BY GOLDMAN SACHS ASSET MANAGEMENT INTERNATIONAL
    Goldman Sachs VIT International Equity Fund
    Goldman Sachs VIT Global Income Fund

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

MANAGED BY DREMAN VALUE MANAGEMENT, L.L.C.
   Kemper-Dreman High Return Equity

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

MFS VARIABLE INSURANCE TRUST:
MANAGED BY MASSACHUSETTS FINANCIAL SERVICES COMPANY
  MFS Emerging Growth
  MFS Research
  MFS Growth With Income
  MFS High Income
  MFS Global Governments
  MFS Bond

OPPENHEIMER VARIABLE ACCOUNT FUNDS:
MANAGED BY OPPENHEIMERFUNDS, INC.
   Oppenheimer High Income Fund/VA
   Oppenheimer Bond Fund/VA
   Oppenheimer Capital Appreciation Fund/VA
   Oppenheimer Main Street Growth & Income Fund/VA
   Oppenheimer Strategic Bond Fund/VA

PUTNAM VARIABLE TRUST:
MANAGED BY PUTNAM INVESTMENT MANAGEMENT, INC.
   Putnam VT Growth and Income Class IA Shares
   Putnam VT International Growth Class IA Shares
   Putnam VT International New Opportunities Class IA Shares
   Putnam VT New Value Class IA Shares
   Putnam VT Vista Class IA Shares

FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST*, CLASS 1 SHARES
MANAGED BY FRANKLIN ADVISERS, INC.
   Franklin Large Cap Growth Securities (the surviving fund of the merger with
    Franklin  Large Cap Growth Investments)
   Franklin Small Cap (the surviving fund of the merger with Franklin Small
    Cap Investments)
   Templeton Global Income Securities (the surviving fund of the merger with
    Templeton Bond)

MANAGED BY FRANKLIN MUTUAL ADVISERS, LLC
   Mutual Shares Securities (formerly, Mutual Shares Investments)

MANAGED BY TEMPLETON INVESTMENT COUNSEL, INC.
   Templeton Asset Strategy (formerly, Templeton Asset Allocation)
   Templeton International Securities (formerly, Templeton
   International)

MANAGED BY TEMPLETON GLOBAL ADVISORS LIMITED

   Templeton Growth Securities (the surviving fund of the merger with Templeton
    Stock)

MANAGED BY TEMPLETON ASSET MANAGEMENT LTD.
   Templeton Developing Markets Securities (formerly, Templeton
   Developing Markets)

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

VARIABLE INSURANCE PRODUCTS FUND:
MANAGED BY FIDELITY MANAGEMENT & RESEARCH COMPANY
   VIP Growth
   VIP Equity-Income

VARIABLE INSURANCE PRODUCTS FUND II:
MANAGED BY FIDELITY MANAGEMENT & RESEARCH COMPANY
   VIP II Contrafund

VARIABLE INSURANCE PRODUCTS FUND III:
MANAGED BY FIDELITY MANAGEMENT & RESEARCH COMPANY
   VIP III Growth Opportunities
   VIP III Growth & Income
   (VIP, VIP II and VIP III refer to Variable Insurance
   Products Fund, Variable Insurance Products Fund II and
   Variable Insurance Products Fund III, respectively.)


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

EXPENSES. The contract has insurance features and investment features, and there
are costs related to each.

*    Each year Cova deducts a $30 contract  fee from your  contract.  During the
     accumulation  phase, Cova currently waives this charge if the value of your
     contract is at least $50,000.

*    Cova also  deducts  for its  insurance  charges  which  total  1.40% of the
     average  daily  value  of  your  contract   allocated  to  the   investment
     portfolios.

*    If you take your money out,  Cova may assess a  withdrawal  charge which is
     equal to 5% of the  purchase  payment  you  withdraw.  After Cova has had a
     purchase  payment for 5 years,  there is no charge by Cova for a withdrawal
     of that purchase payment.

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

*    The first 12  transfers  in a year are free.  After that, a transfer fee of
     $25 or 2% of the amount transferred (whichever is less) is assessed.

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

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

ACCESS TO YOUR MONEY. You can take money out at any time during the accumulation
phase.  After  the first  year,  you can take up to 10% of your  total  purchase
payments each year without charge from Cova. Withdrawals of purchase payments in
excess of that may be charged a  withdrawal  charge,  depending on how long your
money has been in the  contract.  However,  Cova will never  assess a withdrawal
charge on  earnings  you  withdraw.  Earnings  are  defined as the value in your
contract minus the remaining purchase payments in your contract.  Of course, you
may also have to pay  income  tax and a tax  penalty  on any money you take out.

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

OTHER INFORMATION.

     Free Look.  If you cancel the  contract  within 10 days after  receiving it
(or,  in the  state of  California,  within 30 days if you are 60 years or older
when we issue the  contract),  we will send your money back without  assessing a
withdrawal  charge.  You will receive whatever your contract is worth on the day
we receive your request. This may be more or less than your original payment. If
we're required by law to return your original  payment,  we reserve the right to
put your money in the Money Market Fund during the free-look period.

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

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

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

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

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

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

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

These  features may not be suitable for your particular situation.

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

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


                 COVA VARIABLE ANNUITY ACCOUNT FIVE FEE TABLE


The purpose of the Fee Table is to show you the various  expenses you will incur
directly or indirectly with the contract. The Fee Table reflects expenses of the
Separate Account as well as of the investment portfolios. Expenses of the
investment portfolios are not fixed or specified under the terms of the contract
and actual expenses may vary.

OWNER TRANSACTION EXPENSES
Withdrawal Charge (see Note 1 below)     5% of purchase payment withdrawn

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

CONTRACT MAINTENANCE CHARGE (see Note 3
 below)                                  $30 per contract per year


SEPARATE ACCOUNT ANNUAL EXPENSES
(as a percentage of average account value)

     Mortality and Expense Risk Premium         1.25%
     Administrative Expense Charge               .15%
                                                _____
     TOTAL SEPARATE ACCOUNT ANNUAL EXPENSES     1.40%

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



<TABLE>
<CAPTION>
                                                                                Other Expenses
                                                                                 (after expense
                                                                                reimbursement for   Total Annual
                                                          Management            certain Portfolios)  Portfolio
                                                          Fees                                       Expenses
                                                          -----------        -------------------   -------------
<S>                                    <C>                <C>                               <C>
AIM VARIABLE INSURANCE FUNDS
Managed by A I M Advisors, Inc.
   AIM V.I. Capital Appreciation                             .62%                         .11%              .73%
   AIM V.I. International Equity                             .75%                         .22%              .97%
   AIM V.I. Value                                            .61%                         .15%              .76%

ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.
Managed by Alliance Capital Management L.P.
   Premier Growth                                           1.00%                         .05%             1.05%
   Real Estate Investment (a)                                .49%                         .46%              .95%

COVA SERIES TRUST(b)
Managed by J.P. Morgan Investment Management Inc.
   Select Equity                                             .67%                         .10%              .77%
   Small Cap Stock                                           .85%                         .19%             1.04%
   International Equity                                      .79%                         .31%             1.10%
   Quality Bond                                              .54%                         .10%              .64%
   Large Cap Stock                                           .65%                         .10%              .75%
Managed by Lord, Abbett & Co.
   Bond Debenture                                            .75%                         .10%              .85%
   Mid-Cap Value                                            1.00%                         .30%             1.30%
   Large Cap Research                                       1.00%                         .30%             1.30%
   Developing Growth                                         .90%                         .30%             1.20%
   Lord Abbett Growth and Income(c)                          .65%                         .05%              .70%

GENERAL AMERICAN CAPITAL COMPANY
Managed by Conning Asset
Management Company
   Money Market                                             .125%                         .08%             .205%

GOLDMAN SACHS VARIABLE INSURANCE TRUST (d)
Managed by Goldman Sachs Asset Management
   Goldman Sachs VIT Growth and Income Fund                  .75%                         .25%             1.00%

Managed By Goldman Sachs Asset Management
International
   Goldman Sachs VIT International Equity Fund              1.00%                         .35%             1.35%
   Goldman Sachs VIT Global Income Fund                      .90%                         .25%             1.15%

KEMPER VARIABLE SERIES
Managed by Scudder Kemper Investments, Inc.
   Kemper Small Cap Value (e)                               .75%                          .09%              .84%
   Kemper Government Securities                             .55%                          .08%              .63%
   Kemper Small Cap Growth                                  .65%                          .06%              .71%

Managed by Dreman Value Management, L.L.C.
   Kemper-Dreman High Return Equity (f)                     .75%                          .11%              .86%

LIBERTY VARIABLE INVESTMENT TRUST
Managed by Newport Fund Management Inc.
   Newport Tiger Fund, Variable Series                      .90%                          .31%             1.21%

MFS VARIABLE INSURANCE TRUST(g)
Managed by Massachusetts Financial Services Company
   MFS Emerging Growth                                      .75%                          .09%              .84%
   MFS Research                                             .75%                          .11%              .86%
   MFS Growth With Income                                   .75%                          .13%              .88%
   MFS High Income (h)                                      .75%                          .16%              .91%
   MFS Global Governments (h)                               .75%                          .16%              .91%
   MFS Bond (h)                                             .60%                          .16%              .76%

OPPENHEIMER VARIABLE ACCOUNT FUNDS
Managed by OppenheimerFunds, Inc.
   Oppenheimer High Income Fund/VA                          .74%                          .01%              .75%
   Oppenheimer Bond Fund/VA                                 .72%                          .01%              .73%
   Oppenheimer Capital Appreciation Fund/VA                 .68%                          .02%              .70%
   Oppenheimer Main Street Growth & Income Fund/VA          .73%                          .05%              .78%
   Oppenheimer Strategic Bond Fund/VA                       .74%                          .04%              .78%

PUTNAM VARIABLE TRUST
Managed by Putnam Investment Management, Inc.
   Putnam VT Growth and Income Class IA Shares              .46%                          .04%              .50%
   Putnam VT International Growth Class IA Shares           .80%                          .22%             1.02%
   Putnam VT International New Opportunities
     Class IA Shares                                       1.08%                          .33%             1.41%
   Putnam VT New Value Class IA Shares                      .70%                          .10%              .80%
   Putnam VT Vista Class IA Shares                          .65%                          .10%              .75%

FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST, CLASS 1
SHARES
Managed by Franklin Advisers, Inc.
   Franklin Large Cap Growth Securities(i)                  .75%                          .02%              .77%
   Franklin Small Cap (j)                                   .55%                          .27%              .82%
   Templeton Global Income Securities (k)                   .60%                          .05%              .65%

Managed by Franklin Mutual Advisers, LLC
   Mutual Shares Securities(l)                              .60%                          .19%              .79%

Managed by Templeton Investment Counsel, Inc.
   Templeton Asset Strategy (m)                             .60%                          .18%              .78%
   Templeton International Securities (n)                   .69%                          .19%              .88%

Managed by Templeton Global Advisors Limited
   Templeton Growth Securities (o)                          .83%                          .05%              .88%

Managed by Templeton Asset Management Ltd.
   Templeton Developing Markets Securities (p)             1.25%                          .31%             1.56%

VARIABLE INSURANCE PRODUCTS FUND
VARIABLE INSURANCE PRODUCTS FUND II
VARIABLE INSURANCE PRODUCTS FUND III
Managed by Fidelity Management &
Research Company
     VIP III Growth Opportunities (Initial Class)(q)        .58%                         .11%              .69%
     VIP Growth (Initial Class)(q)                          .58%                         .08%              .66%
     VIP III Growth & Income (Initial Class)(q)             .48%                         .12%              .60%
     VIP Equity-Income (Initial Class)(q)                   .48%                         .09%              .57%
     VIP II Contrafund  (Initial Class)(q)                  .58%                         .09%              .67%
</TABLE>




     (a) The expenses shown with respect to the Real Estate Investment Portfolio
are net of voluntary reimbursements.  Expenses have been capped at .95% annually
and the adviser to the Fund  intends to  continue  such  reimbursements  for the
foreseeable  future.  For the year ended December 31, 1999, the expenses for the
Real Estate Investment Portfolio,  before  reimbursement,  were: .90% management
fees and .82% for other expenses.

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

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

     (d) The  investment  advisers  to the  Goldman  Sachs  Growth  and  Income,
International  Equity and Global Income Funds have voluntarily  agreed to reduce
or limit certain  "Other  Expenses" of such Funds  (excluding  management  fees,
taxes,  interest, brokerage fees, litigation,  indemnification  and other
extraordinary  expenses) to the extent such  expenses  exceed  0.25%,  0.35% and
0.25% per annum of such  Funds'  average  daily net  assets,  respectively.  The
expenses shown include this reimbursement. If not included, the "Other Expenses"
and "Total Annual  Portfolio  Expenses" for the Goldman Sachs Growth and Income,
International Equity and Global Income Funds would be .47% and 1.22%, .77% and
1.77% and 1.78% and 2.68%,  respectively.  The reductions or limitations  may be
discontinued or modified by the investment  advisers in their  discretion at any
time. The Fund's expenses shown in the fee table are based on estimated expenses
for the fiscal year ending December 31, 2000.

     (e) Pursuant to its agreement with Kemper Variable  Series,  the investment
manager and the accounting agent have agreed, for the one year period commencing
May 1, 2000, to limit their respective fees and to reimburse other operating
expenses to the extent  necessary to limit total operating  expenses of the
Kemper Small Cap Value Portfolio to .84%. The amounts set forth in the table
above reflect actual expenses for the past fiscal year, which were at or lower
than these expense limits, after the benefit of any custodial credits.

     (f) Pursuant to its agreement with Kemper Variable  Series,  the investment
manager and the accounting agent have agreed, for the one year period commencing
May 1, 2000, to limit their  respective  fees and to reimburse  other  operating
expenses  to the extent  necessary  to limit  total  operating  expenses  of the
Kemper-Dreman  High Return Equity of Kemper Variable Series to .87%. The amounts
set forth in the table above reflect  actual  expenses for the past fiscal year,
which were at or lower  than  these  expense  limits,  after the  benefit of any
custodial credits.

     (g) Each series has an expense offset arrangement which reduces the series'
custodian  fee based upon the amount of cash  maintained  by the series with its
custodian and dividend  disbursing  agent. Each series may enter into other such
arrangements  and  directed  brokerage  arrangements,  which would also have the
effect of reducing the series'  expenses.  The expenses shown in the table above
do not take into account these expense reductions, and are therefore higher than
the actual expenses of the series.

     (h) MFS has contractually agreed, subject to reimbursement by these series,
to bear expenses for these series,  such that each such series' "Other Expenses"
do not exceed the following  percentages  of the average daily net assets of the
series  during the current  fiscal year:  0.15% for the Bond Series,  the Global
Governments  Series and the High  Income  Series.  The  payments  made by MFS on
behalf of each series under this arrangement are subject to reimbursement by the
series  to  MFS,  which  will  be  accomplished  by the  payment  of an  expense
reimbursement fee by the series to MFS computed and paid monthly at a percentage
of the series' average daily net assets for its then current fiscal year, with a
limitation that  immediately  after such payment,  the series' "Other  Expenses"
will not exceed the percentage  set forth above for that series.  The obligation
of MFS to bear a series' "Other Expenses" pursuant to this arrangement,  and the
series'  obligation  to pay  the  reimbursement  fee to MFS,  terminates  on the
earlier of the date on which payments made by the series equal the prior payment
of such  reimbursable  expenses by MFS or  December  31,  2004.  MFS may, in its
discretion,  terminate  this  arrangement  at an earlier date  provided that the
arrangement  will  continue for each series  until at least May 1, 2001,  unless
terminated  with the consent of the board of trustees which oversees the series.
Absent expense reimbursement for certain series, total annual portfolio expenses
for the year ended  December  31, 1999 were .97% with respect to the High Income
Series;  1.05% with  respect to the Global  Governments  Series;  and 1.06% with
respect to the Bond Series.

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

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

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

     (l) On 2/8/00, a merger and reorganization was approved that combined the
fund with a similar fund of Templeton Variable Products Series Fund, effective
5/1/00. The table shows total expenses based on the fund's assets as of
12/31/99, and not the assets of the combined fund. However, if the table
reflected combined assets, the fund's expenses after 5/1/00 would be estimated
as: Management Fees 0.60%, Other Expenses 0.19%, and Total Fund Operating
Expenses 0.79%.

     (m) On 2/8/00, shareholders approved a merger and reorganization that
combined the fund with the Templeton Global Asset Allocation Fund, effective
5/1/00.  The shareholders of that fund had approved new management fees,
which apply to the combined fund effective 5/1/00.  The table shows restated
total expenses based on the new fees and the assets of the fund as of
12/31/99, and not the assets of the combined fund.  However, if the
table reflected both the new fees and the combined assets, the fund's
expenses after 5/1/00 would be estimated as: Management Fees 0.60%, Other
Expenses 0.14%, and Total Fund Operating Expenses 0.74%.

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

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

     (p) On 2/8/00, shareholders approved a merger and reorganization that
combined the fund with the Templeton Developing Markets Equity Fund,
effective 5/1/00.  The shareholders of that fund had approved new management
fees, which apply to the combined fund effective 5/1/00.  The table shows
restated total expenses based on the new fees and the assets of the fund as of
12/31/99, and not the assets of the combined fund.  However, if the table
reflected both the new fees and the combined assets, the fund's expenses
after 5/1/00 would be estimated as: Management Fees 1.25%, Other Expenses
0.29%, and Total Fund Operating Expenses 1.54%.

     (q) A portion of the brokerage  commissions that certain funds pay was
used to reduce fund expenses.  In addition, through arrangements with certain
funds, or FMR on behalf  of certain funds', custodian credits realized as
a result of uninvested cash balances were used to reduce a portion of each
applicable fund's expenses.  With these reductions, total expenses would have
been: .68% for the Growth Opportunities Portfolio; .65% for the Growth
Portfolio; .59% for the Growth & Income Portfolio; .56% for the
Equity-Income Portfolio; and .65% for the Contrafund Portfolio.

EXAMPLES:

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

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

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

     (a) if you surrender the contract at the end of each time period;
     (b) if you do not surrender the contract or if you apply the contract value
         to an annuity option.


<TABLE>
<CAPTION>
<S>                                                <C>         <C>          <C>           <C>
                                                                Time         Periods
                                                     1 year     3 years      5 years      10 years
                                                     ------     -------      -------      --------
AIM VARIABLE INSURANCE FUNDS
Managed by A I M Advisors, Inc.
AIM V.I. Capital Appreciation                      (a) $72.59  (a) $114.54   (a) $163.94   (a) $254.10
                                                   (b) $22.59  (b) $ 69.54   (b) $118.94   (b) $254.10
AIM V.I. International Equity                      (a) $75.00  (a) $121.77   (a) $176.00   (a) $278.22
                                                   (b) $25.00  (b) $ 76.77   (b) $131.00   (b) $278.22
AIM V.I. Value                                     (a) $72.90  (a) $115.45   (a) $165.46   (a) $257.15
                                                   (b) $22.90  (b) $ 70.45   (b) $120.46   (b) $257.15
ALLIANCE VARIABLE PRODUCTS SERIES FUND,
INC.

    Managed by Alliance Capital
    Management L.P.

    Premier Growth                                 (a) $75.80  (a) $124.17   (a) $179.99   (a) $286.12
                                                   (b) $25.80  (b) $ 79.17   (b) $134.99   (b) $286.12
    Real Estate Investment                         (a) $74.80  (a) $121.17   (a) $175.00   (a) $276.23
                                                   (b) $24.80  (b) $ 76.17   (b) $130.00   (b) $276.23
COVA SERIES TRUST
Managed by J.P. Morgan Investment Management Inc.
   Select Equity                                   (a) $73.00  (a) $115.75   (a) $165.96   (a) $258.16
                                                   (b) $23.00  (b) $ 70.75   (b) $120.96   (b) $258.16
   Small Cap Stock                                 (a) $75.70  (a) $123.87   (a) $179.49   (a) $285.14
                                                   (b) $25.70  (b) $ 78.87   (b) $134.49   (b) $285.14
   International Equity                            (a) $76.30  (a) $125.66   (a) $182.48   (a) $291.02
                                                   (b) $26.30  (b) $ 80.66   (b) $137.48   (b) $291.02
   Quality Bond                                    (a) $71.69  (a) $111.82   (a) $159.39   (a) $244.89
                                                   (b) $21.69  (b) $ 66.82   (b) $114.38   (b) $244.89
   Large Cap Stock                                 (a) $72.80  (a) $115.15   (a) $164.95   (a) $256.13
                                                   (b) $22.80  (b) $ 70.15   (b) $119.95   (b) $256.13
Managed by Lord, Abbett & Co.
   Bond Debenture                                  (a) $73.80  (a) $118.16   (a) $169.99   (a) $266.24
                                                   (b) $23.80  (b) $ 73.16   (b) $124.99   (b) $266.24
   Mid-Cap Value                                   (a) $78.30  (a) $131.62   (a) $192.35   (a) $310.37
                                                   (b) $28.30  (b) $ 86.62   (b) $147.35   (b) $310.37
   Large Cap Research                              (a) $78.30  (a) $131.62   (a) $192.35   (a) $310.37
                                                   (b) $28.30  (b) $ 86.62   (b) $147.35   (b) $310.37
   Developing Growth                               (a) $77.30  (a) $128.65   (a) $187.42   (a) $300.75
                                                   (b) $27.30  (b) $ 83.65   (b) $142.42   (b) $300.75
   Lord Abbett Growth and Income                   (a) $72.29  (a) $113.63   (a) $162.42   (a) $251.04
                                                   (b) $22.29  (b) $ 68.63   (b) $117.42   (b) $251.04
GENERAL AMERICAN CAPITAL COMPANY
Managed by Conning Asset Management Company
   Money Market                                    (a) $67.31  (a) $ 98.54   (a) $137.02   (a) $199.08
                                                   (b) $17.31  (b) $ 53.54   (b) $ 92.02   (b) $199.08

GOLDMAN SACHS VARIABLE INSURANCE TRUST
Managed by Goldman Sachs Asset Management
   Goldman Sachs VIT Growth and Income Fund        (a) $75.30  (a) $122.67   (a) $177.50   (a) $281.19
                                                   (b) $25.30  (b) $ 77.67   (b) $132.50   (b) $281.19

Managed by Goldman Sachs Asset Management
International
   Goldman Sachs VIT International Equity Fund     (a) $ 78.79 (a) $133.11   (a) $194.80   (a) $315.14
                                                   (b) $ 28.79 (b) $ 88.11   (b) $149.80   (b) $315.14
   Goldman Sachs VIT Global Income Fund            (a) $ 76.80 (a) $127.16   (a) $184.95   (a) $295.90
                                                   (b) $ 26.80 (b) $ 82.16   (b) $139.95   (b) $295.90

KEMPER VARIABLE SERIES

Managed by Scudder Kemper Investments, Inc.

    Kemper Small Cap Value                         (a)$72.39   (a)$113.94    (a) $162.93   (a) $252.06
                                                   (b)$22.39   (b)$ 68.94    (b) $117.93   (b) $252.06
    Kemper Government Securities                   (a)$71.59   (a)$111.51    (a) $158.87   (a) $243.86
                                                   (b)$21.59   (b)$ 66.51    (b) $113.87   (b) $243.86
    Kemper Small Cap Growth                        (a)$73.70   (a)$117.86    (a) $169.49   (a) $265.23
                                                   (b)$23.70   (b)$ 72.86    (b) $124.49   (b) $265.23
Managed by Dreman Value Management, L.L.C.

    Kemper-Dreman High Return Equity               (a)$ 73.90   (a)$118.46    (a) $170.49   (a) $267.24
                                                   (b)$ 23.90   (b)$ 73.46    (b) $125.49   (b) $267.24

LIBERTY VARIABLE INVESTMENT TRUST

Managed by Newport Fund Management Inc.

   Newport Tiger Fund, Variable Series             (a)$77.40   (a)$128.94    (a) $187.92   (a) $301.71
                                                   (b)$27.40   (b)$ 83.94    (b) $142.92   (b) $301.71


MFS VARIABLE INSURANCE TRUST
Managed by Massachusetts Financial Services Company
MFS Emerging Growth                                (a) $73.70  (a) $117.86   (a) $169.49   (a) $265.23
                                                   (b) $23.70  (b) $ 72.86   (b) $124.49   (b) $265.23
MFS Research                                       (a) $73.90  (a) $118.46   (a) $170.49   (a) $267.24
                                                   (b) $23.90  (b) $ 73.46   (b) $125.49   (b) $267.24
MFS Growth with Income                             (a) $74.10  (a) $119.07   (a) $119.07   (a) $171.50
                                                   (b) $24.10  (b) $ 74.07   (b) $126.50   (b) $269.25
MFS High Income                                    (a) $74.40  (a) $119.97   (a) $173.00   (a) $272.25
                                                   (b) $24.40  (b) $ 74.97   (b) $128.00   (b) $272.25
MFS Global Governments                             (a) $74.40  (a) $119.97   (a) $173.00   (a) $272.25
                                                   (b) $24.40  (b) $ 74.97   (b) $128.00   (b) $272.25
MFS Bond                                           (a) $72.90  (a) $115.45   (a) $165.46   (a) $257.15
                                                   (b) $22.90  (b) $ 70.45   (b) $120.46   (b) $257.15

OPPENHEIMER VARIABLE ACCOUNT FUNDS

    Managed by OppenheimerFunds, Inc.

    Oppenheimer High Income Fund/VA                (a)$72.80   (a)$115.15    (a) $164.95   (a) $256.13
                                                   (b)$22.80   (b)$ 70.15    (b) $119.95   (b) $256.13
    Oppenheimer Bond Fund/VA                       (a)$72.59   (a)$114.54    (a) $163.94   (a) $254.10
                                                   (b)$22.59   (b)$ 69.54    (b) $118.94   (b) $254.10
    Oppenheimer Capital Appreciation Fund/VA       (a)$72.29   (a)$113.63    (a) $162.42   (a) $251.04
                                                   (b)$22.29   (b)$ 68.63    (b) $117.42   (b) $251.04
    Oppenheimer Main Street Growth & Income
    Fund/VA                                        (a)$73.10   (a)$116.05    (a) $166.47   (a) $259.18
                                                   (b)$23.10   (b)$ 71.05    (b) $121.47   (b) $259.18
    Oppenheimer Strategic Bond Fund/VA             (a)$73.10   (a)$116.05    (a) $166.47   (a) $259.18
                                                   (b)$23.10   (b)$ 71.05    (b) $121.47   (b) $259.18

PUTNAM VARIABLE TRUST

Managed by Putnam Investment Management, Inc.

    Putnam VT Growth and Income-Class IA Shares    (a)$70.29   (a)$107.56    (a) $153.24   (a) $230.39
                                                   (b)$20.29   (b)$ 62.56    (b) $107.24   (b) $230.39
    Putnam VT International Growth-Class IA Shares (a)$75.50   (a)$123.27    (a) $178.50   (a) $283.17
                                                   (b)$25.50   (b)$ 78.27    (b) $133.50   (b) $283.17
    Putnam VT International New Opportunities-
    Class IA Shares                                (a)$79.39   (a)$134.88    (a) $197.73   (a) $320.83
                                                   (b)$29.39   (b)$ 89.88    (b) $152.73   (b) $320.83
    Putnam VT New Value-Class IA Shares            (a)$73.30   (a)$116.65    (a) $167.47   (a) $261.20
                                                   (b)$23.30   (b)$ 71.65    (b) $122.47   (b) $261.20
    Putnam VT Vista-Class IA Shares                (a)$72.80   (a)$115.15    (a) $164.95   (a) $256.13
                                                   (b)$22.80   (b)$70.15    (b) $119.95   (b) $256.13

FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST,
CLASS 1 SHARES

Managed by Franklin Advisers, Inc.

    Franklin Large Cap Growth Securities           (a)$73.00   (a)$115.75    (a) $165.96   (a) $258.16
                                                   (b)$23.00   (b)$ 70.75    (b) $120.96   (b) $258.16
    Franklin Small Cap                             (a)$73.50   (a)$117.26    (a) $168.48   (a) $263.22
                                                   (b)$23.50   (b)$ 72.26    (b) $123.48   (b) $263.22
    Templeton Global Income Securities             (a)$71.79   (a)$112.12    (a) $159.89   (a) $245.92
                                                   (b)$21.79   (b)$ 67.12    (b) $114.89   (b) $245.92


Managed by Franklin Mutual Advisers, LLC

    Mutual Shares Securities                       (a)$73.20   (a)$116.35    (a) $166.97   (a) $260.19
                                                   (b)$23.20   (b)$ 71.35    (b) $121.97   (b) $260.19

Managed by Templeton Investment Counsel, Inc.

    Templeton Asset Strategy                       (a)$73.10   (a)$116.05    (a) $166.47   (a) $259.18
                                                   (b)$23.10   (b)$ 71.05    (b) $121.47   (b) $259.18
    Templeton International Securities             (a)$74.10   (a)$119.07    (a) $171.50   (a) $269.25
                                                   (b)$24.10   (b)$ 74.07    (b) $126.50   (b) $269.25
Managed by Templeton Global Advisors Limited

    Templeton Growth Securities                    (a)$74.10   (a)$119.07    (a) $171.50   (a) $269.25
                                                   (b)$24.10   (b)$ 74.07    (b) $126.50   (b) $269.25

Managed by Templeton Asset Management Ltd.

    Templeton Developing Markets Securities        (a)$80.89   (a)$139.31    (a) $205.03   (a) $334.89
                                                   (b)$30.89   (b)$ 94.31    (b) $160.03   (b) $334.89

VARIABLE INSURANCE PRODUCTS FUND
VARIABLE INSURANCE PRODUCTS FUND II
VARIABLE INSURANCE PRODUCTS FUND III
Managed by Fidelity Management &
Research Company
VIP III Growth Opportunities                       (a) $72.19  (a) $113.33   (a) $161.92   (a) $250.02
                                                   (b) $22.19  (b) $ 68.33   (b) $116.92   (b) $250.02
VIP Growth                                         (a) $71.89  (a) $112.42   (a) $160.39   (a) $246.95
                                                   (b) $21.89  (b) $ 67.42   (b) $115.39   (b) $246.95
VIP III Growth & Income                            (a) $71.29  (a) $110.60   (a) $157.34   (a) $240.77
                                                   (b) $21.29  (b) $ 65.60   (b) $112.34   (b) $240.77
VIP Equity-Income                                  (a) $70.99  (a) $109.69   (a) $155.81   (a) $237.67
                                                   (b) $20.99  (b) $ 64.69   (b) $110.81   (b) $237.67
VIP II Contrafund                                  (a) $71.99  (a) $112.73   (a) $160.90   (a) $247.97
                                                   (b) $21.99  (b) $ 67.73   (b) $115.90   (b) $247.97
</TABLE>



EXPLANATION OF FEE TABLE

    1. The withdrawal charge is 5% of the purchase payments you withdraw. After
Cova has had a purchase  payment  for 5 years,  there is no charge by Cova for a
withdrawal of that purchase  payment.  You may also have to pay income tax and a
tax penalty on any money you take out.  After the first year, you can take up to
10% of your total purchase payments each year without a charge from Cova.

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

     3.  During  the  accumulation  phase,  Cova will not  charge  the  contract
maintenance  charge if the value of your contract is $50,000 or more,  although,
if you make a complete  withdrawal,  Cova will charge the  contract  maintenance
charge.

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

There is an accumulation unit value history  (Condensed  Financial  Information)
contained in Appendix A.

THE ANNUITY CONTRACT

This Prospectus  describes the Fixed and Variable  Annuity  Contract  offered by
Cova.

An annuity is a contract  between you, the owner,  and an insurance  company (in
this case Cova),  where the insurance  company promises to pay income to you, in
the form of annuity payments, beginning on a designated date that is at least 30
days in the future.  Until you decide to begin receiving annuity payments,  your
annuity is in the accumulation phase. Once you begin receiving annuity payments,
your contract switches to the income phase.

The contract  benefits  from tax deferral.  Tax deferral  means that you are not
taxed on earnings or  appreciation on the assets in your contract until you take
money out of your contract.

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

The contract also contains a fixed account. The fixed account offers an interest
rate that is guaranteed by Cova. Cova guarantees that the interest rate credited
to the fixed account will not be less than 3% per year with respect to contracts
issued on or after May 1, 1996. If you select the fixed account, your money will
be  placed  with the  other  general  assets of Cova.  If you  select  the fixed
account,  the amount of money you are able to accumulate in your contract during
the  accumulation  phase  depends  upon  the  total  interest  credited  to your
contract. The amount of the annuity payments you receive during the income phase
from the fixed account  portion of the contract will remain level for the entire
income phase.

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

ANNUITY PAYMENTS (THE INCOME PHASE)

Annuity Date

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

We ask you to choose your annuity date when you purchase the  contract.  You can
change it at any time  before the  annuity  date with 30 days notice to us. Your
annuity date cannot be any earlier than one month after you buy the contract.


Annuity Payments

You will receive annuity  payments during the income phase. In general,  annuity
payments must begin by the  annuitant's  85th birthday or 10 years from the date
the  contract  was  issued,  whichever  is later  (this  requirement  may differ
slightly for special  programs).  The annuitant is the person whose life we look
to when we make annuity payments.

During the  income  phase,  you have the same  investment  choices  you had just
before  the start of the  income  phase.  At the  annuity  date,  you can choose
whether payments will come from the:

  * fixed account,
  * the investment portfolio(s), or
  * a combination of both.

If you don't  tell us  otherwise,  your  annuity  payments  will be based on the
investment allocations that were in place on the annuity date.

If you  choose  to have any  portion  of your  annuity  payments  come  from the
investment  portfolio(s),  the dollar  amount of your payment will depend upon 3
things:

     1) the value of your contract in the investment portfolio(s) on the annuity
date,

     2) the 3%  assumed  investment  rate  used  in the  annuity  table  for the
contract, and

     3) the performance of the investment portfolios you selected.

If the actual  performance  exceeds the 3% assumed investment rate, your annuity
payments will increase.  Similarly,  if the actual  investment rate is less than
3%, your annuity payments will decrease.

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

Annuity Options

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

You can choose one of the following  annuity options or any other annuity option
acceptable to Cova.  After annuity payments begin, you cannot change the annuity
option.

     OPTION 1. LIFE ANNUITY.  Under this option, we will make an annuity payment
each month so long as the annuitant is alive.  After the annuitant dies, we stop
making annuity payments.

     OPTION  2.  LIFE  ANNUITY  WITH 5, 10 OR 20 YEARS  GUARANTEED.  Under  this
option,  we will make an annuity  payment each month so long as the annuitant is
alive.  However,  if, when the annuitant dies, we have made annuity payments for
less than the selected  guaranteed period, we will then continue to make annuity
payments  for the  rest of the  guaranteed  period  to the  beneficiary.  If the
beneficiary does not want to receive annuity payments,  he or she can ask us for
a single lump sum.

     OPTION 3. JOINT AND LAST SURVIVOR ANNUITY.  Under this option, we will make
annuity  payments  each month so long as the  annuitant  and a second person are
both alive.  When either of these people dies,  we will continue to make annuity
payments,  so long as the survivor  continues to live. The amount of the annuity
payments we will make to the  survivor  can be equal to 100%,  66 2/3% or 50% of
the amount that we would have paid if both were alive.

PURCHASE

PURCHASE PAYMENTS

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

ALLOCATION OF PURCHASE PAYMENTS

When you purchase a contract,  we will  allocate  your  purchase  payment to the
fixed account and/or one or more of the investment portfolios you have selected.
If you make additional purchase payments,  we will allocate them in the same way
as your first  purchase  payment  unless you tell us otherwise.  There is a $500
minimum  allocation  requirement  for the fixed account and for each  investment
portfolio.

Once we receive your  purchase  payment and the necessary  information,  we will
issue your contract and allocate your first  purchase  payment within 2 business
days. If you do not give us all of the  information we need, we will contact you
to get it. If for some reason we are unable to complete  this  process  within 5
business  days,  we will either send back your money or get your  permission  to
keep it until we get all of the necessary information.  If you add more money to
your  contract by making  additional  purchase  payments,  we will credit  these
amounts to your  contract  within one business day. Our business day closes when
the New York Stock Exchange closes, usually 4:00 P.M. Eastern time.

Free Look

If you change your mind about owning this contract,  you can cancel it within 10
days after  receiving it (or, in the state of California,  within 30 days if you
are 60 years or older when we issue the contract).  When you cancel the contract
within this time  period,  Cova will not assess a  withdrawal  charge.  You will
receive back whatever your contract is worth on the day we receive your request.
If you have  purchased  the contract as an IRA, we are required to give you back
your purchase payment if you decide to cancel your contract within 10 days after
receiving it (or whatever  period is required).  If that is the case, we reserve
the right to put your  purchase  payment  in the Money  Market  Fund for 15 days
before we allocate your first purchase  payment to the  investment  portfolio(s)
you have selected. In such case, we will refund the greater of purchase payments
(less  withdrawals) or contract value.  Currently,  Cova directly allocates your
purchase  payment  to  the  investment   portfolios  and/or  fixed  account  you
select.

ACCUMULATION UNITS

The value of the variable  annuity  portion of your  contract will go up or down
depending upon the investment  performance  of the investment  portfolio(s)  you
choose.  In order to keep track of the value of your contract,  we use a unit of
measure we call an accumulation  unit. (An accumulation  unit works like a share
of a mutual  fund.)  During the income phase of the contract we call the unit an
annuity unit.

Every  day we  determine  the  value  of an  accumulation  unit  for each of the
investment portfolios.  We do this by:

1.  determining the total amount of money invested in the particular investment
    portfolio;

2.  subtracting from that amount any insurance charges and any other charges
    such as taxes we have deducted; and

3.  dividing this amount by the number of outstanding accumulation units.

The value of an accumulation unit may go up or down from day to day.

When you make a purchase  payment,  we credit your  contract  with  accumulation
units.  The number of accumulation  units credited is determined by dividing the
amount of the purchase payment allocated to an investment portfolio by the value
of the accumulation unit for that investment portfolio.

We calculate the value of an  accumulation  unit for each  investment  portfolio
after the New York Stock Exchange closes each day and then credit your contract.

EXAMPLE:

On Monday we receive an additional purchase payment of $5,000 from you. You have
told us you want this to go to the  Quality  Bond  Portfolio.  When the New York
Stock  Exchange  closes  on that  Monday,  we  determine  that  the  value of an
accumulation  unit for the  Quality  Bond  Portfolio  is $13.90.  We then divide
$5,000  by  $13.90  and  credit  your  contract  on  Monday  night  with  359.71
accumulation units for the Quality Bond Portfolio.

INVESTMENT OPTIONS

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

YOU SHOULD READ THE  PROSPECTUSES  FOR THESE FUNDS CAREFULLY.  Copies of
these prospectuses will be sent to you with your contract. Certain
portfolios contained in the fund prospectuses may not be available with
your contract.  (See Appendix B which contains a summary of investment
objectives and strategies for each investment portfolio.)

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


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

AIM VARIABLE INSURANCE FUNDS

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

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


ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.

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

     Premier Growth Portfolio (Class A)
     Real Estate Investment Portfolio (Class A)

COVA SERIES TRUST

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

J.P.  MORGAN  INVESTMENT  MANAGEMENT  INC. IS THE  SUB-ADVISER  TO THE FOLLOWING
PORTFOLIOS:

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

LORD, ABBETT & CO. IS THE SUB-ADVISER TO THE FOLLOWING PORTFOLIOS:

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


GENERAL AMERICAN CAPITAL COMPANY

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

Money Market Fund

GOLDMAN SACHS VARIABLE INSURANCE TRUST

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

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

KEMPER VARIABLE SERIES

Kemper Variable Series is a mutual fund with multiple portfolios. Scudder Kemper
Investments,  Inc.  (Scudder  Kemper) is the  investment  manager for the Kemper
Government Securities  Portfolio,  the Kemper Small Cap Growth Portfolio and the
Kemper Small Cap Value Portfolio.  Scudder Kemper,  as investment  manager,  has
retained  Dreman  Value  Management,  L.L.C.  to  serve as  sub-adviser  for the
Kemper-Dreman  High  Return  Equity  Portfolio.  The  following  portfolios  are
available under the contract:

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


LIBERTY VARIABLE INVESTMENT TRUST

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

Newport Tiger Fund,  Variable Series.

MFS VARIABLE INSURANCE TRUST

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

   MFS Emerging Growth Series
   MFS Research Series
   MFS Growth With Income Series
   MFS High Income Series
   MFS Global Governments Series
   MFS Bond Series

OPPENHEIMER VARIABLE ACCOUNT FUNDS

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

     Oppenheimer High Income Fund/VA
     Oppenheimer Bond Fund/VA
     Oppenheimer Capital Appreciation Fund/VA
     Oppenheimer Main Street Growth & Income Fund/VA
     Oppenheimer Strategic Bond Fund/VA

PUTNAM VARIABLE TRUST

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

     Putnam VT Growth and Income Fund-Class IA Shares
     Putnam VT International Growth Fund-Class IA Shares
     Putnam VT International New Opportunities Fund-Class IA Shares
     Putnam VT New Value Fund-Class IA Shares
     Putnam VT Vista Fund-Class IA Shares (a stock portfolio)

FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST

Franklin Templeton  Variable Insurance Products Trust is  a  mutual  fund
with  multiple portfolios. Effective May 1, 2000, the portfolios of
Templeton Variable Products Series Fund were merged into similar portfolios
of Franklin Templeton Variable Insurance Products Trust. Franklin Templeton
Variable Insurance Products Trust issues two classes of shares - Class 1
and Class 2. Only shares of Class 1 are available under your contract.
Franklin  Advisers,  Inc.  is the  investment  manager  of the Franklin
Large Cap Growth  Securities  Fund, the Franklin Small Cap Fund and the
Templeton Global Income Securities Fund;  Franklin Mutual Advisers, LLC
is the investment manager of the Mutual Shares Securities Fund; Templeton
Investment  Counsel,  Inc. is the investment manager of the Templeton Asset
Strategy Fund and the Templeton International Securities Fund. Templeton
Global Advisors Limited is the investment manager for the  Templeton
Growth Securities Fund;  and  Templeton  Asset  Management Ltd. is the
investment  manager of the  Templeton  Developing  Markets Securities Fund.
The following portfolios are available under the contract:

   Franklin Large Cap Growth Securities Fund (the surviving fund of the
    merger with Franklin Large Cap Growth Investments Fund)
   Franklin Small Cap Securities Fund (the surviving fund of the merger with
    Franklin Small Cap Investments Fund)
   Mutual Shares Securities Fund (the surviving fund of the merger with
    Mutual Shares Investments Fund)
   Templeton Asset Strategy Fund (formerly, Templeton Asset Allocation Fund)
   Templeton Global Income Securities Fund (the surviving fund of the merger
    with Templeton Bond Fund)
   Templeton International Securities Fund (formerly, Templeton
    International Fund)
   Templeton Growth Securities Fund (the surviving fund of the merger with
    Templeton Stock Fund)
   Templeton Developing Markets Securities Fund (formerly, Templeton
   Developing Markets Fund)

VARIABLE INSURANCE PRODUCTS FUND
VARIABLE INSURANCE PRODUCTS FUND II
VARIABLE INSURANCE PRODUCTS FUND III

Variable  Insurance  Products  Fund,  Variable  Insurance  Products  Fund II and
Variable  Insurance  Products  Fund  III are each a mutual  fund  with  multiple
portfolios  managed by Fidelity  Management & Research  Company.  The  following
portfolios are available under the contract:

   Variable Insurance Products Fund:
      VIP Growth Portfolio
      VIP Equity-Income Portfolio

   Variable Insurance Products Fund II:
      VIP II Contrafund Portfolio

   Variable Insurance Products Fund III:
      VIP III Growth Opportunities Portfolio
      VIP III Growth & Income Portfolio


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

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

TRANSFERS

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

Cova has  reserved the right during the year to terminate or modify the transfer
provisions described below.

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

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

     1. The minimum  amount  which you can transfer is $500 or your entire value
in the investment portfolio or fixed account.

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

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

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

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

DOLLAR COST AVERAGING PROGRAM

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

The minimum amount which can be transferred each month is $500. You must have at
least  $6,000 in the Money  Market  Fund or the fixed  account,  (or the  amount
required to  complete  your  program,  if less) in order to  participate  in the
Dollar Cost Averaging Program. Currently, Cova does not charge for participating
in the Dollar  Cost  Averaging  Program.  Cova will waive the  minimum  transfer
amount and the minimum amount required to establish dollar cost averaging if you
establish  dollar  cost  averaging  for 6 or 12  months  at the time you buy the
contract.

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

If you  participate  in the Dollar Cost  Averaging  Program,  the transfers made
under the program are not taken into account in  determining  any transfer  fee.
Cova may, from time to time,  offer other dollar cost  averaging  programs which
may have terms different from those described above.

AUTOMATIC REBALANCING PROGRAM

Once your money has been allocated to the investment portfolios, the performance
of each  portfolio  may cause  your  allocation  to shift.  You can direct us to
automatically  rebalance  your  contract to return to your  original  percentage
allocations  by selecting our  Automatic  Rebalancing  Program.  You can tell us
whether to rebalance quarterly, semi-annually or annually. We will measure these
periods from the  anniversary of the date we issued your contract.  The transfer
date will be the 1st day after the end of the period you selected.

The  Automatic  Rebalancing  Program is available  only during the  accumulation
phase.  Currently,  Cova does not  charge  for  participating  in the  Automatic
Rebalancing  Program. If you participate in the Automatic  Rebalancing  Program,
the transfers  made under the program are not taken into account in  determining
any transfer fee.

EXAMPLE:

Assume that you want your initial  purchase  payment  split between 2 investment
portfolios.  You want 40% to be in the Quality Bond  Portfolio  and 60% to be in
the Select Equity Portfolio. Over the next 21 2 months the bond market does very
well while the stock market  performs  poorly.  At the end of the first quarter,
the Quality Bond Portfolio now  represents  50% of your holdings  because of its
increase  in  value.  If you  have  chosen  to  have  your  holdings  rebalanced
quarterly,  on the  first day of the next  quarter,  Cova will sell some of your
units in the Quality  Bond  Portfolio to bring its value back to 40% and use the
money to buy  more  units in the  Select  Equity  Portfolio  to  increase  those
holdings to 60%.

APPROVED ASSET ALLOCATION PROGRAMS

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

Cova has made no  independent  investigation  of these  programs.  Cova has only
established that these programs are compatible with our  administrative  systems
and rules.  Approved asset  allocation  programs are only  available  during the
accumulation  phase.  Currently,  Cova does not charge for  participating  in an
approved asset allocation program.

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

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

VOTING RIGHTS

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

SUBSTITUTION

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

EXPENSES

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

INSURANCE CHARGES

Each day, Cova makes a deduction for its  insurance  charges.  Cova does this as
part of its calculation of the value of the  accumulation  units and the annuity
units.  The  insurance  charge has two parts:

    1) the mortality and expense risk premium, and

    2) the administrative expense charge.

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

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

CONTRACT MAINTENANCE CHARGE

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

Cova will not deduct  this  charge  during the  accumulation  phase if, when the
deduction is to be made, the value of your contract is $50,000 or more. Cova may
some time in the future discontinue this practice and deduct the charge.

If you make a complete withdrawal from your contract,  the contract  maintenance
charge will also be deducted.  A pro rata portion of the charge will be deducted
if the annuity date is other than an  anniversary.  After the annuity date,  the
charge will be collected monthly out of the annuity payment.

WITHDRAWAL CHARGE

During the accumulation phase, you can make withdrawals from your contract. Cova
keeps track of each purchase payment. Once a year after the first year (and once
a year  during the first year for  purposes of payment of  charitable  remainder
trust  administration  fees),  you can withdraw up to 10% of your total purchase
payments and no withdrawal charge will be assessed on the 10%, if on the day you
make your  withdrawal the value of your contract is $5,000 or more.  Withdrawals
for purposes of payment of charitable  remainder trust  administration  fees are
included in the 10% free withdrawal amount.  Otherwise, the charge is 5% of each
purchase  payment you take out unless the purchase  payment was made more than 5
years ago. After Cova has had a purchase payment for 5 years, there is no charge
when you  withdraw  that  purchase  payment.  Cova does not assess a  withdrawal
charge on earnings  withdrawn  from the  contract.  Earnings  are defined as the
value in your contract minus the remaining  purchase  payments in your contract.
The withdrawal order for calculating the withdrawal charge is shown below.

*    10% of purchase payments free.

*    Remaining  purchase  payments that are over 5 years old and are not subject
     to a withdrawal charge.

*    Earnings in the contract free.

*    Remaining  purchase payments that are less than 5 years old and are subject
     to a withdrawal charge.

For purposes of calculating the withdrawal charge,  slightly different rules may
apply to Section 1035 exchanges.

When  the  withdrawal  is for  only  part of the  value  of your  contract,  the
withdrawal charge is deducted from the remaining value in your contract.

Cova does not assess the  withdrawal  charge on any payments paid out as annuity
payments or as death benefits.

NOTE:  For tax purposes,  earnings are considered to come out first.



REDUCTION OR ELIMINATION OF THE WITHDRAWAL CHARGE

General:

Cova will  reduce or  eliminate  the amount of the  withdrawal  charge  when the
contract  is sold  under  circumstances  which  reduce its sales  expense.  Some
examples are: if there is a large group of  individuals  that will be purchasing
the contract or a prospective  purchaser  already had a relationship  with Cova.
Cova will not deduct a withdrawal  charge under a contract issued to an officer,
director or employee of Cova or any of its affiliates.


Nursing Home Waiver:

After you have owned the  contract  for one year,  if you, or your joint  owner,
becomes  confined to a nursing home or hospital for at least 90 consecutive days
under a doctor's care and you need part or all of the money from your  contract,
Cova will not impose a  withdrawal  charge.  You or your joint owner cannot have
been so confined when you purchased your contract  (confinement must begin after
the first contract anniversary) if you want to take advantage of this provision.
This is called the Nursing Home Waiver.

PREMIUM TAXES

Some  states  and other  governmental  entities  (e.g.,  municipalities)  charge
premium taxes or similar  taxes.  Cova is  responsible  for the payment of these
taxes and will make a deduction from the value of the contract for them. Some of
these  taxes are due when the  contract is issued,  others are due when  annuity
payments  begin.  It is Cova's  current  practice to not charge anyone for these
taxes until annuity payments begin. Cova may some time in the future discontinue
this practice and assess the charge when the tax is due. Premium taxes generally
range from 0% to 4%, depending on the state.

TRANSFER FEE

You can make 12 free  transfers  every  year.  We measure a year from the day we
issue your contract. If you make more than 12 transfers a year, we will deduct a
transfer fee of $25 or 2% of the amount that is transferred whichever is less.

If the  transfer is part of the Dollar Cost  Averaging  Program,  the  Automatic
Rebalancing  Program or an Approved Asset Allocation  Program, it will not count
in determining the transfer fee.

INCOME TAXES

Cova will deduct from the contract for any income taxes which it incurs  because
of the contract. At the present time, we are not making any such deductions.

INVESTMENT PORTFOLIO EXPENSES

There are  deductions  from and  expenses  paid out of the assets of the various
investment portfolios, which are described in the attached fund prospectuses.

TAXES

NOTE:  Cova has  prepared  the  following  information  on  taxes  as a  general
discussion of the subject.  It is not intended as tax advice to any  individual.
You should consult your own tax adviser about your own  circumstances.  Cova has
included an additional  discussion regarding taxes in the Statement of
Additional  Information.

ANNUITY CONTRACTS IN GENERAL

Annuity  contracts are a means of setting aside money for future needs - usually
retirement.  Congress  recognized  how important  saving for  retirement was and
provided special rules in the Internal Revenue Code (Code) for annuities.

Simply  stated these rules provide that you will not be taxed on the earnings on
the money held in your annuity  contract  until you take the money out.  This is
referred to as tax  deferral.  There are  different  rules as to how you will be
taxed  depending  on how you  take the  money  out and the  type of  contract  -
qualified or non-qualified (see following sections).

You, as the owner,  will not be taxed on increases in the value of your contract
until a  distribution  occurs - either as a withdrawal  or as annuity  payments.
When you make a withdrawal you are taxed on the amount of the withdrawal that is
earnings. For annuity payments, different rules apply. A portion of each annuity
payment is treated as a partial return of your purchase payments and will not be
taxed. The remaining  portion of the annuity payment will be treated as ordinary
income.  How the annuity  payment is divided  between  taxable  and  non-taxable
portions depends upon the period over which the annuity payments are expected to
be made.  Annuity payments received after you have received all of your purchase
payments are fully includible in income.

When a non-qualified contract is owned by a non-natural person (e.g.,corporation
or certain  other  entities  other than a trust holding the contract as an agent
for a natural person),  the contract will generally not be treated as an annuity
for tax purposes.

QUALIFIED AND NON-QUALIFIED CONTRACTS

If you purchase the contract as an  individual  and not under any pension  plan,
specially sponsored program or an individual  retirement annuity,  your contract
is referred to as a non-qualified contract.

If you purchase the contract under a pension plan,  specially sponsored program,
or an individual retirement annuity, your contract is referred to as a qualified
contract.  Examples of  qualified  plans are:  Individual  Retirement  Annuities
(IRAs),  Tax-Sheltered  Annuities  (sometimes  referred to as 403(b) contracts),
and pension and profit plans, which include 401(k) plans and H.R. 10 plans.

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

WITHDRAWALS - NON-QUALIFIED CONTRACTS

If you make a withdrawal  from your contract,  the Code treats such a withdrawal
as first  coming  from  earnings  and then from  your  purchase  payments.  Such
withdrawn earnings are includible in income.


The Code also provides that any amount received under an annuity  contract which
is included in income may be subject to a penalty.  The amount of the penalty is
equal to 10% of the amount that is includible in income.  Some  withdrawals will
be exempt from the penalty.  They include any amounts:

     (1) paid on or after the taxpayer reaches age 59 1/2;

     (2) paid after you die;

     (3) paid if the taxpayer  becomes totally disabled (as that term is defined
in the Code);

     (4) paid in a series of substantially equal payments made annually (or more
frequently) for life or a period not exceeding life expectancy;

     (5) paid under an immediate annuity; or

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

WITHDRAWALS - QUALIFIED CONTRACTS

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

The Code also provides that any amount received under a qualified  contract
which is  included  in income may be  subject  to a  penalty.  The amount of the
penalty  is  equal to 10% of the  amount  that is  includible  in  income.  Some
withdrawals will be exempt from the penalty. They include any amounts:

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

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

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


WITHDRAWALS - TAX-SHELTERED ANNUITIES

The Code limits the withdrawal of amounts attributable to purchase payments made
under a salary  reduction  agreement  by owners  from  Tax-Sheltered  Annuities.
Withdrawals can only be made when an owner:

     (1) reaches age 59 1/2;

     (2) leaves his/her job;

     (3) dies;

     (4) becomes disabled (as that term is defined in the Code); or

     (5) in the case of hardship.

However,  in the case of  hardship,  the owner can only  withdraw  the  purchase
payments and not any earnings.

DIVERSIFICATION

The Code provides that the underlying  investments  for a variable  annuity must
satisfy  certain  diversification  requirements  in  order to be  treated  as an
annuity contract. Cova believes that the investment portfolios are being managed
so as to comply with the requirements.

Neither the Code nor the Internal  Revenue  Service  Regulations  issued to date
provide guidance as to the circumstances  under which you, because of the degree
of control you exercise over the underlying  investments,  and not Cova would be
considered  the owner of the  shares of the  investment  portfolios.  If you are
considered the owner of the shares,  it will result in the loss of the favorable
tax  treatment  for the  contract.  It is  unknown  to what  extent  owners  are
permitted  to  select  investment  portfolios,   to  make  transfers  among  the
investment portfolios or the number and type of investment portfolios owners may
select from without being considered the owner of the shares. If any guidance is
provided which is considered a new position,  then the guidance would  generally
be applied  prospectively.  However,  if such guidance is considered not to be a
new position, it may be applied retroactively.  This would mean that you, as the
owner of the  contract,  could be  treated  as the  owner of the  shares  of the
investment portfolios.

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

ACCESS TO YOUR MONEY

You can have access to the money in your contract:

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

    (2) by electing to receive annuity payments;  or

    (3) when a death benefit is paid to your  beneficiary.

Under most  circumstances,  withdrawals can only be made during the accumulation
phase.

When you make a complete withdrawal you will receive the withdrawal value of the
contract.  The withdrawal  value of the contract is the value of the contract at
the  end of the  business  day  when  Cova  receives  a  written  request  for a
withdrawal.

  * less any applicable  withdrawal charge,
  * less any  premium  tax, and
  * less any  contract  maintenance  charge.


Unless you instruct Cova otherwise, any partial withdrawal will be made pro rata
from all the  investment  portfolios  and the fixed account you selected.  Under
most  circumstances  the amount of any partial  withdrawal  must be for at least
$500.  Cova requires  that after a  withdrawal is made you keep at least
$500 in any selected investment portfolio.

When you make a withdrawal, the amount of the death benefit may be reduced.  See
"Death Benefits."

There are limits to the amount you can withdraw  from a qualified  plan referred
to as a  403(b)  plan.  For a more  complete  explanation  see  "Taxes"  and the
discussion in the Statement of Additional Information.

INCOME TAXES, TAX PENALTIES AND CERTAIN RESTRICTIONS MAY APPLY TO ANY WITHDRAWAL
YOU MAKE.

SYSTEMATIC WITHDRAWAL PROGRAM

You may  use  the  Systematic  Withdrawal  Program.  This  program  provides  an
automatic  monthly  payment to you of up to 10% of your total purchase  payments
each year. No withdrawal  charge will be made for these payments.  Cova does not
have any  charge  for this  program,  but  reserves  the  right to charge in the
future.  If you use  this  program,  you may not  also  make a  single  10% free
withdrawal.  For a  discussion  of  the  withdrawal  charge  and  the  10%  free
withdrawal, see "Expenses."

INCOME TAXES, TAX PENALTIES AND CERTAIN RESTRICTIONS MAY APPLY TO SYSTEMATIC
WITHDRAWALS.

SUSPENSION OF PAYMENTS OR TRANSFERS

Cova may be  required  to  suspend  or  postpone  payments  for  withdrawals  or
transfers for any period when:

     1. the New York Stock Exchange is closed (other than customary  weekend and
holiday closings);

     2.  trading on the New York Stock Exchange is restricted;

     3. an  emergency  exists  as a result  of which  disposal  of shares of the
investment  portfolios is not reasonably  practicable or Cova cannot  reasonably
value the shares of the investment portfolios;

     4. during any other period when the Securities and Exchange Commission,  by
order, so permits for the protection of owners.

Cova has reserved the right to defer  payment for a withdrawal  or transfer from
the fixed  account  for the  period  permitted  by law but not for more than six
months.

PERFORMANCE

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

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

Cova may, from time to time, include in its advertising and sales materials, tax
deferred  compounding  charts and other  hypothetical  illustrations,  which may
include comparisons of currently taxable and tax deferred  investment  programs,
based on selected tax brackets.

Appendix C contains performance information that you may find informative. It is
divided into various parts,  depending upon the type of performance  information
shown.  Future  performance  will vary and the results shown are not necessarily
representative of future results.

DEATH BENEFIT

UPON YOUR DEATH

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

Beginning May 1, 1999,  at the time you buy the  contract,  you can select Death
Benefit  Option B or E. If you do not choose an option on the forms  provided by
Cova, Option E will be your death benefit. If, at the time you buy the contract,
the  endorsement  for Death Benefit Option E is not approved in your state,  you
can select  Death  Benefit  Option A or B. If you do not choose an option on the
forms provided by Cova, Option A will be your death benefit.

If you bought your contract  before May 1, 1998, you were given the  opportunity
to choose Death Benefit  Option B or C on your next contract  anniversary  after
May 1, 1998 (or during a 60 day period after both options were  approved in your
state).  If you did not make an  election  during such time  period,  your death
benefit was automatically enhanced to Death Benefit Option B. If on May 1, 1998,
you or your joint owner were 80 or older,  you were unaffected by the changes in
the death benefits and Option D continues to be your death benefit.

From May 1, 1998 to April 30,  1999,  at the time you bought the  contract,  you
were given the opportunity to select Death Benefit Option A or B. If you did not
choose an option on the forms provided by Cova, Option A is your death benefit.

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

DEATH BENEFIT OPTION A:

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

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

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

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

The GACV is evaluated at each contract  anniversary prior to the date of your or
your joint owner's  death,  and on each day a purchase  payment or withdrawal is
made. On the contract anniversary, if the current contract value is greater than
the GACV, the GACV will be increased to the current value of your contract. If a
purchase  payment is made, the amount of the purchase  payment will increase the
GACV. If a withdrawal is made, the GACV will be reduced by the amount  withdrawn
(and any associated  withdrawal  charges)  divided by the value of your contract
immediately  before the withdrawal  multiplied by the GACV immediately  prior to
the withdrawal.  The following  example  describes the effect of a withdrawal on
the GACV:

      Example:
      Assumed facts for example:
      $10,000 current GACV
      $ 8,000 contract value
      $ 2,100 partial withdrawal ($ 2,000 withdrawal + $100 withdrawal
       charge)

      New GACV = $10,000 - [($2,100/$8,000) X $10,000]
      which results in the current GACV of $10,000 being reduced by $2,625

      The new GACV is $7,375.

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

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

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

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

The GACV is evaluated at each  contract  anniversary  on or before your, or your
joint owner's,  80th birthday,  and on each day a purchase payment or withdrawal
is made. On the contract  anniversary  on or before your, or your joint owner's,
80th birthday,  if the current contract value is greater than the GACV, the GACV
will be increased to the current value of your contract.  If a purchase  payment
is made,  the  amount of the  purchase  payment  will  increase  the GACV.  If a
withdrawal is made, the example above explains the effect of a withdrawal on the
GACV.

DEATH BENEFIT OPTION B:

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

     1.  Total  purchase  payments,  less any  withdrawals  (and any  withdrawal
charges paid on the  withdrawals)  accumulated at an annual rate of 4% until the
date of death; or

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

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

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

     1. Total  purchase  payments made on or before your, or your joint owner's,
80th birthday,  less any  withdrawals  (and any  withdrawal  charges paid on the
withdrawals) accumulated at an annual rate of 4% until you, or your joint owner,
reach  age 80,  plus any  subsequent  purchase  payments,  less  any  subsequent
withdrawals (and any withdrawal charges paid on the withdrawals); or

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

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

DEATH BENEFIT OPTION C:

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

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

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

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

The GACV is initially the death  benefit  determined as of the day Cova receives
notice that you have elected this death benefit option.  This figure is based on
your  existing  death  benefit  as defined  in your  contract,  Option D (not as
defined in the endorsement for this option).  The GACV is then evaluated at each
subsequent contract anniversary prior to your or your joint owner's death and on
each  subsequent  day a purchase  payment or withdrawal is made. On the contract
anniversary,  if the current  contract  value is greater than the GACV, the GACV
will be increased to the current value of your contract.  If a purchase  payment
is made,  the  amount of the  purchase  payment  will  increase  the GACV.  If a
withdrawal is made,  the GACV will be reduced by the amount  withdrawn  (and any
associated withdrawal charges) divided by the value of your contract immediately
before  the  withdrawal   multiplied  by  the  GACV  immediately  prior  to  the
withdrawal.  The example above under Death Benefit  Option A explains the effect
of a withdrawal on the GACV under this death benefit option.

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

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

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

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

The GACV is initially the death  benefit  determined as of the day Cova receives
notice that you have elected this death benefit option.  This figure is based on
your  existing  death  benefit  as defined  in your  contract,  Option D (not as
defined in the endorsement for this option).  The GACV is then evaluated at each
subsequent contract  anniversary on or before your, or your joint owner's,  80th
birthday,  and on each subsequent day a purchase  payment or withdrawal is made.
On the contract  anniversary  on or before  your,  or your joint  owner's,  80th
birthday,  if the current contract value is greater than the GACV, the GACV will
be increased to the current  value of your  contract.  If a purchase  payment is
made, the amount of the purchase payment will increase the GACV. If a withdrawal
is made,  the GACV will be reduced by the amount  withdrawn  (and any associated
withdrawal charges) divided by the value of your contract immediately before the
withdrawal,  multiplied by the GACV  immediately  prior to the  withdrawal.  The
example above under Death  Benefit  Option A explains the effect of a withdrawal
on the GACV under this death benefit option.

DEATH BENEFIT OPTION D:

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

     1.  Total  purchase  payments,  less any  withdrawals  (and any  withdrawal
charges paid on the  withdrawals)  accumulated  at an annual rate of 4% from the
date your contract was issued until the date of death; or

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

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

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

     1.  Total  purchase  payments,  less any  withdrawals  (and any  withdrawal
charges paid on the  withdrawals)  accumulated  at an annual rate of 4% from the
date your  contract was issued  until you, or your joint owner,  reaches age 80,
plus any subsequent purchase payments,  less any withdrawals (and any withdrawal
charges paid on the withdrawals); or

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

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

DEATH BENEFIT OPTION E:

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

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

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

     3. The greatest  contract value on any contract  anniversary prior to your,
or your joint owner's death;  plus any purchase  payments you made subsequent to
that contract anniversary, less any withdrawals (and any withdrawal charges paid
on the withdrawals) subsequent to that contract anniversary.

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

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

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

     3. The greatest  contract  value on any prior  contract  anniversary  on or
before your, or your joint owner's 80th birthday; plus any purchase payments you
made after that contract  anniversary,  less any withdrawals (and any withdrawal
charges paid on the withdrawals) you made after that contract anniversary.



CHECK YOUR CONTRACT AND APPLICABLE ENDORSEMENT FOR YOUR DEATH BENEFIT.

The entire death benefit must be paid within 5 years of the date of death unless
the  beneficiary  elects  to have the death  benefit  payable  under an  annuity
option.  The death benefit payable under an annuity option must be paid over the
beneficiary's  lifetime or for a period not extending  beyond the  beneficiary's
life expectancy. Payment must begin within one year of the date of death. If the
beneficiary  is the spouse of the owner,  he/she can  continue  the  contract in
his/her own name at the then current value. If a lump sum payment is elected and
all the necessary requirements are met, the payment will be made within 7 days.

Payment  under an annuity  option  may only be elected  during the 60 day period
beginning with the date Cova receives  proof of death.  If Cova does not receive
an  election  during  such  time,  it will  make a  single  sum  payment  to the
beneficiary at the end of the 60 day period.

DEATH OF ANNUITANT

If the  annuitant,  not an owner or joint owner,  dies before  annuity  payments
begin, you can name a new annuitant.  If no annuitant is named within 30 days of
the death of the annuitant, you will become the annuitant. However, if the owner
is a non-natural person (for example,  a corporation),  then the death or change
of annuitant will be treated as the death of the owner,  and a new annuitant may
not be named.

Upon the death of the annuitant after annuity payments begin, the death benefit,
if any, will be as provided for in the annuity option selected.

OTHER INFORMATION

COVA

Cova Financial Life Insurance  Company  ("Cova") was originally  incorporated on
September 6, 1972 as Industrial  Indemnity Life Insurance  Company, a California
corporation  and changed its name to Xerox  Financial Life Insurance  Company in
1986.  On June 1, 1995,  a  wholly-owned  subsidiary  of General  American  Life
Insurance  Company  purchased  Cova which on that date  changed its name to Cova
Financial  Life  Insurance  Company.  On  January  6,  2000,  Metropolitan  Life
Insurance Company (MetLife) acquired GenAmerica Corporation, the ultimate parent
company of Cova  Financial  Services Life  Insurance  Company  (Cova Life),  the
parent  company of Cova.  The  acquisition  of GenAmerica  Corporation  does not
affect  policy  benefits or any other terms or conditions  under your  contract.
MetLife,  headquartered  in New York City since 1868,  is a leading  provider of
insurance and financial products and services to individual and group customers.


Cova is presently licensed to do business in the state of California.

THE SEPARATE ACCOUNT

Cova has  established a separate  account,  Cova Variable  Annuity  Account Five
(Separate Account), to hold the assets that underlie the contracts. The Board of
Directors of Cova adopted a resolution to establish  the Separate  Account under
California  insurance  law on March 24, 1992.  We have  registered  the Separate
Account with the Securities and Exchange  Commission as a unit investment  trust
under the Investment Company Act of 1940. The Separate Account is divided into
sub-accounts.

The  assets of the  Separate  Account  are held in Cova's  name on behalf of the
Separate Account and legally belong to Cova. However, those assets that underlie
the contracts,  are not  chargeable  with  liabilities  arising out of any other
business  Cova may  conduct.  All the  income,  gains and  losses  (realized  or
unrealized)  resulting from these assets are credited to or charged  against the
contracts and not against any other contracts Cova may issue.

DISTRIBUTOR

Cova Life Sales  Company  (Life  Sales),  One Tower Lane,  Suite 3000,  Oakbrook
Terrace,  Illinois  60181-4644,  acts as the distributor of the contracts.  Life
Sales is an affiliate of Cova.

Commissions   will  be  paid  to   broker-dealers   who  sell   the   contracts.
Broker-dealers will be paid commissions up to 5.5% of purchase payments, but,
under certain circumstances, may be paid an additional  .5%  commission.
Sometimes,  Cova enters into an agreement with the broker-dealer to pay the
broker-dealer  persistency  bonuses, in addition to the standard  commissions.


OWNERSHIP

     OWNER. You, as the owner of the contract,  have all the interest and rights
under the contract. Prior to the annuity date, the owner is as designated at the
time the contract is issued,  unless changed. On and after the annuity date, the
annuitant is the owner (this may be a taxable event).  The  beneficiary  becomes
the owner when a death benefit is payable.

     JOINT OWNER.  The contract  can be owned by joint  owners.  Any joint owner
must be the spouse of the other owner. Upon the death of either joint owner, the
surviving  spouse  will be the  designated  beneficiary.  Any other  beneficiary
designation  at the time the  contract  was  issued  or as may have  been  later
changed will be treated as a contingent beneficiary unless otherwise indicated.

BENEFICIARY

The  beneficiary  is the  person(s)  or  entity  you name to  receive  any death
benefit.  The  beneficiary  is named at the time the  contract is issued  unless
changed at a later date.  Unless an irrevocable  beneficiary has been named, you
can change the beneficiary at any time before you die.

ASSIGNMENT

You can assign the contract at any time during your  lifetime.  Cova will not be
bound by the assignment  until it receives the written notice of the assignment.
Cova will not be liable for any  payment or other  action we take in  accordance
with the contract before we receive notice of the assignment.  AN ASSIGNMENT MAY
BE A TAXABLE EVENT.

If  the  contract  is  issued  pursuant  to  a  qualified  plan,  there may be
limitations on your ability to assign the contract.

FINANCIAL STATEMENTS

The financial statements of Cova and the Separate Account have been included in
the Statement of Additional Information.

                           TABLE OF CONTENTS OF THE
                     STATEMENT OF ADDITIONAL INFORMATION


     Company

     Experts

     Legal Opinions

     Distribution

     Calculation of Performance Information

     Federal Tax Status

     Annuity Provisions

     Financial Statements


                                  APPENDIX A

                       CONDENSED FINANCIAL INFORMATION

ACCUMULATION UNIT VALUE HISTORY

The  following  schedule  includes  accumulation  unit  values  for the  periods
indicated.  This data has been extracted from the Separate  Account's  Financial
Statements.  This  information  should be read in conjunction  with the Separate
Account's  Financial  Statements  and related  notes  which are  included in the
Statement of Additional Information.



<TABLE>
<CAPTION>
                                     Year or           Period       Year or
                                     Period Ended      Ended        Period Ended       Year or Period
                                     12/31/99          12/31/98     12/31/97)          ended 12/31/96
<S>                                   <C>                  <C>           <C>                <C>

AIM VARIABLE INSURANCE FUNDS:
Managed by A I M Advisors, Inc.

AIM V.I. Capital Appreciation Sub-Account
Beginning of Period                    $11.80           $10.00           *                      *
End of Period                          $16.83           $11.80
Number of Accum. Units Outstanding     63,264            5,570

AIM V.I. International Equity Sub-Account
Beginning of Period                    $11.42           $10.00           *                      *
End of Period                          $17.46           $11.42
Number of Accum. Units Outstanding     19,322           15,257

AIM V.I. Value Sub-Account
Beginning of Period                    $13.08           $10.00           *                      *
End of Period                          $16.75           $13.08
Number of Accum. Units Outstanding    158,759            2,865

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

Premier Growth Sub-Account
Beginning of Period                    $14.62           $10.00             **                    **
End of Period                          $19.08           $14.62
Number of Accum. Units Outstanding    130,836           62,869

Real Estate Investment Sub-Account
Beginning of Period                    $ 8.00           $10.00             **                    **
End of Period                          $ 7.49           $ 8.00
Number of Accum. Units Outstanding     29,380           22,077

COVA SERIES TRUST

Managed by Lord Abbett & Co.

  Bond Debenture Sub-Account
     Beginning of Period               $13.50           $12.88       $11.30                  $  10.15
     End of Period                     $13.77           $13.50       $12.88                     11.30
     Number of Accum. Units Outstanding 859,300        681,676      347,400                    39,545

  Mid-Cap Value Sub-Account
     Beginning of Period               $10.44           $10.47       $10.05                       *
     End of Period                     $10.88           $10.44       $10.47                       *
     Number of Accum. Units Outstanding 132,159         85,457        8,510

  Developing Growth Sub-Account
     Beginning of Period               $11.07           $10.53        $10.83                       *
     End of Period                     $14.45           $11.07        $10.53                       *
     Number of Accum. Units Outstanding 130,053         70,926         6,039

  Large Cap Research Sub-Account
     Beginning of Period               $11.83           $10.76           *                         *
     End of Period                     $14.64           $11.83
     Number of Accum. Units Outstanding 142,370         49,894

Managed by J.P. Morgan Investment
Management Inc.

  Select Equity Sub-Account
     Beginning of Period               $16.99           $14.05        $10.84                  $  10.15
     End of Period                     $18.38           $16.99        $14.05                     10.84
     Number of Accum. Units Outstanding 1,237,436    1,052,797       700,550                    185,509

  Small Cap Stock Sub-Account
     Beginning of Period               $12.58           $13.49        $11.31                  $  10.91
     End of Period                     $17.93           $12.58        $13.49                     11.31
     Number of Accum. Units Outstanding 632,695        663,925        487,580                    113,118

  International Equity Sub-Account
     Beginning of Period               $12.89           $11.46        $10.97                  $  10.10
     End of Period                     $16.33           $12.89        $11.46                     10.97
     Number of Accum. Units Outstanding 838,996        779,375        554,105                   124,032

  Quality Bond Sub-Account
     Beginning of Period               $11.91           $11.16        $10.37                  $   9.95
     End of Period                     $11.57           $11.91        $11.16                     10.37
     Number of Accum. Units Outstanding 629,401        501,045       234,643                    64,534

  Large Cap Stock Sub-Account
     Beginning of Period               $19.43           $14.89        $11.34                  $  10.16
     End of Period                     $22.55           $19.43        $14.89                     11.34
     Number of Accum. Units Outstanding 1,531,957    1,132,390       686,677                   126,231

GENERAL AMERICAN CAPITAL COMPANY
Managed by Conning Asset Management Company

  Money Market Sub-Account
     Beginning of Period               $11.11           $10.67        $10.63                    *
     End of Period                     $11.53           $11.11        $10.67
     Number of Accum. Units Outstanding 157,984        129,569        14,091

GOLDMAN SACHS VARIABLE INSURANCE TRUST
Managed by Goldman Sachs Asset Management
Goldman Sachs VIT Growth and Income Sub-Account
     Beginning of Period               $ 9.91           $11.21             **                    **
     End of Period                     $10.30           $ 9.91
     Number of Accum. Units Outstanding 27,398          13,107

Managed by Goldman Sachs Asset Management International
Goldman Sachs VIT International Equity Sub-Account
    Beginning of Period                $11.42           $11.20             **                    **
    End of Period                      $14.84           $11.42
    Number of Accum. Units Outstanding 27,069           15,859

Goldman Sachs VIT Global Income Sub-Account
    Beginning of Period                $10.82           $10.15             **                    **
    End of Period                      $10.56           $10.82
    Number of Accum. Units Outstanding  3,165            3,002

KEMPER VARIABLE SERIES
Managed by Scudder Kemper Investments, Inc.

Kemper Small Cap Value Sub-Account
Beginning of Period                    $ 8.77           $10.00             **                    **
End of Period                          $ 8.89           $ 8.77
Number of Accum. Units Outstanding     27,733           16,641

Kemper Government Securities Sub-Account
Beginning of Period                    $10.63           $10.00             **                    **
End of Period                          $10.56           $10.63
Number of Accum. Units Outstanding     20,807            2,519

Kemper Small Cap Growth Sub-Account
Beginning of Period                    $11.69           $10.00             **                    **
End of Period                          $15.51           $11.69
Number of Accum. Units Outstanding      8,195            3,829

Managed by Dreman Value Management, L.L.C.

Kemper-Dreman High Return Equity
Sub-Account
Beginning of Period                    $10.49           $10.00
End of Period                          $ 9.27           $10.49
Number of Accum. Units Outstanding         10               10

LIBERTY VARIABLE INVESTMENT TRUST
Managed by Newport Fund Management Inc.

Newport Tiger Fund, Variable Sub-Account
Beginning of Period                    $ 9.28           $10.00             **                    **
End of Period                          $15.40           $ 9.28
Number of Accum. Units Outstanding      2,639            2,397

MFS VARIABLE INSURANCE TRUST:

Managed by Massachusetts Financial
Services Company

MFS Emerging Growth Sub-Account
Beginning of Period                    $13.24           $10.00            *                     *
End of Period                          $23.08           $13.24
Number of Accum. Units Outstanding     62,562           47,710

MFS Research Sub-Account
Beginning of Period                    $12.18           $10.00            *                     *
End of Period                          $14.90           $12.18
Number of Accum. Units Outstanding     62,149           25,994

MFS Growth With Income Sub-Account
Beginning of Period                    $12.08           $10.00            *                     *
End of Period                          $12.70           $12.08
Number of Accum. Units Outstanding    112,973           64,791

MFS High Income Sub-Account
Beginning of Period                    $ 9.86           $10.00            *                     *
End of Period                          $10.35           $ 9.86
Number of Accum. Units Outstanding     21,540           13,080

MFS Global Governments Sub-Account
Beginning of Period                    $10.66           $10.00           *                        *
End of Period                          $10.25           $10.66
Number of Accum. Units Outstanding      1,050              385

MFS Bond Sub-Account
Beginning of Period                    $10.51           $10.00
End of Period                          $10.29           $10.51
Number of Accum. Units Outstanding         10               10

OPPENHEIMER VARIABLE ACCOUNT FUNDS
Managed by OppenheimerFunds, Inc.

Oppenheimer High Income Fund/VA Sub-Account
Beginning of Period                    $ 9.91           $10.00             **                    **
End of Period                          $10.19           $ 9.91
Number of Accum. Units Outstanding     25,621           10,533

Oppenheimer Bond Fund/VA Sub-Account
Beginning of Period                    $10.55           $10.00             **                    **
End of Period                          $10.25           $10.55
Number of Accum. Units Outstanding     71,773           46,377

Oppenheimer Capital Appreciation Fund/VA Sub-Account
Beginning of Period                    $12.24           $10.00             **                    **
End of Period                          $17.10           $12.24
Number of Accum. Units Outstanding     15,979            5,037

Oppenheimer Main Street Growth & Income Fund/VA Sub-Account
Beginning of Period                    $10.34           $10.00             **                    **
End of Period                          $12.41           $10.34
Number of Accum. Units Outstanding     34,600           14,882

Oppenheimer Strategic Bond Fund/VA Sub-Account
Beginning of Period                    $10.16           $10.00             **                    **
End of Period                          $10.31           $10.16
Number of Accum. Units Outstanding      7,503            2,684

PUTNAM VARIABLE TRUST
Managed by Putnam Investment Management, Inc.
Putnam VT Growth and Income Sub-Account
Beginning of Period                    $11.40           $10.00             **                    **
End of Period                          $11.42           $11.40             **                    **
Number of Accum. Units Outstanding    131,527           80,114

Putnam VT International Growth Sub-Account
Beginning of Period                    $11.73           $10.00             **                    **
End of Period                          $18.52           $11.73             **                    **
Number of Accum. Units Outstanding     81,982           56,566

Putnam VT International New Opportunities Sub-Account
Beginning of Period                    $11.42           $10.00             **                    **
End of Period                          $22.86           $11.42             **                    **
Number of Accum. Units Outstanding      8,721            4,783

Putnam VT New Value Sub-Account
Beginning of Period                    $10.50           $10.00             **                    **
End of Period                          $10.38           $10.50             **                    **
Number of Accum. Units Outstanding      2,342            2,202

Putnam VT Vista Sub-Account
Beginning of Period                    $11.80           $10.00             **                    **
End of Period                          $17.80           $11.80             **                    **
Number of Accum. Units Outstanding     17,707            6,799

FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST, CLASS 1 SHARES
Managed by Franklin Advisers, Inc.
Franklin Large Cap Growth Securities Sub-Account*
Beginning of Period                    $10.00             **               **                    **
End of Period                          $14.69
Number of Accum. Units Outstanding     10,673

Franklin Small Cap Sub-Account*
Beginning of Period                    $10.00             **               **                    **
End of Period                          $17.72
Number of Accum. Units Outstanding      7,226

Templeton Global Income Securities Sub-Account*
Beginning of Period                    $10.00             **               **                    **
End of Period                           $9.70
Number of Accum. Units Outstanding        795

Managed by Franklin Mutual Advisers, LLC
Mutual Shares Securities Sub-Account
Beginning of Period                     $9.65            $8.64             **                    **
End of Period                          $10.43            $9.65
Number of Accum. Units Outstanding      9,448              944

Managed by Templeton Investment Counsel, Inc.
Templeton International Securities Sub-Account
Beginning of Period                     $9.15            $7.89             **                    **
End of Period                          $11.16            $9.15
Number of Accum. Units Outstanding     50,837            6,626

Managed by Templeton Global Advisors Limited
Templeton Growth Securities Sub-Account*
Beginning of Period                    $10.00             **               **                    **
End of Period                          $13.32
Number of Accum. Units Outstanding      8,686

Managed by Templeton Asset Management Ltd.
Templeton Developing Markets Securities Sub-Account
Beginning of Period                     $7.56            $5.65             **                    **
End of Period                          $11.48            $7.56
Number of Accum. Units Outstanding     13,256            7,033


*Sub-account commenced operations in 3/99.
VARIABLE INSURANCE PRODUCTS FUND
Managed by Fidelity Management &
Research Company

VIP Growth Sub-Account                                                    *                       *
Beginning of Period                    $13.12           $10.00
End of Period                          $17.78           $13.12
Number of Accum. Units Outstanding      4,777              505

VIP Equity-Income Sub-Account
Beginning of Period                    $10.67           $10.00            *                       *
End of Period                          $11.20           $10.67
Number of Accum. Units Outstanding      3,423              772

VARIABLE INSURANCE PRODUCTS FUND II
Managed by Fidelity Management &
Research Company

VIP II Contrafund Sub-Account
Beginning of Period                    $12.43           $10.00            *                       *
End of Period                          $15.24           $12.43
Number of Accum. Units Outstanding        623               78

VARIABLE INSURANCE PRODUCTS FUND III
Managed by Fidelity Management &
Research Company

VIP III Growth Opportunities Sub-Account
Beginning of Period                    $11.81           $10.00            *                       *
End of Period                          $12.14           $11.81
Number of Accum. Units Outstanding        521              114

VIP III Growth & Income Sub-Account
Beginning of Period                    $12.26           $10.00            *                       *
End of Period                          $13.20           $12.26
Number of Accum. Units Outstanding      6,964            2,082

<FN>
*    The  accumulation  unit values shown above for the  beginning of the period
     for the  Select  Equity,  Small Cap Stock,  Large Cap Stock,  International
     Equity,  Quality Bond and Bond Debenture  Portfolios reflect the date these
     investment  portfolios were first offered for sale to the public which were
     as  follows:  May 15,  1996 for the  Select  Equity  and  Small  Cap  Stock
     Portfolios;  May 16, 1996 for the Large Cap Stock  Portfolio;  May 14, 1996
     for the International  Equity  Portfolio;  and May 20, 1996 for the Quality
     Bond and Bond Debenture Portfolios; and November 7, 1997 for the Developing
     Growth and Mid-Cap Value  Portfolios.  The accumulation unit values for the
     beginning  of the period for the General  American  Capital  Company  Money
     Market Sub-Account  reflect the date they were first offered for sale under
     the Contracts on December 4, 1997. The Separate Account had not invested in
     the  following  Portfolios  which are  advised by Lord,  Abbett & Co. as of
     December  31, 1997:  Large Cap Research and Lord Abbett  Growth and Income.
     The investment  start date for the investment  portfolios  managed by A I M
     Advisors, Inc., Massachusetts Financial Services Company,  Alliance Capital
     Management L.P., Scudder Kemper Investments,  Inc., Newport Fund Management
     Inc.,  OppenheimerFunds,  Inc. and Putnam  Variable  Trust was December 31,
     1997. The investment  start date for the investment  portfolios  managed by
     Fidelity   Management  &  Research  Company  was  February  17,  1998.  The
     sub-accounts investing in Franklin Templeton Variable Insurance Products
     Trust commenced operations on September  21, 1998.  The  sub-accounts
     investing in Goldman Sachs Variable Insurance Trust commenced operations on
     March 31, 1998.
</FN>
</TABLE>



                                 APPENDIX B

                    PARTICIPATING INVESTMENT PORTFOLIOS

Below are the investment objectives and strategies of each investment
portfolio available under the Contract.  THERE CAN BE NO ASSURANCE THAT
THE INVESTMENT OBJECTIVES WILL BE ACHIEVED.

The fund prospectuses contain more complete information including a
description of the investment objectives, policies, restrictions and risks.

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

     AIM V.I. CAPITAL APPRECIATION FUND

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

     AIM V.I. INTERNATIONAL EQUITY FUND

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

     AIM V.I. VALUE FUND

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

ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.:
Alliance  Variable  Products  Series Fund,  Inc. is a mutual fund with  multiple
portfolios.  Alliance Capital  Management L.P. is the investment adviser to each
portfolio. The following portfolios are available under the contract:

     PREMIER GROWTH PORTFOLIO

Investment Objective: The Portfolio's investment objective is growth of capital
by pursuing aggressive investment policies.  The Portfolio invests primarily
in equity securities of U.S. companies.  Normally, the Portfolio invests in
about 40-50 companies, with the 25 most highly regarded of these companies
usually constituting approximately 70% of the Portfolio's net assets.

     REAL ESTATE INVESTMENT PORTFOLIO

Investment Objective: The Portfolio's investment objective is total return from
long-term growth of capital and income principally through investing in equity
securities of companies that are primarily engaged in or related to the real
estate industry.

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

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

     INTERNATIONAL EQUITY PORTFOLIO

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

     LARGE CAP STOCK PORTFOLIO

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

     QUALITY BOND PORTFOLIO

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

     SELECT EQUITY PORTFOLIO

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

     SMALL CAP STOCK PORTFOLIO

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

PORTFOLIOS MANAGED BY LORD, ABBETT & CO.:

     BOND DEBENTURE PORTFOLIO

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

     DEVELOPING GROWTH PORTFOLIO

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

     LARGE CAP RESEARCH PORTFOLIO

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

     LORD ABBETT GROWTH AND INCOME PORTFOLIO

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

     MID-CAP VALUE PORTFOLIO

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


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

     MONEY MARKET FUND

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

FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST, CLASS 1 SHARES:

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

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

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

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

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

     MUTUAL SHARES SECURITIES FUND (the surviving fund of the merger with Mutual
     Shares Investments Fund)

Investment  Objective and Principal  Investments:  The Fund's  principal goal is
capital  appreciation.  Its  secondary  goal  is  income.  Under  normal  market
conditions,  the Fund will  invest  at least  65% of its total  assets in equity
securities of companies that the manager believes are available at market prices
less  than  their  value  based on  certain  recognized  or  objective  criteria
(intrinsic value).

     TEMPLETON ASSET STRATEGY FUND (formerly Templeton Asset Allocation Fund)

Investment  Objective and Principal  Investments:  The Fund's investment goal is
high total  return.  Under  normal  market  conditions,  the Fund will invest in
equity and debt securities of any nation,  including  emerging  markets,  and in
money market instruments.

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

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

     TEMPLETON INTERNATIONAL SECURITIES FUND (formerly Templeton International
          Fund)

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

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

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

     TEMPLETON DEVELOPING MARKETS SECURITIES FUND (formerly Templeton Developing
           Markets Fund)

Investment  Objective and Principal  Investments:  The Fund's investment goal is
long-term capital  appreciation.  Under normal market conditions,  the Fund will
invest at least 65% of its total assets in emerging  market  equity  securities.
Emerging market equity securities generally include equity securities that trade
in emerging markets or are issued by companies that derive revenue from goods or
services  produced,  or that have  their  principal  activities,  or assets  in,
emerging market countries.


GOLDMAN SACHS VARIABLE INSURANCE TRUST:

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

     GOLDMAN SACHS VIT GLOBAL INCOME FUND

Investment Objective: The Fund seeks a high total return, emphasizing current
income, and, to a lesser extent, providing opportunities for capital
appreciation.  The Fund invests primarily in a portfolio of high quality
fixed-income securities of U.S. and foreign issuers and enters into
transactions in foreign currencies.

     GOLDMAN SACHS VIT GROWTH AND INCOME FUND

Investment Objective: The Fund seeks long-term growth of capital and growth of
income by investing in large capitalization U.S. stocks that are believed to
be undervalued or undiscovered in the marketplace.

     GOLDMAN SACHS VIT INTERNATIONAL EQUITY FUND

Investment Objective: The Fund seeks long-term capital appreciation by investing
primarily in equity securities of companies organized outside the United States
or whose securities are principally traded outside the United States. The Fund
intends to invest in companies with public stock market capitalizations that
are larger than $1 billion at the time of investment.

KEMPER VARIABLE SERIES
Kemper Variable Series is a mutual fund with multiple portfolios. Scudder Kemper
Investments, Inc. is the investment adviser for the Kemper Government Securities
Portfolio,  the Kemper Small Cap Growth Portfolio and the Kemper Small Cap Value
Portfolio. Dreman Value Management, L.L.C. is the investment adviser for the
Kemper-Dreman High Return Equity Portfolio.  The following portfolios are
available under the contract:

     KEMPER GOVERNMENT SECURITIES PORTFOLIO

Investment Objective: Kemper Government Securities seeks high current return
consistent with preservation of capital.  The Portfolio pursues its objective
by investing at least 65% of its total assets in U.S. Government securities
and repurchase agreements of U.S. Government securities.

     KEMPER SMALL CAP GROWTH PORTFOLIO

Investment Objective: Kemper Small Cap Growth Portfolio seeks maximum
appreciation of investors' capital. The Portfolio pursues its objective by
investing at least 65% of its total assets in small capitalization stocks
similar in size to those companies comprising the Russell 2000 Index.  Many
of these companies would be in the early stages of their life cycle.  Equity
securities in which the Portfolio invests consist primarily of common stocks,
but may include convertible securities, including warrants and rights.

     KEMPER SMALL CAP VALUE PORTFOLIO

Investment Objective: Kemper Small Cap Value Portfolio seeks long-term capital
appreciation.  The Portfolio pursues its investment objective by investing
primarily in a diversified portfolio of the stocks of small U.S. companies,
which are those similar in size to those comprising the Russell 2000 Index and
that the investment manager believes to be undervalued.  Under normal market
conditions, the Portfolio invests at least 65% of its assets in small
capitalization stocks similar in size to those comprising the Russell 2000
Index.

     KEMPER-DREMAN HIGH RETURN EQUITY PORTFOLIO

Investment Objective: Kemper-Dreman High Return Equity Portfolio seeks to
achieve a high rate of total return.  The Portfolio pursues its objective by
investing principally in a diversified portfolio of the stocks of large U.S.
Companies that the investment manager believes are undervalued.  Under normal
market conditions, the Portfolio invests at least 65% of its total assets in
equity securities.


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

     NEWPORT TIGER FUND, VARIABLE SERIES

Investment  Objective:  The Fund seeks  long-term  capital  appreciation.  Under
normal  market  conditions,  the Fund  invests  primarily in stocks of companies
located in the nine Tiger  countries of Asia.  The Tigers of Asia are Hong Kong,
Singapore,  South Korea, Taiwan,  Malaysia,  Thailand,  Indonesia,  The People's
Republic of China and the Philippines.  The Fund typically  invests in stocks of
larger, well-established companies.

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

     MFS BOND SERIES

Investment  Objective:  The Series' investment objective is primarily to provide
as high a level of current  income as is believed to be consistent  with prudent
risk. The Series invests,  under normal market  conditions,  at least 65% of its
total assets in the following fixed income  securities:  corporate  bonds,  U.S.
government securities, and mortgage-backed and asset backed securities.

     MFS EMERGING GROWTH SERIES

Investment  Objective:  The Series' investment  objective is long term growth of
capital. The Series invests, under normal market conditions, at least 65% of its
total  assets in  common  stocks  and  related  securities  of  emerging  growth
companies.

     MFS GLOBAL GOVERNMENTS SERIES

Investment Objective: The Series' investment objective is to provide income
and capital appreciation.  The Series invests primarily in U.S. and foreign
government securities.

     MFS GROWTH WITH INCOME SERIES

Investment Objective: The Series' investment objective is to provide reasonable
current income and long-term growth of capital and income.  The Series invests,
under normal market conditions, at least 65% of its total assets in common
stocks and related securities.

     MFS HIGH INCOME SERIES

Investment  Objective:  The  Series'  investment  objective  is to provide  high
current income by investing  primarily in a professionally  managed  diversified
portfolio of fixed income securities, some of which may involve equity features.
The Series invests,  under normal market  conditions,  at least 80% of its total
assets in high yield fixed income  securities  which  generally  are lower rated
bonds  commonly known as junk bonds.  Junk bonds are subject to a  substantially
higher degree of risk than higher rated bonds.

     MFS RESEARCH SERIES

Investment Objective: The Series' investment objective is long-term growth of
capital and future income.  The Series invests, under normal market conditions,
at least 80% of its total assets in common stocks and related securities, such
as preferred stocks, convertible securities and depositary receipts.

OPPENHEIMER VARIABLE ACCOUNT FUNDS:

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

     OPPENHEIMER BOND FUND/VA

Investment  Objective:  The  Fund's  main  objective  is to seek a high level of
current income. As a secondary  objective,  the Fund seeks capital  appreciation
when consistent with its primary objective.  Normally, the Fund invests at least
65% of its total assets in  investment-grade  debt securities,  U.S.  Government
securities and money market instruments.

     OPPENHEIMER CAPITAL APPRECIATION FUND/VA
          (formerly Oppenheimer Growth)

Investment Objective: The Fund seeks capital appreciation by investing in
securities of well-known established companies.  The Fund invests mainly in
common stocks of established and well-known U.S. companies.

     OPPENHEIMER HIGH INCOME FUND/VA

Investment Objective: The Fund seeks a high level of current income from
investment in high-yield fixed income securities.  The Fund invests mainly
in a variety of high-yield fixed-income securities of domestic and foreign
issuers.

     OPPENHEIMER MAIN STREET GROWTH & INCOME FUND/VA
          (formerly Oppenheimer Growth & Income)

Investment Objective: The Fund's objective is to seek high total return (which
includes growth in the value of its shares as well as current income) from
equity and debt securities.  The Fund invests mainly in common stocks of U.S.
companies, and can also invest in other equity securities such as preferred
stocks and securities convertible into common stocks.

     OPPENHEIMER STRATEGIC BOND FUND/VA

Investment Objective: The Fund seeks a high level of current income.  The Fund
invests mainly in debt securities of issuers in three market sectors: foreign
governments and companies, U.S. government securities and lower-grade high-
yield securities of U.S. companies.

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

     PUTNAM VT GROWTH AND INCOME FUND - CLASS IA SHARES

Investment Objective: The Fund seeks capital growth and current income.

     PUTNAM VT INTERNATIONAL GROWTH FUND - CLASS IA SHARES

Investment Objective: The Fund seeks capital appreciation.

     PUTNAM VT INTERNATIONAL NEW OPPORTUNITIES FUND - CLASS IA SHARES

Investment Objective: The Fund seeks long-term capital appreciation.

     PUTNAM VT NEW VALUE FUND - CLASS IA SHARES

Investment Objective: The Fund seeks long-term capital appreciation.

     PUTNAM VT VISTA FUND - CLASS IA SHARES

Investment Objective: The Fund seeks capital appreciation.

VARIABLE INSURANCE PRODUCTS FUND
VARIABLE INSURANCE PRODUCTS FUND II
VARIABLE INSURANCE PRODUCTS FUND III
Variable Insurance Products Fund, Variable Insurance Products Fund II and
Variable Insurance Products Fund II are each a mutual fund with multiple
portfolios managed by Fidelity Management & Research Company.  The following
portfolios are available under the contract:

VARIABLE INSURANCE PRODUCTS FUND

     VIP GROWTH PORTFOLIO

Investment   Objective:   The  Growth   Portfolio   seeks  to  achieve   capital
appreciation.

      VIP EQUITY-INCOME PORTFOLIO

Investment Objective:  The Equity-Income  Portfolio seeks reasonable income. The
Fund will also consider the potential for capital appreciation.  The Fund's goal
is to  achieve a yield  which  exceeds  the  composite  yield on the  securities
comprising the S&P 500.

VARIABLE INSURANCE PRODUCTS FUND II

     VIP II CONTRAFUND  PORTFOLIO

Investment   Objective:   The  Contrafund   Portfolio  seeks  long-term  capital
appreciation.

VARIABLE INSURANCE PRODUCTS FUND III

     VIP III GROWTH OPPORTUNITIES PORTFOLIO

Investment  Objective:  The  Growth  Opportunities  Portfolio  seeks to  provide
capital growth.

     VIP III GROWTH & INCOME PORTFOLIO

Investment Objective: The Growth & Income Portfolio seeks high total return
through a combination of current income and capital appreciation.

                                  APPENDIX C

                           PERFORMANCE INFORMATION

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



Note:  The figures  below present  investment  performance  information  for the
periods ended December 31, 1999. While these numbers represent the returns as of
that date, they do not represent performance information of the portfolios since
that date.  Performance  information for the periods after December 31, 1999 may
be different than the numbers shown below.

PART 1 - SEPARATE ACCOUNT PERFORMANCE

The  portfolios  listed below began  operations  before  December 31, 1999. As a
result,  performance  information is available for the accumulation  unit values
investing in these portfolios.

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

     * Column B presents  performance  figures for the accumulation  units which
reflect the insurance charges as well as the fees and expenses of the investment
portfolio.

The  inception  dates shown below  reflect the dates the Separate  Account first
invested  in the  Portfolio.  The  performance  returns for  accumulation  units
investing  in the  portfolios  in  existence  for  less  than  one  year are not
annualized.

PART 1 AIM VARIABLE INSURANCE FUNDS
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:


<TABLE>
<CAPTION>

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

AIM V.I. Capital    12/31/97          37.96%         27.84%       42.60%       29.72%
Appreciation

AIM V.I.            12/31/97          48.25%         30.28%       52.90%       32.13%
International
Equity

AIM V.I. Value      12/31/97          23.46%         27.53%       28.09%       29.42%
</TABLE>


PART 1 ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:
<TABLE>
<CAPTION>

<S>                       <C>              <C>          <C>        <C>            <C>
                                           Accumulation   Unit     Performance
                                           Column   A                     Column B
                         Separate          (reflects all                  (reflects insurance
                         Account           charges and                    charges and
                         Inception         portfolio expenses)            portfolio expenses)
Portfolio                Date in           1 yr         since         1 yr        since
                         Portfolio                      inception                 inception
- ----------------         ---------       --------       ---------  -------------  ----------
Premier Growth (Class A)  12/31/97          25.84%       36.34%         30.47%     38.12%
Real Estate Investment
 (Class A)                12/31/97         -11.03%      -16.21%         -6.43%    -13.48%

</TABLE>

PART 1 COVA SERIES TRUST
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:

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

Select Equity          5/15/96         3.62%            16.83%       8.23%            17.77%

Small Cap Stock        5/15/96        37.87%            13.68%      42.52%            14.68%

International
Equity                 5/14/96        22.10%            13.14%      26.73%            14.15%

Quality Bond           5/20/96        -7.51%             3.00%      -2.92%             4.25%

Large Cap Stock        5/16/96        11.45%            23.76%      16.06%            24.60%

Bond Debenture         5/20/96        -2.61%             7.67%       1.99%             8.80%

Developing Growth      11/7/97        25.95%            12.40%      30.58%            14.38%

Large Cap Research     2/17/98        19.14%            15.69%      23.76%            17.92%

Mid-Cap Value          11/7/97        -0.41%             1.57%       4.19%             3.75%
</TABLE>


PART 1 GENERAL AMERICAN CAPITAL COMPANY MONEY MARKET FUND
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:


<TABLE>
<CAPTION>

<S>                                     <C>                           <C>




                                            Accumulation Unit Performance
                                        Column A                       Column B
                   Separate Account    (reflects all                  (reflects insurance
                   Inception Date      charges and portfolio          charges and
                   in Portfolio        expenses)                      portfolio expenses)
                   ----------------   ------------------------     ---------------------------
                                                    since                             since
Portfolio                             1 yr        inception        1 yr             inception
- -----------------                     -------- ---------------     -------- ------------------


Money Market          12/4/97          -0.86%         1.72%         3.74%              3.97%
</TABLE>


PART 1 GOLDMAN SACHS VARIABLE INSURANCE TRUST
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIOD ENDED 12/31/99:

<TABLE>
<CAPTION>
<S>                  <C>              <C>          <C>        <C>            <C>
                                           Accumulation Unit Performance
                                       Column   A                       Column B
                    Separate Account    (reflects all                    (reflects insurance
                    Inception Date    charges and portfolio            charges and portfolio
                    in Portfolio      expenses)                        expenses)
                    ----------------  -----------------------      -----------------------------
                    Date in                         since                             since
Portfolio           Portfolio         1 yr        inception        1 yr             inception
- ----------------    ---------         -------- --------------      -------- --------------------
Goldman Sachs VIT
 Growth and Income 3/31/98             -0.66%        -7.51%         3.94%             -4.71%
Goldman Sachs VIT
 International
 Equity            3/31/98             25.39%        15.00%        30.02%             17.43%
Goldman Sachs VIT
 Global Income     3/31/98             -6.99%        -0.41%        -2.39%              2.26%
</TABLE>

PART 1 KEMPER VARIABLE SERIES
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:
<TABLE>
<CAPTION>

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

Kemper Small Cap Value    12/31/97          -3.28%       -8.25%         1.32%       -5.73%
Kemper Government
Securities                12/31/97          -5.32%        0.44%        -0.72%        2.75%
Kemper Small Cap Growth   12/31/97          28.03%       22.57%        32.66%       24.52%
Kemper-Dreman High Return
Equity                     5/15/98         -16.21%       -7.53%       -11.62%       -4.54%

</TABLE>

PART 1 LIBERTY VARIABLE INVESTMENT TRUST
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:
<TABLE>
<CAPTION>

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

Newport Tiger Fund,
 Variable Series         12/31/97           61.28%       22.13%        65.94%      24.09%


</TABLE>

PART 1 MFS VARIABLE INSURANCE TRUST
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:
<TABLE>
<CAPTION>

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

MFS Emerging Growth       12/31/97          69.59%        50.28%        74.26%       51.92%
MFS Research              12/31/97          17.70%        20.07%        22.32%       22.06%
MFS Growth With Income    12/31/97           0.60%        10.58%         5.21%       12.71%
MFS High Income           12/31/97           0.36%        -0.59%         4.97%        1.75%
MFS Global Governments    12/31/97          -8.45%        -1.10%        -3.85%        1.26%
MFS Bond                   5/15/98          -6.70%        -1.12%        -2.10%        1.76%
</TABLE>




PART 1 OPPENHEIMER VARIABLE ACCOUNT FUNDS
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:
<TABLE>
<CAPTION>

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

Oppenheimer High Income
 Fund/VA                  12/31/97          -1.76%       -1.42%          2.84%       0.94%
Oppenheimer Bond Fund/VA  12/31/97          -7.49%       -1.12%         -2.89%       1.23%
Oppenheimer Capital
 Appreciation Fund/VA     12/31/97          35.05%       28.92%         39.69%      30.78%
Oppenheimer Main Street
 Growth & Income Fund/VA  12/31/97          15.39%        9.25%         20.01%      11.40%
Oppenheimer Strategic
 Bond Fund/VA             12/31/97          -3.20%       -0.82%          1.40%       1.52%
</TABLE>

PART 1 PUTNAM VARIABLE TRUST
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:
<TABLE>
<CAPTION>

<S>                       <C>              <C>          <C>        <C>            <C>
                                           Accumulation   Unit     Performance
                                           Column   A                     Column B
                         Separate          (reflects all                  (reflects insurance
                         Account           charges and                    charges and
                         Inception         portfolio expenses)            portfolio expenses)
Portfolio                Date in           1 yr         since         1 yr        since
                         Portfolio                      inception                 inception
- ----------------         ---------       --------       ---------  -------------  ----------
Putnam Variable Trust
 Putnam VT Growth &
  Income Class IA Shares  12/31/97        -4.43%          4.64%         0.17%        6.88%
 Putnam VT International
  Growth Class IA Shares  12/31/97        53.26%         34.30%        57.92%       36.10%
 Putnam VT International
  New Opportunities
  Class IA Shares         12/31/97        95.45%         49.54%       100.15%       51.19%
 Putnam VT New Value
  Class IA Shares         12/31/97        -5.73%         -0.46%        -1.13%        1.88%
 Putnam VT Vista Class
  IA Shares               12/31/97        46.12%         31.57%        50.77%       33.41%
</TABLE>



PART 1 FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST, CLASS 1 SHARES
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:
<TABLE>
<CAPTION>

<S>                                 <C>              <C>          <C>        <C>            <C>
                                                     Accumulation   Unit     Performance
                                                     Column   A                     Column B
                                   Separate          (reflects all                  (reflects insurance
                                   Account           charges and                    charges and
                                   Inception         portfolio expenses)            portfolio expenses)
Portfolio                          Date in           1 yr         since         1 yr        since
                                   Portfolio                      inception                 inception
- ----------------                   ---------       --------       ---------  -------------  ----------
Templeton Developing Markets
  Securities (1)                     9/21/98         47.24%         71.08%      51.89%       74.34%
Mutual Shares Securities (2)         9/21/98          7.23%         20.52%      11.85%       25.27%
Templeton International
  Securities (3)                     9/21/98         17.33%         27.66%      21.95%       31.15%
Franklin Large Cap Growth
  Securities (4)                     3/01/99           N/A          25.11%        N/A        30.24%
Franklin Small Cap (5)               3/01/99           N/A          99.28%        N/A       104.48%
Templeton Global Income
  Securities (6)                     3/01/99           N/A          -8.77%        N/A        -3.67%
Templeton Growth Securities (7)      3/02/99           N/A          20.13%        N/A        25.26%
</TABLE>

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

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

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

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

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

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

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

PART 1 VARIABLE INSURANCE PRODUCTS FUND, VARIABLE INSURANCE PRODUCTS FUND II,
VARIABLE INSURANCE PRODUCTS FUND III
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:
<TABLE>

<CAPTION>

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

VIP Growth           2/17/98          30.93%         34.07%      35.57%       36.07%

VIP Equity-Income    2/17/98           0.28%          3.81%       4.89%        6.23%

VIP II Contrafund    2/17/98          17.96%         23.15%      22.58%       25.28%

VIP III Growth       2/17/98          -1.82%          8.61%       2.78%       10.95%
Opportunities

VIP III Growth       2/17/98           3.05%         13.75%       7.66%       16.01%
& Income
</TABLE>



PART 2 - HISTORICAL FUND PERFORMANCE

Shares of the  General  American  Capital  Company  Money  Market Fund were made
available  under  the  contract  on May 1,  1997.  Shares of the  Portfolios  of
Variable Insurance Products Fund,  Variable Insurance Products Fund II, Variable
Insurance Products Fund III, AIM Variable Insurance Funds, Inc. and MFS Variable
Insurance  Trust were offered  under the contract on May 1, 1998.  Shares of the
Select Equity, Small Cap Stock,  International  Equity,  Quality Bond, Large Cap
Stock and Bond Debenture  Portfolios of Cova Series Trust were offered under the
contracts on May 1, 1996 and shares of the Mid-Cap Value, Large Cap Research and
Developing  Growth  Portfolios  of Cova  Series  Trust  were  offered  under the
contract on November 15, 1997.  Shares of the  Portfolios  of Alliance  Variable
Products Series Fund, Inc.,  Liberty Variable  Investment Trust,  Investors Fund
Series and  Oppenheimer  Variable  Account Funds were made  available  under the
contract on June 15, 1998. Shares of the Portfolios of Putnam Variable Trust and
Goldman Sachs Variable  Insurance Trust were first offered under the contract as
of May 1,  1999.  Shares  of  the  Portfolios  of  Franklin  Templeton  Variable
Insurance  Products  Trust were first  offered under the contract on November 1,
1998 (collectively, the "Existing Funds"). However, the Existing Funds have been
in existence  for a longer time and  therefore  have an  investment  performance
history.  In order to show how the historical  performance of the Existing Funds
affects accumulation unit values, we have developed performance information.

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

     * The  performance  figures in Column A for the Existing  Funds reflect the
fees and expenses paid by the Portfolio.

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

     * Column C presents  performance  figures for the accumulation  units which
reflect the insurance charges as well as the fees and expenses of the Portfolio.

PART 2 AIM VARIABLE INSURANCE FUNDS
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:

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

                                         Fund    Performance                                    Accumulation    Unit     Performance
                                   Column A                         Column   B                     Column   C
                                                                    (reflects all                 (reflects insurance
                                                                    charges and                   charges and
                   Portfolio                                        portfolio expenses)           portfolio expenses)
                   inception                     Performance                            Since                        Performance
Portfolio          date         1 yr    5 yrs    since inception    1 yr     5 yrs      inception   1 yr    5 yrs    since Inception
- ----------------   ---------  -----------------  ---------------    -----------------   ----------  ---------------  ---------------

AIM V.I. Capital
Appreciation       5/5/93     44.61%   25.59%       22.33%          37.96%     24.09%    20.83%     42.60%   24.19%     20.93%

AIM V.I.
International
Equity             5/5/93     55.04%   21.93%       18.82%          48.25%     20.43%    17.32%     52.90%   20.53%     17.42%


AIM V.I.
Value              5/5/93     29.90%   27.23%       23.07%          23.46%     25.73%    21.57%     28.09%   25.83%     21.67%

</TABLE>

PART 2 ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:

<TABLE>
<CAPTION>


<S>                    <C>       <C>      <C>       <C>         <C>       <C>            <C>            <C>
                               Fund    Performance              Accumulation   Unit     Performance
                                Column A                         Column   B              Column C
                                                                (reflects all            (reflects insurance
                                                                 charges and              charges and
                                                                 portfolio expenses)      portfolio expenses)

                        Portfolio                    10 yrs                    10 yrs                    10 yrs
                        Inception                    or since                  or since                  or since
Portfolio               Date         1 yr   5 yrs    inception   1 yr  5 yrs   inception  1 yr   5 yrs   inception
- ---------------         ---------   ------  ------   ---------- ------ -----   ---------  -----  ------- ----------

Premier Growth
  (Class A)             6/26/92     32.32% 36.03%      26.31%   25.84% 34.53%    24.81%   30.47% 34.63%    24.91%
Real Estate Investment
  (Class A)              1/9/97     -5.11%   N/A       -1.79%  -11.03%   N/A     -4.83%   -6.43%   N/A     -3.19%
</TABLE>


PART 2 COVA SERIES TRUST
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:



<TABLE>
<CAPTION>
                                        Fund Performance            Accumulation Unit Performance
                                        Column A                      Column B                    Column C
                                                                    (reflects all charges         (reflects insurance
                                                                    and portfolio expenses)       and portfolio expenses)
                                      ------------------          ------------------------------------------------------
<S>                     <C>           <C>           <C>           <C>              <C>             <C>            <C>
                      Portfolio
                      inception                      since                          since                           since
Portfolio             date            1 yr   5 yrs inception       1 yr    5 yrs   inception       1 yr   5 yrs   inception
- --------------        ----------     -----   ----- ---------       ----    -----   ---------       ----   ------  ---------
Select Equity           5/1/96        9.71%   N/A    19.44%         3.62%   N/A      16.86%         8.23%   N/A      17.79%
Small Cap Stock         5/1/96       44.56%   N/A    17.30%        37.87%   N/A      14.70%        42.52%   N/A      15.67%
International Equity    5/1/96       28.52%   N/A    15.26%        22.10%   N/A      12.64%        26.73%   N/A      13.65%
Quality Bond            5/1/96       -1.54%   N/A     5.79%        -7.51%   N/A       3.11%        -2.92%   N/A       4.34%
Large Cap Stock         5/1/96       17.64%   N/A    26.52%        11.45%   N/A      23.98%        16.06%   N/A      24.80%
Bond Debenture          5/1/96        3.40%   N/A    10.32%        -2.61%   N/A       7.70%         1.99%   N/A       8.81%
Mid-Cap Value          8/20/97        5.71%   N/A     4.95%        -0.41%   N/A       1.64%         4.19%   N/A       3.61%
Large Cap Research     8/20/97       25.54%   N/A    18.96%        19.14%   N/A      15.79%        23.76%   N/A      17.48%
Developing Growth      8/20/97       32.47%   N/A    18.35%        25.95%   N/A      15.15%        30.58%   N/A      16.86%
</TABLE>

PART 2 GENERAL AMERICAN CAPITAL COMPANY MONEY MARKET FUND
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:
<TABLE>
<CAPTION>

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

Money Market        10/1/87      5.20%    5.60%     5.35%        -0.86%      4.10%            3.85%       3.74%     4.20%     3.95%
</TABLE>


PART 2
GOLDMAN SACHS VARIABLE INSURANCE TRUST
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIOD ENDED 12/31/99:

<TABLE>
<CAPTION>
<S>                    <C>            <C>                         <C>                   <C>
                                         Fund Performance            Accumulation Unit Performance
                                        Column A                      Column B                    Column C
                                                                    (reflects all charges         (reflects insurance
                                                                    and portfolio expenses)       and portfolio expenses)
                                      ------------------          ------------------------------------------------------
<S>                     <C>           <C>           <C>           <C>              <C>             <C>            <C>
                      Portfolio
                      inception                      since                          since                           since
Portfolio             date            1 yr   5 yrs inception       1 yr    5 yrs   inception       1 yr   5 yrs   inception
- --------------        ----------     -----   ----- ---------       ----    -----   ---------       ----   ------  ---------
Goldman Sachs Variable
 Insurance Trust
Goldman Sachs VIT Growth
 and Income               1/12/98     5.41%   N/A     5.53%        -0.66%   N/A       1.72%         3.94%   N/A       4.13%
Goldman Sachs VIT
 International Equity     1/12/98    31.85%   N/A    26.26%        25.39%   N/A      22.45%        30.02%   N/A      24.86%
Goldman Sachs VIT Global
 Income                   1/12/98    -1.01%   N/A     3.59%        -6.99%   N/A      -0.22%        -2.39%   N/A       2.19%
</TABLE>


PART 2 KEMPER VARIABLE SERIES
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:

<TABLE>
<CAPTION>


<S>                    <C>       <C>      <C>       <C>         <C>       <C>            <C>            <C>
                               Fund    Performance              Accumulation   Unit     Performance
                                Column A                         Column   B              Column C
                                                                (reflects all           (reflects insurance
                                                                charges and             charges and
                                                                portfolio expenses)     portfolio expenses)

                        Portfolio                     10 yrs                    10 yrs                    10 yrs
                        Inception                     or since                  or since                  or since
Portfolio               Date         1 yr   5 yrs     inception   1 yr   5 yrs  inception  1 yr   5 yrs   inception
- ---------------         ---------   ------  ------    ---------- ------  -----  ---------  -----  ------- ----------

Kemper Small Cap Value   5/1/96      2.80%   N/A        3.42%     -3.28%  N/A      0.67%     1.32%  N/A       2.02%
Kemper Government
Securities               9/3/87      0.68%   7.46%      7.12%     -5.32%  5.96%    5.62%    -0.72%   6.06%    5.72%
Kemper Small Cap Growth  5/2/94     34.56%  28.92%     25.97%     28.03% 27.42%   24.47%    32.66%  27.52%   24.57%
Kemper-Dreman High
  Return Equity          5/4/98    -11.16%   N/A       -5.28%    -16.21%  N/A     -9.52%   -11.62%  N/A      -6.68%
</TABLE>

PART 2 LIBERTY VARIABLE INVESTMENT TRUST
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:

<TABLE>
<CAPTION>

<S>                        <C>      <C>           <C>       <C>          <C>            <C>         <C>
                               Fund    Performance           Accumulation   Unit      Performance
                                Column A                      Column   B               Column C
                                                             (reflects all            (reflects insurance
                                                             charges and              charges and
                                                             portfolio expenses)      portfolio expenses)

                        Portfolio                10 yrs                  10 yrs                 10 yrs
                        Inception                or since                or since               or since
Portfolio               Date         1 yr        inception   1 yr        inception     1 yr     inception
- ---------------         ---------   ------      ----------   -----       ---------     -----    ----------

Newport Tiger Fund,
  Variable Series       5/1/95      68.01%        7.31%      61.28%        4.83%      65.94%       5.91%
</TABLE>

PART 2 MFS VARIABLE INSURANCE TRUST
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:

<TABLE>

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

                                         Fund Performance            Accumulation Unit Performance
                                        Column A                      Column B                    Column C
                                                                    (reflects all charges         (reflects insurance
                                                                    and portfolio expenses)       and portfolio expenses)
                                      ------------------          ------------------------------------------------------
<S>                     <C>           <C>           <C>           <C>              <C>             <C>            <C>
                      Portfolio
                      inception                      since                          since                           since
Portfolio             date            1 yr   5 yrs inception       1 yr    5 yrs   inception       1 yr   5 yrs   inception
- --------------        ----------     -----   ----- ---------       ----    -----   ---------       ----   ------  ---------
MFS Emerging Growth     7/24/95      76.71%   N/A    36.44%        69.59%    N/A     33.91%        74.26%   N/A     35.04%
MFS Research            7/26/95      24.05%   N/A    22.86%        17.70%    N/A     20.33%        22.32%   N/A     21.46%
MFS Growth With Income  10/9/95       6.69%   N/A    21.12%         0.60%    N/A     18.54%         5.21%   N/A     19.72%
MFS High Income         7/26/95       6.44%   N/A     8.24%         0.36%    N/A      5.71%         4.97%   N/A      6.84%
MFS Global Governments  6/14/94      -2.50%   4.36%   4.07%        -8.45%    2.86%    2.57%        -3.85%   2.96%    2.67%
MFS Bond               10/24/95      -1.56%   N/A     4.82%        -6.70%    N/A      2.23%        -2.10%   N/A      3.42%
</TABLE>







PART 2 OPPENHEIMER VARIABLE ACCOUNT FUNDS
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:

<TABLE>
<CAPTION>


<S>                        <C>       <C>      <C>       <C>         <C>       <C>            <C>            <C>
                                   Fund    Performance              Accumulation   Unit     Performance
                                    Column A                         Column   B              Column C
                                                                    (reflects all           (reflects insurance
                                                                    charges and             charges and
                                                                    portfolio expenses)     portfolio expenses)

                            Portfolio                    10 yrs                  10 yrs                    10 yrs
                            Inception                    or since                or since                 or since
Portfolio                   Date         1 yr  5 yrs     inception   1 yr  5 yrs inception 1 yr   5 yrs   inception
- ---------------             ---------   ------ ------    ---------- ------ ----- --------- -----  ------- ----------

Oppenheimer High Income
  Fund/VA                   4/30/86      4.29% 10.24%     12.65%    -1.76%  8.74% 11.15%    2.84%   8.84%    11.25%
Oppenheimer Bond Fund/VA     4/3/85     -1.52%  7.10%      7.76%    -7.49%  5.60%  6.26%   -2.89%   5.70%     6.36%
Oppenheimer Capital
  Appreciation Fund/VA       4/3/85     41.66% 30.65%     18.46%    35.05% 29.15% 16.96%   39.69%  29.25%    17.06%
Oppenheimer Main Street
  Growth & Income Fund/VA    7/5/95     21.71%  N/A       25.80%    15.39%  N/A   23.28%   20.01%   N/A      24.40%
Oppenheimer Strategic Bond
  Fund/VA                    5/3/93      2.83%  8.25%      6.18%    -3.20%  6.75%  4.68%    1.40%  6.85%      4.78%
</TABLE>

PART 2 PUTNAM VARIABLE TRUST
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:
<TABLE>
<CAPTION>


<S>                        <C>       <C>      <C>       <C>         <C>       <C>            <C>            <C>
                                   Fund    Performance              Accumulation   Unit     Performance
                                    Column A                         Column   B              Column C
                                                                    (reflects all           (reflects insurance
                                                                    charges and             charges and
                                                                    portfolio expenses)     portfolio expenses)

                            Portfolio                    10 yrs                  10 yrs                    10 yrs
                            Inception                    or since                or since                 or since
Portfolio                   Date         1 yr  5 yrs     inception   1 yr  5 yrs inception 1 yr   5 yrs   inception
- ---------------             ---------   ------ ------    ---------- ------ ----- --------- -----  ------- ----------

Putnam VT Growth & Income
 Class IA Shares             2/1/88      1.59%  19.40%    14.00%    -4.43% 17.90% 12.50%    0.17%  18.00%    12.60%
Putnam VT New Value Class
 IA Shares                   1/2/97      0.27%   N/A       7.83%    -5.73%   N/A   4.80%   -1.13%   N/A       6.43%
Putnam VT Vista Class IA
 Shares                      1/2/97     52.90%   N/A      31.14%    46.12%   N/A  28.11%   50.77%   N/A      29.74%
Putnam VT International
 Growth Class IA Shares      1/2/97     60.13%   N/A      30.29%    53.26%   N/A  27.26%   57.92%   N/A      28.89%
Putnam VT International
 New Opportunities Class
 IA Shares                   1/2/97    102.95%   N/A      32.92%    95.45%   N/A  29.89%  100.15%   N/A      31.52%
</TABLE>

PART 2 FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST, CLASS 1 SHARES
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:

<TABLE>
<CAPTION>


<S>                    <C>       <C>      <C>       <C>         <C>       <C>            <C>            <C>
                               Fund    Performance              Accumulation   Unit     Performance
                                Column A                         Column   B              Column C
                                                                (reflects all           (reflects insurance
                                                                charges and             charges and
                                                                portfolio expenses)     portfolio expenses)

                        Portfolio                    10 yrs                   10 yrs                      10 yrs
Portfolio               Inception                    or since                 or since                    or since
Class 1 Shares          Date         1 yr  5 yrs     inception   1 yr  5 yrs  inception   1 yr    5 yrs   inception
- ------------------      ---------   ------ ------    ---------- ------ -----  ---------   -----   ------- ----------

Templeton Global Income
  Securities (1)        1/24/89     -5.79%  5.39%      5.88%   -11.79%  3.89%    4.38%   -7.19%   3.99%     4.48%
Templeton Growth
  Securities (2)        3/15/94     21.04% 15.40%     13.76%    15.04% 13.90%   12.26%   19.64%  14.00%    12.36%
Templeton International
  Securities (3)        5/01/92     23.61% 17.21%     15.36%    17.61% 15.71%   13.86%   22.21%  15.81%    13.96%
Templeton Developing
  Markets Securities(4) 3/04/96     53.84%   N/A      -5.30%    47.84%   N/A    -7.99%   52.44%    N/A     -6.70%
Franklin Small Cap (5) 11/01/95     96.94%   N/A      30.41%    90.94%   N/A    27.81%   95.54%    N/A     29.01%
Franklin Large Cap
  Growth Securities(6)  5/01/96     31.65%   N/A      22.85%    25.65%   N/A    20.10%   30.25%    N/A     21.45%
Templeton Mutual Shares
  Securities (7)       11/08/96     13.40%   N/A      10.86%     7.40%   N/A     7.91%   12.00%    N/A      9.46%
Templeton Asset
  Strategy (8)          8/24/88     22.86% 17.08%     13.08%    16.86% 15.58%   11.58%   21.46% 15.68%     11.68%

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

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

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

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

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

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

   (7) Effective May 1, 2000, the Mutual Shares Investments Fund (previously
offered under the contract) merged into the Mutual Shares Securities Fund.
Performance shown reflects historical performance and inception date of the
Mutual Shares Securities Fund.

   (8) Previously, Templeton Asset Allocation Fund.  Effective May 1, 2000, the
Templeton Asset Strategy Fund merged into the Templeton Global Asset Allocation
Fund.  Performance shown reflects historical performance and inception date
of the Templeton Asset Strategy Fund.
</TABLE>



PART 2 VARIABLE  INSURANCE  PRODUCTS FUND,  VARIABLE INSURANCE PRODUCTS FUND II,
VARIABLE INSURANCE PRODUCTS FUND III
AVERAGE ANNUAL TOTAL RETURN FOR THE PERIODS ENDED 12/31/99:

<TABLE>
<CAPTION>


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

VIP Growth          10/9/86     37.44%   29.74%     19.94%       30.93%     28.24%         18.44%        35.57%   28.34%      18.54%

VIP Equity-Income   10/9/86      6.33%   18.61%     14.49%        0.28%     17.11%         12.99%         4.89%   17.21%      13.09%

VIP II Contrafund    1/3/95     24.25%     N/A      27.73%       17.96%      N/A           25.31%        22.58%     N/A       26.33%

VIP III Growth
Opportunities        1/3/95      4.27%     N/A      21.51%       -1.82%      N/A           19.09%         2.78%     N/A       20.11%

VIP III Growth
  & Income         12/31/96      9.17%     N/A      22.11%        3.05%      N/A           19.09%         7.66%     N/A       20.71%

</TABLE>








- --------------------------
- ---------------------------                                            STAMP
- ---------------------------


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




     Please send me, at no charge, the Statement of Additional Information
     dated May 1, 2000 for The Annuity Contract issued by Cova.




                  (Please print or type and fill in all information)




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

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

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



                                    PART B


                       STATEMENT OF ADDITIONAL INFORMATION

             INDIVIDUAL FIXED AND VARIABLE DEFERRED ANNUITY CONTRACT

                                    issued by

                       COVA VARIABLE ANNUITY ACCOUNT FIVE

                                       AND

                      COVA FINANCIAL LIFE INSURANCE COMPANY

THIS IS NOT A PROSPECTUS.  THIS  STATEMENT OF ADDITIONAL  INFORMATION  SHOULD BE
READ IN  CONJUNCTION  WITH THE  PROSPECTUS  DATED MAY 1, 2000 FOR THE INDIVIDUAL
FIXED AND VARIABLE DEFERRED ANNUITY CONTRACT WHICH IS DESCRIBED HEREIN.

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

THIS STATEMENT OF ADDITIONAL INFORMATION IS DATED MAY 1, 2000.



                                TABLE OF CONTENTS

                                                                            Page

COMPANY  ..................................................................

EXPERTS  ..................................................................

LEGAL OPINIONS.............................................................

DISTRIBUTION...............................................................
         Reduction or Elimination of the Withdrawal Charge.................

CALCULATION OF PERFORMANCE INFORMATION.....................................
         Total Return......................................................
         Historical Unit Values............................................
         Reporting Agencies................................................
         Performance Information...........................................

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

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

FINANCIAL STATEMENTS......................................................



                                     COMPANY

Cova   Financial  Life   Insurance   Company  (the   "Company")  was  originally
incorporated  on  September  6,  1972 as  Industrial  Indemnity  Life  Insurance
Company,  a  California  corporation  and changed its name on January 1, 1986 to
Xerox Financial Life Insurance Company.  The Company presently is licensed to do
business in the state of California.  On June 1, 1995 a wholly-owned  subsidiary
of General American Life Insurance Company ("General  American") purchased Xerox
Financial  Services Life Insurance  Company ("Xerox Life"),  an affiliate of the
Company,  from Xerox  Financial  Services,  Inc. The  acquisition  of Xerox Life
included related companies,  including the Company.  On June 1, 1995 the Company
changed its name to Cova Financial Life Insurance Company.


On January 6, 2000,  Metropolitan  Life  Insurance  Company  (MetLife)  acquired
GenAmerica  Corporation,  the ultimate parent company of Cova Financial Services
Life Insurance  Company (Cova Life), the parent company of Cova. The acquisition
of GenAmerica  Corporation does not affect policy benefits or any other terms or
conditions under your contract.



                                     EXPERTS

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


                                 LEGAL OPINIONS

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


                                  DISTRIBUTION

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

Reduction or Elimination of the Withdrawal Charge

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

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

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

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

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

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

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


                       CALCULATION OF PERFORMANCE INFORMATION

Total Return

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

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

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

                                          n
                                 P (1 + T) = ERV

Where:

               P = a hypothetical initial payment of $1,000

               T = average annual total return

               n = number of years

               ERV = ending redeemable value at the end of the time periods used
               (or fractional portion thereof) of a hypothetical  $1,000 payment
               made at the beginning of the time periods used.

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

You should note that the investment  results of each  investment  portfolio will
fluctuate over time, and any  presentation of the investment  portfolio's  total
return for any period should not be considered  as a  representation  of what an
investment may earn or what your total return may be in any future period.

Historical Unit Values

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

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

Reporting Agencies

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

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

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

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

Performance Information

Certain Portfolios have been in existence for some time and consequently have an
investment  performance   history.  In  order  to demonstrate how the investment
experience of certain  portfolios affects Accumulation Unit values,  performance
information  was  developed.  The  information  is  based  upon  the  historical
experience  of the  portfolios  and is for the  periods  shown.  The  prospectus
contains performance information.

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

                               FEDERAL TAX STATUS

General

NOTE: The following  description is based upon the Company's  understanding  of
current federal income tax law applicable to annuities in general.  The Company
cannot  predict  the  probability  that any  changes  in such laws will be made.
Purchasers are cautioned to seek competent tax advice  regarding the possibility
of such changes. The Company does not guarantee the tax status of the contracts.
Purchasers  bear the  complete  risk that the  contracts  may not be  treated as
"annuity  contracts"  under  federal  income  tax laws.  It  should  be  further
understood  that the  following  discussion is not  exhaustive  and that special
rules not described herein may be applicable in certain situations. Moreover, no
attempt has been made to consider any applicable state or other tax laws.

Section 72 of the Internal Revenue Code of 1986, as amended (the "Code") governs
taxation of  annuities  in general.  An Owner is not taxed on  increases  in the
value of a Contract until distribution occurs,  either in the form of a lump sum
payment or as annuity payments under the Annuity Option selected. For a lump sum
payment received as a total withdrawal (total surrender), the recipient is taxed
on the portion of the payment that exceeds the cost basis of the  Contract.  For
Non-Qualified  Contracts,  this cost basis is generally  the purchase  payments,
while for Qualified Contracts there may be no cost basis. The taxable portion of
the lump sum payment is taxed at ordinary income tax rates.

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

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

Diversification

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

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

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

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

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

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

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

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

Multiple Contracts

The Code provides that multiple non-qualified annuity contracts which are issued
within  a  calendar  year to the  same  contract  owner  by one  company  or its
affiliates are treated as one annuity  contract for purposes of determining  the
tax consequences of any  distribution.  Such treatment may result in adverse tax
consequences  including more rapid taxation of the distributed amounts from such
combination  of contracts.  For purposes of this rule,  contracts  received in a
Section 1035  exchange  will be  considered  issued in the year of the exchange.
Owners  should  consult a tax  adviser  prior to  purchasing  more than one non-
qualified annuity contract in any calendar year.

Partial 1035 Exchanges

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

Contracts Owned by Other than Natural Persons

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

Tax Treatment of Assignments or Transfer of Ownership

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


Death Benefits

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

Income Tax Withholding

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

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

Tax Treatment of Withdrawals - Non-Qualified Contracts

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


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

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

Qualified Plans

The Contracts  offered  herein are designed to be suitable for use under various
types of Qualified Plans. Taxation of participants in each Qualified Plan varies
with the type of plan and terms and  conditions of each specific  plan.  Owners,
Annuitants and  Beneficiaries are cautioned that benefits under a Qualified Plan
may be subject to the terms and  conditions of the plan  regardless of the terms
and conditions of the Contracts  issued  pursuant to the plan.  Some  retirement
plans  are  subject  to  distribution  and  other   requirements  that  are  not
incorporated into the Company's administrative procedures.  The Company is not
bound by the terms and conditions of such plans to the extent such terms
conflict with the terms of a Contract, unless the Company specifically consents
to be bound.  Owners, participants and   Beneficiaries   are  responsible  for
determining   that   contributions, distributions  and other  transactions with
respect to the Contracts comply with applicable  law.   A qualified contract
will not provide any necessary or additional tax deferral if it used to fund a
qualified plan that is tax deferred. However, the contract has features and
benefits other than tax deferral that may make it an appropriate investment for
a qualified plan. Following are general descriptions  of the types of Qualified
Plans with which the Contracts may be used. Such descriptions are not
exhaustive and are for  general  informational purposes  only.  The  tax  rules
regarding Qualified Plans are very complex and will have differing applications
depending on individual  facts and circumstances.  Each purchaser should obtain
competent tax advice prior to purchasing a Contract issued under a Qualified
Plan.

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

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



a.   Tax-Sheltered Annuities

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

b.   Individual Retirement Annuities

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

         Roth IRAs

Section  408A of the Code  provides  that  beginning  in 1998,  individuals  may
purchase  a new  type of  non-deductible  IRA,  known  as a Roth  IRA.  Purchase
payments  for a Roth IRA are limited to a maximum of $2,000 per year and are not
deductible from taxable income.  Lower maximum  limitations apply to individuals
with adjusted gross incomes  between  $95,000 and $110,000 in the case of single
taxpayers, between $150,000 and $160,000 in the case of married taxpayers filing
joint  returns,  and  between $0 and  $10,000  in the case of married  taxpayers
filing separately. An overall $2,000 annual limitation continues to apply to all
of a taxpayer's IRA contributions, including Roth IRA and non-Roth IRAs.

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

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

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

c.   Pension and Profit-Sharing Plans

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

Tax Treatment of Withdrawals - Qualified Contracts

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

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

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

Tax Sheltered Annuities - Withdrawal Limitations

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

                               ANNUITY PROVISIONS

Variable Annuity

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

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

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

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

Fixed Annuity

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

Annuity Unit Value

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

Net Investment Factor

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

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

(b)  the  Accumulation  Unit value as of the close of the immediately  preceding
     Valuation Period.

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

Mortality and Expense Guarantee

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

                              FINANCIAL STATEMENTS

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



                       COVA VARIABLE ANNUITY ACCOUNT FIVE

                              Financial Statements

                           December 31, 1999 and 1998

                   (With Independent Auditors' Report Thereon)


                          INDEPENDENT AUDITORS' REPORT



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


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

    We conducted our audits in accordance with generally accepted auditing
    standards. Those standards require that we plan and perform the audit to
    obtain reasonable assurance about whether the financial statements are free
    of material misstatement. An audit includes examining, on a test basis,
    evidence supporting the amounts and disclosures in the financial statements.
    Our procedures included confirmation of securities owned as of December 31,
    1999 by correspondence with transfer agents. An audit also includes
    assessing the accounting principles used and significant estimates made by
    management, as well as evaluating the overall financial statement
    presentation. We believe that our audits provide a reasonable basis for our
    opinion.

    In our opinion, the financial statements referred to above present fairly,
    in all material respects, the financial position of the sub-accounts of Cova
    Variable Annuity Account Five of Cova Financial Life Insurance Company as of
    December 31, 1999, and the results of their operations and the changes in
    their net assets for each of the years presented, in conformity with
    generally accepted accounting principles.






    Chicago, Illinois
    March 20, 2000

<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Assets and Liabilities
December 31, 1999


<TABLE>
<CAPTION>

Assets:
    Investments:
      Cova Series Trust (Cova):
<S>                                                  <C>                                       <C>                     <C>
         Lord Abbett Growth and Income Portfolio     2,039,841 shares at a net asset value of  $24.070563 per share    $ 49,100,130
         Bond Debenture Portfolio                      948,800 shares at a net asset value of  $12.474609 per share      11,835,913
         Developing Growth Portfolio                   126,276 shares at a net asset value of  $14.885144 per share       1,879,640
         Large Cap Research Portfolio                  138,994 shares at a net asset value of  $14.991245 per share       2,083,694
         Mid-Cap Value Portfolio                       128,697 shares at a net asset value of  $11.168093 per share       1,437,296
         Quality Bond Portfolio                        682,366 shares at a net asset value of  $10.669328 per share       7,280,387
         Small Cap Stock Portfolio                     657,020 shares at a net asset value of  $17.268582 per share      11,345,806
         Large Cap Stock Portfolio                   1,671,325 shares at a net asset value of  $20.674865 per share      34,554,420
         Select Equity Portfolio                     1,412,512 shares at a net asset value of  $16.112437 per share      22,759,008
         International Equity Portfolio                844,627 shares at a net asset value of  $16.225039 per share      13,704,098
      General American Capital Company (GACC):
         Money Market Fund                              89,914 shares at a net asset value of  $20.252283 per share       1,820,964
      Russell Insurance Funds (Russell):
         Multi-Style Equity Fund                       187,441 shares at a net asset value of      $16.79 per share       3,147,134
         Aggressive Equity Fund                         34,638 shares at a net asset value of      $13.36 per share         462,767
         Non-US Fund                                   102,456 shares at a net asset value of      $14.19 per share       1,453,850
         Core Bond Fund                                238,515 shares at a net asset value of       $9.64 per share       2,299,288
         Real Estate Securities Fund                     6,311 shares at a net asset value of       $8.81 per share          55,599
      AIM Variable Insurance Funds, Inc. (AIM):
         AIM V.I. Value Fund                            79,379 shares at a net asset value of      $33.50 per share       2,659,202
         AIM V.I. Capital Appreciation Fund             29,923 shares at a net asset value of      $35.58 per share       1,064,656
         AIM V.I. International Equity Fund             11,518 shares at a net asset value of      $29.29 per share         337,362
      Alliance Variable Products Series
            Fund Inc. (Alliance):
         Premier Growth Portfolio                       61,706 shares at a net asset value of      $40.45 per share       2,496,017
         Real Estate Investment Portfolio               24,798 shares at a net asset value of       $8.87 per share         219,954
      Liberty Variable Investment Trust (Liberty):
         Newport Tiger Fund, Variable Series            15,513 shares at a net asset value of       $2.62 per share          40,645
      Goldman Sachs Variable Insurance
            Trust (Goldman Sachs):
         Growth and Income Fund                         25,922 shares at a net asset value of      $10.89 per share         282,289
         International Equity Fund                      27,772 shares at a net asset value of      $14.47 per share         401,861
         Global Income Fund                              3,399 shares at a net asset value of       $9.83 per share          33,417
      Kemper Variable Series (Kemper):
         Kemper-Dreman High Return Equity Portfolio        103 shares at a net asset value of   $0.896450 per share              93
         Kemper Small Cap Growth Portfolio              47,879 shares at a net asset value of   $2.653950 per share         127,069
         Kemper Small Cap Value Portfolio              227,158 shares at a net asset value of   $1.084940 per share         246,453
         Kemper Government Securities Portfolio        189,965 shares at a net asset value of   $1.156570 per share         219,707
      MFS Variable Insurance Trust (MFS):
         MFS Bond Series                                     9 shares at a net asset value of      $10.93 per share             103
         MFS Research Series                            39,672 shares at a net asset value of      $23.34 per share         925,952
         MFS Growth with Income Series                  67,354 shares at a net asset value of      $21.31 per share       1,435,308
         MFS Emerging Growth Series                     38,060 shares at a net asset value of      $37.94 per share       1,443,980
         MFS/Foreign & Colonial Emerging Markets
            Equity Series                                4,289 shares at a net asset value of       $8.15 per share          34,953
         MFS High Income Series                         19,410 shares at a net asset value of      $11.49 per share         223,018
         MFS Global Governments Series                   1,074 shares at a net asset value of      $10.03 per share          10,771





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


<TABLE>
<CAPTION>

Assets, continued:
    Investments, continued:
      Oppenheimer Variable Account Funds (Oppenheimer):
<S>                                                       <C>                                    <C>                   <C>
         Oppenheimer Capital Appreciation Fund             5,484 shares at a net asset value of  $49.84 per share      $ 273,307
         Oppenheimer Main Street Growth & Income Fund     17,435 shares at a net asset value of  $24.63 per share        429,413
         Oppenheimer High Income Fund                     24,355 shares at a net asset value of  $10.72 per share        261,082
         Oppenheimer Bond Fund                            63,846 shares at a net asset value of  $11.52 per share        735,510
         Oppenheimer Strategic Bond Fund                  15,562 shares at a net asset value of   $4.97 per share         77,342
      Putnam Variable Trust (Putnam)
         Putnam VT Growth and Income Fund                 56,064 shares at a net asset value of  $26.80 per share      1,502,511
         Putnam VT New Value Fund                          2,050 shares at a net asset value of  $11.86 per share         24,308
         Putnam VT Vista Fund                             15,240 shares at a net asset value of  $20.68 per share        315,155
         Putnam VT International Growth Fund              70,146 shares at a net asset value of  $21.65 per share      1,518,658
         Putnam VT International New Opportunities Fund    8,553 shares at a net asset value of  $23.31 per share        199,370
      Templeton Variable Products Series
            Fund (Templeton):
         Templeton Bond Fund                                 772 shares at a net asset value of   $9.99 per share          7,717
         Franklin Small Cap Investments Fund               8,109 shares at a net asset value of  $15.79 per share        128,039
         Templeton Stock Fund                              4,745 shares at a net asset value of  $24.39 per share        115,718
         Templeton International Fund                     25,496 shares at a net asset value of  $22.25 per share        567,277
         Templeton Developing Markets Fund                19,585 shares at a net asset value of   $7.77 per share        152,177
         Mutual Shares Investments Fund                    9,274 shares at a net asset value of  $10.63 per share         98,578
         Franklin Growth Investments Fund                  9,388 shares at a net asset value of  $16.70 per share        156,777
      Variable Insurance Products Fund, Fund II
            and Fund III (Fidelity):
         VIP Growth Portfolio                              1,546 shares at a net asset value of  $54.93 per share         84,936
         VIP II Contrafund Portfolio                         325 shares at a net asset value of  $29.15 per share          9,488
         VIP III Growth Opportunities Portfolio              274 shares at a net asset value of  $23.15 per share          6,332
         VIP III Growth & Income Portfolio                 5,313 shares at a net asset value of  $17.30 per share         91,921
         VIP Equity-Income Portfolio                       1,491 shares at a net asset value of  $25.71 per share         38,327
      American Century Variable Portfolios,
            Inc. (American Century):
         American Century VP Income & Growth Fund          1,313 shares at a net asset value of   $8.00 per share         10,507
         American Century VP International Fund               10 shares at a net asset value of  $12.50 per share            125
         American Century VP Value Fund                      880 shares at a net asset value of   $5.95 per share          5,234
      Dreyfus Stock Index Fund (Dreyfus)                       3 shares at a net asset value of  $38.45 per share            103
      Dreyfus Variable Investment Fund (Dreyfus):
         Dreyfus VIF Disciplined Stock Portfolio               4 shares at a net asset value of  $26.92 per share            103
         Dreyfus VIF Capital Appreciation                      3 shares at a net asset value of  $39.87 per share            101
      INVESCO Variable Investment Funds,
            Inc. (INVESCO):
         INVESCO VIF Dynamics Fund                         1,151 shares at a net asset value of  $18.90 per share         21,759
         INVESCO VIF High Yield Fund                         877 shares at a net asset value of  $11.51 per share         10,093
      PIMCO Variable Insurance Trust (PIMCO):
         PIMCO High Yield Bond Portfolio                      11 shares at a net asset value of   $9.18 per share            101
         PIMCO Low Duration Bond Portfolio                    10 shares at a net asset value of   $9.74 per share            100
         PIMCO StocksPLUS Growth & Income Portfolio            8 shares at a net asset value of  $13.56 per share            103
         PIMCO Total Return Bond Portfolio                 1,598 shares at a net asset value of   $9.45 per share         15,103
      Scudder Variable Life Investment Fund (Scudder):
         International Portfolio                             357 shares at a net asset value of  $20.34 per share          7,270
                                                                                                                   --------------
             Total assets                                                                                          $ 184,287,449
                                                                                                                   ==============





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


<TABLE>
<CAPTION>

Liabilities:
<S>                                                                                                    <C>
    GAAC Money Market                                                                                    $ 139
    Russell Multi-Style Equity                                                                             240
    Russell Aggressive Equity                                                                               34
    Russell Non-US                                                                                         110
    Russell Core Bond                                                                                      177
    Russell Real Estate Securities                                                                           4
    AIM V.I. Value                                                                                         202
    AIM V.I. Capital Appreciation                                                                           81
    AIM V.I. International Equity                                                                           26
    Alliance Premier Growth                                                                                190
    Alliance Real Estate                                                                                    17
    Liberty Newport Tiger Fund, Variable                                                                     3
    Goldman Sachs Growth & Income                                                                           22
    Goldman Sachs International Equity                                                                      31
    Goldman Sachs Global Income                                                                              2
    Kemper Small Cap Growth                                                                                 10
    Kemper Small Cap Value                                                                                  19
    Kemper Government Securities                                                                            17
    MFS Research                                                                                            70
    MFS Growth with Income                                                                                 110
    MFS Emerging Growth                                                                                    109
    MFS/Foreign & Colonial Emerging Markets Equity                                                           3
    MFS High Income                                                                                         17
    MFS Global Governments                                                                                   1
    Oppenheimer Capital Appreciation                                                                        21
    Oppenheimer Main Street Growth & Income                                                                 33
    Oppenheimer High Income                                                                                 20
    Oppenheimer Bond                                                                                        56
    Oppenheimer Strategic Bond                                                                               6
    Putnam VT Growth and Income                                                                            115
    Putnam VT New Value                                                                                      2
    Putnam VT Vista                                                                                         24
    Putnam VT International Growth                                                                         115
    Putnam International New Opportunities                                                                  15
    Templeton Bond                                                                                           1
    Franklin Small Cap Investments                                                                          10
    Templeton Stock                                                                                          9
    Templeton International                                                                                 43
    Templeton Developing Markets                                                                            12
    Templeton Mutual Shares Investments                                                                      7
    Franklin Growth Investments                                                                             12
    Fidelity VIP Growth                                                                                      6
    Fidelity VIP II Contrafund                                                                               1
    Fidelity VIP III Growth & Income                                                                         7
    Fidelity VIP Equity-Income                                                                               3
    American Century VP Income & Growth                                                                      6
    American Century VP Value                                                                                3
    INVESCO VIF Dynamics                                                                                     9
    INVESCO VIF High Yield                                                                                   5
    PIMCO Total Return Bond                                                                                  8
    Scudder International                                                                                    3
                                                                                               ----------------
                                                                                                       $ 2,186
                                                                                               ================

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Assets and Liabilities
December 31, 1999



<TABLE>
<CAPTION>
Net assets:
    Accumulation units:
<S>                                             <C>                                <C>                         <C>
      Cova Lord Abbett Growth and Income        1,241,056 accumulation units at    $39.456973 per unit         $ 48,968,314
      Cova Bond Debenture                         859,300 accumulation units at    $13.765395 per unit           11,828,595
      Cova Developing Growth                      130,053 accumulation units at    $14.452893 per unit            1,879,640
      Cova Large Cap Research                     142,370 accumulation units at    $14.635794 per unit            2,083,694
      Cova Mid-Cap Value                          132,159 accumulation units at    $10.875543 per unit            1,437,296
      Cova Quality Bond                           629,401 accumulation units at    $11.567172 per unit            7,280,387
      Cova Small Cap Stock                        632,695 accumulation units at    $17.932499 per unit           11,345,806
      Cova Large Cap Stock                      1,531,957 accumulation units at    $22.548971 per unit           34,544,050
      Cova Select Equity                        1,237,436 accumulation units at    $18.384684 per unit           22,749,876
      Cova International Equity                   838,996 accumulation units at    $16.333932 per unit           13,704,098
      GACC Money Market                           157,984 accumulation units at    $11.525403 per unit            1,820,824
      Russell Multi-Style Equity                  213,789 accumulation units at    $14.719616 per unit            3,146,894
      Russell Aggressive Equity                    44,230 accumulation units at    $10.461908 per unit              462,732
      Russell Non-US                               98,852 accumulation units at    $14.706241 per unit            1,453,739
      Russell Core Bond                           220,655 accumulation units at    $10.419502 per unit            2,299,112
      Russell Real Estate Securities                5,917 accumulation units at     $9.395293 per unit               55,595
      AIM V.I. Value                              158,759 accumulation units at    $16.748633 per unit            2,659,000
      AIM V.I. Capital Appreciation                63,264 accumulation units at    $16.827440 per unit            1,064,575
      AIM V.I. International Equity                19,322 accumulation units at    $17.458837 per unit              337,336
      Alliance Premier Growth                     130,836 accumulation units at    $19.075994 per unit            2,495,827
      Alliance Real Estate Investment              29,380 accumulation units at     $7.486033 per unit              219,937
      Liberty Newport Tiger Fund, Variable          2,639 accumulation units at    $15.397535 per unit               40,642
      Goldman Sachs Growth and Income              27,398 accumulation units at    $10.302541 per unit              282,267
      Goldman Sachs International Equity           27,069 accumulation units at    $14.844433 per unit              401,830
      Goldman Sachs Global Income                   3,165 accumulation units at    $10.556976 per unit               33,414
      Kemper-Dreman High Return Equity                 10 accumulation units at     $9.270000 per unit                   93
      Kemper Small Cap Growth                       8,195 accumulation units at    $15.505196 per unit              127,059
      Kemper Small Cap Value                       27,733 accumulation units at     $8.886027 per unit              246,434
      Kemper Government Securities                 20,807 accumulation units at    $10.558404 per unit              219,690
      MFS Bond                                         10 accumulation units at    $10.288000 per unit                  103
      MFS Research                                 62,149 accumulation units at    $14.897867 per unit              925,882
      MFS Growth with Income                      112,973 accumulation units at    $12.703932 per unit            1,435,199
      MFS Emerging Growth                          62,562 accumulation units at    $23.079105 per unit            1,443,871
      MFS/Foreign & Colonial Emerging
        Markets Equity                              3,897 accumulation units at     $8.967637 per unit               34,950
      MFS High Income                              21,540 accumulation units at    $10.352934 per unit              223,001
      MFS Global Governments                        1,050 accumulation units at    $10.252619 per unit               10,770





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



<TABLE>
<CAPTION>
Net assets, continued:
    Accumulation units:
<S>                                                  <C>                                <C>                            <C>
      Oppenheimer Capital Appreciation                15,979 accumulation units at      $17.103249 per unit            $ 273,287
      Oppenheimer Main Street Growth & Income         34,600 accumulation units at      $12.409773 per unit              429,380
      Oppenheimer High Income                         25,621 accumulation units at      $10.189165 per unit              261,062
      Oppenheimer Bond                                71,773 accumulation units at      $10.246949 per unit              735,453
      Oppenheimer Strategic Bond                       7,503 accumulation units at      $10.306821 per unit               77,336
      Putnam VT Growth and Income                    131,527 accumulation units at      $11.422706 per unit            1,502,396
      Putnam VT New Value                              2,342 accumulation units at      $10.379438 per unit               24,306
      Putnam VT Vista                                 17,707 accumulation units at      $17.797452 per unit              315,132
      Putnam VT International Growth                  81,982 accumulation units at      $18.522808 per unit            1,518,543
      Putnam VT International New Opportunities        8,721 accumulation units at      $22.858952 per unit              199,355
      Templeton Bond                                     795 accumulation units at       $9.702219 per unit                7,716
      Franklin Small Cap Investments                   7,226 accumulation units at      $17.718917 per unit              128,030
      Templeton Stock                                  8,686 accumulation units at      $13.322067 per unit              115,709
      Templeton International                         50,837 accumulation units at      $11.157985 per unit              567,234
      Templeton Developing Markets                    13,256 accumulation units at      $11.479237 per unit              152,165
      Templeton Mutual Shares Investments              9,448 accumulation units at      $10.433275 per unit               98,571
      Franklin Growth Investments                     10,673 accumulation units at      $14.687812 per unit              156,765
      Fidelity VIP Growth                              4,777 accumulation units at      $17.780613 per unit               84,930
      Fidelity VIP II Contrafund                         623 accumulation units at      $15.235791 per unit                9,487
      Fidelity VIP III Growth Opportunities              521 accumulation units at      $12.142823 per unit                6,332
      Fidelity VIP III Growth & Income                 6,964 accumulation units at      $13.198268 per unit               91,914
      Fidelity VIP Equity-Income                       3,423 accumulation units at      $11.196008 per unit               38,324
      American Century VP Income & Growth              1,017 accumulation units at      $10.324878 per unit               10,501
      American Century VP International                   10 accumulation units at      $12.517000 per unit                  125
      American Century VP Value                          546 accumulation units at       $9.586953 per unit                5,231
      Dreyfus Stock Index                                 10 accumulation units at      $10.336000 per unit                  103
      Dreyfus VIF Disciplined Stock                       10 accumulation units at      $10.306000 per unit                  103
      Dreyfus VIF Capital Appreciation                    10 accumulation units at      $10.128000 per unit                  101
      INVESCO VIF Dynamics                             1,951 accumulation units at      $11.148744 per unit               21,750
      INVESCO VIF High Yield                             996 accumulation units at      $10.122749 per unit               10,088
      PIMCO High Yield Bond                               10 accumulation units at      $10.078000 per unit                  101
      PIMCO Low Duration Bond                             10 accumulation units at       $9.969000 per unit                  100
      PIMCO StocksPLUS Growth & Income                    10 accumulation units at      $10.311000 per unit                  103
      PIMCO Total Return Bond                          1,525 accumulation units at       $9.898482 per unit               15,095
      Scudder International                              624 accumulation units at      $11.637458 per unit                7,267
                                                                                                                 ----------------
                                                                                                                     184,126,627

    Annuity units:
      Cova Lord Abbett Growth and Income               4,367 annuity units at           $30.184634 per unit              131,816
      Cova Bond Debenture                                564 annuity units at           $12.975024 per unit                7,318
      Cova Large Cap Stock                               488 annuity units at           $21.254267 per unit               10,370
      Cova Select Equity                                 527 annuity units at           $17.329070 per unit                9,132
                                                                                                                 ----------------
             Total net assets                                                                                      $ 184,285,263
                                                                                                                 ================


See accompanying notes to financial statements.

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Operations
Year ended December 31, 1999




<TABLE>
<CAPTION>
                                                                                      Cova
                                            ----------------------------------------------------------------------------------------
                                                                                      VKAC     Lord Abbett
                                                                                     Growth      Growth
                                             Quality       Money        Stock         and         and          Bond      Developing
                                              Income       Market       Index        Income      Income     Debenture      Growth
                                            -----------  -----------  -----------  ----------- -----------  -----------  -----------
Income:
<S>                                        <C>                  <C>       <C>          <C>       <C>           <C>          <C>
   Dividends                               $    27,755          223       13,623       13,703           -      213,945            -
                                            -----------  -----------  -----------  ----------- -----------  -----------  -----------

Expenses:
   Mortality and expense risk                      210           73          637          581     541,689      132,874       15,457
   Administrative fee                               25            9           76           70      65,003       15,945        1,855
                                            -----------  -----------  -----------  ----------- -----------  -----------  -----------
       Total expenses                              235           82          713          651     606,692      148,819       17,312
                                            -----------  -----------  -----------  ----------- -----------  -----------  -----------

       Net investment income (expense)          27,520          141       12,910       13,052    (606,692)      65,126      (17,312)
                                            -----------  -----------  -----------  ----------- -----------  -----------  -----------

Net realized gain (loss) on investments:
   Realized gain (loss) on sale of fund
     shares                                    (16,883)           -      308,128      112,186      84,440       22,689        3,868
   Realized gain distributions                       -            -      232,665      207,864           -       69,331            -
                                            -----------  -----------  -----------  ----------- -----------  -----------  -----------
       Net realized gain (loss)                (16,883)           -      540,793      320,050      84,440       92,020        3,868
                                            -----------  -----------  -----------  ----------- -----------  -----------  -----------

Change in unrealized appreciation              (19,209)           -     (491,713)    (316,285)  4,841,111       63,985      402,539
                                            -----------  -----------  -----------  ----------- -----------  -----------  -----------

       Net increase (decrease) in net
         assets from operations            $    (8,572)         141       61,990       16,817   4,318,859      221,131      389,095
                                            ===========  ===========  ===========  =========== ===========  ===========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Operations
Year ended December 31, 1999




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

                                            Large                                 Small        Large
                                             Cap        Mid-Cap      Quality       Cap          Cap         Select     International
                                           Research      Value         Bond       Stock        Stock        Equity       Equity
                                          -----------  -----------  ----------- -----------  -----------  -----------  -----------
<S>                                     <C>                <C>        <C>        <C>          <C>          <C>          <C>
Income:
   Dividends                            $      2,277        1,536       81,795      24,018       42,000       53,137       55,097
                                          -----------  -----------  ----------- -----------  -----------  -----------  -----------

Expenses:
   Mortality and expense risk                 15,737       14,678       91,927     107,750      375,738      255,866      139,751
   Administrative fee                          1,888        1,761       11,031      12,930       45,088       30,704       16,770
                                          -----------  -----------  ----------- -----------  -----------  -----------  -----------
       Total expenses                         17,625       16,439      102,958     120,680      420,826      286,570      156,521
                                          -----------  -----------  ----------- -----------  -----------  -----------  -----------

       Net investment income (expense)       (15,348)     (14,903)     (21,163)    (96,662)    (378,826)    (233,433)    (101,424)
                                          -----------  -----------  ----------- -----------  -----------  -----------  -----------

Net realized gain (loss) on investments:
   Realized gain (loss) on sale of fund
     shares                                    5,023        8,245       12,963      93,813      451,839      192,962      118,922
   Realized gain distributions                     -            -       40,932           -      916,687    1,803,409      147,249
                                          -----------  -----------  ----------- -----------  -----------  -----------  -----------
       Net realized gain (loss)                5,023        8,245       53,895      93,813    1,368,526    1,996,371      266,171
                                          -----------  -----------  ----------- -----------  -----------  -----------  -----------

Change in unrealized appreciation            318,972       59,675     (245,367)  3,442,246    3,428,923     (112,938)   2,686,189
                                          -----------  -----------  ----------- -----------  -----------  -----------  -----------

       Net increase (decrease) in net
         assets from operations         $    308,647       53,017     (212,635)  3,439,397    4,418,623    1,650,000    2,850,936
                                          ===========  ===========  =========== ===========  ===========  ===========  ===========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Operations
Year ended December 31, 1999




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

                                                       Growth       Multi-                                              Real
                                           Money        and         Style      Aggressive                  Core        Estate
                                           Market      Income       Equity       Equity       Non-US       Bond      Securities
                                         ----------- -----------  -----------  -----------  -----------  ----------  -----------
<S>                                    <C>            <C>            <C>           <C>         <C>         <C>            <C>
Income:
   Dividends                           $          -           -       13,821          924       14,139      98,425        1,818
                                         ----------- -----------  -----------  -----------  -----------  ----------  -----------

Expenses:
   Mortality and expense risk                20,952      10,297       23,704        3,514       10,003      20,437          136
   Administrative fee                         2,514       1,236        2,844          422        1,200       2,452           16
                                         ----------- -----------  -----------  -----------  -----------  ----------  -----------
       Total expenses                        23,466      11,533       26,548        3,936       11,203      22,889          152
                                         ----------- -----------  -----------  -----------  -----------  ----------  -----------

       Net investment income (expense)      (23,466)    (11,533)     (12,727)      (3,012)       2,936      75,536        1,666
                                         ----------- -----------  -----------  -----------  -----------  ----------  -----------

Net realized gain (loss) on investments:
   Realized gain (loss) on sale of fund
     shares                                  43,206   4,505,534        3,410          258        8,592     (12,178)           1
   Realized gain distributions                    -           -      153,378        1,632       29,827      55,059            -
                                         ----------- -----------  -----------  -----------  -----------  ----------  -----------
       Net realized gain (loss)              43,206   4,505,534      156,788        1,890       38,419      42,881            1
                                         ----------- -----------  -----------  -----------  -----------  ----------  -----------

Change in unrealized appreciation            41,929  (2,782,796)     144,413       40,836      257,725    (145,900)        (393)
                                         ----------- -----------  -----------  -----------  -----------  ----------  -----------

       Net increase (decrease) in net
         assets from operations        $     61,669   1,711,205      288,474       39,714      299,080     (27,483)       1,274
                                         =========== ===========  ===========  ===========  ===========  ==========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Operations
Year ended December 31, 1999




<TABLE>
<CAPTION>
                                                        AIM                          Alliance             Liberty    Goldman Sachs
                                         ------------------------------------  ------------------------  ----------  -------------
                                                                                                          Newport
                                                                     V.I.                      Real        Tiger        Growth
                                                     V.I. Capital International Premier       Estate       Fund,         and
                                         V.I. Value  Appreciation   Equity       Growth     Investment    Variable      Income
                                         ----------- -----------  -----------  -----------  -----------  ----------  -------------
<S>                                    <C>              <C>          <C>          <C>          <C>          <C>             <C>
Income:
   Dividends                           $      6,695         604        2,148            -        7,819         263          3,086
                                         ----------- -----------  -----------  -----------  -----------  ----------  -------------

Expenses:
   Mortality and expense risk                13,931       3,959        2,744       20,892        2,378         367          2,339
   Administrative fee                         1,671         475          329        2,507          285          44            281
                                         ----------- -----------  -----------  -----------  -----------  ----------  -------------
       Total expenses                        15,602       4,434        3,073       23,399        2,663         411          2,620
                                         ----------- -----------  -----------  -----------  -----------  ----------  -------------

       Net investment income (expense)       (8,907)     (3,830)        (925)     (23,399)       5,156        (148)           466
                                         ----------- -----------  -----------  -----------  -----------  ----------  -------------

Net realized gain (loss) on investments:
   Realized gain (loss) on sale of fund
     shares                                   5,130       1,592          631       27,142       (4,604)        106            359
   Realized gain distributions               35,012      18,846        9,013       21,117            -           -              -
                                         ----------- -----------  -----------  -----------  -----------  ----------  -------------
       Net realized gain (loss)              40,142      20,438        9,644       48,259       (4,604)        106            359
                                         ----------- -----------  -----------  -----------  -----------  ----------  -------------

Change in unrealized appreciation           311,587     206,131      107,456      463,999      (13,176)     15,947          6,892
                                         ----------- -----------  -----------  -----------  -----------  ----------  -------------

       Net increase (decrease) in net
         assets from operations        $    342,822     222,739      116,175      488,859      (12,624)     15,905          7,717
                                         =========== ===========  ===========  ===========  ===========  ==========  =============

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Operations
Year ended December 31, 1999




<TABLE>
<CAPTION>
                                               Goldman Sachs                           Kemper                            MFS
                                         -----------------------  -------------------------------------------------  -----------
                                                                    Kemper
                                                                    Dreman       Small        Small
                                        International  Global     High Return     Cap          Cap       Government
                                           Equity      Income       Equity       Growth       Value      Securities     Bond
                                         ----------- -----------  -----------  -----------  -----------  ----------  -----------
<S>                                    <C>                 <C>           <C>       <C>           <C>           <C>           <C>
Income:
   Dividends                           $      4,983       1,089            1            -        1,730       3,820            3
                                         ----------- -----------  -----------  -----------  -----------  ----------  -----------

Expenses:
   Mortality and expense risk                 3,183         412            1          938        2,446       1,895            1
   Administrative fee                           382          49            -          113          293         228            -
                                         ----------- -----------  -----------  -----------  -----------  ----------  -----------
       Total expenses                         3,565         461            1        1,051        2,739       2,123            1
                                         ----------- -----------  -----------  -----------  -----------  ----------  -----------

       Net investment income (expense)        1,418         628            -       (1,051)      (1,009)      1,697            2
                                         ----------- -----------  -----------  -----------  -----------  ----------  -----------

Net realized gain (loss) on investments:
   Realized gain (loss) on sale of fund
     shares                                   1,288          (7)           -        1,110       (2,773)       (721)           -
   Realized gain distributions               24,795         173            1            -            -           -            -
                                         ----------- -----------  -----------  -----------  -----------  ----------  -----------
       Net realized gain (loss)              26,083         166            1        1,110       (2,773)       (721)           -
                                         ----------- -----------  -----------  -----------  -----------  ----------  -----------

Change in unrealized appreciation            59,308      (1,589)         (13)      33,083       10,537        (130)          (4)
                                         ----------- -----------  -----------  -----------  -----------  ----------  -----------

       Net increase (decrease) in net
         assets from operations        $     86,809        (795)         (12)      33,142        6,755         846           (2)
                                         =========== ===========  ===========  ===========  ===========  ==========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Operations
Year ended December 31, 1999




<TABLE>
<CAPTION>
                                                                                  MFS                                   Oppenheimer
                                         ----------------------------------------------------------------------------  -------------
                                                                                  F&C
                                                       Growth                   Emerging
                                                        with       Emerging     Markets        High        Global        Capital
                                          Research     Income       Growth       Equity       Income     Governments   Appreciation
                                         ----------- -----------  -----------  -----------  -----------  ------------  -------------
<S>                                     <C>              <C>         <C>           <C>           <C>            <C>          <C>
Income:
   Dividends                            $       988       3,199            -           11        8,526           322            262
                                         ----------- -----------  -----------  -----------  -----------  ------------  -------------

Expenses:
   Mortality and expense risk                 7,330      13,846       10,888          323        2,132            89          1,470
   Administrative fee                           879       1,662        1,307           39          256            11            176
                                         ----------- -----------  -----------  -----------  -----------  ------------  -------------
       Total expenses                         8,209      15,508       12,195          362        2,388           100          1,646
                                         ----------- -----------  -----------  -----------  -----------  ------------  -------------

       Net investment income (expense)       (7,221)    (12,309)     (12,195)        (351)       6,138           222         (1,384)
                                         ----------- -----------  -----------  -----------  -----------  ------------  -------------

Net realized gain (loss) on investments:
   Realized gain (loss) on sale of fund
     shares                                   2,134       4,845       15,552       (1,742)       1,396           (54)         1,944
   Realized gain distributions                5,219       3,839            -            -            -             -          2,880
                                         ----------- -----------  -----------  -----------  -----------  ------------  -------------
       Net realized gain (loss)               7,353       8,684       15,552       (1,742)       1,396           (54)         4,824
                                         ----------- -----------  -----------  -----------  -----------  ------------  -------------

Change in unrealized appreciation           151,202      71,703      596,456       13,160          414          (431)        53,315
                                         ----------- -----------  -----------  -----------  -----------  ------------  -------------

       Net increase (decrease) in net
         assets from operations         $   151,334      68,078      599,813       11,067        7,948          (263)        56,755
                                         =========== ===========  ===========  ===========  ===========  ============  =============


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Operations
Year ended December 31, 1999




<TABLE>
<CAPTION>
                                                            Oppenheimer                                    Putnam
                                         -------------------------------------------------  -------------------------------------
                                         Main Street
                                           Growth                                           VT Growth
                                            and          High                   Strategic      and         VT New
                                           Income       Income        Bond        Bond        Income       Value       VT Vista
                                         -----------  -----------  -----------  ----------  -----------  -----------  -----------
<S>                                    <C>                 <C>        <C>           <C>        <C>              <C>       <C>
Income:
   Dividends                           $        815        8,100       22,575       1,644       15,328            3       22,701
                                         -----------  -----------  -----------  ----------  -----------  -----------  -----------

Expenses:
   Mortality and expense risk                 3,304        1,968        6,941         656       15,747          394        2,089
   Administrative fee                           397          236          833          79        1,890           47          251
                                         -----------  -----------  -----------  ----------  -----------  -----------  -----------
       Total expenses                         3,701        2,204        7,774         735       17,637          441        2,340
                                         -----------  -----------  -----------  ----------  -----------  -----------  -----------

       Net investment income (expense)       (2,886)       5,896       14,801         909       (2,309)        (438)      20,361
                                         -----------  -----------  -----------  ----------  -----------  -----------  -----------

Net realized gain (loss) on investments:
   Realized gain (loss) on sale of fund
     shares                                   6,139         (552)      (1,846)       (128)       3,242        1,153        3,690
   Realized gain distributions                1,373            -        2,168           -       76,488          667            -
                                         -----------  -----------  -----------  ----------  -----------  -----------  -----------
       Net realized gain (loss)               7,512         (552)         322        (128)      79,730        1,820        3,690
                                         -----------  -----------  -----------  ----------  -----------  -----------  -----------

Change in unrealized appreciation            50,323       (1,438)     (28,165)        265      (94,639)      (1,091)      71,288
                                         -----------  -----------  -----------  ----------  -----------  -----------  -----------

       Net increase (decrease) in net
         assets from operations        $     54,949        3,906      (13,042)      1,046      (17,218)         291       95,339
                                         ===========  ===========  ===========  ==========  ===========  ===========  ===========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Operations
Year ended December 31, 1999




<TABLE>
<CAPTION>
                                                   Putnam                                     Templeton
                                        ---------------------------  ---------------------------------------------------------------
                                                           VT
                                             VT       International                Franklin
                                        International     New                     Small Cap                              Developing
                                           Growth     Opportunities     Bond      Investments    Stock     International  Markets
                                        ------------- -------------  -----------  -----------  ----------- ------------  -----------
<S>                                   <C>                   <C>             <C>       <C>          <C>          <C>          <C>
Income:
   Dividends                          $            -            37            -            -            -        1,767          833
                                        ------------- -------------  -----------  -----------  ----------- ------------  -----------

Expenses:
   Mortality and expense risk                 11,652         1,364           37        1,010          628        2,882        1,197
   Administrative fee                          1,398           164            4          121           76          346          144
                                        ------------- -------------  -----------  -----------  ----------- ------------  -----------
       Total expenses                         13,050         1,528           41        1,131          704        3,228        1,341
                                        ------------- -------------  -----------  -----------  ----------- ------------  -----------

       Net investment income (expense)       (13,050)       (1,491)         (41)      (1,131)        (704)      (1,461)        (508)
                                        ------------- -------------  -----------  -----------  ----------- ------------  -----------

Net realized gain (loss) on investments:
   Realized gain (loss) on sale of fund
     shares                                   11,098         3,534            -       44,682         (197)         106        5,858
   Realized gain distributions                     -             -            -            -            -        6,140            -
                                        ------------- -------------  -----------  -----------  ----------- ------------  -----------
       Net realized gain (loss)               11,098         3,534            -       44,682         (197)       6,246        5,858
                                        ------------- -------------  -----------  -----------  ----------- ------------  -----------

Change in unrealized appreciation            515,817        91,568           (9)      33,706       14,590       62,767       33,553
                                        ------------- -------------  -----------  -----------  ----------- ------------  -----------

       Net increase (decrease) in net
         assets from operations       $      513,865        93,611          (50)      77,257       13,689       67,552       38,903
                                        ============= =============  ===========  ===========  =========== ============  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Operations
Year ended December 31, 1999




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

                                           Mutual       Franklin                                VIP III      VIP III        VIP
                                           Shares        Growth         VIP        VIP II       Growth       Growth &     Equity-
                                         Investments   Investments    Growth     Contrafund   Opportunities   Income       Income
                                         ------------  ------------  ----------  -----------  ------------  -----------  -----------
<S>                                     <C>                 <C>         <C>           <C>             <C>        <C>         <C>
Income:
   Dividends                            $         35             -          11            5            14          153          124
                                         ------------  ------------  ----------  -----------  ------------  -----------  -----------

Expenses:
   Mortality and expense risk                    616           465         405           58            68          719          350
   Administrative fee                             74            56          49            7             9           86           42
                                         ------------  ------------  ----------  -----------  ------------  -----------  -----------
       Total expenses                            690           521         454           65            77          805          392
                                         ------------  ------------  ----------  -----------  ------------  -----------  -----------

       Net investment income (expense)          (655)         (521)       (443)         (60)          (63)        (652)        (268)
                                         ------------  ------------  ----------  -----------  ------------  -----------  -----------

Net realized gain (loss) on investments:
   Realized gain (loss) on sale of fund
     shares                                     (164)           29         212            3             3          180           (8)
   Realized gain distributions                     -             -         688           35            25          306          273
                                         ------------  ------------  ----------  -----------  ------------  -----------  -----------
       Net realized gain (loss)                 (164)           29         900           38            28          486          265
                                         ------------  ------------  ----------  -----------  ------------  -----------  -----------

Change in unrealized appreciation              1,570        24,948      13,973        1,207           418        4,028       (1,623)
                                         ------------  ------------  ----------  -----------  ------------  -----------  -----------

       Net increase (decrease) in net
         assets from operations         $        751        24,456      14,430        1,185           383        3,862       (1,626)
                                         ============  ============  ==========  ===========  ============  ===========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Operations
Year ended December 31, 1999




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

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

Expenses:
   Mortality and expense risk                    5              -            3           -            -             -            8
   Administrative fee                            1              -            -           -            -             -            1
                                        -----------  -------------  ----------- -----------  -----------  ------------  -----------
       Total expenses                            6              -            3           -            -             -            9
                                        -----------  -------------  ----------- -----------  -----------  ------------  -----------

       Net investment income (expense)          (6)             -           (3)          -            -             1           (9)
                                        -----------  -------------  ----------- -----------  -----------  ------------  -----------

Net realized gain (loss) on investments:
   Realized gain (loss) on sale of fund
     shares                                      -              -            -           -            -             -            -
   Realized gain distributions                   -              -            -           -            1             -            -
                                        -----------  -------------  ----------- -----------  -----------  ------------  -----------
       Net realized gain (loss)                  -              -            -           -            1             -            -
                                        -----------  -------------  ----------- -----------  -----------  ------------  -----------

Change in unrealized appreciation              407             25          134           3            2             -        1,133
                                        -----------  -------------  ----------- -----------  -----------  ------------  -----------

       Net increase (decrease) in net
         assets from operations       $        401             25          131           3            3             1        1,124
                                        ===========  =============  =========== ===========  ===========  ============  ===========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Operations
Year ended December 31, 1999




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

                                              VIF         High         Low       StocksPLUS     Total
                                             High        Yield       Duration     Growth &      Return
                                             Yield        Bond         Bond        Income        Bond     International    Total
                                           ----------  -----------  -----------  -----------  ----------- -------------  ----------
<S>                                      <C>                    <C>                       <C>         <C>          <C>   <C>
Income:
   Dividends                             $         7            1            1            2           36             -      777,978
                                           ----------  -----------  -----------  -----------  ----------- -------------  -----------

Expenses:
   Mortality and expense risk                      5            -            -            -            7             3    1,926,156
   Administrative fee                              -            -            -            -            1             -      231,138
                                           ----------  -----------  -----------  -----------  ----------- -------------  -----------
       Total expenses                              5            -            -            -            8             3    2,157,294
                                           ----------  -----------  -----------  -----------  ----------- -------------  -----------

       Net investment income (expense)             2            1            1            2           28            (3)  (1,379,316)
                                           ----------  -----------  -----------  -----------  ----------- -------------  -----------

Net realized gain (loss) on investments:
   Realized gain (loss) on sale of fund
     shares                                        -            -            -            -            -             -    6,077,380
   Realized gain distributions                     -            -            -            5            -             -    3,867,097
                                           ----------  -----------  -----------  -----------  ----------- -------------  -----------
       Net realized gain (loss)                    -            -            -            5            -             -    9,944,477
                                           ----------  -----------  -----------  -----------  ----------- -------------  -----------

Change in unrealized appreciation                (14)           -           (1)          (4)         (33)          516   14,495,013
                                           ----------  -----------  -----------  -----------  ----------- -------------  -----------
       Net increase (decrease) in net
         assets from operations          $       (12)           1            -            3           (5)          513   23,060,174
                                           ==========  ===========  ===========  ===========  =========== =============  ===========


See accompanying notes to financial statements.

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1999




<TABLE>
<CAPTION>
                                                                                     Cova
                                           -----------------------------------------------------------------------------------------
                                                                                     VKAC      Lord Abbett
                                                                                    Growth       Growth
                                            Quality       Money        Stock         and          and          Bond      Developing
                                             Income       Market       Index        Income       Income     Debenture      Growth
                                           -----------  -----------  -----------  -----------  -----------  -----------  -----------
<S>                                          <C>          <C>        <C>          <C>          <C>           <C>            <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)     $     27,520          141       12,910       13,052     (606,692)      65,126      (17,312)
     Net realized gain (loss)                 (16,883)           -      540,793      320,050       84,440       92,020        3,868
     Change in unrealized appreciation        (19,209)           -     (491,713)    (316,285)   4,841,111       63,985      402,539
                                           -----------  -----------  -----------  -----------  -----------  -----------  -----------
       Net increase (decrease) from
         operations                            (8,572)         141       61,990       16,817    4,318,859      221,131      389,095
                                           -----------  -----------  -----------  -----------  -----------  -----------  -----------

Contract transactions:
   Cova payments                                    -            -            -            -            -            -            -
   Cova redemptions                                 -            -            -            -            -            -            -
   Payments received from contract
     owners                                         -            -            -            -      944,389      381,414      194,722
   Transfers between sub-accounts
     (including fixed account), net          (762,919)    (267,611)  (2,368,403)  (2,135,471)  46,839,738    3,039,279      525,525
   Transfers for contract benefits and
     terminations                                   -            -            -            -   (3,002,856)  (1,006,153)     (14,699)
                                           -----------  -----------  -----------  -----------  -----------  -----------  -----------
       Net increase (decrease) in net
         assets from contract
         transactions                        (762,919)    (267,611)  (2,368,403)  (2,135,471)  44,781,271    2,414,540      705,548
                                           -----------  -----------  -----------  -----------  -----------  -----------  -----------

       Net increase (decrease) in net
         assets                              (771,491)    (267,470)  (2,306,413)  (2,118,654)  49,100,130    2,635,671    1,094,643

Net assets at beginning of period             771,491      267,470    2,306,413    2,118,654            -    9,200,242      784,997
                                           -----------  -----------  -----------  -----------  -----------  -----------  -----------
Net assets at end of period              $          -            -            -            -   49,100,130   11,835,913    1,879,640
                                           ===========  ===========  ===========  ===========  ===========  ===========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1999




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

                                            Large                                  Small        Large
                                             Cap        Mid-Cap      Quality        Cap          Cap         Select    International
                                           Research      Value         Bond        Stock        Stock        Equity       Equity
                                          -----------  -----------  -----------  -----------  -----------  -----------  -----------
<S>                                     <C>             <C>          <C>         <C>          <C>          <C>          <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)    $    (15,348)     (14,903)     (21,163)     (96,662)    (378,826)    (233,433)    (101,424)
     Net realized gain (loss)                  5,023        8,245       53,895       93,813    1,368,526    1,996,371      266,171
     Change in unrealized appreciation       318,972       59,675     (245,367)   3,442,246    3,428,923     (112,938)   2,686,189
                                          -----------  -----------  -----------  -----------  -----------  -----------  -----------
       Net increase (decrease) from
         operations                          308,647       53,017     (212,635)   3,439,397    4,418,623    1,650,000    2,850,936
                                          -----------  -----------  -----------  -----------  -----------  -----------  -----------

Contract transactions:
   Cova payments                                   -            -            -            -            -            -            -
   Cova redemptions                                -            -            -            -            -            -            -
   Payments received from contract
     owners                                  267,991       87,258      531,392       82,315    1,374,292      724,675      196,744
   Transfers between sub-accounts
     (including fixed account), net          951,597      444,509    1,586,506      260,071    8,980,569    3,816,573    1,146,758
   Transfers for contract benefits and
     terminations                            (34,563)     (39,485)    (594,581)    (790,063)  (2,219,709)  (1,316,313)    (535,952)
                                          -----------  -----------  -----------  -----------  -----------  -----------  -----------
       Net increase (decrease) in net
         assets from contract
         transactions                      1,185,025      492,282    1,523,317     (447,677)   8,135,152    3,224,935      807,550
                                          -----------  -----------  -----------  -----------  -----------  -----------  -----------

       Net increase (decrease) in net
         assets                            1,493,672      545,299    1,310,682    2,991,720   12,553,775    4,874,935    3,658,486

Net assets at beginning of period            590,022      891,997    5,969,705    8,354,086   22,000,645   17,884,073   10,045,612
                                          -----------  -----------  -----------  -----------  -----------  -----------  -----------
Net assets at end of period             $  2,083,694    1,437,296    7,280,387   11,345,806   34,554,420   22,759,008   13,704,098
                                          ===========  ===========  ===========  ===========  ===========  ===========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1999




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

                                                       Growth        Multi-                                               Real
                                          Money          and         Style      Aggressive                   Core        Estate
                                          Market       Income        Equity       Equity       Non-US        Bond      Securities
                                         ----------  ------------  -----------  -----------  -----------  -----------  ------------
<S>                                      <C>          <C>             <C>           <C>         <C>          <C>           <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)    $  (23,466)      (11,533)     (12,727)      (3,012)       2,936       75,536         1,666
     Net realized gain (loss)               43,206     4,505,534      156,788        1,890       38,419       42,881             1
     Change in unrealized appreciation      41,929    (2,782,796)     144,413       40,836      257,725     (145,900)         (393)
                                         ----------  ------------  -----------  -----------  -----------  -----------  ------------
       Net increase (decrease) from
         operations                         61,669     1,711,205      288,474       39,714      299,080      (27,483)        1,274
                                         ----------  ------------  -----------  -----------  -----------  -----------  ------------

Contract transactions:
   Cova payments                                 -             -            -            -            -            -           100
   Cova redemptions                              -             -            -            -            -            -             -
   Payments received from contract
     owners                                455,426        60,200    1,215,160      190,633      485,053      661,201        25,949
   Transfers between sub-accounts
     (including fixed account), net        672,683   (38,834,205)   1,175,694      179,643      527,338    1,142,901        28,474
   Transfers for contract benefits and
     terminations                         (808,459)      (34,968)    (148,907)     (33,783)     (61,918)    (131,305)         (202)
                                         ----------  ------------  -----------  -----------  -----------  -----------  ------------
       Net increase (decrease) in net
         assets from contract
         transactions                      319,650   (38,808,973)   2,241,947      336,493      950,473    1,672,797        54,321
                                         ----------  ------------  -----------  -----------  -----------  -----------  ------------

       Net increase (decrease) in net
         assets                            381,319   (37,097,768)   2,530,421      376,207    1,249,553    1,645,314        55,595

Net assets at beginning of period        1,439,505    37,097,768      616,473       86,525      204,186      653,798             -
                                         ----------  ------------  -----------  -----------  -----------  -----------  ------------
Net assets at end of period             $1,820,824             -    3,146,894      462,732    1,453,739    2,299,112        55,595
                                         ==========  ============  ===========  ===========  ===========  ===========  ============


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1999



<TABLE>
<CAPTION>
                                                                                                                          Goldman
                                                             AIM                            Alliance           Liberty     Sachs
                                           --------------------------------------  ------------------------  -----------  ----------
                                                                                                              Newport
                                                                         V.I.                      Real        Tiger       Growth
                                                        V.I. Capital  International  Premier      Estate       Fund,        and
                                           V.I. Value   Appreciation    Equity       Growth     Investment    Variable     Income
                                           -----------  ------------  -----------  -----------  -----------  -----------  ----------
<S>                                       <C>             <C>            <C>        <C>            <C>           <C>        <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)      $    (8,907)       (3,830)        (925)     (23,399)       5,156         (148)        466
     Net realized gain (loss)                  40,142        20,438        9,644       48,259       (4,604)         106         359
     Change in unrealized appreciation        311,587       206,131      107,456      463,999      (13,176)      15,947       6,892
                                           -----------  ------------  -----------  -----------  -----------  -----------  ----------
       Net increase (decrease) from
         operations                           342,822       222,739      116,175      488,859      (12,624)      15,905       7,717
                                           -----------  ------------  -----------  -----------  -----------  -----------  ----------

Contract transactions:
   Cova payments                                    -             -            -            -            -            -           -
   Cova redemptions                              (135)         (117)           -            -            -            -           -
   Payments received from contract
     owners                                   646,993       272,306       53,431      417,182       16,568        2,495      13,612
   Transfers between sub-accounts
     (including fixed account), net         1,658,069       505,453       (4,431)     799,089       50,292            -     132,926
   Transfers for contract benefits and
     terminations                             (26,208)       (1,538)      (2,052)    (128,479)     (10,924)           -      (1,905)
                                           -----------  ------------  -----------  -----------  -----------  -----------  ----------
       Net increase (decrease) in net
         assets from contract
         transactions                       2,278,719       776,104       46,948    1,087,792       55,936        2,495     144,633
                                           -----------  ------------  -----------  -----------  -----------  -----------  ----------

       Net increase (decrease) in net
         assets                             2,621,541       998,843      163,123    1,576,651       43,312       18,400     152,350

Net assets at beginning of period              37,459        65,732      174,213      919,176      176,625       22,242     129,917
                                           -----------  ------------  -----------  -----------  -----------  -----------  ----------
Net assets at end of period               $ 2,659,000     1,064,575      337,336    2,495,827      219,937       40,642     282,267
                                           ===========  ============  ===========  ===========  ===========  ===========  ==========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1999




<TABLE>
<CAPTION>
                                                 Goldman Sachs                           Kemper                            MFS
                                         ------------------------  ---------------------------------------------------  -----------

                                                                     Kemper-
                                                                     Dreman        Small        Small
                                         International  Global     High Return      Cap          Cap       Government
                                           Equity       Income       Equity        Growth       Value      Securities      Bond
                                         -----------  -----------  ------------  -----------  -----------  -----------  -----------
<S>                                    <C>                <C>               <C>     <C>          <C>          <C>              <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)   $      1,418          628             -       (1,051)      (1,009)       1,697            2
     Net realized gain (loss)                26,083          166             1        1,110       (2,773)        (721)           -
     Change in unrealized appreciation       59,308       (1,589)          (13)      33,083       10,537         (130)          (4)
                                         -----------  -----------  ------------  -----------  -----------  -----------  -----------
       Net increase (decrease) from
         operations                          86,809         (795)          (12)      33,142        6,755          846           (2)
                                         -----------  -----------  ------------  -----------  -----------  -----------  -----------

Contract transactions:
   Cova payments                                  -            -             -            -            -            -            -
   Cova redemptions                               -            -             -            -            -         (106)           -
   Payments received from contract
     owners                                  24,746            -             -       17,391       46,547       44,475            -
   Transfers between sub-accounts
     (including fixed account), net         111,590        1,800             -       34,658       60,475      163,109            -
   Transfers for contract benefits and
     terminations                            (2,368)         (63)            -       (2,889)     (13,286)     (15,420)           -
                                         -----------  -----------  ------------  -----------  -----------  -----------  -----------
       Net increase (decrease) in net
         assets from contract
         transactions                       133,968        1,737             -       49,160       93,736      192,058            -
                                         -----------  -----------  ------------  -----------  -----------  -----------  -----------

       Net increase (decrease) in net
         assets                             220,777          942           (12)      82,302      100,491      192,904           (2)

Net assets at beginning of period           181,053       32,472           105       44,757      145,943       26,786          105
                                         -----------  -----------  ------------  -----------  -----------  -----------  -----------
Net assets at end of period            $    401,830       33,414            93      127,059      246,434      219,690          103
                                         ===========  ===========  ============  ===========  ===========  ===========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1999




<TABLE>
<CAPTION>
                                                                                  MFS                                  Oppenheimer
                                        -----------------------------------------------------------------------------  -----------
                                                                                   F&C
                                                       Growth                    Emerging
                                                        with       Emerging      Markets        High        Global      Capital
                                         Research      Income       Growth        Equity       Income     Governments  Appreciation
                                        -----------  -----------  ------------  -----------  -----------  -----------  -----------
<S>                                   <C>             <C>           <C>             <C>         <C>           <C>         <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)  $     (7,221)     (12,309)      (12,195)        (351)       6,138          222       (1,384)
     Net realized gain (loss)                7,353        8,684        15,552       (1,742)       1,396          (54)       4,824
     Change in unrealized appreciation     151,202       71,703       596,456       13,160          414         (431)      53,315
                                        -----------  -----------  ------------  -----------  -----------  -----------  -----------
       Net increase (decrease) from
         operations                        151,334       68,078       599,813       11,067        7,948         (263)      56,755
                                        -----------  -----------  ------------  -----------  -----------  -----------  -----------

Contract transactions:
   Cova payments                                 -            -             -            -            -            -            -
   Cova redemptions                              -            -             -            -            -            -         (135)
   Payments received from contract
     owners                                136,206       89,380        81,860        1,988       33,546            -      113,274
   Transfers between sub-accounts
     (including fixed account), net        358,371      537,395       187,443       (5,243)      53,871        8,902       42,735
   Transfers for contract benefits and
     terminations                          (36,613)     (42,012)      (57,128)        (727)      (1,378)      (1,969)      (1,012)
                                        -----------  -----------  ------------  -----------  -----------  -----------  -----------
       Net increase (decrease) in net
         assets from contract
         transactions                      457,964      584,763       212,175       (3,982)      86,039        6,933      154,862
                                        -----------  -----------  ------------  -----------  -----------  -----------  -----------

       Net increase (decrease) in net
         assets                            609,298      652,841       811,988        7,085       93,987        6,670      211,617

Net assets at beginning of period          316,584      782,358       631,883       27,865      129,014        4,100       61,670
                                        -----------  -----------  ------------  -----------  -----------  -----------  -----------
Net assets at end of period           $    925,882    1,435,199     1,443,871       34,950      223,001       10,770      273,287
                                        ===========  ===========  ============  ===========  ===========  ===========  ===========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1999




<TABLE>
<CAPTION>
                                                             Oppenheimer                                 Putnam
                                        --------------------------------------------------   -------------------------------------
                                        Main Street
                                          Growth                                             VT Growth
                                           and          High                    Strategic       and         VT New
                                          Income       Income        Bond          Bond        Income       Value       VT Vista
                                        -----------  -----------  ------------  -----------  -----------  -----------  -----------
<S>                                   <C>               <C>           <C>           <C>       <C>             <C>         <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)  $     (2,886)       5,896        14,801          909       (2,309)        (438)      20,361
     Net realized gain (loss)                7,512         (552)          322         (128)      79,730        1,820        3,690
     Change in unrealized appreciation      50,323       (1,438)      (28,165)         265      (94,639)      (1,091)      71,288
                                        -----------  -----------  ------------  -----------  -----------  -----------  -----------
       Net increase (decrease) from
         operations                         54,949        3,906       (13,042)       1,046      (17,218)         291       95,339
                                        -----------  -----------  ------------  -----------  -----------  -----------  -----------

Contract transactions:
   Cova payments                                 -            -             -            -            -            -            -
   Cova redemptions                              -            -             -            -            -            -            -
   Payments received from contract
     owners                                 76,794      107,415        57,943       14,538      133,519       10,334       22,606
   Transfers between sub-accounts
     (including fixed account), net        162,572       46,608       220,942       35,210      588,208       (4,129)     133,827
   Transfers for contract benefits and
     terminations                          (18,819)      (1,231)      (19,740)        (737)    (115,667)      (5,309)     (16,893)
                                        -----------  -----------  ------------  -----------  -----------  -----------  -----------
       Net increase (decrease) in net
         assets from contract
         transactions                      220,547      152,792       259,145       49,011      606,060          896      139,540
                                        -----------  -----------  ------------  -----------  -----------  -----------  -----------

       Net increase (decrease) in net
         assets                            275,496      156,698       246,103       50,057      588,842        1,187      234,879

Net assets at beginning of period          153,884      104,364       489,350       27,279      913,554       23,119       80,253
                                        -----------  -----------  ------------  -----------  -----------  -----------  -----------
Net assets at end of period           $    429,380      261,062       735,453       77,336    1,502,396       24,306      315,132
                                        ===========  ===========  ============  ===========  ===========  ===========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1999




<TABLE>
<CAPTION>
                                                   Putnam                                    Templeton
                                         -------------------------  ----------------------------------------------------------------
                                                          VT
                                             VT       International               Franklin
                                         International    New                     Small Cap                              Developing
                                           Growth     Opportunities    Bond      Investments     Stock      International Markets
                                         -----------  ------------  ------------ ------------  -----------  -----------  -----------
<S>                                     <C>               <C>             <C>        <C>          <C>          <C>          <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)    $   (13,050)       (1,491)          (41)      (1,131)        (704)      (1,461)        (508)
     Net realized gain (loss)                11,098         3,534             -       44,682         (197)       6,246        5,858
     Change in unrealized appreciation      515,817        91,568            (9)      33,706       14,590       62,767       33,553
                                         -----------  ------------  ------------ ------------  -----------  -----------  -----------
       Net increase (decrease) from
         operations                         513,865        93,611           (50)      77,257       13,689       67,552       38,903
                                         -----------  ------------  ------------ ------------  -----------  -----------  -----------

Contract transactions:
   Cova payments                                  -             -           100          100          100            -            -
   Cova redemptions                               -             -             -         (122)        (117)        (114)           -
   Payments received from contract
     owners                                 141,900         3,024         5,127        9,200       49,708      121,554       10,245
   Transfers between sub-accounts
     (including fixed account), net         229,893        48,759         2,539      231,115       52,225      318,945       53,093
   Transfers for contract benefits and
     terminations                           (30,601)         (665)            -     (189,520)         104       (1,334)      (3,225)
                                         -----------  ------------  ------------ ------------  -----------  -----------  -----------
       Net increase (decrease) in net
         assets from contract
         transactions                       341,192        51,118         7,766       50,773      102,020      439,051       60,113
                                         -----------  ------------  ------------ ------------  -----------  -----------  -----------

       Net increase (decrease) in net
         assets                             855,057       144,729         7,716      128,030      115,709      506,603       99,016

Net assets at beginning of period           663,486        54,626             -            -            -       60,631       53,149
                                         -----------  ------------  ------------ ------------  -----------  -----------  -----------
Net assets at end of period             $ 1,518,543       199,355         7,716      128,030      115,709      567,234      152,165
                                         ===========  ============  ============ ============  ===========  ===========  ===========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1999




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

                                           Mutual      Franklin                                VIP III      VIP III        VIP
                                           Shares       Growth        VIP         VIP II       Growth       Growth &     Equity-
                                         Investments  Investments    Growth     Contrafund   Opportunities   Income       Income
                                         -----------  -----------  -----------  -----------  ------------  -----------  -----------
<S>                                    <C>               <C>           <C>           <C>           <C>         <C>          <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)   $       (655)        (521)        (443)         (60)          (63)        (652)        (268)
     Net realized gain (loss)                  (164)          29          900           38            28          486          265
     Change in unrealized appreciation        1,570       24,948       13,973        1,207           418        4,028       (1,623)
                                         -----------  -----------  -----------  -----------  ------------  -----------  -----------
       Net increase (decrease) from
         operations                             751       24,456       14,430        1,185           383        3,862       (1,626)
                                         -----------  -----------  -----------  -----------  ------------  -----------  -----------

Contract transactions:
   Cova payments                                  -          100            -            -             -            -            -
   Cova redemptions                            (121)        (120)           -            -             -            -            -
   Payments received from contract
     owners                                       -            -       41,465        6,405         4,570       41,668        3,029
   Transfers between sub-accounts
     (including fixed account), net          88,846      132,874       22,366          922            35       20,802       28,683
   Transfers for contract benefits and
     terminations                               (10)        (545)          46            -            (1)          58           (1)
                                         -----------  -----------  -----------  -----------  ------------  -----------  -----------
       Net increase (decrease) in net
         assets from contract
         transactions                        88,715      132,309       63,877        7,327         4,604       62,528       31,711
                                         -----------  -----------  -----------  -----------  ------------  -----------  -----------

       Net increase (decrease) in net
         assets                              89,466      156,765       78,307        8,512         4,987       66,390       30,085

Net assets at beginning of period             9,105            -        6,623          975         1,345       25,524        8,239
                                         -----------  -----------  -----------  -----------  ------------  -----------  -----------
Net assets at end of period            $     98,571      156,765       84,930        9,487         6,332       91,914       38,324
                                         ===========  ===========  ===========  ===========  ============  ===========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1999




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

                                         VP Income                                               VIF          VIF
                                             &            VP           VP          Stock      Disciplined   Capital        VIF
                                           Growth     International   Value        Index        Stock      Appreciation  Dynamics
                                         -----------  -----------  ------------  -----------  -----------  -----------  -----------
<S>                                    <C>                   <C>         <C>            <C>          <C>          <C>       <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)   $         (6)           -            (3)           -            -            1           (9)
     Net realized gain (loss)                     -            -             -            -            1            -            -
     Change in unrealized appreciation          407           25           134            3            2            -        1,133
                                         -----------  -----------  ------------  -----------  -----------  -----------  -----------
       Net increase (decrease) from
         operations                             401           25           131            3            3            1        1,124
                                         -----------  -----------  ------------  -----------  -----------  -----------  -----------

Contract transactions:
   Cova payments                                100          100           100          100          100          100          100
   Cova redemptions                               -            -             -            -            -            -            -
   Payments received from contract
     owners                                  10,000            -         5,000            -            -            -       20,526
   Transfers between sub-accounts
     (including fixed account), net               -            -             -            -            -            -            -
   Transfers for contract benefits and
     terminations                                 -            -             -            -            -            -            -
                                         -----------  -----------  ------------  -----------  -----------  -----------  -----------
       Net increase (decrease) in net
         assets from contract
         transactions                        10,100          100         5,100          100          100          100       20,626
                                         -----------  -----------  ------------  -----------  -----------  -----------  -----------

       Net increase (decrease) in net
         assets                              10,501          125         5,231          103          103          101       21,750

Net assets at beginning of period                 -            -             -            -            -            -            -
                                         -----------  -----------  ------------  -----------  -----------  -----------  -----------
Net assets at end of period            $     10,501          125         5,231          103          103          101       21,750
                                         ===========  ===========  ============  ===========  ===========  ===========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1999




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

                                                         High          Low       StocksPLUS     Total
                                            High        Yield       Duration      Growth &      Return
                                           Yield         Bond         Bond         Income        Bond      International   Total
                                         -----------  -----------  ------------  -----------  -----------  -----------   -----------
<S>                                    <C>                   <C>           <C>          <C>       <C>           <C>     <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)   $          2            1             1            2           28           (3)   (1,379,316)
     Net realized gain (loss)                     -            -             -            5            -            -     9,944,477
     Change in unrealized appreciation          (14)           -            (1)          (4)         (33)         516    14,495,013
                                         -----------  -----------  ------------  -----------  -----------  -----------  ------------
       Net increase (decrease) from
         operations                             (12)           1             -            3           (5)         513    23,060,174
                                         -----------  -----------  ------------  -----------  -----------  -----------  ------------

Contract transactions:
   Cova payments                                100          100           100          100          100          100         1,800
   Cova redemptions                               -            -             -            -            -            -        (1,087)
   Payments received from contract
     owners                                  10,000            -             -            -       15,000        6,654    10,819,038
   Transfers between sub-accounts
     (including fixed account), net               -            -             -            -            -            -    34,060,088
   Transfers for contract benefits and
     terminations                                 -            -             -            -            -            -   (11,523,977)
                                         -----------  -----------  ------------  -----------  -----------  -----------  ------------
       Net increase (decrease) in net
         assets from contract
         transactions                        10,100          100           100          100       15,100        6,754    33,355,862
                                         -----------  -----------  ------------  -----------  -----------  -----------  ------------

       Net increase (decrease) in net
         assets                              10,088          101           100          103       15,095        7,267    56,416,036

Net assets at beginning of period                 -            -             -            -            -            -   127,869,227
                                         -----------  -----------  ------------  -----------  -----------  -----------  ------------
Net assets at end of period            $     10,088          101           100          103       15,095        7,267   184,285,263
                                         ===========  ===========  ============  ===========  ===========  ===========  ============


See accompanying notes to financial statements.

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1998




<TABLE>
<CAPTION>
                                                                                   Cova
                                          ----------------------------------------------------------------------------------------
                                                                                   VKAC
                                                                                  Growth                                  Large
                                           Quality       Money        Stock         and         Bond       Developing      Cap
                                            Income      Market        Index       Income      Debenture     Growth      Research
                                          ----------  -----------  -----------  -----------  -----------  -----------  -----------
<S>                                     <C>              <C>        <C>          <C>          <C>            <C>          <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)    $    31,278       11,868      (17,610)     (15,214)      92,644       (5,086)      (2,082)
     Net realized gain (loss)                 1,603            -      391,001      237,648       87,212       (1,333)          25
     Change in unrealized appreciation        4,531            -       98,370       64,902      110,064       57,229       52,098
                                          ----------  -----------  -----------  -----------  -----------  -----------  -----------
       Net increase (decrease) in
         net assets from operations          37,412       11,868      471,761      287,336      289,920       50,810       50,041
                                          ----------  -----------  -----------  -----------  -----------  -----------  -----------

Contract transactions:
   Cova payments                                  -            -            -            -            -            -            -
   Cova redemptions                               -            -            -            -            -            -            -
   Payments received from contract
     owners                                       -            -            -        1,000    1,051,661      334,325      237,270
   Transfers between sub-accounts
     (including fixed account), net          11,714     (111,191)     138,069      202,862    3,726,785      337,360      303,087
   Transfers for contract benefits and
     terminations                            (8,629)      (3,863)     (40,936)     (52,497)    (343,261)      (1,070)        (376)
                                          ----------  -----------  -----------  -----------  -----------  -----------  -----------
       Net increase (decrease) in net
         assets from contract
         transactions                         3,085     (115,054)      97,133      151,365    4,435,185      670,615      539,981
                                          ----------  -----------  -----------  -----------  -----------  -----------  -----------

       Net increase (decrease) in net
         assets                              40,497     (103,186)     568,894      438,701    4,725,105      721,425      590,022

Net assets at beginning of period           730,994      370,656    1,737,519    1,679,953    4,475,137       63,572            -
                                          ----------  -----------  -----------  -----------  -----------  -----------  -----------
Net assets at end of period             $   771,491      267,470    2,306,413    2,118,654    9,200,242      784,997      590,022
                                          ==========  ===========  ===========  ===========  ===========  ===========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1998




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

                                                                      Small        Large
                                           Mid-Cap      Quality        Cap          Cap       Select    International   Money
                                            Value        Bond         Stock        Stock      Equity       Equity       Market
                                         -----------  -----------  -----------  ----------- -----------  -----------  -----------
<S>                                    <C>             <C>          <C>         <C>         <C>          <C>           <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)   $     (5,560)      29,095      (95,891)    (176,715)   (152,047)      34,256       (6,981)
     Net realized gain (loss)                (4,501)      10,751      280,526      352,389     999,481       25,322       18,462
     Change in unrealized appreciation       11,980      212,005     (768,604)   4,086,693   1,878,770      827,333        8,306
                                         -----------  -----------  -----------  ----------- -----------  -----------  -----------
       Net increase (decrease) in
         net assets from operations           1,919      251,851     (583,969)   4,262,367   2,726,204      886,911       19,787
                                         -----------  -----------  -----------  ----------- -----------  -----------  -----------

Contract transactions:
   Cova payments                                  -            -            -            -           -            -            -
   Cova redemptions                               -            -            -            -           -            -            -
   Payments received from contract
     owners                                 593,364      828,237      664,035    1,433,747   1,284,829      470,560    1,894,032
   Transfers between sub-accounts
     (including fixed account), net         210,332    2,485,711    2,154,230    6,772,257   4,674,806    2,712,309     (358,103)
   Transfers for contract benefits and
     terminations                            (2,706)    (213,576)    (458,393)    (691,973)   (646,951)    (375,560)    (266,514)
                                         -----------  -----------  -----------  ----------- -----------  -----------  -----------
       Net increase (decrease) in net
         assets from contract
         transactions                       800,990    3,100,372    2,359,872    7,514,031   5,312,684    2,807,309    1,269,415
                                         -----------  -----------  -----------  ----------- -----------  -----------  -----------

       Net increase (decrease) in net
         assets                             802,909    3,352,223    1,775,903   11,776,398   8,038,888    3,694,220    1,289,202

Net assets at beginning of period            89,088    2,617,482    6,578,183   10,224,247   9,845,185    6,351,392      150,303
                                         -----------  -----------  -----------  ----------- -----------  -----------  -----------
Net assets at end of period            $    891,997    5,969,705    8,354,086   22,000,645  17,884,073   10,045,612    1,439,505
                                         ===========  ===========  ===========  =========== ===========  ===========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1998




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

                                           Growth       Multi-
                                             and         Style      Aggressive                 Core                    V.I. Capital
                                           Income       Equity       Equity       Non-US       Bond       V.I. Value   Appreciation
                                         -----------  -----------  -----------  ----------- -----------  -----------  -----------
<S>                                    <C>               <C>           <C>         <C>         <C>           <C>          <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)   $    110,598       (2,142)        (365)        (884)      1,981          (29)        (179)
     Net realized gain (loss)             1,847,461          202          (45)         (78)          2          (47)       1,256
     Change in unrealized appreciation    1,268,706       37,385       (1,753)       1,844       3,543        1,376        5,386
                                         -----------  -----------  -----------  ----------- -----------  -----------  -----------
       Net increase (decrease) in
         net assets from operations       3,226,765       35,445       (2,163)         882       5,526        1,300        6,463
                                         -----------  -----------  -----------  ----------- -----------  -----------  -----------

Contract transactions:
   Cova payments                                  -          100          100          100         100          100          100
   Cova redemptions                               -         (127)         (95)         (93)       (103)           -            -
   Payments received from contract
     owners                               2,282,528      550,062       80,621      187,582     578,539       33,651       57,937
   Transfers between sub-accounts
     (including fixed account), net       8,659,268       31,554        8,298       15,688      70,898        2,043        1,227
   Transfers for contract benefits and
     terminations                        (1,472,455)        (561)        (236)          27      (1,162)         365            5
                                         -----------  -----------  -----------  ----------- -----------  -----------  -----------
       Net increase (decrease) in net
         assets from contract
         transactions                     9,469,341      581,028       88,688      203,304     648,272       36,159       59,269
                                         -----------  -----------  -----------  ----------- -----------  -----------  -----------

       Net increase (decrease) in net
         assets                          12,696,106      616,473       86,525      204,186     653,798       37,459       65,732

Net assets at beginning of period        24,401,662            -            -            -           -            -            -
                                         -----------  -----------  -----------  ----------- -----------  -----------  -----------
Net assets at end of period            $ 37,097,768      616,473       86,525      204,186     653,798       37,459       65,732
                                         ===========  ===========  ===========  =========== ===========  ===========  ===========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1998




<TABLE>
<CAPTION>
                                            AIM              Alliance            Liberty              Goldman Sachs
                                        -----------  ------------------------  ----------- -------------------------------------
                                                                                 Newport
                                           V.I.                      Real         Tiger      Growth
                                         International Premier      Estate        Fund,        and     International   Global
                                          Equity       Growth      Investment   Variable     Income       Equity       Income
                                        -----------  -----------  -----------  ----------- -----------  -----------  -----------
<S>                                   <C>               <C>          <C>           <C>        <C>          <C>           <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)  $        187       (4,379)        (540)         355         125       (1,051)       1,029
     Net realized gain (loss)               (5,943)      (6,634)      (2,767)           4      (4,119)       1,202          330
     Change in unrealized appreciation      (6,224)     118,514      (17,191)       2,743     (11,213)       2,720         (187)
                                        -----------  -----------  -----------  ----------- -----------  -----------  -----------
       Net increase (decrease) in
         net assets from operations        (11,980)     107,501      (20,498)       3,102     (15,207)       2,871        1,172
                                        -----------  -----------  -----------  ----------- -----------  -----------  -----------

Contract transactions:
   Cova payments                               100          100          100          100         100          100          100
   Cova redemptions                           (100)        (138)         (81)           -         (97)         (86)           -
   Payments received from contract
     owners                                184,408      794,977      178,563       19,040     128,899      154,193       31,200
   Transfers between sub-accounts
     (including fixed account), net          3,073       20,139       19,454            -      16,047       23,975            -
   Transfers for contract benefits and
     terminations                           (1,288)      (3,403)        (913)           -         175            -            -
                                        -----------  -----------  -----------  ----------- -----------  -----------  -----------
       Net increase (decrease) in net
         assets from contract
         transactions                      186,193      811,675      197,123       19,140     145,124      178,182       31,300
                                        -----------  -----------  -----------  ----------- -----------  -----------  -----------

       Net increase (decrease) in net
         assets                            174,213      919,176      176,625       22,242     129,917      181,053       32,472

Net assets at beginning of period                -            -            -            -           -            -            -
                                        -----------  -----------  -----------  ----------- -----------  -----------  -----------
Net assets at end of period           $    174,213      919,176      176,625       22,242     129,917      181,053       32,472
                                        ===========  ===========  ===========  =========== ===========  ===========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1998




<TABLE>
<CAPTION>
                                                                Kemper                                       MFS
                                           -------------------------------------------------  -------------------------------------
                                             Kemper-
                                             Dreman        Small        Small                                             Growth
                                            High Return     Cap          Cap       Government                              with
                                             Equity       Growth        Value      Securities    Bond       Research      Income
                                           -----------  -----------  -----------  ----------  -----------  -----------  -----------
<S>                                      <C>                <C>         <C>          <C>             <C>      <C>          <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)     $          -         (265)        (889)        (42)           -       (1,500)      (4,815)
     Net realized gain (loss)                       -          191       (6,422)          -            -          145       (4,972)
     Change in unrealized appreciation              5        3,989      (13,980)        206            5       24,572       54,989
                                           -----------  -----------  -----------  ----------  -----------  -----------  -----------
       Net increase (decrease) in
         net assets from operations                 5        3,915      (21,291)        164            5       23,217       45,202
                                           -----------  -----------  -----------  ----------  -----------  -----------  -----------

Contract transactions:
   Cova payments                                  100          100          100         100          100          100          100
   Cova redemptions                                 -         (108)         (78)          -            -         (123)        (120)
   Payments received from contract
     owners                                         -       35,374      184,026      23,032            -      252,002      692,249
   Transfers between sub-accounts
     (including fixed account), net                 -        5,487      (15,831)      3,490            -       42,134       48,220
   Transfers for contract benefits and
     terminations                                   -          (11)        (983)          -            -         (746)      (3,293)
                                           -----------  -----------  -----------  ----------  -----------  -----------  -----------
       Net increase (decrease) in net
         assets from contract
         transactions                             100       40,842      167,234      26,622          100      293,367      737,156
                                           -----------  -----------  -----------  ----------  -----------  -----------  -----------

       Net increase (decrease) in net
         assets                                   105       44,757      145,943      26,786          105      316,584      782,358

Net assets at beginning of period                   -            -            -           -            -            -            -
                                           -----------  -----------  -----------  ----------  -----------  -----------  -----------
Net assets at end of period              $        105       44,757      145,943      26,786          105      316,584      782,358
                                           ===========  ===========  ===========  ==========  ===========  ===========  ===========

</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1998




<TABLE>
<CAPTION>
                                                                MFS                                    Oppenheimer
                                         -------------------------------------------------  ---------------------------------------
                                                        F&C                                                Main Street
                                                     Emerging                                                Growth
                                         Emerging     Markets       High         Global       Capital         and          High
                                          Growth      Equity       Income      Governments   Appreciation    Income       Income
                                         ---------  -----------  -----------  ------------  ------------  ------------  -----------
<S>                                     <C>             <C>         <C>             <C>          <C>          <C>          <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)    $  (3,541)         124         (541)           (8)         (286)         (748)        (559)
     Net realized gain (loss)              (2,706)     (10,435)      (1,086)            1         1,028          (157)        (139)
     Change in unrealized appreciation     87,574       (7,685)      (2,625)          189         9,357          (771)      (2,071)
                                         ---------  -----------  -----------  ------------  ------------  ------------  -----------
       Net increase (decrease) in
         net assets from operations        81,327      (17,996)      (4,252)          182        10,099        (1,676)      (2,769)
                                         ---------  -----------  -----------  ------------  ------------  ------------  -----------

Contract transactions:
   Cova payments                              100          100          100           100           100           100          100
   Cova redemptions                          (126)         (65)         (93)            -             -           (89)         (93)
   Payments received from contract
     owners                               527,982       71,508      125,820         3,193        42,486       144,121       93,367
   Transfers between sub-accounts
     (including fixed account), net        24,659      (25,211)       8,401           625         9,440        11,637       14,033
   Transfers for contract benefits and
     terminations                          (2,059)        (471)        (962)            -          (455)         (209)        (274)
                                         ---------  -----------  -----------  ------------  ------------  ------------  -----------
       Net increase (decrease) in net
         assets from contract
         transactions                     550,556       45,861      133,266         3,918        51,571       155,560      107,133
                                         ---------  -----------  -----------  ------------  ------------  ------------  -----------

       Net increase (decrease) in net
         assets                           631,883       27,865      129,014         4,100        61,670       153,884      104,364

Net assets at beginning of period               -            -            -             -             -             -            -
                                         ---------  -----------  -----------  ------------  ------------  ------------  -----------
Net assets at end of period             $ 631,883       27,865      129,014         4,100        61,670       153,884      104,364
                                         =========  ===========  ===========  ============  ============  ============  ===========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1998




<TABLE>
<CAPTION>
                                               Oppenheimer                               Putnam
                                          -------------------  ------------------------------------------------------------------
                                                                                                                        VT
                                                                VT Growth                                 VT        International
                                                    Strategic     and         VT New                 International      New
                                            Bond      Bond       Income        Value      VT Vista      Growth      Opportunities
                                          --------  ---------  -----------  -----------  ----------- ------------  -------------
<S>                                     <C>           <C>         <C>           <C>          <C>         <C>             <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)    $  (2,628)      (166)      (5,191)         101         (436)      (1,984)          (266)
     Net realized gain (loss)                 238         (4)      (4,815)          79          (12)      (8,326)           (27)
     Change in unrealized appreciation     12,503       (129)      44,649          860        7,815       (2,297)           299
                                          --------  ---------  -----------  -----------  ----------- ------------  -------------
       Net increase (decrease) in
         net assets from operations        10,113       (299)      34,643        1,040        7,367      (12,607)             6
                                          --------  ---------  -----------  -----------  ----------- ------------  -------------

Contract transactions:
   Cova payments                              100        100          100          100          100          100            100
   Cova redemptions                          (105)         -         (113)           -         (109)        (127)          (109)
   Payments received from contract
     owners                               407,896     22,655      787,874        4,669       46,531      674,756         50,740
   Transfers between sub-accounts
     (including fixed account), net        73,891      4,823       94,763       17,311       26,352        5,031          3,797
   Transfers for contract benefits and
     terminations                          (2,545)         -       (3,713)          (1)          12       (3,667)            92
                                          --------  ---------  -----------  -----------  ----------- ------------  -------------
       Net increase (decrease) in net
         assets from contract
         transactions                     479,237     27,578      878,911       22,079       72,886      676,093         54,620
                                          --------  ---------  -----------  -----------  ----------- ------------  -------------

       Net increase (decrease) in net
         assets                           489,350     27,279      913,554       23,119       80,253      663,486         54,626

Net assets at beginning of period               -          -            -            -            -            -              -
                                          --------  ---------  -----------  -----------  ----------- ------------  -------------
Net assets at end of period             $ 489,350     27,279      913,554       23,119       80,253      663,486         54,626
                                          ========  =========  ===========  ===========  =========== ============  =============


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1998




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

                                                                      Mutual                               VIP III       VIP III
                                                        Developing    Shares       VIP       VIP II        Growth       Growth &
                                          International  Markets     Investments  Growth    Contrafund   Opportunities   Income
                                         ------------  -----------  -----------  --------  -----------  -------------  -----------
<S>                                    <C>                 <C>           <C>       <C>            <C>          <C>         <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)   $        (139)         (93)          (3)      (17)          (1)             -          (58)
     Net realized gain (loss)                      9            8            -         -            -              -            -
     Change in unrealized appreciation         4,711        3,570          263     1,118           99             19        3,784
                                         ------------  -----------  -----------  --------  -----------  -------------  -----------
       Net increase (decrease) in
         net assets from operations            4,581        3,485          260     1,101           98             19        3,726
                                         ------------  -----------  -----------  --------  -----------  -------------  -----------

Contract transactions:
   Cova payments                                 100          100          100       100          100            100          100
   Cova redemptions                                -         (133)           -         -            -              -            -
   Payments received from contract
     owners                                   54,930       25,540        8,079       990          777              -        3,746
   Transfers between sub-accounts
     (including fixed account), net            1,153       24,157          666     4,427            -          1,226       17,428
   Transfers for contract benefits and
     terminations                               (133)           -            -         5            -              -          524
                                         ------------  -----------  -----------  --------  -----------  -------------  -----------
       Net increase (decrease) in net
         assets from contract
         transactions                         56,050       49,664        8,845     5,522          877          1,326       21,798
                                         ------------  -----------  -----------  --------  -----------  -------------  -----------

       Net increase (decrease) in net
         assets                               60,631       53,149        9,105     6,623          975          1,345       25,524

Net assets at beginning of period                  -            -            -         -            -              -            -
                                         ------------  -----------  -----------  --------  -----------  -------------  -----------
Net assets at end of period            $      60,631       53,149        9,105     6,623          975          1,345       25,524
                                         ============  ===========  ===========  ========  ===========  =============  ===========


</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Statement of Changes in Net Assets
Year ended December 31, 1998




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

                                                         VIP
                                                       Equity-
                                                        Income               Total
                                                  ------------------   ------------------
<S>                                             <C>                          <C>
Increase (decrease) in net assets from
    operations:
      Net investment income (expense)           $               (12)            (197,302)
      Net realized gain (loss)                                    -            4,192,008
      Change in unrealized appreciation                         635            8,280,979
                                                  ------------------   ------------------
         Net increase (decrease) in
           net assets from operations                           623           12,275,685
                                                  ------------------   ------------------

Contract transactions:
    Cova payments                                               100                4,200
    Cova redemptions                                              -               (2,511)
    Payments received from contract
      owners                                                  2,968           18,342,571
    Transfers between sub-accounts
      (including fixed account), net                          4,427           32,538,428
    Transfers for contract benefits and
      terminations                                              121           (4,604,519)
                                                  ------------------   ------------------
         Net increase (decrease) in net
           assets from contract
           transactions                                       7,616           46,278,169
                                                  ------------------   ------------------

         Net increase (decrease) in net
           assets                                             8,239           58,553,854

Net assets at beginning of period                                 -           69,315,373
                                                  ------------------   ------------------
Net assets at end of period                     $             8,239          127,869,227
                                                  ==================   ==================


See accompanying notes to financial statements.

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


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

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

<S>                                                                             <C>
            Cova Series Trust (Cova)                                            10 portfolios
            General American Capital Company (GACC)                              1 portfolio
            Lord Abbett Series Fund, Inc. (Lord Abbett)                          1 portfolio
            Russell Insurance Funds (Russell)                                    5 portfolios
            AIM Variable Insurance Funds, Inc. (AIM)                             3 portfolios
            Alliance Variable Products Series Fund, Inc. (Alliance)              2 portfolios
            Liberty Variable Investment Trust (Liberty)                          1 portfolio
            Goldman Sachs Variable Insurance Trust (Goldman Sachs)               3 portfolios
            Kemper Variable Series (Kemper)                                      4 portfolios
            MFS Variable Insurance Trust (MFS)                                   7 portfolios
            Oppenheimer Variable Account Funds (Oppenheimer)                     5 portfolios
            Putnam Variable Trust (Putnam)                                       5 portfolios
            Templeton Variable Products Series Fund (Templeton)                  7 portfolios
            Variable Insurance Products Fund, Fund II and Fund III (Fidelity)    5 portfolios
            American Century Variable Portfolios, Inc. (American Century)        3 portfolios
            Dreyfus Stock Index Fund (Dreyfus)                                   1 portfolio
            Dreyfus Variable Investment Fund (Dreyfus)                           2 portfolios
            INVESCO Variable Investment Funds, Inc.                              2 portfolios
            PIMCO Variable Insurance Trust                                       4 portfolios
            Scudder Variable Life Investment Fund                                1 portfolio
</TABLE>

       The following sub-accounts commenced operations in 1999:

            Cova Lord Abbett Growth and Income                January 8, 1999
            Russell Real Estate Securities                       July 1, 1999
            Templeton Bond                                      March 1, 1999
            Franklin Small Cap Investments                      March 1, 1999
            Templeton Stock                                     March 2, 1999
            Franklin Growth Investments                         March 1, 1999
            American Century VP Income & Growth             November 19, 1999
            American Century VP International               November 19, 1999
            American Century VP Value                       November 19, 1999
            Dreyfus Stock Index                             November 19, 1999
            Dreyfus VIF Disciplined Stock                   November 19, 1999
            Dreyfus VIF Capital Appreciation                November 19, 1999
            INVESCO Dynamics                                November 19, 1999
            INVESCO High Yield                              November 19, 1999
            PIMCO High Yield Bond                           November 19, 1999
            PIMCO Low Duration Bond                         November 19, 1999
            PIMCO StocksPLUS Growth & Income                November 19, 1999
            PIMCO Total Return Bond                         November 19, 1999
            Scudder International                           November 19, 1999

       The following sub-accounts ceased operations in 1999:

            Lord Abbett Growth and Income                     January 8, 1999
            Cova Quality Income                               January 8, 1999
            Cova Money Market                                 January 8, 1999
            Cova Stock Index                                  January 8, 1999
            Cova VKAC Growth and Income                       January 8, 1999
            Cova Small Cap Equity                             October 8, 1999

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



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

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

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


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

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

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


(3)    SEPARATE ACCOUNT EXPENSES
       CFLIC deducts a daily charge from the net assets of each Separate Account
       sub-account equivalent to an annual rate of 1.25% for the assumption of
       mortality and expense risks and 0.15% for administrative expenses. The
       mortality risks assumed by CFLIC arise from its contractual obligation to
       make annuity payments after the annuity date for the life of the
       annuitant and to waive the withdrawal fee in the event of the death of
       the contract owner. The administrative fees cover the cost of
       establishing and maintaining the variable annuity contracts and the
       Separate Account.


(4)    CONTRACT FEES
       There are no deductions made from purchase payments for sales fees at the
       time a variable annuity contract is purchased. However, if all or a
       portion of the contract value is withdrawn, a withdrawal fee may be
       assessed and deducted from the contract value or payment to the contract
       owner. The withdrawal fee is imposed on withdrawals of contract values
       attributable to purchase payments within five years after receipt and is
       equal to 5% of the purchase payment withdrawn. After the first contract
       anniversary, provided the contract value exceeds $5,000, the contract
       owner may make one withdrawal each contract year of up to 10% of the
       aggregate purchase payments (on deposit for more than one year) without
       incurring a surrender fee. During the year ended December 31, 1999,
       surrender fees of $252,000 were deducted from the Separate Account.

       An annual contract maintenance fee of $30 is imposed on all variable
       annuity contracts with contract values less than $50,000 on their
       anniversary. This fee covers the cost of contract administration for the
       previous year and is prorated between the Separate Account sub- accounts
       and the fixed rate account to which the contract value is allocated.
       Subject to certain restrictions, the contract owner may transfer all or a
       part of the accumulated value of the contract among the available
       sub-accounts and the fixed rate account. If more than 12 transfers have
       been made in the contract year, a transfer fee of $25 per transfer or, if
       less, 2% of the amount transferred, may be deducted from the contract
       value. Transfers made in a dollar cost averaging program are not subject
       to the transfer fee.

       During the year ended December 31, 1999, contract maintenance and
       transfer fees of $37,000 were deducted from the Separate Account.

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

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


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


<S>                                                  <C>                <C>                                         <C>
       Cova Lord Abbett Growth and Income            $ 44,259,019       Oppenheimer Capital Appreciation               $ 210,635
       Cova Bond Debenture                             11,498,529       Oppenheimer Main Street Growth & Income          379,861
       Cova Developing Growth                           1,419,468       Oppenheimer High Income                          264,591
       Cova Large Cap Research                          1,712,624       Oppenheimer Bond                                 751,172
       Cova Mid-Cap Value                               1,363,105       Oppenheimer Strategic Bond                        77,206
       Cova Quality Bond                                7,271,632       Putnam VT Growth and Income                    1,552,501
       Cova Small Cap Stock                             7,906,392       Putnam VT New Value                               24,539
       Cova Large Cap Stock                            26,407,936       Putnam VT Vista                                  236,052
       Cova Select Equity                              19,708,203       Putnam VT International Growth                 1,005,138
       Cova International Equity                       10,098,921       Putnam VT International New Opportunities        107,503
       GACC Money Market                                1,770,289       Templeton Bond                                     7,726
       Russell Multi-Style Equity                       2,965,336       Franklin Small Cap Investments                    94,333
       Russell Aggressive Equity                          423,684       Templeton Stock                                  101,128
       Russell Non-US                                   1,194,281       Templeton International                          499,799
       Russell Core Bond                                2,441,645       Templeton Developing Markets                     115,054
       Russell Real Estate Securities                      55,992       Templeton Mutual Shares Investments               96,745
       AIM V.I. Value                                   2,346,239       Franklin Growth Investments                      131,829
       AIM V.I. Capital Appreciation                      853,139       Fidelity VIP Growth                               69,845
       AIM V.I. International Equity                      236,130       Fidelity VIP II Contrafund                         8,182
       Alliance Premier Growth                          1,913,504       Fidelity VIP III Growth Opportunities              5,895
       Alliance Real Estate Investment                    250,321       Fidelity VIP III Growth & Income                  84,109
       Liberty Newport Tiger Fund, Variable                21,955       Fidelity VIP Equity-Income                        39,315
       Goldman Sachs Growth and Income                    286,610       American Century VP Income & Growth               10,100
       Goldman Sachs International Equity                 339,833       American Century VP International                    100
       Goldman Sachs Global Income                         35,193       American Century VP Value                          5,100
       Kemper-Dreman High Return Equity                       101       Dreyfus Stock Index                                  100
       Kemper Small Cap Growth                             89,997       Dreyfus VIF Disciplined Stock                        101
       Kemper Small Cap Value                             249,896       Dreyfus VIF Capital Appreciation                     101
       Kemper Government Securities                       219,631       INVESCO VIF Dynamics                              20,626
       MFS Bond                                               102       INVESCO VIF High Yield                            10,107
       MFS Research                                       750,178       PIMCO High Yield Bond                                101
       MFS Growth with Income                           1,308,616       PIMCO Low Duration Bond                              101
       MFS Emerging Growth                                759,950       PIMCO StocksPLUS Growth & Income                     107
       MFS/Foreign & Colonial Emerging Markets Equity      29,478       PIMCO Total Return Bond                           15,136
       MFS High Income                                    225,229       Scudder International                              6,754
                                                                                                                   --------------
       MFS Global Governments                              11,013                                                  $ 156,355,863
                                                                                                                   ==============

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

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

                                                        Commenced                        Accumulation Unit Value
                                                                         --------------------------------------------------------
                                                       Operations        12/31/1999     12/31/1998    12/31/1997     12/31/1996
                                                       ------------      ------------   ------------  ------------   ------------
<S>                                                     <C>            <C>                <C>           <C>            <C>
       Cova Lord Abbett Growth and Income                 1/8/1999     $   39.456973              -             -              -
       Cova Bond Debenture                               5/20/1996         13.765395      13.496510     12.881799      11.294929
       Cova Developing Growth                            11/7/1997         14.452893      11.067868     10.527555              -
       Cova Large Cap Research                           2/17/1998         14.635794      11.825638             -              -
       Cova Mid-Cap Value                                11/7/1997         10.875543      10.437956     10.467957              -
       Cova Quality Bond                                 5/20/1996         11.567172      11.914509     11.155144      10.368767
       Cova Small Cap Stock                              5/15/1996         17.932499      12.582885     13.491493      11.308427
       Cova Large Cap Stock                              5/16/1996         22.548971      19.428505     14.889464      11.334982
       Cova Select Equity                                5/15/1996         18.384684      16.987203     14.053503      10.838053
       Cova International Equity                         5/14/1996         16.333932      12.889314     11.462436      10.967004
       GACC Money Market                                 12/4/1997         11.525403      11.109949     10.667017              -
       Russell Multi-Style Equity                       12/31/1997         14.719616      12.740123     10.000000              -
       Russell Aggressive Equity                        12/31/1997         10.461908      10.001283     10.000000              -
       Russell Non-US                                   12/31/1997         14.706241      11.182808     10.000000              -
       Russell Core Bond                                12/31/1997         10.419502      10.631124     10.000000              -
       Russell Real Estate Securities                     7/1/1999          9.395293              -             -              -
       AIM V.I. Value                                   12/31/1997         16.748633      13.075597     10.000000              -
       AIM V.I. Capital Appreciation                    12/31/1997         16.827440      11.800084     10.000000              -
       AIM V.I. International Equity                    12/31/1997         17.458837      11.418467     10.000000              -
       Alliance Premier Growth                          12/31/1997         19.075994      14.620511     10.000000              -
       Alliance Real Estate Investment                  12/31/1997          7.486033       8.000583     10.000000              -
       Liberty Newport Tiger Fund, Variable             12/31/1997         15.397535       9.278784     10.000000              -
       Goldman Sachs Growth and Income                   3/31/1998         10.302541       9.911702             -              -
       Goldman Sachs International Equity                3/31/1998         14.844433      11.416783             -              -
       Goldman Sachs Global Income                       3/31/1998         10.556976      10.815310             -              -
       Kemper-Dreman High Return Equity                  5/15/1998          9.270000      10.489000             -              -
       Kemper Small Cap Growth                          12/31/1997         15.505196      11.687795     10.000000              -
       Kemper Small Cap Value                           12/31/1997          8.886027       8.770360     10.000000              -
       Kemper Government Securities                     12/31/1997         10.558404      10.634608     10.000000              -
       MFS Bond                                          5/15/1998         10.288000      10.509000             -              -
       MFS Research                                     12/31/1997         14.897867      12.179142     10.000000              -
       MFS Growth with Income                           12/31/1997         12.703932      12.075079     10.000000              -
       MFS Emerging Growth                              12/31/1997         23.079105      13.244101     10.000000              -
       MFS/Foreign & Colonial Emerging Markets Equity   12/31/1997          8.967637       6.581757     10.000000              -
       MFS High Income                                  12/31/1997         10.352934       9.863111     10.000000              -
       MFS Global Governments                           12/31/1997         10.252619      10.663503     10.000000              -
       Oppenheimer Capital Appreciation                 12/31/1997         17.103249      12.244057     10.000000              -
       Oppenheimer Main Street Growth & Income          12/31/1997         12.409773      10.340279     10.000000              -
       Oppenheimer High Income                          12/31/1997         10.189165       9.907918     10.000000              -
       Oppenheimer Bond                                 12/31/1997         10.246949      10.551643     10.000000              -
       Oppenheimer Strategic Bond                       12/31/1997         10.306821      10.164797     10.000000              -
       Putnam VT Growth and Income                      12/31/1997         11.422706      11.403244     10.000000              -
       Putnam VT New Value                              12/31/1997         10.379438      10.498075     10.000000              -
       Putnam VT Vista                                  12/31/1997         17.797452      11.804097     10.000000              -
       Putnam VT International Growth                   12/31/1997         18.522808      11.729428     10.000000              -
       Putnam VT International New Opportunities        12/31/1997         22.858952      11.420772     10.000000              -
       Templeton Bond                                     3/1/1999          9.702219              -             -              -
       Franklin Small Cap Investments                     3/1/1999         17.718917              -             -              -
       Templeton Stock                                    3/2/1999         13.322067              -             -              -
       Templeton International                           9/21/1998         11.157985       9.149729             -              -
       Templeton Developing Markets                      9/21/1998         11.479237       7.557531             -              -
       Templeton Mutual Shares Investments               9/21/1998         10.433275       9.646506             -              -
       Franklin Growth Investments                        3/1/1999         14.687812              -             -              -
       Fidelity VIP Growth                               2/17/1998         17.780613      13.115493             -              -
       Fidelity VIP II Contrafund                        2/17/1998         15.235791      12.429344             -              -
       Fidelity VIP III Growth Opportunities             2/17/1998         12.142823      11.814000             -              -
       Fidelity VIP III Growth & Income                  2/17/1998         13.198268      12.259160             -              -
       Fidelity VIP Equity-Income                        2/17/1998         11.196008      10.674283             -              -
       American Century VP Income & Growth              11/19/1999         10.324878              -             -              -
       American Century VP International                11/19/1999         12.517000              -             -              -
       American Century VP Value                        11/19/1999          9.586953              -             -              -
       Dreyfus Stock Index                              11/19/1999         10.336000              -             -              -
       Dreyfus VIF Disciplined Stock                    11/19/1999         10.306000              -             -              -
       Dreyfus VIF Capital Appreciation                 11/19/1999         10.128000              -             -              -
       INVESCO VIF Dynamics                             11/19/1999         11.148744              -             -              -
       INVESCO VIF High Yield                           11/19/1999         10.122749              -             -              -
       PIMCO High Yield Bond                            11/19/1999         10.078000              -             -              -
       PIMCO Low Duration Bond                          11/19/1999          9.969000              -             -              -
       PIMCO StocksPLUS Growth & Income                 11/19/1999         10.311000              -             -              -
       PIMCO Total Return Bond                          11/19/1999          9.898482              -             -              -
       Scudder International                            11/19/1999         11.637458              -             -              -
</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Notes to Financial Statements
December 31, 1999 and 1998

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

                                                        Commenced                       Net Assets (in thousands)
                                                                         --------------------------------------------------------
                                                       Operations        12/31/1999     12/31/1998    12/31/1997     12/31/1996
                                                       ------------      ------------   ------------  ------------   ------------
<S>                                                     <C>            <C>                  <C>           <C>             <C>
       Cova Lord Abbett Growth and Income                 1/8/1999     $      49,100              -             -              -
       Cova Bond Debenture                               5/20/1996            11,836          9,200         4,475            447
       Cova Developing Growth                            11/7/1997             1,880            785            64              -
       Cova Large Cap Research                           2/17/1998             2,084            590             -              -
       Cova Mid-Cap Value                                11/7/1997             1,437            892            89              -
       Cova Quality Bond                                 5/20/1996             7,280          5,970         2,617            669
       Cova Small Cap Stock                              5/15/1996            11,346          8,354         6,578          1,279
       Cova Large Cap Stock                              5/16/1996            34,554         22,001        10,224          1,431
       Cova Select Equity                                5/15/1996            22,759         17,884         9,845          2,011
       Cova International Equity                         5/14/1996            13,704         10,046         6,351          1,360
       GACC Money Market                                 12/4/1997             1,821          1,440           150              -
       Russell Multi-Style Equity                       12/31/1997             3,147            616             -              -
       Russell Aggressive Equity                        12/31/1997               463             87             -              -
       Russell Non-US                                   12/31/1997             1,454            204             -              -
       Russell Core Bond                                12/31/1997             2,299            654             -              -
       Russell Real Estate Securities                     7/1/1999                56              -             -              -
       AIM V.I. Value                                   12/31/1997             2,659             37             -              -
       AIM V.I. Capital Appreciation                    12/31/1997             1,065             66             -              -
       AIM V.I. International Equity                    12/31/1997               337            174             -              -
       Alliance Premier Growth                          12/31/1997             2,496            919             -              -
       Alliance Real Estate Investment                  12/31/1997               220            177             -              -
       Liberty Newport Tiger Fund, Variable             12/31/1997                41             22             -              -
       Goldman Sachs Growth and Income                   3/31/1998               282            130             -              -
       Goldman Sachs International Equity                3/31/1998               402            181             -              -
       Goldman Sachs Global Income                       3/31/1998                33             32             -              -
       Kemper-Dreman High Return Equity                  5/15/1998                 -              -             -              -
       Kemper Small Cap Growth                          12/31/1997               127             45             -              -
       Kemper Small Cap Value                           12/31/1997               246            146             -              -
       Kemper Government Securities                     12/31/1997               220             27             -              -
       MFS Bond                                          5/15/1998                 -              -             -              -
       MFS Research                                     12/31/1997               926            317             -              -
       MFS Growth with Income                           12/31/1997             1,435            782             -              -
       MFS Emerging Growth                              12/31/1997             1,444            632             -              -
       MFS/Foreign & Colonial Emerging Markets Equity   12/31/1997                35             28             -              -
       MFS High Income                                  12/31/1997               223            129             -              -
       MFS Global Governments                           12/31/1997                11              4             -              -
       Oppenheimer Capital Appreciation                 12/31/1997               273             62             -              -
       Oppenheimer Main Street Growth & Income          12/31/1997               429            154             -              -
       Oppenheimer High Income                          12/31/1997               261            104             -              -
       Oppenheimer Bond                                 12/31/1997               735            489             -              -
       Oppenheimer Strategic Bond                       12/31/1997                77             27             -              -
       Putnam VT Growth and Income                      12/31/1997             1,502            914             -              -
       Putnam VT New Value                              12/31/1997                24             23             -              -
       Putnam VT Vista                                  12/31/1997               315             80             -              -
       Putnam VT International Growth                   12/31/1997             1,519            663             -              -
       Putnam VT International New Opportunities        12/31/1997               199             55             -              -
       Templeton Bond                                     3/1/1999                 8              -             -              -
       Franklin Small Cap Investments                     3/1/1999               128              -             -              -
       Templeton Stock                                    3/2/1999               116              -             -              -
       Templeton International                           9/21/1998               567             61             -              -
       Templeton Developing Markets                      9/21/1998               152             53             -              -
       Templeton Mutual Shares Investments               9/21/1998                99              9             -              -
       Franklin Growth Investments                        3/1/1999               157              -             -              -
       Fidelity VIP Growth                               2/17/1998                85              7             -              -
       Fidelity VIP II Contrafund                        2/17/1998                 9              1             -              -
       Fidelity VIP III Growth Opportunities             2/17/1998                 6              1             -              -
       Fidelity VIP III Growth & Income                  2/17/1998                92             26             -              -
       Fidelity VIP Equity-Income                        2/17/1998                38              8             -              -
       American Century VP Income & Growth              11/19/1999                11              -             -              -
       American Century VP International                11/19/1999                 -              -             -              -
       American Century VP Value                        11/19/1999                 5              -             -              -
       Dreyfus Stock Index                              11/19/1999                 -              -             -              -
       Dreyfus VIF Disciplined Stock                    11/19/1999                 -              -             -              -
       Dreyfus VIF Capital Appreciation                 11/19/1999                 -              -             -              -
       INVESCO VIF Dynamics                             11/19/1999                22              -             -              -
       INVESCO VIF High Yield                           11/19/1999                10              -             -              -
       PIMCO High Yield Bond                            11/19/1999                 -              -             -              -
       PIMCO Low Duration Bond                          11/19/1999                 -              -             -              -
       PIMCO StocksPLUS Growth & Income                 11/19/1999                 -              -             -              -
       PIMCO Total Return Bond                          11/19/1999                15              -             -              -
       Scudder International                            11/19/1999                 7              -             -              -
</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Notes to Financial Statements
December 31, 1999 and 1998

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

                                                        Commenced                             Total Return*
                                                                         --------------------------------------------------------
                                                       Operations           1999           1998          1997           1996
                                                       ------------      ------------   ------------  ------------   ------------
<S>                                                     <C>                   <C>            <C>           <C>            <C>
       Cova Lord Abbett Growth and Income                 1/8/1999             9.90%              -             -              -
       Cova Bond Debenture                               5/20/1996             1.99%          4.77%        14.05%         11.32%
       Cova Developing Growth                            11/7/1997            30.58%          5.13%        -2.80%              -
       Cova Large Cap Research                           2/17/1998            23.76%          9.94%             -              -
       Cova Mid-Cap Value                                11/7/1997             4.19%         -0.29%         4.17%              -
       Cova Quality Bond                                 5/20/1996            -2.92%          6.81%         7.58%          4.20%
       Cova Small Cap Stock                              5/15/1996            42.52%         -6.74%        19.31%          3.69%
       Cova Large Cap Stock                              5/16/1996            16.06%         30.49%        31.36%         11.62%
       Cova Select Equity                                5/15/1996             8.23%         20.88%        29.67%          6.76%
       Cova International Equity                         5/14/1996            26.73%         12.45%         4.52%          8.60%
       GACC Money Market                                 12/4/1997             3.74%          4.15%         0.34%              -
       Russell Multi-Style Equity                       12/31/1997            15.54%         27.40%             -              -
       Russell Aggressive Equity                        12/31/1997             4.61%          0.01%             -              -
       Russell Non-US                                   12/31/1997            31.51%         11.83%             -              -
       Russell Core Bond                                12/31/1997            -1.99%          6.31%             -              -
       Russell Real Estate Securities                     7/1/1999            -6.05%              -             -              -
       AIM V.I. Value                                   12/31/1997            28.09%         30.76%             -              -
       AIM V.I. Capital Appreciation                    12/31/1997            42.60%         18.00%             -              -
       AIM V.I. International Equity                    12/31/1997            52.90%         14.19%             -              -
       Alliance Premier Growth                          12/31/1997            30.47%         46.21%             -              -
       Alliance Real Estate Investment                  12/31/1997            -6.43%        -19.99%             -              -
       Liberty Newport Tiger Fund, Variable             12/31/1997            65.94%         -7.21%             -              -
       Goldman Sachs Growth and Income                   3/31/1998             3.94%        -11.60%             -              -
       Goldman Sachs International Equity                3/31/1998            30.02%          1.94%             -              -
       Goldman Sachs Global Income                       3/31/1998            -2.39%          6.53%             -              -
       Kemper-Dreman High Return Equity                  5/15/1998           -11.62%          4.89%             -              -
       Kemper Small Cap Growth                          12/31/1997            32.66%         16.88%             -              -
       Kemper Small Cap Value                           12/31/1997             1.32%        -12.30%             -              -
       Kemper Government Securities                     12/31/1997            -0.72%          6.35%             -              -
       MFS Bond                                          5/15/1998            -2.10%          5.09%             -              -
       MFS Research                                     12/31/1997            22.32%         21.79%             -              -
       MFS Growth with Income                           12/31/1997             5.21%         20.75%             -              -
       MFS Emerging Growth                              12/31/1997            74.26%         32.44%             -              -
       MFS/Foreign & Colonial Emerging Markets Equity   12/31/1997            36.25%        -34.18%             -              -
       MFS High Income                                  12/31/1997             4.97%         -1.37%             -              -
       MFS Global Governments                           12/31/1997            -3.85%          6.63%             -              -
       Oppenheimer Capital Appreciation                 12/31/1997            39.69%         22.44%             -              -
       Oppenheimer Main Street Growth & Income          12/31/1997            20.01%          3.40%             -              -
       Oppenheimer High Income                          12/31/1997             2.84%         -0.92%             -              -
       Oppenheimer Bond                                 12/31/1997            -2.89%          5.52%             -              -
       Oppenheimer Strategic Bond                       12/31/1997             1.40%          1.65%             -              -
       Putnam VT Growth and Income                      12/31/1997             0.17%         14.03%             -              -
       Putnam VT New Value                              12/31/1997            -1.13%          4.98%             -              -
       Putnam VT Vista                                  12/31/1997            50.77%         18.04%             -              -
       Putnam VT International Growth                   12/31/1997            57.92%         17.29%             -              -
       Putnam VT International New Opportunities        12/31/1997           100.15%         14.21%             -              -
       Templeton Bond                                     3/1/1999            -2.98%              -             -              -
       Franklin Small Cap Investments                     3/1/1999            77.19%              -             -              -
       Templeton Stock                                    3/2/1999            33.22%              -             -              -
       Templeton International                           9/21/1998            21.95%         15.92%             -              -
       Templeton Developing Markets                      9/21/1998            51.89%         33.87%             -              -
       Templeton Mutual Shares Investments               9/21/1998             8.16%         11.61%             -              -
       Franklin Growth Investments                        3/1/1999            46.88%              -             -              -
       Fidelity VIP Growth                               2/17/1998            35.57%         31.16%             -              -
       Fidelity VIP II Contrafund                        2/17/1998            22.58%         24.29%             -              -
       Fidelity VIP III Growth Opportunities             2/17/1998             2.78%         18.14%             -              -
       Fidelity VIP III Growth & Income                  2/17/1998             7.66%         22.59%             -              -
       Fidelity VIP Equity-Income                        2/17/1998             4.89%          6.74%             -              -
       American Century VP Income & Growth              11/19/1999             3.25%              -             -              -
       American Century VP International                11/19/1999            25.17%              -             -              -
       American Century VP Value                        11/19/1999            -4.13%              -             -              -
       Dreyfus Stock Index                              11/19/1999             3.36%              -             -              -
       Dreyfus VIF Disciplined Stock                    11/19/1999             3.06%              -             -              -
       Dreyfus VIF Capital Appreciation                 11/19/1999             1.28%              -             -              -
       INVESCO VIF Dynamics                             11/19/1999            11.49%              -             -              -
       INVESCO VIF High Yield                           11/19/1999             1.23%              -             -              -
       PIMCO High Yield Bond                            11/19/1999             0.78%              -             -              -
       PIMCO Low Duration Bond                          11/19/1999            -0.31%              -             -              -
       PIMCO StocksPLUS Growth & Income                 11/19/1999             3.11%              -             -              -
       PIMCO Total Return Bond                          11/19/1999            -1.02%              -             -              -
       Scudder International                            11/19/1999            16.38%              -             -              -

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

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

                                                                                            Separate Account Expenses
                                                        Commenced                         As a % of Average Net Assets**
                                                                         ----------------------------------------------------------
                                                       Operations           1999           1998          1997           1996
                                                       ------------      ------------   ------------  ------------   ------------
<S>                                                     <C>                    <C>            <C>           <C>            <C>
       Cova Lord Abbett Growth and Income                 1/8/1999             1.40%              -             -              -
       Cova Bond Debenture                               5/20/1996             1.40%          1.40%         1.40%          1.40%
       Cova Developing Growth                            11/7/1997             1.40%          1.40%         1.40%              -
       Cova Large Cap Research                           2/17/1998             1.40%          1.40%             -              -
       Cova Mid-Cap Value                                11/7/1997             1.40%          1.40%         1.40%              -
       Cova Quality Bond                                 5/20/1996             1.40%          1.40%         1.40%          1.40%
       Cova Small Cap Stock                              5/15/1996             1.40%          1.40%         1.40%          1.40%
       Cova Large Cap Stock                              5/16/1996             1.40%          1.40%         1.40%          1.40%
       Cova Select Equity                                5/15/1996             1.40%          1.40%         1.40%          1.40%
       Cova International Equity                         5/14/1996             1.40%          1.40%         1.40%          1.40%
       GACC Money Market                                 12/4/1997             1.40%          1.40%         1.40%              -
       Russell Multi-Style Equity                       12/31/1997             1.40%          1.40%             -              -
       Russell Aggressive Equity                        12/31/1997             1.40%          1.40%             -              -
       Russell Non-US                                   12/31/1997             1.40%          1.40%             -              -
       Russell Core Bond                                12/31/1997             1.40%          1.40%             -              -
       Russell Real Estate Securities                     7/1/1999             1.40%              -             -              -
       AIM V.I. Value                                   12/31/1997             1.40%          1.40%             -              -
       AIM V.I. Capital Appreciation                    12/31/1997             1.40%          1.40%             -              -
       AIM V.I. International Equity                    12/31/1997             1.40%          1.40%             -              -
       Alliance Premier Growth                          12/31/1997             1.40%          1.40%             -              -
       Alliance Real Estate Investment                  12/31/1997             1.40%          1.40%             -              -
       Liberty Newport Tiger Fund, Variable             12/31/1997             1.40%          1.39%             -              -
       Goldman Sachs Growth and Income                   3/31/1998             1.40%          1.40%             -              -
       Goldman Sachs International Equity                3/31/1998             1.40%          1.40%             -              -
       Goldman Sachs Global Income                       3/31/1998             1.40%          1.40%             -              -
       Kemper-Dreman High Return Equity                  5/15/1998             1.40%          0.55%             -              -
       Kemper Small Cap Growth                          12/31/1997             1.40%          1.40%             -              -
       Kemper Small Cap Value                           12/31/1997             1.40%          1.40%             -              -
       Kemper Government Securities                     12/31/1997             1.40%          1.38%             -              -
       MFS Bond                                          5/15/1998             1.40%          0.52%             -              -
       MFS Research                                     12/31/1997             1.40%          1.40%             -              -
       MFS Growth with Income                           12/31/1997             1.40%          1.40%             -              -
       MFS Emerging Growth                              12/31/1997             1.40%          1.40%             -              -
       MFS/Foreign & Colonial Emerging Markets Equity   12/31/1997             1.40%          1.40%             -              -
       MFS High Income                                  12/31/1997             1.40%          1.40%             -              -
       MFS Global Governments                           12/31/1997             1.40%          1.37%             -              -
       Oppenheimer Capital Appreciation                 12/31/1997             1.40%          1.40%             -              -
       Oppenheimer Main Street Growth & Income          12/31/1997             1.40%          1.40%             -              -
       Oppenheimer High Income                          12/31/1997             1.40%          1.40%             -              -
       Oppenheimer Bond                                 12/31/1997             1.40%          1.40%             -              -
       Oppenheimer Strategic Bond                       12/31/1997             1.40%          1.40%             -              -
       Putnam VT Growth and Income                      12/31/1997             1.40%          1.40%             -              -
       Putnam VT New Value                              12/31/1997             1.40%          1.40%             -              -
       Putnam VT Vista                                  12/31/1997             1.40%          1.40%             -              -
       Putnam VT International Growth                   12/31/1997             1.40%          1.40%             -              -
       Putnam VT International New Opportunities        12/31/1997             1.40%          1.40%             -              -
       Templeton Bond                                     3/1/1999             1.40%              -             -              -
       Franklin Small Cap Investments                     3/1/1999             1.40%              -             -              -
       Templeton Stock                                    3/2/1999             1.40%              -             -              -
       Templeton International                           9/21/1998             1.40%          1.40%             -              -
       Templeton Developing Markets                      9/21/1998             1.40%          1.40%             -              -
       Templeton Mutual Shares Investments               9/21/1998             1.40%          1.32%             -              -
       Franklin Growth Investments                        3/1/1999             1.40%              -             -              -
       Fidelity VIP Growth                               2/17/1998             1.40%          1.35%             -              -
       Fidelity VIP II Contrafund                        2/17/1998             1.40%          0.75%             -              -
       Fidelity VIP III Growth Opportunities             2/17/1998             1.40%          0.52%             -              -
       Fidelity VIP III Growth & Income                  2/17/1998             1.40%          1.39%             -              -
       Fidelity VIP Equity-Income                        2/17/1998             1.40%          1.34%             -              -
       American Century VP Income & Growth              11/19/1999             1.40%              -             -              -
       American Century VP International                11/19/1999             1.40%              -             -              -
       American Century VP Value                        11/19/1999             1.40%              -             -              -
       Dreyfus Stock Index                              11/19/1999             1.40%              -             -              -
       Dreyfus VIF Disciplined Stock                    11/19/1999             1.40%              -             -              -
       Dreyfus VIF Capital Appreciation                 11/19/1999             1.40%              -             -              -
       INVESCO VIF Dynamics                             11/19/1999             1.40%              -             -              -
       INVESCO VIF High Yield                           11/19/1999             1.40%              -             -              -
       PIMCO High Yield Bond                            11/19/1999             1.40%              -             -              -
       PIMCO Low Duration Bond                          11/19/1999             1.40%              -             -              -
       PIMCO StocksPLUS Growth & Income                 11/19/1999             1.40%              -             -              -
       PIMCO Total Return Bond                          11/19/1999             1.40%              -             -              -
       Scudder International                            11/19/1999             1.40%              -             -              -

**     The expense ratio for sub-accounts that commenced operations during the period is annualized.
</TABLE>
<PAGE>
COVA VARIABLE ANNUITY ACCOUNT FIVE
Notes to Financial Statements
December 31, 1999 and 1998


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

                                                                                  Realized Gain (Loss)
                                                            -----------------------------------------------------------
                                                                Aggregate          Aggregate Cost
                                               Year or      Proceeds from Sales    of Fund Shares          Realized
                                               Period        of Fund Shares           Redeemed           Gain (Loss)
                                              ----------    ------------------    -----------------     ---------------
<S>                                                <C>              <C>                  <C>                 <C>
      Cova Quality Income                          1999             $ 763,184            $ 780,067           $ (16,883)
                                                   1998                68,255               66,652               1,603

      Cova Money Market                            1999               267,703              267,703                   -
                                                   1998               127,698              127,698                   -

      Cova Stock Index                             1999             2,369,204            2,061,076             308,128
                                                   1998               135,751              117,530              18,221

      Cova VKAC Growth and Income                  1999             2,136,203            2,024,017             112,186
                                                   1998               104,628               89,010              15,618

      Cova Lord Abbett Growth and Income           1999             3,133,491            3,049,051              84,440
                                                   1998                     -                    -                   -

      Cova Bond Debenture                          1999               946,728              924,039              22,689
                                                   1998               670,935              657,487              13,448

      Cova Developing Growth                       1999                29,109               25,241               3,868
                                                   1998                59,769               61,323              (1,554)

      Cova Large Cap Research                      1999                44,923               39,900               5,023
                                                   1998                 1,318                1,293                  25

      Cova Mid-Cap Value                           1999               164,060              155,815               8,245
                                                   1998               121,779              126,280              (4,501)

      Cova Quality Bond                            1999             1,843,153            1,830,190              12,963
                                                   1998               319,864              309,113              10,751

      Cova Small Cap Stock                         1999             1,483,447            1,389,634              93,813
                                                   1998               986,220              974,390              11,830

      Cova Large Cap Stock                         1999             2,143,398            1,691,559             451,839
                                                   1998             1,700,678            1,489,784             210,894

      Cova Select Equity                           1999             1,326,474            1,133,512             192,962
                                                   1998             1,190,393            1,040,041             150,352

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


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


                                                                                  Realized Gain (Loss)
                                                            -----------------------------------------------------------
                                                                Aggregate          Aggregate Cost
                                               Year or      Proceeds from Sales    of Fund Shares          Realized
                                               Period        of Fund Shares           Redeemed           Gain (Loss)
                                              ----------    ------------------    -----------------     ---------------
<S>                                                <C>              <C>                  <C>                 <C>
      Cova International Equity                    1999             $ 868,689            $ 749,767           $ 118,922
                                                   1998               652,667              629,290              23,377

      GACC Money Market                            1999             2,410,357            2,367,151              43,206
                                                   1998             2,053,922            2,035,460              18,462

      Lord Abbett Growth and Income                1999            38,963,704           34,458,170           4,505,534
                                                   1998             1,839,293            1,749,075              90,218

      Russell Multi-Style Equity                   1999               201,087              197,677               3,410
                                                   1998                 7,462                7,262                 200

      Russell Aggressive Equity                    1999                54,526               54,268                 258
                                                   1998                   416                  468                 (52)

      Russell Non-US                               1999               101,624               93,032               8,592
                                                   1998                   821                  900                 (79)

      Russell Core Bond                            1999               352,634              364,812             (12,178)
                                                   1998                 1,162                1,160                   2

      Russell Real Estate Securities               1999                 1,815                1,814                   1
                                                   1998                     -                    -                   -

      AIM V.I. Value                               1999               249,337              244,207               5,130
                                                   1998                26,188               27,774              (1,586)

      AIM V.I. Capital Appreciation                1999                35,568               33,976               1,592
                                                   1998                   236                  258                 (22)

      AIM V.I. International Equity                1999                62,427               61,796                 631
                                                   1998                40,160               46,103              (5,943)

      Alliance Premier Growth                      1999               229,266              202,124              27,142
                                                   1998                67,438               74,072              (6,634)

      Alliance Real Estate Investment              1999                62,352               66,956              (4,604)
                                                   1998                14,746               17,733              (2,987)

      Liberty Newport Tiger Fund, Variable         1999                   294                  188                 106
                                                   1998                    37                   33                   4


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


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


                                                                                  Realized Gain (Loss)
                                                            -----------------------------------------------------------
                                                                Aggregate          Aggregate Cost
                                               Year or      Proceeds from Sales    of Fund Shares          Realized
                                               Period        of Fund Shares           Redeemed           Gain (Loss)
                                              ----------    ------------------    -----------------     ---------------
<S>                                                <C>               <C>                  <C>                    <C>
      Goldman Sachs Growth and Income              1999              $ 24,697             $ 24,338               $ 359
                                                   1998                23,582               27,701              (4,119)

      Goldman Sachs International Equity           1999                26,414               25,126               1,288
                                                   1998                   999                1,123                (124)

      Goldman Sachs Global Income                  1999                   513                  520                  (7)
                                                   1998                   181                  176                   5

      Kemper-Dreman High Return Equity             1999                     1                    1                   -
                                                   1998                     -                    -                   -

      Kemper Small Cap Growth                      1999                 8,971                7,861               1,110
                                                   1998                 7,419                7,675                (256)

      Kemper Small Cap Value                       1999                38,781               41,554              (2,773)
                                                   1998                21,781               28,205              (6,424)

      Kemper Government Securities                 1999               167,850              168,571                (721)
                                                   1998                     9                    9                   -

      MFS Bond                                     1999                     1                    1                   -
                                                   1998                     -                    -                   -

      MFS Research                                 1999                33,705               31,571               2,134
                                                   1998                 1,823                1,914                 (91)

      MFS Growth with Income                       1999                73,640               68,795               4,845
                                                   1998                40,854               45,826              (4,972)

      MFS Emerging Growth                          1999                75,663               60,111              15,552
                                                   1998                31,963               34,744              (2,781)

      MFS/Foreign & Colonial  Emerging Markets Equi1999                36,299               38,041              (1,742)
                                                   1998                32,580               43,015             (10,435)

      MFS High Income                              1999                38,805               37,409               1,396
                                                   1998                18,006               19,172              (1,166)

      MFS Global Governments                       1999                 2,043                2,097                 (54)
                                                   1998                    34                   33                   1


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


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


                                                                                  Realized Gain (Loss)
                                                            -----------------------------------------------------------
                                                                Aggregate          Aggregate Cost
                                               Year or      Proceeds from Sales    of Fund Shares          Realized
                                               Period        of Fund Shares           Redeemed           Gain (Loss)
                                              ----------    ------------------    -----------------     ---------------
<S>                                                <C>               <C>                  <C>                  <C>
      Oppenheimer Capital Appreciation             1999              $ 19,283             $ 17,339             $ 1,944
                                                   1998                   731                  756                 (25)

      Oppenheimer Main Street Growth & Income      1999                66,494               60,355               6,139
                                                   1998                 1,004                1,167                (163)

      Oppenheimer High Income                      1999                20,434               20,986                (552)
                                                   1998                 2,657                2,855                (198)

      Oppenheimer Bond                             1999               134,169              136,015              (1,846)
                                                   1998                17,891               17,655                 236

      Oppenheimer Strategic Bond                   1999                15,743               15,871                (128)
                                                   1998                   160                  165                  (5)

      Putnam VT Growth and Income                  1999               130,751              127,509               3,242
                                                   1998                45,339               51,871              (6,532)

      Putnam VT New Value                          1999                17,801               16,648               1,153
                                                   1998                 6,880                6,868                  12

      Putnam VT Vista                              1999                32,813               29,123               3,690
                                                   1998                   376                  388                 (12)

      Putnam VT International Growth               1999               114,673              103,575              11,098
                                                   1998                64,381               72,707              (8,326)

      Putnam VT International New Opportunities    1999                16,020               12,486               3,534
                                                   1998                   378                  405                 (27)

      Templeton Bond                               1999                    40                   40                   -
                                                   1998                     -                    -                   -

      Franklin Small Cap Investments               1999               190,577              145,895              44,682
                                                   1998                     -                    -                   -

      Templeton Stock                              1999                25,941               26,138                (197)
                                                   1998                     -                    -                   -

      Templeton International                      1999                 2,257                2,151                 106
                                                   1998                   133                  124                   9


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


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


                                                                                  Realized Gain (Loss)
                                                            -----------------------------------------------------------
                                                                Aggregate          Aggregate Cost
                                               Year or      Proceeds from Sales    of Fund Shares          Realized
                                               Period        of Fund Shares           Redeemed           Gain (Loss)
                                              ----------    ------------------    -----------------     ---------------
<S>                                                <C>               <C>                  <C>                  <C>
      Templeton Developing Markets                 1999              $ 33,863             $ 28,005             $ 5,858
                                                   1998                   133                  125                   8

      Templeton Mutual Shares Investments          1999                 9,338                9,502                (164)
                                                   1998                     -                    -                   -

      Franklin Growth Investments                  1999                   393                  364                  29
                                                   1998                     -                    -                   -

      Fidelity VIP Growth                          1999                 1,642                1,430                 212
                                                   1998                     3                    3                   -

      Fidelity VIP II Contrafund                   1999                    92                   89                   3
                                                   1998                     -                    -                   -

      Fidelity VIP III Growth Opportunities        1999                    76                   73                   3
                                                   1998                     -                    -                   -

      Fidelity VIP III Growth & Income             1999                 1,822                1,642                 180
                                                   1998                     -                    -                   -

      Fidelity VIP Equity-Income                   1999                   540                  548                  (8)
                                                   1998                     -                    -                   -

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

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

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

      Dreyfus Stock Index                          1999                     -                    -                   -
                                                   1998                     -                    -                   -

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

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

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


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


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

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

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

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

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

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

      Scudder International                        1999                     -                    -                   -
                                                   1998                     -                    -                   -


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


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


                                                                                  Unrealized Appreciation (Depreciation)
                                                            -------------------------------------------------------------
                                                              Appreciation           Appreciation
                                               Year or       (Depreciation)         (Depreciation)
                                               Period         End of Period       Beginning of Period        Change
                                              ----------    ------------------    -------------------    ----------------
<S>                                                <C>               <C>                   <C>                <C>
      Cova Quality Income                          1999                   $ -               $ 19,209           $ (19,209)
                                                   1998                19,209                 14,678               4,531

      Cova Money Market                            1999                     -                      -                   -
                                                   1998                     -                      -                   -

      Cova Stock Index                             1999                     -                491,713            (491,713)
                                                   1998               491,713                393,343              98,370

      Cova VKAC Growth and Income                  1999                     -                316,285            (316,285)
                                                   1998               316,285                251,383              64,902

      Cova Lord Abbett Growth and Income           1999             4,841,111                      -           4,841,111
                                                   1998                     -                      -                   -

      Cova Bond Debenture                          1999               337,384                273,399              63,985
                                                   1998               273,399                163,335             110,064

      Cova Developing Growth                       1999               460,172                 57,633             402,539
                                                   1998                57,633                    404              57,229

      Cova Large Cap Research                      1999               371,070                 52,098             318,972
                                                   1998                52,098                      -              52,098

      Cova Mid-Cap Value                           1999                74,191                 14,516              59,675
                                                   1998                14,516                  2,536              11,980

      Cova Quality Bond                            1999                 8,755                254,122            (245,367)
                                                   1998               254,122                 42,117             212,005

      Cova Small Cap Stock                         1999             3,439,414                 (2,832)          3,442,246
                                                   1998                (2,832)               765,772            (768,604)

      Cova Large Cap Stock                         1999             8,146,484              4,717,561           3,428,923
                                                   1998             4,717,561                630,868           4,086,693

      Cova Select Equity                           1999             3,050,805              3,163,743            (112,938)
                                                   1998             3,163,743              1,284,973           1,878,770

      Cova International Equity                    1999             3,605,177                918,988           2,686,189
                                                   1998               918,988                 91,655             827,333


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


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


                                                                         Unrealized Appreciation (Depreciation)
                                                            -------------------------------------------------------------
                                                              Appreciation           Appreciation
                                               Year or       (Depreciation)         (Depreciation)
                                               Period         End of Period       Beginning of Period        Change
                                              ----------    ------------------    -------------------    ----------------
<S>                                                <C>             <C>                     <C>                <C>
      GACC Money Market                            1999              $ 50,675                $ 8,746            $ 41,929
                                                   1998                 8,746                    440               8,306

      Lord Abbett Growth and Income                1999                     -              2,782,796          (2,782,796)
                                                   1998             2,782,796              1,514,090           1,268,706

      Russell Multi-Style Equity                   1999               181,798                 37,385             144,413
                                                   1998                37,385                      -              37,385

      Russell Aggressive Equity                    1999                39,083                 (1,753)             40,836
                                                   1998                (1,753)                     -              (1,753)

      Russell Non-US                               1999               259,569                  1,844             257,725
                                                   1998                 1,844                      -               1,844

      Russell Core Bond                            1999              (142,357)                 3,543            (145,900)
                                                   1998                 3,543                      -               3,543

      Russell Real Estate Securities               1999                  (393)                     -                (393)
                                                   1998                     -                      -                   -

      AIM V.I. Value                               1999               312,963                  1,376             311,587
                                                   1998                 1,376                      -               1,376

      AIM V.I. Capital Appreciation                1999               211,517                  5,386             206,131
                                                   1998                 5,386                      -               5,386

      AIM V.I. International Equity                1999               101,232                 (6,224)            107,456
                                                   1998                (6,224)                     -              (6,224)

      Alliance Premier Growth                      1999               582,513                118,514             463,999
                                                   1998               118,514                      -             118,514

      Alliance Real Estate Investment              1999               (30,367)               (17,191)            (13,176)
                                                   1998               (17,191)                     -             (17,191)

      Liberty Newport Tiger Fund, Variable         1999                18,690                  2,743              15,947
                                                   1998                 2,743                      -               2,743

      Goldman Sachs Growth and Income              1999                (4,321)               (11,213)              6,892
                                                   1998               (11,213)                     -             (11,213)

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


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


                                                                         Unrealized Appreciation (Depreciation)
                                                            -------------------------------------------------------------
                                                              Appreciation           Appreciation
                                               Year or       (Depreciation)         (Depreciation)
                                               Period         End of Period       Beginning of Period        Change
                                              ----------    ------------------    -------------------    ----------------
<S>                                                <C>              <C>                       <C>              <C>
      Goldman Sachs International Equity           1999              $ 62,028                  2,720            $ 59,308
                                                   1998                 2,720                      -               2,720

      Goldman Sachs Global Income                  1999                (1,776)                  (187)             (1,589)
                                                   1998                  (187)                     -                (187)

      Kemper-Dreman High Return Equity             1999                    (8)                     5                 (13)
                                                   1998                     5                      -                   5

      Kemper Small Cap Growth                      1999                37,072                  3,989              33,083
                                                   1998                 3,989                      -               3,989

      Kemper Small Cap Value                       1999                (3,443)               (13,980)             10,537
                                                   1998               (13,980)                     -             (13,980)

      Kemper Government Securities                 1999                    76                    206                (130)
                                                   1998                   206                      -                 206

      MFS Bond                                     1999                     1                      5                  (4)
                                                   1998                     5                      -                   5

      MFS Research                                 1999               175,774                 24,572             151,202
                                                   1998                24,572                      -              24,572

      MFS Growth with Income                       1999               126,692                 54,989              71,703
                                                   1998                54,989                      -              54,989

      MFS Emerging Growth                          1999               684,030                 87,574             596,456
                                                   1998                87,574                      -              87,574

      MFS/Foreign & Colonial Emerging Markets Equit1999                 5,475                 (7,685)             13,160
                                                   1998                (7,685)                     -              (7,685)

      MFS High Income                              1999                (2,211)                (2,625)                414
                                                   1998                (2,625)                     -              (2,625)

      MFS Global Governments                       1999                  (242)                   189                (431)
                                                   1998                   189                      -                 189

      Oppenheimer Capital Appreciation             1999                62,672                  9,357              53,315
                                                   1998                 9,357                      -               9,357


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


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


                                                                          Unrealized Appreciation (Depreciation)
                                                            -------------------------------------------------------------
                                                              Appreciation           Appreciation
                                               Year or       (Depreciation)         (Depreciation)
                                               Period         End of Period       Beginning of Period        Change
                                              ----------    ------------------    -------------------    ----------------
<S>                                                <C>               <C>                     <C>             <C>
      Oppenheimer Main Street Growth & Income      1999              $ 49,552                   (771)           $ 50,323
                                                   1998                  (771)                     -                (771)

      Oppenheimer High Income                      1999                (3,509)                (2,071)             (1,438)
                                                   1998                (2,071)                     -              (2,071)

      Oppenheimer Bond                             1999               (15,662)                12,503             (28,165)
                                                   1998                12,503                      -              12,503

      Oppenheimer Strategic Bond                   1999                   136                   (129)                265
                                                   1998                  (129)                     -                (129)

      Putnam VT Growth and Income                  1999               (49,990)                44,649             (94,639)
                                                   1998                44,649                      -              44,649

      Putnam VT New Value                          1999                  (231)                   860              (1,091)
                                                   1998                   860                      -                 860

      Putnam VT Vista                              1999                79,103                  7,815              71,288
                                                   1998                 7,815                      -               7,815

      Putnam VT International Growth               1999               513,520                 (2,297)            515,817
                                                   1998                (2,297)                     -              (2,297)

      Putnam VT International New Opportunities    1999                91,867                    299              91,568
                                                   1998                   299                      -                 299

      Templeton Bond                               1999                    (9)                     -                  (9)
                                                   1998                     -                      -                   -

      Franklin Small Cap Investments               1999                33,706                      -              33,706
                                                   1998                     -                      -                   -

      Templeton Stock                              1999                14,590                      -              14,590
                                                   1998                     -                      -                   -

      Templeton International                      1999                67,478                  4,711              62,767
                                                   1998                 4,711                      -               4,711

      Templeton Developing Markets                 1999                37,123                  3,570              33,553
                                                   1998                 3,570                      -               3,570

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


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


                                                                         Unrealized Appreciation (Depreciation)
                                                            -------------------------------------------------------------
                                                              Appreciation           Appreciation
                                               Year or       (Depreciation)         (Depreciation)
                                               Period         End of Period       Beginning of Period        Change
                                              ----------    ------------------    -------------------    ----------------
<S>                                                <C>               <C>                     <C>               <C>
      Templeton Mutual Shares Investments          1999               $ 1,833                  $ 263             $ 1,570
                                                   1998                   263                      -                 263

      Franklin Growth Investments                  1999                24,948                      -              24,948
                                                   1998                     -                      -                   -

      Fidelity VIP Growth                          1999                15,091                  1,118              13,973
                                                   1998                 1,118                      -               1,118

      Fidelity VIP II Contrafund                   1999                 1,306                     99               1,207
                                                   1998                    99                      -                  99

      Fidelity VIP III Growth Opportunities        1999                   437                     19                 418
                                                   1998                    19                      -                  19

      Fidelity VIP III Growth & Income             1999                 7,812                  3,784               4,028
                                                   1998                 3,784                      -               3,784

      Fidelity VIP Equity-Income                   1999                  (988)                   635              (1,623)
                                                   1998                   635                      -                 635

      American Century VP Income & Growth          1999                   407                      -                 407
                                                   1998                     -                      -                   -

      American Century VP International            1999                    25                      -                  25
                                                   1998                     -                      -                   -

      American Century VP Value                    1999                   134                      -                 134
                                                   1998                     -                      -                   -

      Dreyfus Stock Index                          1999                     3                      -                   3
                                                   1998                     -                      -                   -

      Dreyfus VIF Disciplined Stock                1999                     2                      -                   2
                                                   1998                     -                      -                   -

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

      INVESCO VIF Dynamics                         1999                 1,133                      -               1,133
                                                   1998                     -                      -                   -

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


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


                                                                         Unrealized Appreciation (Depreciation)
                                                            -------------------------------------------------------------
                                                              Appreciation           Appreciation
                                               Year or       (Depreciation)         (Depreciation)
                                               Period         End of Period       Beginning of Period        Change
                                              ----------    ------------------    -------------------    ----------------
<S>                                                <C>                  <C>                      <C>               <C>
      INVESCO VIF High Yield                       1999                 $ (14)                   $ -               $ (14)
                                                   1998                     -                      -                   -

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

      PIMCO Low Duration Bond                      1999                    (1)                     -                  (1)
                                                   1998                     -                      -                   -

      PIMCO StocksPLUS Growth & Income             1999                    (4)                     -                  (4)
                                                   1998                     -                      -                   -

      PIMCO Total Return Bond                      1999                   (33)                     -                 (33)
                                                   1998                     -                      -                   -

      Scudder International                        1999                   516                      -                 516
                                                   1998                     -                      -                   -



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


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


                                                                                   Cova
                                          ---------------------------------------------------------------------------------------
                                                                                   VKAC      Lord Abbett
                                                                                  Growth       Growth
                                           Quality       Money       Stock         and          and         Bond      Developing
                                            Income      Market       Index        Income       Income    Debenture      Growth
                                          -----------  ----------  -----------  -----------  ----------- -----------  -----------
<S>                                          <C>         <C>          <C>          <C>        <C>           <C>           <C>
Accumulation units:
      Unit balance at 12/31/97                43,729      29,951       69,602       80,080            -     347,400        6,039

        Cova units purchased                       -           -            -            -            -           -            -
        Cova units redeemed                        -           -            -            -            -           -            -
        Contract units purchased                   -           -            -           48            -      83,877       31,649
        Contract units transferred, net          763      (8,882)       5,039        9,020            -     280,852       33,339
        Contract units redeemed                 (507)       (306)      (1,474)      (2,306)           -     (30,453)        (101)
                                          -----------  ----------  -----------  -----------  ----------- -----------  -----------
      Unit balance at 12/31/98                43,985      20,763       73,167       86,842            -     681,676       70,926

        Cova units purchased                       -           -            -            -            -           -            -
        Cova units redeemed                        -           -            -            -            -           -            -
        Contract units purchased                   -           -            -            -       22,044      27,666       16,214
        Contract units transferred, net      (43,985)    (20,763)     (73,167)     (86,842)   1,299,900     224,373       44,030
        Contract units redeemed                    -           -            -            -      (80,888)    (74,415)      (1,117)
                                          -----------  ----------  -----------  -----------  ----------- -----------  -----------
      Unit balance at 12/31/99                     -           -            -            -    1,241,056     859,300      130,053
                                          ===========  ==========  ===========  ===========  =========== ===========  ===========


Annuity Units:
      Unit balance at 12/31/97                                                                        -           -

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

        Contract units purchased                                                                  4,596         574
        Contract units transferred, net                                                               -           -
        Contract units redeemed                                                                    (229)        (10)
                                                                                             ----------- -----------
      Unit balance at 12/31/99                                                                    4,367         564
                                                                                             =========== ===========

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


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



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

                                              Large                                 Small        Large
                                               Cap        Mid-Cap      Quality       Cap          Cap         Select   International
                                             Research      Value        Bond        Stock        Stock        Equity      Equity
                                            -----------  -----------  ----------  -----------  -----------  -----------  ----------
<S>                                            <C>          <C>         <C>          <C>        <C>          <C>           <C>
Accumulation units:
      Unit balance at 12/31/97                       -        8,510     234,643      487,580      686,677      700,550     554,105

        Cova units purchased                         -            -           -            -            -            -           -
        Cova units redeemed                          -            -           -            -            -            -           -
        Contract units purchased                21,971       56,591      71,796       55,831       86,312       93,645      39,068
        Contract units transferred, net         27,982       20,523     212,881      162,174      401,442      309,696     218,017
        Contract units redeemed                    (59)        (167)    (18,275)     (41,660)     (42,041)     (51,094)    (31,815)
                                            -----------  -----------  ----------  -----------  -----------  -----------  ----------
      Unit balance at 12/31/98                  49,894       85,457     501,045      663,925    1,132,390    1,052,797     779,375

        Cova units purchased                         -            -           -            -            -            -           -
        Cova units redeemed                          -            -           -            -            -            -           -
        Contract units purchased                20,904        8,156      45,162        6,514       66,126       40,833      14,882
        Contract units transferred, net         74,235       42,226     134,409       17,765      437,689      218,477      83,145
        Contract units redeemed                 (2,663)      (3,680)    (51,215)     (55,509)    (104,248)     (74,671)    (38,406)
                                            -----------  -----------  ----------  -----------  -----------  -----------  ----------
      Unit balance at 12/31/99                 142,370      132,159     629,401      632,695    1,531,957    1,237,436     838,996
                                            ===========  ===========  ==========  ===========  ===========  ===========  ==========


Annuity Units:
      Unit balance at 12/31/97                                                                          -            -

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

        Contract units purchased                                                                      497          536
        Contract units transferred, net                                                                 -            -
        Contract units redeemed                                                                        (9)          (9)
                                                                                               -----------  -----------
      Unit balance at 12/31/99                                                                        488          527
                                                                                               ===========  ===========


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


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



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

                                                       Growth       Multi-                                              Real
                                           Money         and        Style      Aggressive                  Core        Estate
                                           Market      Income       Equity       Equity       Non-US       Bond      Securities
                                         -----------  ----------  -----------  -----------  -----------  ----------  -----------
<S>                                         <C>       <C>             <C>          <C>          <C>        <C>            <C>
Accumulation units:
      Unit balance at 12/31/97               14,091     791,310            -            -            -           -            -

        Cova units purchased                      -           -           10           10           10          10            -
        Cova units redeemed                       -           -          (10)         (10)         (10)        (10)           -
        Contract units purchased            175,697      70,041       45,702        7,795       16,824      54,877            -
        Contract units transferred, net     (33,948)    266,026        2,780          887        1,475       6,720            -
        Contract units redeemed             (26,271)    (46,611)         (94)         (31)         (40)        (99)           -
                                         -----------  ----------  -----------  -----------  -----------  ----------  -----------
      Unit balance at 12/31/98              129,569   1,080,766       48,388        8,651       18,259      61,498            -

        Cova units purchased                      -           -            -            -            -           -           10
        Cova units redeemed                       -           -            -            -            -           -            -
        Contract units purchased             40,375       1,724       91,450       20,590       42,210      62,696        3,044
        Contract units transferred, net      59,538   (1,081,503)     86,263       18,811       44,034     109,121        3,043
        Contract units redeemed             (71,498)       (987)     (12,312)      (3,822)      (5,651)    (12,660)        (180)
                                         -----------  ----------  -----------  -----------  -----------  ----------  -----------
      Unit balance at 12/31/99              157,984           -      213,789       44,230       98,852     220,655        5,917
                                         ===========  ==========  ===========  ===========  ===========  ==========  ===========

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


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


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

        Cova units purchased                      10            10           10           10           10           10           9
        Cova units redeemed                        -             -          (10)         (10)         (10)           -          (9)
        Contract units purchased               2,811         5,456       15,482       61,989       20,016        2,387      11,978
        Contract units transferred, net           44           104          (97)       1,056        2,144            -       1,129
        Contract units redeemed                    -             -         (128)        (176)         (83)           -           -
                                          -----------  ------------  -----------  -----------  -----------  -----------  ----------
      Unit balance at 12/31/98                 2,865         5,570       15,257       62,869       22,077        2,397      13,107

        Cova units purchased                       -             -            -            -            -            -           -
        Cova units redeemed                      (10)          (10)           -            -            -            -           -
        Contract units purchased              44,739        21,372        4,532       26,274        2,189          242       1,334
        Contract units transferred, net      112,925        36,447         (289)      49,651        6,416            -      13,209
        Contract units redeemed               (1,760)         (115)        (178)      (7,958)      (1,302)           -        (252)
                                          ===========  ============  ===========  ===========  ===========  ===========  ==========
      Unit balance at 12/31/99               158,759        63,264       19,322      130,836       29,380        2,639      27,398
                                          ===========  ============  ===========  ===========  ===========  ===========  ==========

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


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



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

        Cova units purchased                    9          10           10           10           10          10           10
        Cova units redeemed                    (9)          -            -          (10)         (10)          -            -
        Contract units purchased           13,558       2,992            -        3,287       18,879       2,180            -
        Contract units transferred, net     2,301           -            -          542       (2,152)        329            -
        Contract units redeemed                 -           -            -            -          (86)          -            -
                                       -----------  ----------  -----------  -----------  -----------  ----------  -----------
      Unit balance at 12/31/98             15,859       3,002           10        3,829       16,641       2,519           10

        Cova units purchased                    -           -            -            -            -           -            -
        Cova units redeemed                     -           -            -            -            -         (10)           -
        Contract units purchased            2,125           -            -        1,544        5,762       4,211            -
        Contract units transferred, net     9,273         169            -        3,069        6,802      15,559            -
        Contract units redeemed              (188)         (6)           -         (247)      (1,472)     (1,472)           -
                                       -----------  ----------  -----------  -----------  -----------  ----------  -----------
      Unit balance at 12/31/99             27,069       3,165           10        8,195       27,733      20,807           10
                                       ===========  ==========  ===========  ===========  ===========  ==========  ===========

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


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



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

        Cova units purchased                     10           10           10          10           10            10           10
        Cova units redeemed                     (10)         (10)         (10)        (10)         (10)            -            -
        Contract units purchased             22,166       60,871       45,740       8,277       12,308           316        4,131
        Contract units transferred, net       3,870        4,170        2,112      (3,990)         826            59          938
        Contract units redeemed                 (42)        (250)        (142)        (53)         (54)            -          (42)
                                         -----------  -----------  -----------  ----------  -----------  ------------  -----------
      Unit balance at 12/31/98               25,994       64,791       47,710       4,234       13,080           385        5,037

        Cova units purchased                      -            -            -           -            -             -            -
        Cova units redeemed                       -            -            -           -            -             -          (10)
        Contract units purchased             11,000        7,379        5,934         280        3,279             -        7,947
        Contract units transferred, net      27,980       44,209       12,818        (516)       5,315           857        3,078
        Contract units redeemed              (2,825)      (3,406)      (3,900)       (101)        (134)         (192)         (73)
                                         -----------  -----------  -----------  ----------  -----------  ------------  -----------
      Unit balance at 12/31/99               62,149      112,973       62,562       3,897       21,540         1,050       15,979
                                         ===========  ===========  ===========  ==========  ===========  ============  ===========

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


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



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

        Cova units purchased                    10          10           10           10           10          10           10
        Cova units redeemed                    (10)        (10)         (10)           -          (10)          -          (10)
        Contract units purchased            13,701       9,108       39,444        2,196       72,178         487        4,298
        Contract units transferred, net      1,202       1,436        7,160          478        8,219       1,705        2,501
        Contract units redeemed                (21)        (11)        (227)           -         (283)          -            -
                                        -----------  ----------  -----------  -----------  -----------  ----------  -----------
      Unit balance at 12/31/98              14,882      10,533       46,377        2,684       80,114       2,202        6,799

        Cova units purchased                     -           -            -            -            -           -            -
        Cova units redeemed                      -           -            -            -            -           -            -
        Contract units purchased             6,837      10,663        5,587        1,431       11,339         960        1,813
        Contract units transferred, net     14,499       4,546       21,701        3,461       49,556        (304)      10,387
        Contract units redeemed             (1,618)       (121)      (1,892)         (73)      (9,482)       (516)      (1,292)
                                        -----------  ----------  -----------  -----------  -----------  ----------  -----------
      Unit balance at 12/31/99              34,600      25,621       71,773        7,503      131,527       2,342       17,707
                                        ===========  ==========  ===========  ===========  ===========  ==========  ===========


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


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



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

        Cova units purchased                       10            10            -            -            -          13           18
        Cova units redeemed                       (10)          (10)           -            -            -           -          (18)
        Contract units purchased               56,707         4,416            -            -            -       6,502        3,871
        Contract units transferred, net           107           367            -            -            -         126        3,162
        Contract units redeemed                  (248)            -            -            -            -         (15)           -
                                          ------------  ------------  -----------  -----------  -----------  ----------  -----------
      Unit balance at 12/31/98                 56,566         4,783            -            -            -       6,626        7,033

        Cova units purchased                        -             -           10           10           10           -            -
        Cova units redeemed                         -             -            -          (10)         (10)        (13)           -
        Contract units purchased               10,196           227          524          806        4,297      12,524        1,216
        Contract units transferred, net        17,571         3,759          261       17,982        4,392      31,833        5,345
        Contract units redeemed                (2,351)          (48)           -      (11,562)          (3)       (133)        (338)
                                          ------------  ------------  -----------  -----------  -----------  ----------  -----------
      Unit balance at 12/31/99                 81,982         8,721          795        7,226        8,686      50,837       13,256
                                          ============  ============  ===========  ===========  ===========  ==========  ===========

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


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



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

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

        Cova units purchased                      12            -           10           10            10           10          10
        Cova units redeemed                        -            -            -            -             -            -           -
        Contract units purchased                 863            -           89           68             -          325         296
        Contract units transferred, net           69            -          406            -           104        1,747         466
        Contract units redeemed                    -            -            -            -             -            -           -
                                         ------------  -----------  -----------  -----------  ------------  -----------  ----------
      Unit balance at 12/31/98                   944            -          505           78           114        2,082         772

        Cova units purchased                       -           10            -            -             -            -           -
        Cova units redeemed                      (12)         (10)           -            -             -            -           -
        Contract units purchased                   -            -        2,750          476           405        3,256         256
        Contract units transferred, net        8,517       10,713        1,523           69             2        1,626       2,395
        Contract units redeemed                   (1)         (40)          (1)           -             -            -           -
                                         ------------  -----------  -----------  -----------  ------------  -----------  ----------
      Unit balance at 12/31/99                 9,448       10,673        4,777          623           521        6,964       3,423
                                         ============  ===========  ===========  ===========  ============  ===========  ==========

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


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



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

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

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

        Cova units purchased                      10            10           10          10           10            10           10
        Cova units redeemed                        -             -            -           -            -             -            -
        Contract units purchased               1,007             -          536           -            -             -        1,941
        Contract units transferred, net            -             -            -           -            -             -            -
        Contract units redeemed                    -             -            -           -            -             -            -
                                          -----------  ------------  ----------- -----------  -----------  ------------  -----------
      Unit balance at 12/31/99                 1,017            10          546          10           10            10        1,951
                                          ===========  ============  =========== ===========  ===========  ============  ===========

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


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



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

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

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

        Cova units purchased                       10           10           10            10           10            10
        Cova units redeemed                         -            -            -             -            -             -
        Contract units purchased                  986            -            -             -        1,515           614
        Contract units transferred, net             -            -            -             -            -             -
        Contract units redeemed                     -            -            -             -            -             -
                                           -----------  -----------  ----------- -------------  -----------  ------------
      Unit balance at 12/31/99                    996           10           10            10        1,525           624
                                           ===========  ===========  =========== =============  ===========  ============

</TABLE>






                      COVA FINANCIAL LIFE INSURANCE COMPANY
              (a wholly owned subsidiary of Cova Financial Services
                             Life Insurance Company)

                              Financial Statements

                        December 31, 1999, 1998, and 1997

                   (With Independent Auditors' Report Thereon)



                          INDEPENDENT AUDITORS' REPORT



     The Board of Directors and Shareholder
     Cova Financial Life Insurance Company:


     We have audited the accompanying balance sheets of Cova Financial Life
     Insurance Company (a wholly owned subsidiary of Cova Financial Services
     Life Insurance Company) (the Company) as of December 31, 1999 and 1998, and
     the related statements of income, shareholder's equity, and cash flows for
     each of the years in the three-year period ended December 31, 1999. 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 audits 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 financial position of Cova Financial Life
     Insurance Company as of December 31, 1999 and 1998, and the results of its
     operations and its cash flows for each of the years in the three-year
     period ended December 31, 1999, in conformity with generally accepted
     accounting principles.






     February 4, 2000


<PAGE>
                      COVA FINANCIAL LIFE INSURANCE COMPANY
           (a wholly owned subsidiary of Cova Financial Services Life
                               Insurance Company)

                                 Balance Sheets

                           December 31, 1999 and 1998


<TABLE>
<CAPTION>

                                         ASSETS                           1999          1998
                                                                       -----------   -----------
                                                                            (in thousands)

Investments:
<S>                                                                  <C>                <C>
    Debt securities available-for-sale, at fair value
      (cost of $101,690 in 1999 and $99,228 in 1998)                 $     95,568       100,658
    Mortgage loans, net of allowance for potential loan
      loss of $40 in 1999 and $10 in 1998                                   5,439         5,245
    Policy loans                                                              938         1,223
                                                                       -----------   -----------

             Total investments                                            101,945       107,126

Cash and cash equivalents - interest-bearing                                  751         5,789
Cash - noninterest-bearing                                                  1,448         1,200
Accrued investment income                                                   1,624         1,641
Deferred policy acquisition costs                                          15,093         9,142
Present value of future profits                                             1,740           854
Goodwill                                                                    1,631         1,813
Deferred tax asset, net                                                     1,232           585
Receivable from OakRe                                                      18,890        35,312
Federal and state income taxes recoverable                                     75            --
Reinsurance receivables                                                         9           118
Other assets                                                                   24           398
Separate account assets                                                   186,040       127,873
                                                                       -----------   -----------

             Total assets                                            $    330,502       291,851
                                                                       ===========   ===========

</TABLE>
<PAGE>
                      COVA FINANCIAL LIFE INSURANCE COMPANY
  (a wholly owned subsidiary of Cova Financial Services Life Insurance Company)

                            Balance Sheets, Continued

                           December 31, 1999 and 1998

<TABLE>
<CAPTION>


                         LIABILITIES AND SHAREHOLDER'S EQUITY              1999         1998
                                                                        -----------  -----------
                                                                            (in thousands)

<S>                                                                   <C>               <C>
Policyholder deposits                                                 $    116,184      135,106
Future policy benefits                                                       6,707        6,191
Payable on purchase of securities                                               85           27
Accounts payable and other liabilities                                       1,589        1,653
Federal and state income taxes payable                                          --          172
Future purchase price payable to OakRe                                         172          342
Guaranty fund assessments                                                    1,100        1,000
Separate account liabilities                                               186,035      127,871
                                                                        -----------  -----------

             Total liabilities                                             311,872      272,362
                                                                        -----------  -----------

Shareholder's equity:
    Common stock, $233.34 par value, (authorized
      30,000 shares; issued and outstanding
      12,000 shares in 1999 and 1998)                                        2,800        2,800
    Additional paid-in capital                                              15,523       14,523
    Retained earnings                                                        1,993        1,833
    Accumulated other comprehensive (loss) income,
      net of tax                                                            (1,686)         333
                                                                        -----------  -----------

             Total shareholder's equity                                     18,630       19,489
                                                                        -----------  -----------

             Total liabilities and shareholder's equity               $    330,502      291,851
                                                                        ===========  ===========


See accompanying notes to financial statements.

</TABLE>
<PAGE>

                      COVA FINANCIAL LIFE INSURANCE COMPANY
  (a wholly owned subsidiary of Cova Financial Services Life Insurance Company)

                              Statements of Income

                  Years ended December 31, 1999, 1998, and 1997


<TABLE>
<CAPTION>

                                                              1999        1998         1997
                                                           -----------  ----------  -----------
                                                                     (in thousands)

Revenues:
<S>                                                      <C>               <C>          <C>
    Premiums                                             $      1,041       1,308        1,191
    Net investment income                                       7,663       7,516        6,761
    Net realized (losses) gains on sales of
      investments                                                (452)        178          158
    Separate account fees                                       2,215       1,392          599
    Other income                                                  382          66           45
                                                           -----------  ----------  -----------

             Total revenues                                    10,849      10,460        8,754
                                                           -----------  ----------  -----------

Benefits and expenses:
    Interest on policyholder deposits                           6,064       5,486        4,837
    Current and future policy benefits                          1,479       1,549        1,481
    Operating and other expenses                                2,336       1,548        1,134
    Amortization of purchased intangible
      assets                                                      233         260          234
    Amortization of deferred policy
      acquisition costs                                           383         530          320
                                                           -----------  ----------  -----------

             Total benefits and expenses                       10,495       9,373        8,006
                                                           -----------  ----------  -----------

             Income before income taxes                           354       1,087          748
                                                           -----------  ----------  -----------

Income tax expense (benefit):
    Current                                                      (246)        (80)         310
    Deferred                                                      440         357           (5)
                                                           -----------  ----------  -----------

             Total income tax expense                             194         277          305
                                                           -----------  ----------  -----------

             Net income                                  $        160         810          443
                                                           ===========  ==========  ===========


See accompanying notes to financial statements.

</TABLE>
<PAGE>
                      COVA FINANCIAL LIFE INSURANCE COMPANY
  (a wholly owned subsidiary of Cova Financial Services Life Insurance Company)

                       Statements of Shareholder's Equity

                  Years ended December 31, 1999, 1998, and 1997


<TABLE>
<CAPTION>


                                                                           1999         1998        1997
                                                                         ----------  -----------  ----------
                                                                                   (in thousands)
<S>                                                                    <C>                <C>         <C>
Common stock, at beginning
    and end of period                                                  $     2,800        2,800       2,800
                                                                         ----------  -----------  ----------

Additional paid-in capital:
    Balance at beginning of period                                          14,523       13,523      13,523
    Capital contribution                                                     1,000        1,000          --
                                                                         ----------  -----------  ----------

Balance at end of period                                                    15,523       14,523      13,523
                                                                         ----------  -----------  ----------

Retained earnings:
    Balance at beginning of period                                           1,833        1,023         580
    Net income                                                                 160          810         443
                                                                         ----------  -----------  ----------

Balance at end of period                                                     1,993        1,833       1,023
                                                                         ----------  -----------  ----------

Accumulated other comprehensive income:
    Balance at beginning of period                                             333          145           1
    Change in unrealized (depreciation) appreciation
      of debt securities                                                    (7,552)         794         630
    Deferred federal income tax impact                                       1,087         (101)        (77)
    Change in deferred policy acquisition costs
      attributable to unrealized depreciation (appreciation)                 3,519         (513)       (144)
    Change in present value of future profits
      attributable to unrealized depreciation (appreciation)                   927            8        (265)
                                                                         ----------  -----------  ----------

Balance at end of period                                                    (1,686)         333         145
                                                                         ----------  -----------  ----------

             Total shareholder's equity                                $    18,630       19,489      17,491
                                                                         ==========  ===========  ==========

Total comprehensive income:
    Net income                                                         $       160          810         443
    Other comprehensive (loss) income (change in net unrealized
      (depreciation) appreciation of debt and equity securities)            (2,019)         188         144
                                                                         ----------  -----------  ----------

             Total comprehensive (loss) income                         $    (1,859)         998         587
                                                                         ==========  ===========  ==========


See accompanying notes to financial statements.

</TABLE>
<PAGE>
                      COVA FINANCIAL LIFE INSURANCE COMPANY
  (a wholly owned subsidiary of Cova Financial Services Life Insurance Company)

                            Statements of Cash Flows

                  Years ended December 31, 1999, 1998, and 1997

<TABLE>
<CAPTION>



                                                                           1999         1998          1997
                                                                        -----------  -----------   -----------
                                                                                   (in thousands)
<S>                                                                   <C>               <C>           <C>
Reconciliation of net income to net cash
    provided by (used in) operating activities:
      Net income                                                      $        160          810           443
      Adjustments to reconcile net
        income to net cash provided by
        (used in) operating activities:
           Increase in future policy benefits                                  516          810           820
           Increase (decrease) in payables and
             accrued liabilities                                                94          126          (815)
           Decrease (increase) in accrued
             investment income                                                  17          185          (704)
           Amortization of intangible assets and
             deferred policy acquisition costs                                 616          790           554
           Amortization and accretion of
             securities, premiums, and discounts                                (7)         (87)          (10)
           Decrease (increase) in other assets                                 374         (384)           30
           Net realized loss (gain) on sale of investments                     452         (178)         (158)
           Interest on policyholder deposits                                 6,064        5,486         4,837
           (Decrease) increase in current and
             deferred federal income taxes                                     193          423           101
           Decrease in recapture commissions payable to OakRe                 (170)        (223)         (159)
           Commissions and expenses deferred                                (2,815)      (3,411)       (3,917)
           Other                                                               499          702           290
                                                                        -----------  -----------   -----------

             Net cash provided by operating activities                       5,993        5,049         1,312
                                                                        -----------  -----------   -----------

Cash flows from investing activities:
    Cash used in the purchase of
      investment securities                                                (29,365)     (56,673)      (53,534)
    Proceeds from investment securities
      sold and matured                                                      26,689       50,661        25,379
    Other                                                                     (128)        (121)          (81)
                                                                        -----------  -----------   -----------

             Net cash used in investing activities                          (2,804)      (6,133)      (28,236)
                                                                        -----------  -----------   -----------

</TABLE>
<PAGE>
                      COVA FINANCIAL LIFE INSURANCE COMPANY
  (a wholly owned subsidiary of Cova Financial Services Life Insurance Company)

                       Statements of Cash Flows, Continued

                  Years ended December 31, 1999, 1998, and 1997


<TABLE>
<CAPTION>


                                                                          1999         1998          1997
                                                                       -----------  -----------   -----------
                                                                                  (in thousands)
<S>                                                                  <C>                <C>           <C>
Cash flows from financing activities:
    Policyholder deposits                                            $     55,181       69,459        81,788
    Transfers from OakRe                                                   19,050       35,590        25,060
    Transfer to separate accounts                                         (36,544)     (60,181)      (56,144)
    Return of policyholder deposits                                       (46,666)     (39,943)      (28,267)
    Capital contributions received                                          1,000        1,000            --
                                                                       -----------  -----------   -----------

             Net cash (used) provided by financing activities              (7,979)       5,925        22,437
                                                                       -----------  -----------   -----------

             (Decrease) increase in cash and cash equivalents              (4,790)       4,841        (4,487)

Cash and cash equivalents - beginning of period                             6,989        2,148         6,635
                                                                       -----------  -----------   -----------

Cash and cash equivalents - end of period                            $      2,199        6,989         2,148
                                                                       ===========  ===========   ===========


See accompanying notes to financial statements.


</TABLE>
<PAGE>

                      COVA FINANCIAL LIFE INSURANCE COMPANY
           (a wholly owned subsidiary of Cova Financial Services Life
                               Insurance Company)

                          Notes to Financial Statements

                        December 31, 1999, 1998, and 1997





  (1)   NATURE OF BUSINESS AND ORGANIZATION

              NATURE OF THE BUSINESS

              Cova Financial Life Insurance Company (the Company) markets and
              services single premium deferred annuities, immediate annuities,
              variable annuities, term life, single premium variable universal
              life, and single premium whole life insurance policies. The
              Company is licensed to conduct business in the state of
              California. Most of the policies issued present no significant
              mortality or longevity risk to the Company, but rather represent
              investment deposits by the policyholders. Life insurance policies
              provide policy beneficiaries with mortality benefits amounting to
              a multiple, which declines with age, of the original premium.

              Under the deferred fixed annuity contracts, interest rates
              credited to policyholder deposits are guaranteed by the Company
              for periods from one to ten years, but in no case may renewal
              rates be less than 3%. The Company may assess surrender fees
              against amounts withdrawn prior to scheduled rate reset and adjust
              account values based on current crediting rates. Policyholders
              also may incur certain federal income tax penalties on
              withdrawals.

              Under the variable annuity contracts, policyholder deposits are
              allocated to various separate account sub-accounts or the general
              account. A sub-account is valued at the sum of market values of
              the securities in its underlying investment portfolio. The
              contract value allocated to a sub-account will fluctuate based on
              the performance of the sub-accounts. The contract value allocated
              to the general account is credited with a fixed interest rate for
              a specified period. The Company may assess surrender fees against
              amounts withdrawn prior to the end of the withdrawal charge
              period. Policyholders may also incur certain federal income tax
              penalties on withdrawals.

              Under the single premium variable life contracts, policyholder
              deposits are allocated to various separate account sub-accounts.
              The account value allocated to a sub-account will fluctuate based
              on the performance of the sub-accounts. The Company guarantees a
              minimum death benefit to be paid to the beneficiaries upon the
              death of the insured. The Company may assess surrender fees
              against amounts withdrawn prior to the end of the surrender charge
              period. A deferred premium tax may also be assessed against
              amounts withdrawn in the first ten years. Policyholders may also
              incur certain federal income tax penalties on withdrawals.

              Under the term life insurance policies, policyholders pay a level
              premium over a certain period of time to guarantee a death benefit
              will be paid to the beneficiaries upon the death of the insured.
              This policy has no cash accumulation available to the
              policyholder.

              Although the Company markets its products through numerous
              distributors, including regional brokerage firms, national
              brokerage firms, and banks, approximately 94%, 97%, and 85% of the
              Company's sales have been through two specific brokerage firms, A.
              G. Edwards & Sons, Incorporated, and Edward Jones & Company,
              Incorporated, in 1999, 1998, and 1997, respectively.
<PAGE>

              ORGANIZATION

              The Company is a wholly owned subsidiary of Cova Financial
              Services Life Insurance Company (CFSLIC). CFSLIC is a wholly owned
              subsidiary of Cova Corporation, which is a wholly owned subsidiary
              of General American Life Insurance Company (GALIC), a Missouri
              domiciled life insurance company. GALIC is a wholly owned
              subsidiary of GenAmerica Corporation, which in turn is a wholly
              owned by the ultimate parent, General American Mutual Holding
              Company (GAMHC).

              On August 26, 1999, GAMHC entered into a definitive agreement
              whereby Metropolitan Life Insurance Company (MetLife), a New York
              domiciled life insurance company, will acquire GenAmerica
              Corporation and all its holdings for $1.2 billion in cash. The
              purchase was approved by the Missouri Director of Insurance on
              November 10, 1999. The purchase, however, was not consummated as
              of December 31, 1999 and as a result, these financial statements
              do not reflect purchase accounting treatment of this transaction.

(2)      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

              BASIS OF PRESENTATION

              The accompanying financial statements have been prepared in
              accordance with generally accepted accounting principles (GAAP)
              and include the accounts and operations of the Company. The
              preparation of financial statements in conformity with GAAP
              requires management to make estimates and assumptions that affect
              the amounts reported. Actual results could differ from these
              estimates.

              DEBT SECURITIES

              Investments in all debt securities with readily determinable
              market values are classified into one of three categories:
              held-to-maturity, trading, or available-for-sale. Classification
              of investments is based on management's current intent. All debt
              securities at December 31, 1999 and 1998 were classified as
              available-for-sale. Securities available-for-sale are carried at
              fair value, with unrealized holding gains and losses reported as
              accumulated other comprehensive income in the shareholder's
              equity, net of deferred effects of income tax and related effects
              on deferred acquisition costs and present value of future profits.

              Amortization of the discount or premium from the purchase of
              mortgage-backed bonds is recognized using a level-yield method
              which considers the estimated timing and amount of prepayments of
              the underlying mortgage loans. Actual prepayment experience is
              periodically reviewed and effective yields are recalculated when
              differences arise between the prepayments previously anticipated
              and the actual prepayments received and currently anticipated.
              When such a difference occurs, the net investment in the
              mortgage-backed bond is adjusted to the amount that would have
              existed had the new effective yield been applied since the
              acquisition of the bond, with a corresponding charge or credit to
              interest income (the "retrospective method").

              Investment income is recorded when earned. Realized capital gains
              and losses on the sale of investments are determined on the basis
              of specific costs of investments and are credited or charged to
              income.

              A realized loss is recognized and charged against income if the
              Company's carrying value in a particular investment in the
              available-for-sale category has experienced a significant decline
              in market value that is deemed to be other than temporary.


<PAGE>

              MORTGAGE LOANS AND POLICY LOANS

              Mortgage loans and policy loans are carried at their unpaid
              principal balances. An allowance for mortgage loan losses is
              established based on an evaluation of the mortgage loan portfolio,
              past credit loss experience, and current economic conditions.

              Reserves for loans are established when the Company determines
              that collection of all amounts due under the contractual terms is
              doubtful and are calculated in conformity with Statement of
              Financial Accounting Standards (SFAS) No. 114, Accounting by
              Creditors for Impairment of a Loan, as amended by SFAS No. 118,
              Accounting by Creditors for Impairment of a Loan - Income
              Recognition and Disclosures.

              The Company had no impaired loans, and the valuation allowance for
              potential losses on mortgage loans was $40,000 and $10,000, at
              December 31, 1999 and 1998, respectively.

              CASH AND CASH EQUIVALENTS

              Cash and cash equivalents include currency and demand deposits in
              banks, U.S. Treasury bills, money market accounts, and commercial
              paper with maturities under 90 days, which are not otherwise
              restricted.

              SEPARATE ACCOUNT ASSETS

              Separate accounts contain segregated assets of the Company that
              are specifically assigned to variable annuity policyholders in the
              separate accounts and are not available to other creditors of the
              Company. The earnings of separate account investments are also
              assigned to the policyholders in the separate accounts, and are
              not guaranteed or supported by the other general investments of
              the Company. The Company earns mortality and expense risk fees
              from the separate accounts and assesses withdrawal charges in the
              event of early withdrawals. Separate accounts assets are valued at
              fair market value.

              In order to provide for optimum policyholder returns and to allow
              for the replication of the investment performance of existing
              "cloned" mutual funds, the Company has periodically transferred
              capital to the separate accounts to provide for the initial
              purchase of investments in new portfolios. As additional funds
              have been received through policyholder deposits, the Company has
              periodically reduced its capital investment in the separate
              accounts. The Company's capital investment in the separate
              accounts as of December 31, 1999 and 1998, is presented in note 3.
<PAGE>


              DEFERRED POLICY ACQUISITION COSTS

              The costs of acquiring new business which vary with and are
              directly related to the production of new business, principally
              commissions, premium taxes, sales costs, and certain policy
              issuance and underwriting costs, are deferred. The Company sets a
              limit on the deferral of acquisition costs incurred from internal
              marketing and wholesaling operations in any year at 1% to 1.5% of
              premiums and deposits receipts, varying according to specific
              product. This limit is based on typical market rates of
              independent marketing service and wholesaling organizations. This
              practice also avoids possible deferral of costs in excess of
              amounts recoverable.

              The costs deferred are amortized in proportion to estimated future
              gross profits derived from investment income, realized gains and
              losses on sales of securities, unrealized securities gains and
              losses, interest credited to accounts, surrender fees, mortality
              costs, and policy maintenance expenses. The estimated gross profit
              streams are periodically reevaluated and the unamortized balance
              of deferred policy acquisition costs is adjusted to the amount
              that would have existed had the actual experience and revised
              estimates been known and applied from the inception of the
              policies and contracts. The amortization and adjustments resulting
              from unrealized gains and losses are not recognized currently in
              income but as an offset to the accumulated other comprehensive
              income component of shareholder's equity. The amortization period
              is the remaining life of the policies, which is estimated to be 20
              years from the date of original policy issue.

<TABLE>
<CAPTION>
              The components of deferred policy acquisition costs are shown
              below:

                                                                                   1999          1998          1997
                                                                                ------------  ------------  ------------
                                                                                            (IN THOUSANDS)
<S>                                                                          <C>                  <C>           <C>
              Deferred policy acquisition costs, beginning of period
                                                                             $      9,142         6,774         3,321
              Commissions and expenses deferred                                     2,815         3,411         3,917
              Amortization                                                           (383)         (530)         (320)
              Deferred policy acquisition costs attributable to
                  unrealized depreciation (appreciation)                            3,519          (513)         (144)
                                                                                ------------  ------------  ------------

                    Deferred policy acquisition costs, end
                     of period                                               $     15,093         9,142         6,774
                                                                                ============  ============  ============

              Costs expensed that exceeded the established deferred
                  limit                                                      $        382           231            6
                                                                                ===========   ============ =============

</TABLE>

              PURCHASE RELATED INTANGIBLE ASSETS AND LIABILITIES

              In accordance with the purchase method of accounting for business
              combinations, two intangible assets and a future payable related
              to accrued purchase price consideration were established as of the
              date the Company was purchased by GALIC.

<PAGE>


                  Present Value of Future Profits

                  The Company established an intangible asset which represents
                  the present value of future profits (PVFP) to be derived from
                  both the purchased and transferred blocks of business. Certain
                  estimates were utilized in the computation of this asset,
                  including estimates of future policy retention, investment
                  income, interest credited to policyholders, surrender fees,
                  mortality costs, and policy maintenance costs, discounted at a
                  pretax rate of 18% (12% net after tax).

                  In addition, as the Company has the option of retaining its
                  single premium deferred annuity (SPDA) policies after they
                  reach their next interest rate reset date and are recaptured
                  from OakRe, a component of this asset represents estimates of
                  future profits on recaptured business. This asset will be
                  amortized in proportion to estimated future gross profits
                  derived from investment income, realized gains and losses on
                  sales of securities, unrealized securities appreciation and
                  depreciation, interest credited to accounts, surrender fees,
                  mortality costs, and policy maintenance expenses. The
                  estimated gross profit streams are periodically reevaluated
                  and the unamortized balance of PVFP will be adjusted to the
                  amount that would have existed had the actual experience and
                  revised estimates been known and applied from the inception.
                  The amortization and adjustments resulting from unrealized
                  appreciation and depreciation is not recognized currently in
                  income but as an offset to the accumulated other comprehensive
                  income of shareholder's equity. The amortization period is the
                  remaining life of the policies, which is estimated to be 20
                  years from the date of original policy issue.

                  Based on current assumptions, amortization of the original
                  in-force PVFP asset, expressed as a percentage of the original
                  in-force asset, is projected to be 5.5%, 4.9%, 4.5%, 4.2%, and
                  4.2% for the years ended December 31, 2000 through 2004,
                  respectively. Actual amortization incurred during these years
                  may be more or less as assumptions are modified to incorporate
                  actual results. The average crediting rate on the original
                  in-force PVFP asset is 6.4% for 1999, 1998 and 1997.

<TABLE>
<CAPTION>
                  The components of PVFP are shown below:

                                                                                    1999         1998         1997
                                                                                 ------------  ----------  ------------
                                                                                            (IN THOUSANDS)
<S>                                                                           <C>                 <C>            <C>
                  PVFP - beginning of period                                  $       854         900          1,178
                  Interest credited                                                    62          66             69
                  Amortization                                                       (103)       (120)           (82)
                  PVFP attributable to unrealized
                      depreciation (appreciation)                                     927           8           (265)
                                                                                 ------------  ----------  ------------
                         PVFP - end of period                                 $     1,740         854            900
                                                                                 ============  ==========  ============

</TABLE>
<PAGE>


                  Goodwill

                  Under the push-down method of purchase accounting, the excess
                  of purchase price over the fair value of tangible and
                  intangible assets and liabilities acquired is established as
                  an asset and referred to as goodwill. The Company has elected
                  to amortize goodwill on the straight-line basis over a 20-year
                  period.

<TABLE>
<CAPTION>
                  The components of goodwill are shown below:

                                                                                  1999          1998          1997
                                                                               ------------  ------------  ------------
                                                                                           (IN THOUSANDS)

<S>                                                                          <C>                 <C>           <C>
                  Goodwill - beginning of period                             $     1,813         1,923         2,034
                  Amortization                                                      (111)         (110)         (111)
                  Experience adjustment to future purchase price
                      payable to OakRe                                               (71)           --            --
                                                                               ------------  ------------  ------------

                           Goodwill - end of period                          $     1,631         1,813         1,923
                                                                               ============  ============  ============
</TABLE>



                  Future Payable

                  Pursuant to the financial reinsurance agreement with OakRe,
                  the receivable from OakRe becomes due in installments when the
                  SPDA policies reach their next crediting rate reset date. For
                  any recaptured policies that continue in force with OakRe into
                  the next rate guarantee period, the Company will pay a
                  commission to OakRe of 1.75% up to 40% of policy account
                  values originally reinsured and 3.5% thereafter. On policies
                  that are recaptured and subsequently exchanged to a variable
                  annuity policy, the Company will pay a commission to OakRe of
                  0.50%.

                  The Company has recorded a future payable that represents the
                  present value of the anticipated future commission payments
                  payable to OakRe over the remaining life of the financial
                  reinsurance agreement discounted at an estimated borrowing
                  rate of 6.5%. This liability represents a contingent purchase
                  price payable for the policies transferred to OakRe on the
                  purchase date and has been pushed down to the Company through
                  the financial reinsurance agreement. The Company expects that
                  this payable will be substantially extinguished by the end of
                  the year 2000.

<PAGE>


<TABLE>
<CAPTION>
                  The components of this future payable are shown below:

                                                                                        1999        1998       1997
                                                                                      ----------  ---------- ----------
                                                                                               (IN THOUSANDS)
<S>                                                                                 <C>               <C>        <C>
                  Future payable - beginning of period                              $     342         565        683
                  Interest added                                                           20          29         41
                  Payment to Oak Re                                                      (119)       (252)      (159)
                  Experience adjustment to future purchase price payable
                      to OakRe                                                            (71)         --         --
                                                                                      ----------  ---------- ----------

                           Future payable - end of period                           $     172         342        565
                                                                                      ==========  ========== ==========
</TABLE>

              DEFERRED TAX ASSETS AND LIABILITIES

              Xerox Financial Services, Inc. (XFSI) (previous parent of the
              company) and GALIC agreed to file an election to treat the
              acquisition of the Company as an asset acquisition under the
              provisions of Internal Revenue Code Section 338(h)(10). As a
              result of that election, the tax basis of the Company's assets as
              of the date of acquisition was revalued based upon fair market
              values as of June 1, 1995. The principal effect of the election
              was to establish a tax asset on the tax-basis balance sheet of
              approximately $2.9 million for the value of the business acquired
              that is amortizable for tax purposes over ten to fifteen years.

              POLICYHOLDER DEPOSITS

              The Company recognizes its liability for policy amounts that are
              not subject to policyholder mortality nor longevity risk at the
              stated contract value, which is the sum of the original deposit
              and accumulated interest, less any withdrawals. The average
              weighted interest crediting rate on the Company's policyholder
              deposits as of December 31, 1999 was 5.96%.

              FUTURE POLICY BENEFITS

              Reserves are held for future policy annuity benefits that subject
              the Company to risks to make payments contingent upon the
              continued survival of an individual or couple (longevity risk).
              These reserves are valued at the present value of estimated future
              benefits discounted for interest, expenses, and mortality. The
              assumed mortality is the 1983 Individual Annuity Mortality Tables
              discounted at 4.50% to 8.00%, depending upon year of issue.

              Current mortality benefits payable are recorded for reported
              claims and estimates of amounts incurred but not reported.

              PREMIUM REVENUE

              The Company recognizes premium revenue at the time of issue on
              annuity policies that subject it to longevity risks. Amounts
              collected on annuity policies not subject to longevity risk are
              recorded as increases in the policyholder deposits liability. For
              term and single premium variable life products, premiums are
              recognized as revenue when due.


<PAGE>

              OTHER INCOME

              Other income consists primarily of policy surrender charges.

              FEDERAL INCOME TAXES

              Beginning in 1997, the Company files a consolidated income tax
              return with its immediate parent, CFSLIC. Allocations of federal
              income taxes are based upon separate return calculations.

              Deferred tax assets and liabilities are recognized for the future
              tax consequences attributable to differences between the financial
              statement carrying amount of existing assets and liabilities and
              their respective tax bases and operating loss and tax credit
              carryforwards. Deferred tax assets and liabilities are measured
              using enacted tax rates expected to apply to taxable income in the
              years in which those temporary differences are expected to be
              recovered or settled. The effect on deferred tax assets and
              liabilities of a change in tax rates is recognized in income in
              the period that includes the enactment date.

              COMPREHENSIVE INCOME

              The Company reports and presents comprehensive income and its
              components in accordance with SFAS No. 130, Reporting
              Comprehensive Income. SFAS No. 130 has no impact on the Company's
              consolidated net income or shareholder's equity. The Company's
              only component of accumulated other comprehensive income relates
              to unrealized appreciation and depreciation on debt and equity
              securities held as available-for-sale.

              RISKS AND UNCERTAINTIES

              In preparing the financial statements, management is required to
              make estimates and assumptions that affect the reported amounts of
              assets and liabilities and disclosures of contingent assets and
              liabilities as of the date of the balance sheet and revenues and
              expenses for the period. Actual results could differ significantly
              from those estimates.

              The following elements of the financial statements are most
              affected by the use of estimates and assumptions:

                  -   Investment valuation

                  -   Amortization of deferred policy acquisition costs

                  -   Amortization of present value of future profits

                  -   Recoverability of goodwill

              The fair value of the Company's investments is subject to the risk
              that interest rates will change and cause a temporary increase or
              decrease in the liquidation value of debt securities. To the
              extent that fluctuations in interest rates cause the cash flows of
              assets and liabilities to change, the Company might have to
              liquidate assets prior to their maturity and recognize a gain or
              loss. Interest rate exposure for the investment portfolio is
              managed through asset/liability management techniques which
              attempt to control the risks presented by differences in the
              probable cash flows and reinvestment of assets with the timing of
              crediting rate changes in the Company's policies and contracts.
              Changes in the estimated prepayments of mortgage-backed securities
              also may cause retrospective changes in the amortization period of
              securities and the related recognition of income.


<PAGE>

              The amortization of deferred policy acquisition costs is based on
              estimates of long-term future gross profits from existing
              policies. These gross profits are dependent upon policy retention
              and lapses, the spread between investment earnings and crediting
              rates, and the level of maintenance expenses. Changes in
              circumstances or estimates may cause retrospective adjustment to
              the periodic amortization expense and the carrying value of the
              deferred expense.

              In a similar manner, the amortization of PVFP is based on
              estimates of long-term future profits from existing and recaptured
              policies. These gross profits are dependent upon policy retention
              and lapses, the spread between investment earnings and crediting
              rates, and the level of maintenance expenses. Changes in
              circumstances or estimates may cause retrospective adjustment to
              the periodic amortization expense and the carrying value of the
              asset.

              The Company has considered the recoverability of goodwill and has
              concluded that no circumstances have occurred which would give
              rise to impairment of goodwill at December 31, 1999.

              FAIR VALUE OF FINANCIAL INSTRUMENTS

              SFAS No. 107, Disclosures About Fair Value of Financial
              Instruments, applies fair value disclosure practices with regard
              to financial instruments, both assets and liabilities, for which
              it is practical to estimate fair value. In cases where quoted
              market prices are not readily available, fair values are based on
              estimates that use present value or other valuation techniques.

              These techniques are significantly affected by the assumptions
              used, including the discount rate and estimates of future cash
              flows. Although fair value estimates are calculated using
              assumptions that management believes are appropriate, changes in
              assumptions could cause these estimates to vary materially. In
              that regard, the derived fair value estimates cannot be
              substantiated by comparison to independent markets and, in many
              cases, might not be realized in the immediate settlement of the
              instruments. SFAS No. 107 excludes certain financial instruments
              and all nonfinancial instruments from its disclosure requirements.
              Because of this, and further because a value of a business is also
              based upon its anticipated earning power, the aggregate fair value
              amounts presented do not represent the underlying value of the
              Company.

              The following methods and assumptions were used by the Company in
              estimating its fair value disclosures for financial instruments:

                  Cash and Cash Equivalents, Short-term Investments,
                  and Accrued Investment Income

                  The carrying value amounts reported in the balance sheets for
                  these instruments approximate their fair values. Short-term
                  debt securities are considered "available-for-sale" and are
                  carried at fair value.


<PAGE>

                  Investments Securities and Mortgage Loans
                  (Including Mortgage-backed Securities)

                  Fair values of debt securities are based on quoted market
                  prices, where available. For debt securities not actively
                  traded, fair value estimates are obtained from independent
                  pricing services. In some cases, such as private placements,
                  certain mortgage-backed securities, and mortgage loans, fair
                  values are estimated by discounting expected future cash flows
                  using a current market rate applicable to the yield, credit
                  quality, and maturity of the investments (see note 3 for fair
                  value disclosures).

                  Policy Loans

                  Fair values of policy loans approximate carrying value as the
                  interest rates on the majority of policy loans are reset
                  periodically and therefore approximate current interest rates.

                  Investment Contracts

                  The Company's policy contracts require the beneficiaries to
                  commence receipt of payments by the later of age 85 or 10
                  years after purchase, and substantially all contracts permit
                  earlier surrenders, generally subject to fees and adjustments.
                  Fair values for the Company's liabilities for investment type
                  contracts (policyholder deposits) are estimated as the amount
                  payable on demand. As of December 31, 1999 and 1998, the cash
                  surrender value of policyholder deposits was $4,058,740 and
                  $4,707,689, respectively, less than their stated carrying
                  value. Of the contracts permitting surrender, substantially
                  all provide the option to surrender without fee or adjustment
                  during the 30 days following reset of guaranteed crediting
                  rates. The Company has not determined a practical method to
                  determine the present value of this option.

                  All of the Company's deposit obligations are fully guaranteed
                  by its parent GALIC, and the receivable from OakRe equal to
                  the SPDA obligations is guaranteed by OakRe's parent, XFSI.

              REINSURANCE

              Effective July 25, 1999, the Company entered into a modified
              coinsurance reinsurance agreement with Metropolitan Life Insurance
              Company (MetLife). Under the reinsurance agreement, the Company
              ceded life insurance and annuity business that was issued or
              renewed from July 25, 1999 through December 31, 1999 to MetLife
              amounting to $15 million. Net earnings to MetLife from that
              business are experience refunded to the Company. The agreement
              does not meet the conditions for reinsurance accounting under
              GAAP. In substance, the agreement represents a guarantee by
              MetLife of new business and renewed SPDA business during this
              period. There was no impact on the Company's financial statements
              resulting from the reinsurance transaction with MetLife.

              On June 1, 1995, when Cova Corporation purchased the Company, then
              known as Xerox Financial Life Insurance Company (XFLIC), from
              XFSI, a wholly owned subsidiary of Xerox Corporation, it entered
              into a financing reinsurance transaction with OakRe Life Insurance
              Company (OakRe), then a subsidiary of XFLIC, for OakRe to assume
              the economic benefits and risks of the existing SPDA deposits of
              XFLIC. Ownership of OakRe was retained by XFSI subsequent to the
              sale of XFLIC and other affiliates.


<PAGE>

              In substance, terms of the agreement have allowed the seller,
              XFSI, to retain substantially all of the existing financial
              benefits and risks of the existing business, while the purchaser,
              GALIC, obtained the corporate operating and product licenses,
              marketing, and administrative capabilities of the Company and
              access to the retention of the policyholder deposit base that
              persists beyond the next crediting rate reset date.

              The financing reinsurance agreement entered into with OakRe as
              condition to the purchase of the Company does not meet the
              criteria for reinsurance accounting under GAAP. The net assets
              initially transferred to OakRe were established as a receivable
              and are subsequently increased as interest accrued on the
              underlying deposits and decrease as funds are transferred back to
              the Company when policies reach their crediting rate reset date or
              benefits are claimed. The receivable from OakRe to the Company
              that was created by this transaction will be liquidated over the
              remaining crediting rate guaranty periods which will be
              substantially expired by mid-year 2000, and completely by mid-year
              2002. The liquidations transfer cash daily in the amount of the
              then current account value, less a recapture commission fee to
              OakRe on policies retained beyond their 30-day-no-fee surrender
              window by the Company, upon the next crediting rate reset date of
              each annuity policy. The Company may then reinvest that cash for
              those policies that are retained and thereafter assume the
              benefits and risks of those deposits.

              In the event that both OakRe and XFSI default on the receivable,
              the Company may draw funds from a standby bank irrevocable letter
              of credit established by XFSI in the amount of $500 million. No
              funds were drawn on this letter of credit since inception of the
              agreement.

              The impact of reinsurance on the December 31, 1999 financial
              statements is not considered material.

              RECENTLY ISSUED ACCOUNTING STANDARD

              SFAS No. 133, Accounting for Derivative Instruments and Hedging
              Activities, issued in June 1998, requires all derivative financial
              instruments to be recorded on the balance sheet at estimated fair
              value. The Company's present accounting policies applies such
              accounting treatment only to marketable securities as defined
              under SFAS No. 115, Accounting for Certain Investments in Debt and
              Equity Securities, and to off-balance sheet derivative
              instruments. SFAS No. 133 will broaden the definition of
              derivative instruments to include all classes of financial assets
              and liabilities. It also will require separate disclosure of
              identifiable derivative instruments embedded in hybrid securities.
              The change in the fair value of derivative instruments is to be
              recorded each period either in current earnings or other
              comprehensive income, depending on whether a derivative is
              designed as part of a hedge transaction and, if it is, on the type
              of hedge transaction.

              In June 1999, the FASB issued SFAS No. 137, Accounting for
              Derivative Instruments and Hedging Activities - Deferral of the
              Effective Date of SFAS No. 133. SFAS No. 137 defers for one year
              the effective date of Statement of SFAS No 133, Accounting for
              Derivative Instruments and Hedging Activities. The Company plans
              to adopt the provision of SFAS No. 133 effective January 1, 2001.
              At this time the Company does not believe it will have a material
              effect on the Company's consolidated financial position or results
              of operations.


<PAGE>

              OTHER

              Certain 1998 and 1997 amounts have been reclassified to conform to
              the 1999 presentation.

  (3)   INVESTMENTS

        The Company's investments in debt securities and short-term investments
        are considered available-for-sale and carried at estimated fair value,
        with the aggregate unrealized appreciation or depreciation being
        recorded as a separate component of shareholder's equity. The amortized
        cost, estimated fair value, and carrying value of investments at
        December 31, 1999 and 1998, are as follows:

<TABLE>
<CAPTION>
                                                                              1999
                                         -------------------------------------------------------------------------------
                                                              GROSS           GROSS         ESTIMATED
                                           AMORTIZED       UNREALIZED      UNREALIZED         FAIR          CARRYING
                                              COST            GAINS          LOSSES           VALUE           VALUE
                                         ---------------  --------------  --------------  --------------  --------------
                                                                         (IN THOUSANDS)
<S>                                          <C>                  <C>          <C>              <C>             <C>
        Debt securities:
           Government agency
              obligations              $       1,702              19               --            1,721           1,721
           Corporate securities               76,444              30           (4,756)          71,718          71,718
           Mortgage-backed
              securities                       8,272               1             (202)           8,071           8,071
           Asset backed securities            15,272              --           (1,214)          14,058          14,058
                                         ---------------  --------------  --------------  --------------  --------------

             Total debt securities           101,690              50           (6,172)          95,568          95,568
             Mortgage loans (net)              5,439              --              (70)           5,369           5,439
             Policy loans                        938              --               --              938             938
                                         ---------------  --------------  --------------  --------------  --------------

               Total investments       $     108,067              50           (6,242)         101,875         101,945
                                         ===============  ==============  ==============  ==============  ==============

        Company's beneficial
           interest in separate
           accounts                    $           5             --              --                  5              5
                                         ===============  ==============  ==============  ==============  ==============

</TABLE>

<PAGE>


                      COVA FINANCIAL LIFE INSURANCE COMPANY
           (a wholly owned subsidiary of Cova Financial Services Life
                               Insurance Company)

                          Notes to Financial Statements

                        December 31, 1999, 1998, and 1997


<TABLE>
<CAPTION>

                                                                              1998
                                         -------------------------------------------------------------------------------
                                                              GROSS           GROSS         ESTIMATED
                                           AMORTIZED       UNREALIZED      UNREALIZED         FAIR          CARRYING
                                              COST            GAINS          LOSSES           VALUE           VALUE
                                         ---------------  --------------  --------------  --------------  --------------
                                                                         (IN THOUSANDS)
<S>                                    <C>                     <C>               <C>           <C>            <C>
        Debt securities:
           U.S. treasury securities    $         100               1               --              101            101
           Government agency
              obligations                      3,471              74               --            3,545          3,545
           Corporate securities               70,883           1,384             (406)          71,861         71,861
           Mortgage-backed
               securities                     11,789              87              (32)          11,844         11,844
           Asset-backed securities            12,985             349              (27)          13,307         13,307
                                         ---------------  --------------  --------------  --------------  --------------

             Total debt securities            99,228           1,895             (465)         100,658        100,658
             Mortgage loans (net)              5,245             204               --            5,449          5,245
             Policy loans                      1,223              --               --            1,223          1,223
                                         ---------------  --------------  --------------  --------------  --------------

             Total investments         $     105,696           2,099             (465)         107,330        107,126
                                         ===============  ==============  ==============  ==============  ==============

        Company's beneficial
           interest in separate
           accounts                    $           2             --                --                2              2
                                         ===============  ==============  ==============  ==============  ==============
</TABLE>

        The amortized cost and estimated fair value of debt securities at
        December 31, 1999, by contractual maturity, are shown below. Expected
        maturities will differ from contractual maturities because borrowers may
        have the right to call or prepay obligations with or without call or
        prepayment penalties. Maturities of mortgage-backed securities will be
        substantially shorter than their contractual maturity because they
        require monthly principal installments and mortgagees may prepay
        principal.

<TABLE>
<CAPTION>
                                                                            ESTIMATED
                                                           AMORTIZED           FAIR
                                                              COST            VALUE
                                                         ---------------  ---------------
                                                                 (IN THOUSANDS)
<S>                                                    <C>                       <C>
        Less than one year                             $         3,573            3,573
        Due after one year through five years                   33,093           31,752
        Due after five years through ten years                  39,035           35,583
        Due after ten years                                     17,717           16,589
        Mortgage-backed securities                               8,272            8,071
                                                         ---------------  ---------------

                 Total                                 $       101,690           95,568
                                                         ===============  ===============

</TABLE>


<PAGE>


        At December 31, 1999, approximately 94.2% of the Company's debt
        securities are investment grade or are nonrated but considered to be of
        investment grade. Of the 5.8% noninvestment grade debt securities, 5.7%
        are rated as BB or its equivalent, and 0.1% are rated B or its
        equivalent.

        The Company had one impaired debt security, which became nonincome
        producing in 1999. The Company had no impaired investments, and all debt
        securities were income producing in 1998

<TABLE>
<CAPTION>
        The components of investment income, realized gains (losses), and
        unrealized appreciation are as follows:

                                                                                  1999           1998          1997
                                                                               ------------  -------------  ------------
                                                                                            (IN THOUSANDS)
<S>                                                                         <C>                  <C>            <C>
        Income on debt securities                                           $      7,119         6,928          6,575
        Income on cash and cash equivalents                                          185           305            186
        Interest on mortgage loans                                                   401           308             32
        Income on policy loans                                                        82            92             83
        Miscellaneous interest                                                         1             2             --
                                                                               ------------  -------------  ------------

        Total investment income                                                    7,788         7,635          6,876

        Investment expenses                                                         (125)         (119)          (115)
                                                                               ------------  -------------  ------------

                 Net investment income                                      $      7,663         7,516          6,761
                                                                               ============  =============  ============

        Net realized capital (losses) gains -
            debt securities                                                 $       (452)          178            158
                                                                               ============  =============  ============

        Unrealized (depreciation) appreciation is as follows:
               Debt securities                                              $     (6,122)        1,430            633
               Short-term investments                                                 --            --              3
               Effects on deferred acquisition
                 costs amortization                                                2,793          (726)          (213)
               Effects on PVFP amortization                                          735          (192)          (200)
                                                                               ------------  -------------  ------------

               Unrealized (depreciation) appreciation
                 before income tax                                                (2,594)          512            223

               Unrealized income tax benefit (expense)                               908          (179)           (78)
                                                                               ------------  -------------  ------------

                 Net unrealized appreciation (depreciation) on
                   investments                                              $     (1,686)          333            145
                                                                               ============  =============  ============

</TABLE>


<PAGE>


        Proceeds from sales, redemptions, and paydowns of investments in debt
        securities during 1999 were $25,986,787. Gross gains of $165,919 and
        gross losses of $618,025 were realized on those sales. Included in these
        amounts were $25,816 of gross gains and $19,890 of gross losses realized
        on the sale of noninvestment grade securities. Net realized losses
        include a 1999 impairment adjustment totaling approximately $493,244
        related to one debt security held by the Company.

        Proceeds from sales, redemptions, and paydowns of investments in debt
        securities during 1998 were $50,660,583. Gross gains of $591,755 and
        gross losses of $413,588 were realized on those sales. Included in these
        amounts were $133,138 of gross gains and $106,165 of gross losses
        realized on the sale of noninvestment grade securities.

        Proceeds from sales, redemptions, and paydowns for investments in debt
        securities during 1997 were $25,379,783. Gross gains of $166,335 and
        gross losses of $8,658 were realized on those sales. Included in these
        amounts were $47,391 of gross gains and $7,300 of gross losses realized
        on the sale of noninvestment grade securities.

  (4)   SECURITY GREATER THAN 10% OF SHAREHOLDER'S EQUITY

        As of December 31, 1999 and 1998, the Company held the following
        individual mortgage loan which exceeded 10% of shareholder's equity:

<TABLE>
                                                    1999             1998
                                               ---------------  ---------------
<S>                                          <C>                    <C>
        Colonial Realty, at carrying value   $     1,998,296        1,997,287
                                               ===============  ===============

</TABLE>


<PAGE>


  (5)   COMPREHENSIVE INCOME

<TABLE>
<CAPTION>
        The components of comprehensive income are as follows:

                                                                                    1999          1998         1997
                                                                                 ------------  ------------ ------------
                                                                                             (IN THOUSANDS)
<S>                                                                            <C>                 <C>           <C>
        Net income                                                             $        160        810           443
                                                                                 ------------  ------------ ------------

        Other comprehensive income (loss), before tax -
            Unrealized appreciation (depreciation) on
               Investments arising during period:
                 Unrealized (depreciation) appreciation
                     on investments                                                  (7,100)       616           472
                 Adjustment to deferred acquisition
                   costs attributable to unrealized
                   depreciation (appreciation)                                        3,308       (398)         (108)
                 Adjustment to PVFP attributable to
                   unrealized depreciation (appreciation)                               872          6          (198)
                                                                                 ------------  ------------ ------------

                       Total unrealized (depreciation) appreciation on
                          investments arising during period                          (2,920)       224           166
                                                                                 ------------  ------------ ------------

        Less reclassification adjustments for realized losses (gains) included
            in net income:
               Adjustment for losses (gains) included in
                 net realized (losses) gains on sales
                 of investments                                                         452       (178)         (158)
               Adjustment for (gains) losses included in
                 amortization of deferred acquisition costs                            (211)       115            36
               Adjustment for (gains) losses included in
                 amortization of PVFP                                                   (55)        (2)           67
                                                                                 ------------  ------------ ------------

                       Total reclassification adjustments for losses (gains)
                          included in net income                                        186        (65)          (55)
                                                                                 ------------  ------------ ------------

        Other comprehensive (loss) income, before related income tax
            (benefits) expense                                                       (3,106)       289           221

        Related income tax (benefit) expense                                         (1,087)       101            77
                                                                                 ------------  ------------ ------------

                       Other comprehensive (loss) income, net of tax                 (2,019)       188           144
                                                                                 ------------  ------------ ------------

                       Comprehensive (loss) income                             $     (1,859)       998           587
                                                                                 ============  ============ ============

</TABLE>


<PAGE>


  (6)   POSTRETIREMENT AND POSTEMPLOYMENT BENEFITS

        The Company has no direct employees and no retired employees. All
        personnel used to support the operations of the Company are supplied by
        contract by Cova Life Management Company (CLMC), a wholly owned
        subsidiary of Cova Corporation. The Company is allocated a portion of
        certain health care and life insurance benefits for future retired
        employees of CLMC. In 1999, 1998, and 1997, the Company was allocated a
        portion of benefit costs including severance pay, accumulated vacations,
        and disability benefits. At December 31, 1999, CLMC had no retired
        employees nor any employees fully eligible for retirement, and had no
        disbursements for such benefit commitments. The expense arising from
        these allocations is not material.

  (7)   INCOME TAXES

<TABLE>
<CAPTION>
        The Company will file a consolidated federal income tax return with its
        immediate parent, CFSLIC. Income taxes are recorded in the statements of
        earnings and directly in certain shareholder's equity accounts. Income
        tax expense for the years ended December 31 was allocated as follows:

                                                                                          1999        1998       1997
                                                                                        ----------  ---------  ---------
                                                                                                (IN THOUSANDS)
<S>                                                                                       <C>          <C>         <C>
        Statements of income:
            Operating income (excluding realized investment gains)                    $      179       215        250
            Realized investment gains                                                         15        62         55
                                                                                        ----------- ---------  ---------

                 Income tax expense included in the statements of
                   income                                                                    194       277        305

        Shareholder's equity - change in deferred federal income taxes
            related to unrealized (depreciation) appreciation on securities               (1,087)      101         77
                                                                                        ----------- ---------  ---------

                 Total income tax (benefit) expense                                   $     (893)      378        382
                                                                                        =========== =========  =========
</TABLE>

<TABLE>
<CAPTION>
        The actual federal income tax expense differed from the expected tax
        expense computed by applying the U.S. federal statutory rate to income
        before taxes on income as follows:

                                                                1999                  1998                 1997
                                                        --------------------  --------------------  --------------------
                                                                                (IN THOUSANDS)
<S>                                                   <C>           <C>      <C>          <C>      <C>          <C>
        Computed expected tax expense                 $   124       35.0%    $  380       35.0%    $  262       35.0%
        Dividends received deduction - separate
            account                                      (115)     (32.5)      (150)     (13.9)        --         --
        Amortization of intangible assets                  39       11.0         39        3.6         39        5.2
        Valuation allowance for permanent
            impairments                                   173       48.9         --         --         --        --
        Other                                             (27)      (7.6)         8        0.8          4        0.5
                                                        --------  ----------  --------  ----------  --------  ----------
                   Total                              $   194       54.8%    $  277       25.5%    $  305       40.7%
                                                        ========  ==========  ========  ==========  ========  ==========


</TABLE>

<PAGE>


<TABLE>
<CAPTION>
        The tax effect of temporary differences that give rise to significant
        portions of the deferred tax assets and deferred tax liabilities at
        December 31, 1999 and 1998 are as follows:

                                                                                                  1999         1998
                                                                                               ------------ ------------
                                                                                                    (IN THOUSANDS)
<S>                                                                                                <C>          <C>
        Deferred tax assets:
            Tax basis of intangible assets purchased                                         $       569          624
            Liability for commission on recaptures                                                    60          120
            Policy reserves                                                                        2,678        2,477
            DAC "Proxy Tax"                                                                        1,383        1,252
            Permanent impairments                                                                    173           --
            Unrealized depreciation in investments                                                   908           --
            Other deferred tax assets                                                                165         (359)
                                                                                               ------------ ------------

                   Total deferred tax assets                                                       5,936        4,114
            Valuation allowance                                                                     (173)           --
                                                                                               ------------ ------------
                   Total deferred tax assets, net of valuation allowance                           5,763        4,114
                                                                                               ------------ ------------

        Deferred tax liabilities:
            Unrealized appreciation in investments                                                    --          179
            PVFP                                                                                     226          150
            Deferred acquisition costs                                                             4,305        3,200
                                                                                               ------------ ------------

                   Total deferred tax liabilities                                                  4,531        3,529
                                                                                               ------------ ------------

                   Net deferred tax asset                                                    $     1,232          585
                                                                                               ============ ============
</TABLE>

        A valuation allowance is provided when it is more likely than not that
        some portion of the deferred tax assets will not be realized. As of
        December 31, 1999, the Company has provided a 100% valuation allowance
        against the deferred tax asset related to the permanent impairments.
<PAGE>


  (8)   RELATED-PARTY TRANSACTIONS

        On December 31, 1997, Cova Life Management Company (CLMC) and Navisys
        Incorporated (Navisys), both affiliated companies, purchased certain
        assets of Johnson & Higgins/Kirke Van Orsdel, Inc. (J&H/KVI), an
        unaffiliated Delaware corporation, for $2,500,000, and merged them into
        Cova Life Administrative Service Company (CLASC), a joint subsidiary of
        CLMC and Navisys. Navisys purchased 51% of CLASC, and the remaining 49%
        was purchased by CLMC. The purchased assets are the administrative and
        service systems and organization that provide the policy service
        functions for the Company's life and annuity products. On October 31,
        1999, CLMC purchased the remaining 51% interest in CLASC from Navisys
        for $1,184,414.

        The Company has entered into management, operations, and servicing
        agreements with its affiliated companies. The affiliated companies are
        CLMC, a Delaware corporation, which provides management services and the
        employees necessary to conduct the activities of the Company; Conning
        Asset Management, which provides investment advice; and CLASC, which
        provides underwriting, policy issuance, claims, and other policy
        administration functions. Additionally, a portion of overhead and other
        corporate expenses is allocated by the Company's parent, GALIC. Expenses
        and fees paid to affiliated companies in 1999, 1998, and 1997 by the
        Company were $2,496,782, $1,587,833, and $396,806, respectively.



  (9)   STATUTORY SURPLUS AND DIVIDEND RESTRICTION

        GAAP differs in certain respects from accounting practices prescribed or
        permitted by insurance regulatory authorities (statutory accounting
        principles).

        The major differences arise principally from the immediate expense
        recognition of policy acquisition costs and intangible assets for
        statutory reporting, determination of policy reserves based on different
        discount rates and methods, the recognition of deferred taxes under GAAP
        reporting, the nonrecognition of financial reinsurance for GAAP
        reporting, and the establishment of an asset valuation reserve as a
        contingent liability based on the credit quality of the Company's
        investment securities and an interest maintenance reserve as an unearned
        liability to defer the realized gains and losses of fixed income
        investments presumably resulting from changes to interest rates and
        amortize them into income over the remaining life of the investment sold
        under statutory accounting principles. In addition, adjustments to
        record the carrying values of debt securities and certain equity
        securities at estimated fair value are applied only under GAAP reporting
        and capital contributions in the form of notes receivable from an
        affiliated company are not recognized under GAAP reporting.

        Purchase accounting creates another difference as it requires the
        restatement of GAAP assets and liabilities to their established fair
        values at the date of purchase, and shareholder's equity to the net
        purchase price.
        Statutory accounting does not recognize the purchase method of
        accounting.



<PAGE>


<TABLE>
<CAPTION>
        As of December 31, the differences between statutory capital and surplus
        and shareholder's equity determined in conformity with GAAP were as
        follows:

                                                                                                  1999         1998
                                                                                               ------------ ------------
                                                                                                    (IN THOUSANDS)
<S>                                                                                          <C>               <C>
        Statutory capital and surplus                                                        $     9,826       10,411
        Reconciling items:
            Statutory asset valuation reserve                                                        827        1,078
            Statutory interest maintenance reserve                                                   187          190
            GAAP investment adjustments to fair value                                             (6,122)       1,430
            GAAP deferred policy acquisition costs                                                15,093        9,142
            GAAP basis policy reserves                                                            (4,480)      (4,670)
            GAAP deferred federal income taxes (net)                                               1,232          585
            GAAP guarantee assessment adjustment                                                  (1,100)      (1,000)
            GAAP goodwill                                                                          1,631        1,813
            GAAP present value of future profits                                                   1,740          854
            GAAP future purchase price payable                                                      (172)        (342)
            GAAP investment valuation reserves                                                       (40)         (10)
            Other                                                                                      8            8
                                                                                               ------------ ------------
                   GAAP shareholder's equity                                                 $    18,630       19,489
                                                                                               ============ ============

</TABLE>

        Statutory  net loss for the years  ended  December 31,  1999,  1998,
        and 1997 was  $1,478,513,  $142,046, and $461,118, respectively.

        The maximum amount of dividends which can be paid by State of California
        insurance companies to shareholders without prior approval of the
        insurance commissioner is the greater of 10% of statutory surplus or
        statutory net gain from operations for the preceding year. The maximum
        dividend permissible during 2000 will be $702,615, which is 10% of the
        Company's December 31, 1999 statutory surplus of $7,026,153.

        The National Association of Insurance Commissioners has developed
        certain risk based capital (RBC) requirements for life insurers. If
        prescribed levels of RBC are not maintained, certain actions may be
        required on the part of the Company or its regulators. At December 31,
        1999, the Company's Total Adjusted Capital and Authorized Control Level
        RBC were $10,653,128 and $1,705,480, respectively. This level of
        adjusted capital qualifies under all tests.

(10)    GUARANTY FUND ASSESSMENTS

        The Company participates with life insurance companies licensed in
        California in an association formed to guaranty benefits to
        policyholders of insolvent life insurance companies. Under state law, as
        a condition for maintaining the Company's authority to issue new
        business, the Company is contingently liable for its share of claims
        covered by the guaranty association for insolvencies incurred through
        1999, but for which assessments have not yet been determined or
        assessed, to a maximum generally of 1% of statutory premiums per annum.

        In November 1999, the National Organization of Life and Health Guaranty
        Associations distributed a study of the major outstanding industry
        insolvencies, with estimates of future assessments by state. Based on
        this study, the Company has accrued a liability for $1.1 million in
        future assessments on insolvencies that occurred before December 31,
        1999. Under the coinsurance agreement between the Company and OakRe (see
        note 1), OakRe is required to reimburse the Company for any future
        assessments that it pays which relate to insolvencies occurring prior to
        June 1, 1995. The Company paid $8,000, $33,505, and $460,167 in guaranty
        fund assessment in 1999, 1998, and 1997, respectively. These payments
        were substantially reimbursed by OakRe.

        At the same time, the Company is liable to OakRe for 80% of any future
        premium tax recoveries that are realized from any such assessments and
        may retain the remaining 20%. The credits to be retained were not
        material.

(11)    SUBSEQUENT EVENT

        The purchase of GenAmerica Corporation and subsidiary, including the
        Company, by MetLife was completed on January 6, 2000. On that date also,
        the Company's modified coinsurance agreement with MetLife was suspended
        for subsequent new business.





                                    PART C
                              OTHER INFORMATION

ITEM 24.   FINANCIAL STATEMENTS AND EXHIBITS.

a.   FINANCIAL STATEMENTS

The following financial  statements of the Separate Account are included in Part
B hereof:

     1.   Independent Auditors' Report.

     2.   Statement of Assets and Liabilities as of December 31, 1999.

     3.   Statement of Operations for the year ended December 31, 1999.

     4.   Statements  of Changes in Net Assets for the years ended  December 31,
          1999 and 1998.

     5.   Notes to Financial Statements - December 31, 1999 and 1998.

The following financial statements of the Company are included in Part B hereof:

     1.   Independent Auditors' Report.

     2.   Balance Sheets as of December 31, 1999 and 1998.

     3.   Statements of Income for the years ended December 31, 1999,  1998, and
          1997.

     4.   Statements of  Shareholder's  Equity for the Years Ended  December 31,
          1999, 1998, and 1997.

     5.   Statements of Cash Flows for the Years Ended December 31, 1999,  1998,
          and 1997.

     6.   Notes to Financial Statements - December 31, 1999, 1998, and 1997.

b.   EXHIBITS

     1.   Resolution  of Board  of  Directors  of the  Company  authorizing  the
          establishment of the Variable Account+++

     2.   Not Applicable

     3.   Principal Underwriter's Agreement+

     4.   (i) Individual  Flexible  Purchase Payment Deferred Variable and Fixed
          Annuity Contract****
          (ii) Endorsement**
          (iii) Death Benefit Endorsements****
          (iv) Charitable Remainder Trust Endorsement****

     5.   Application for Variable Annuity*

     6.   (i) Copy of Articles of Incorporation of the Company+
          (ii) Copy of the Bylaws of the Company+

     7.   Not Applicable

     8.(i)Participation   Agreement  among  Variable  Insurance  Products  Fund,
          Fidelity  Distributors  Corporation  and Cova Financial Life Insurance
          Company++++

          (ii) Participation  Agreement among Variable  Insurance  Products Fund
               II,  Fidelity  Distributors  Corporation  and Cova Financial Life
               Insurance Company++++

          (iii)Participation  Agreement among Variable  Insurance  Products Fund
               III,  Fidelity  Distributors  Corporation and Cova Financial Life
               Insurance Company++++

          (iv) Form of Fund Participation Agreement among MFS Variable Insurance
               Trust,  Cova Financial Life Insurance  Company and  Massachusetts
               Financial Services Company+

          (v)  Form of Fund  Participation  Agreement  by and among AIM Variable
               Insurance Funds,  Inc., A I M Distributors,  Inc., Cova Financial
               Life  Insurance  Company,  on behalf of itself  and its  Separate
               Accounts, and Cova Life Sales Company++

          (vi) Form of Participation Agreement among Templeton Variable Products
               Series  Fund,  Franklin  Templeton  Distributors,  Inc.  and Cova
               Financial Life Insurance Company****

          (vii)Form of Fund  Participation  Agreement  among Cova Financial Life
               Insurance  Company,  Cova Life Sales  Company,  Alliance  Capital
               Management LP and Alliance Fund Distributors, Inc.+

          (viii)Form of Fund Participation  Agreement among Oppenheimer Variable
               Account  Funds,  OppenheimerFunds,  Inc. and Cova  Financial Life
               Insurance Company++

          (ix) Form of Fund Participation Agreement among Putnam Variable Trust,
               Putnam  Mutual  Funds Corp.  and Cova  Financial  Life  Insurance
               Company++

          (x)  Form of Fund Participation Agreement among Investors Fund Series,
               Zurich Kemper Investments, Inc., Zurich Kemper Distributors, Inc.
               and Cova Financial Life Insurance Company++

          (xi) Form of  Participation  Agreement  by and between  Goldman  Sachs
               Variable Insurance Trust, Goldman, Sachs & Co. and Cova Financial
               Life Insurance Company++

          (xii)Form  of   Participation   Agreement   among   Liberty   Variable
               Investment Trust,  Liberty Financial  Investments,  Inc. and Cova
               Financial Life Insurance Company++

     9.   Opinion and Consent of Counsel

     10.  Consent of Independent Auditors

     11.  Not Applicable

     12.  Not Applicable

     13.  Calculation of Performance Information

     14.  Company Organizational Chart

     27.  Not Applicable

     *    incorporated by reference to Xerox Variable Annuity Account Five, Form
          N-4 (File No. 33-50174) as filed on July 29, 1992.

     **   incorporated by reference to Registrant's  Pre-Effective Amendment No.
          1 to Form N-4 (File No. 33-50174) as filed on July 16, 1993.

     +    incorporated by reference to Pre-Effective Amendment No. 1 to Form N-4
          (File No. 333-34817) as filed electronically on November 19, 1997.

     ++   incorporated  by reference to  Post-Effective  Amendment No. 1 to Form
          N-4 (File No. 333-34817) as filed electronically on February 11, 1998.

     +++  incorporated by reference to Cova Variable Life Account Five,  Initial
          Registration  Statement  on Form S-6  (File  No.  333-37559)  as filed
          electronically on October 9, 1997.

     ++++ incorporated  by reference to  Post-Effective  Amendment No. 6 to Form
          N-4 (File No. 33-50174) as filed electronically on April 29, 1998.

     **** incorporated by reference to Post-Effective Amendment No. 9 (File Nos.
          33-50174 and 811-7060) as filed electronically on April 29, 1999.

ITEM 25.   DIRECTORS AND OFFICERS OF THE DEPOSITOR.

The  following  are the  Officers  and  Directors  who are  engaged  directly or
indirectly in  activities  relating to the  Registrant  or the variable  annuity
contracts offered by the Registrant and the executive officers of the Company:

Name and Principal                Positions and Offices
 Business Address                 with Depositor
- --------------------------------  --------------------------------
Richard A. Liddy                  Chairman of the Board and Director
700 Market Street
St. Louis, MO 63101

Lorry J. Stensrud                 President and Director
One Tower Lane, Suite 3000
Oakbrook Terrace, IL  60181-4644

Mark E. Reynolds                  Executive Vice President and Director
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644

John W. Barber                    Director
13045 Tesson Ferry Rd.
St. Louis, MO 63128

William P. Boscow                 Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644

Constance A. Doern                Vice President
1776 West Lakes Parkway
West Des Moines, IA 50266

Patricia E. Gubbe                 Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL  60181-4644

Philip A. Haley                   Executive Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL  60181-4644

J. Robert Hopson                  Vice President,
One Tower Lane, Suite 3000        Chief Actuary and Director
Oakbrook Terrace, IL  60181-4644

E. Thomas Hughes, Jr.             Treasurer and Director
700 Market Street
St. Louis, MO 63101

Douglas E. Jacobs                 Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644

Lisa O. Kirchner                  Vice President
1776 West Lakes Parkway
West Des Moines, IA 50266

James W. Koeger                   Assistant Treasurer
700 Market Street
St. Louis, MO 63101

William C. Mair                   Vice President and Director
One Tower Lane, Suite 3000
Oakbrook Terrace, IL  60181-4644

Matthew P. McCauley               Assistant Secretary and Director
700 Market Street
St. Louis, MO 63101

John J. Myers                     Vice President

One Tower Lane,
Suite 3000
Oakbrook Terrace, IL 60181-4644

Myron H. Sandberg                 Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644

John W. Schaus                    Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL  60181-4644

Bernard J. Spaulding              Senior Vice President, General Counsel
One Tower Lane, Suite 3000          and Secretary
Oakbrook Terrace, IL  60181-4644

Joann T. Tanaka                   Senior Vice President and Director
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644

Patricia M. Wersching             Assistant Treasurer
700 Market Street
St. Louis, MO 63101

Peter L. Witkewiz                 Vice President and Controller
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644

ITEM 26.   PERSONS  CONTROLLED BY OR UNDER COMMON CONTROL WITH THE DEPOSITOR
           OR REGISTRANT.

A  company  organizational  chart is  filed  as  Exhibit  14 herein.

ITEM 27.   NUMBER OF CONTRACT OWNERS

As of April 12, 2000 there were 570 Qualified  Contract Owners and 2,074
Non-Qualified Contract Owners.

ITEM 28.   INDEMNIFICATION.

The Bylaws of the Company (Article V, Section 9) provide that:

This corporation  shall  indemnify,  to the fullest extent allowed by California
law, its present and former directors and officers against expenses,  judgments,
fines, settlements, and other amounts incurred in connection with any proceeding
or threatened  proceeding  brought  against such  directors or officers in their
capacity  as  such.  Such  indemnification  shall  be  made in  accordance  with
procedures set forth by California law. Sums for expenses  incurred in defending
any such  proceeding may also be advanced to any such director or officer to the
extent and under the conditions provided by California law.

Insofar as  indemnification  for liability  arising under the  Securities Act of
1933 may be  permitted  directors  and  officers or  controlling  persons of the
Company  pursuant to the foregoing,  or otherwise,  the Company has been advised
that  in  the  opinion  of  the   Securities   and  Exchange   Commission   such
indemnification is against public policy as expressed in the Act and, therefore,
unenforceable.  In the  event  that a claim  for  indemnification  against  such
liabilities  (other than the payment by the Company of expenses incurred or paid
by a director,  officer or  controlling  person of the Company in the successful
defense of any action, suit or proceeding) is asserted by such director, officer
or controlling  person in connection with the securities being  registered,  the
Company  will,  unless in the opinion of its counsel the matter has been settled
by  controlling  precedent,  submit to a court of appropriate  jurisdiction  the
question  whether  such  indemnification  by  it is  against  public  policy  as
expressed  in the Act and will be  governed  by the final  adjudication  of such
issue.

ITEM 29.   PRINCIPAL UNDERWRITERS.

(a) Cova Life  Sales  Company is the  principal  underwriter  for the  following
investment companies (other than Registrant):

   Cova Variable Annuity Account One
   Cova Variable Life Account One
   Cova Variable Life Account Five
   First Cova Variable Annuity Account One
   Cova Variable Annuity Account Four
   General American Separate Account Twenty-Eight
   General American Separate Account Twenty-Nine
   Security Equity Separate Account 26
   Security Equity Separate Account 27

(b) Cova Life Sales Company is the principal underwriter for the Contracts.  The
following persons are the officers and directors of Cova Life Sales Company. The
principal  business  address for each  officer  and  director of Cova Life Sales
Company is One Tower Lane, Suite 3000, Oakbrook Terrace, Illinois 60181-4644.

    Name and Principal  Positions and Offices
      Business Address   with Underwriter
- -----------------------  ---------------------------

Lorry J. Stensrud        Director

Patricia E. Gubbe        President, Chief Compliance Officer
                         and Director

William C. Mair          Director

Philip A. Haley          Vice President

Shari Ruecker            Vice President

Mark E. Reynolds         Treasurer

James W. Koeger          Assistant Treasurer

Bernard J. Spaulding     Secretary


(c)  Not applicable.

ITEM 30.   LOCATION OF ACCOUNTS AND RECORDS.

William Flory,  whose address is One Tower Lane, Suite 3000,  Oakbrook  Terrace,
Illinois  60181-4644 and Cova Life Administration Services Company, 4700 Westown
Parkway, Bldg. 4, Suite 200, West Des Moines, IA 50266 maintain physical
possession of the accounts,  books or documents of the Variable  Account
required to be maintained by Section 31(a) of the Investment Company Act of
1940 and the rules promulgated thereunder.

ITEM 31.   MANAGEMENT SERVICES.

Not Applicable.

ITEM 32.   UNDERTAKINGS.

     a. Registrant hereby undertakes to file a post-effective  amendment to this
registration  statement as frequently as is necessary to ensure that the audited
financial  statements in the registration  statement are never more than sixteen
(16) months old for so long as payment under the variable annuity  contracts may
be accepted.

     b.  Registrant  hereby  undertakes  to  include  either  (1) as part of any
application to purchase a contract  offered by the  Prospectus,  a space that an
applicant can check to request a Statement of Additional  Information,  or (2) a
postcard  or  similar  written  communication  affixed  to or  included  in  the
Prospectus  that the  applicant can remove to send for a Statement of Additional
Information.

     c.  Registrant  hereby  undertakes  to deliver any  Statement of Additional
Information and any financial statement required to be made available under this
Form promptly upon written or oral request.

     d. Cova Financial Life Insurance Company ("Company") hereby represents that
the fees and charges  deducted under the Contracts  described in the Prospectus,
in the  aggregate,  are  reasonable  in relation to the services  rendered,  the
expenses to be incurred and the risks assumed by the Company.

                                 REPRESENTATIONS

     The Company  hereby  represents  that it is relying upon a No Action Letter
issued to the  American  Council  of Life  Insurance  dated  November  28,  1988
(Commission ref.  IP-6-88) and that the following  provisions have been complied
with:

     1. Include  appropriate  disclosure  regarding the redemption  restrictions
imposed by Section  403(b)(11)  in each  registration  statement,  including the
prospectus, used in connection with the offer of the contract;

     2. Include  appropriate  disclosure  regarding the redemption  restrictions
imposed by Section  403(b)(11) in any sales  literature  used in connection with
the offer of the contract;

     3. Instruct sales  representatives who solicit participants to purchase the
contract  specifically to bring the redemption  restrictions  imposed by Section
403(b)(11) to the attention of the potential participants;

     4. Obtain from each plan participant who purchases a Section 403(b) annuity
contract,  prior  to or at  the  time  of  such  purchase,  a  signed  statement
acknowledging  the  participant's  understanding  of  (1)  the  restrictions  on
redemption imposed by Section 403(b)(11),  and (2) other investment alternatives
available  under  the  employer's   Section  403(b)  arrangement  to  which  the
participant may elect to transfer his contract value.

                                  SIGNATURES

As  required by the  Securities  Act of 1933 and the  Investment  Company Act of
1940, the Registrant  certifies that it meets the requirements of Securities Act
Rule 485(b) for effectiveness of this Registration Statement and has caused this
Registration  Statement  to be signed  on its  behalf,  in the City of  Oakbrook
Terrace, and State of Illinois on this 28th day of April, 2000.


                                  COVA VARIABLE ANNUITY ACCOUNT FIVE
                                  (Registrant)


                             By:  COVA FINANCIAL LIFE INSURANCE COMPANY


                             By: /s/BERNARD J. SPAULDING
                                  _________________________________________
                                  Senior Vice President, General Counsel
                                  and Secretary


                                  COVA FINANCIAL LIFE INSURANCE COMPANY
                                  Depositor



                              By : /s/BERNARD J. SPAULDING
                                 ________________________________________
                                  Senior Vice President, General Counsel
                                  and Secretary

As required by the Securities Act of 1933, this Registration  Statement has been
signed by the following persons in the capacities and on the dates indicated.



                        Chairman of the Board and
- ----------------------  Director                  --------
Richard A. Liddy                                   Date

/s/LORRY J. STENSRUD    President and Director    4-28-00
- ----------------------                            --------
Lorry J. Stensrud                                  Date

/s/J. ROBERT HOPSON      Director                 4-28-00
- ----------------------                            --------
J. Robert Hopson                                   Date

William C. Mair*        Director                  4-28-00
- ----------------------                            --------
William C. Mair                                    Date


E. Thomas Hughes, Jr.*  Treasurer and Director    4-28-00
- ----------------------                            --------
E. Thomas Hughes, Jr.                              Date

Matthew P. McCauley*    Director                  4-28-00
- ----------------------                            --------
Matthew P. McCauley                                Date

John W. Barber*         Director                  4-28-00
- ----------------------                            --------
John W. Barber                                     Date


/s/MARK E. REYNOLDS                               4-28-00
- ---------------------    Director                 --------
Mark E. Reynolds                                   Date

/s/J. TERRI TANAKA                                4-28-00
- ---------------------    Director                 --------
J. Terri Tanaka                                    Date


/s/PETER L. WITKEWIZ                              4-28-00
- ---------------------    Controller               --------
Peter L. Witkewiz                                  Date



                                  *By: /s/LORRY J. STENSRUD
                                        ____________________________________
                                        Lorry J. Stensrud, Attorney-in-Fact





                               INDEX TO EXHIBITS

EX-99.B9        Opinion and Consent of Counsel
EX-99.B10       Consent of Independent Auditors
EX-99.B13       Calculation of Performance Information
EX-99.B14       Company Organizational Chart

Blazzard, Grodd & Hasenauer, P.C.
943 Post Road East
Westport, CT 06880
(203) 226-7866

April 28, 2000


Board of Directors
Cova Financial Life Insurance Company
4100 Newport Place Drive, Suite 840
Newport Beach, CA 92600

Re:  Opinion of Counsel - Cova Variable Annuity Account Five

Gentlemen:

You have requested our Opinion of Counsel in connection with the filing with the
Securities  and  Exchange   Commission  of  a  Post-Effective   Amendment  to  a
Registration  Statement on Form N-4 for the Individual Flexible Purchase Payment
Deferred  Variable  Annuity  Contracts  (the  "Contracts")  to be issued by Cova
Financial Life Insurance Company and its separate account, Cova Variable Annuity
Account Five.

We have made such  examination  of the law and have  examined  such  records and
documents as in our judgment are necessary or appropriate to enable us to render
the opinions expressed below.

We are of the following opinions:

1.   Cova Variable  Annuity Account Five is a Unit Investment Trust as that term
     is defined  in  Section  4(2) of the  Investment  Company  Act of 1940 (the
     "Act"),  and is  currently  registered  with the  Securities  and  Exchange
     Commission, pursuant to Section 8(a) of the Act.

2.   Upon the  acceptance of purchase  payments  made by an Owner  pursuant to a
     Contract  issued  in  accordance  with  the  Prospectus  contained  in  the
     Registration  Statement and upon  compliance  with  applicable law, such an
     Owner will have a legally-issued,  fully paid,  non-assessable  contractual
     interest under such Contract.

You may use  this  opinion  letter,  or a copy  thereof,  as an  exhibit  to the
Registration Statement.

We  consent to the  reference  to our Firm under the  caption  "Legal  Opinions"
contained in the Statement of Additional  Information  which forms a part of the
Registration Statement.

Sincerely,

BLAZZARD, GRODD & HASENAUER, P.C.


By: /s/RAYMOND A. O'HARA III
    ---------------------------
    Raymond A. O'Hara III



                             Consent of Independent Auditors


The Board of Directors
Cova Financial Life Insurance Company


We  consent  to the  use of our  reports  on the  financial  statements  of Cova
Financial  Life  Insurance  Company (the Company) dated February 4, 2000, and on
the financial  statements of the  sub-accounts of Cova Variable  Annuity Account
Five dated March 20,  2000,  and to the  reference to our firm under the heading
"Experts" in the  Statement of  Additional  Information,  in the  Post-Effective
Amendment No. 10 to the Registration  Statement (Form N-4, File No. 33-50174) of
Cova Variable Annuity Account Five.

                                                /S/ KPMG LLP
                                               --------------
                                                 KPMG LLP

Chicago, Illinois
April 28, 2000



<TABLE>
<CAPTION>
       Cova Variable Annuity Account Five
       Standard 1 Year Return Data
       As of 12/31/99


                      Sub-Account                Transaction     Amount        Unit       Unit Balance   Transaction      Unit
                                                                               Value         Before         Units        Balance
                                                                                          Transaction                     After
                                                                                                                       Transaction

     6 Cova Lord Abbett G&I
<S>    <C>   <C>                                                  <C>                                           <C>          <C>
       12/31/1998                                purchase         1,000.00            -               -    #DIV/0!      #DIV/0!
       12/31/1999                                annual fee     #DIV/0!       39.456973     #DIV/0!        #DIV/0!      #DIV/0!
       12/31/1999                                surrender fee      (45.00)   39.456973     #DIV/0!           (1.1405)  #DIV/0!

     8 Cova Bond Debenture
       12/31/1998                                purchase         1,000.00    13.496510               -       74.0932      74.0932
       12/31/1999                                annual fee          (1.02)   13.765395         74.0932       (0.0741)     74.0191
       12/31/1999                                surrender fee      (45.00)   13.765395         74.0191       (3.2691)     70.7500

     9 GACC Money Market
       12/31/1998                                purchase         1,000.00    11.109949               -       90.0094      90.0094
       12/31/1999                                annual fee          (1.04)   11.525403         90.0094       (0.0902)     89.9192
       12/31/1999                                surrender fee      (45.00)   11.525403         89.9192       (3.9044)     86.0148

    11 Cova Developing Growth
       12/31/1998                                purchase         1,000.00    11.067868               -       90.3516      90.3516
       12/31/1999                                annual fee          (1.31)   14.452893         90.3516       (0.0906)     90.2610
       12/31/1999                                surrender fee      (45.00)   14.452893         90.2610       (3.1136)     87.1474

    12 Cova Large Cap Research
       12/31/1998                                purchase         1,000.00    11.825638               -       84.5620      84.5620
       12/31/1999                                annual fee          (1.24)   14.635794         84.5620       (0.0847)     84.4773
       12/31/1999                                surrender fee      (45.00)   14.635794         84.4773       (3.0747)     81.4026

    13 Cova Mid-Cap Value
       12/31/1998                                purchase         1,000.00    10.437956               -       95.8042      95.8042
       12/31/1999                                annual fee          (1.04)   10.875543         95.8042       (0.0956)     95.7086
       12/31/1999                                surrender fee      (45.00)   10.875543         95.7086       (4.1377)     91.5709

    15 Cova Quality Bond
       12/31/1998                                purchase         1,000.00    11.914509               -       83.9313      83.9313
       12/31/1999                                annual fee          (0.97)   11.567172         83.9313       (0.0839)     83.8474
       12/31/1999                                surrender fee      (45.00)   11.567172         83.8474       (3.8903)     79.9571

    16 Cova Small Cap Stock
       12/31/1998                                purchase         1,000.00    12.582885               -       79.4730      79.4730
       12/31/1999                                annual fee          (1.43)   17.932499         79.4730       (0.0797)     79.3933
       12/31/1999                                surrender fee      (45.00)   17.932499         79.3933       (2.5094)     76.8839
    17 Cova Large Cap Stock
       12/31/1998                                purchase         1,000.00    19.428505               -       51.4708      51.4708
       12/31/1999                                annual fee          (1.16)   22.548971         51.4708       (0.0514)     51.4194
       12/31/1999                                surrender fee      (45.00)   22.548971         51.4194       (1.9957)     49.4237

    18 Cova Select Equity
       12/31/1998                                purchase         1,000.00    16.987203               -       58.8678      58.8678
       12/31/1999                                annual fee          (1.08)   18.384684         58.8678       (0.0587)     58.8091
       12/31/1999                                surrender fee      (45.00)   18.384684         58.8091       (2.4477)     56.3614

    19 Cova Int'l Equity
       12/31/1998                                purchase         1,000.00    12.889314               -       77.5836      77.5836
       12/31/1999                                annual fee          (1.27)   16.333932         77.5836       (0.0778)     77.5058
       12/31/1999                                surrender fee      (45.00)   16.333932         77.5058       (2.7550)     74.7508

    24 Russell Multi-Style Equity
       12/31/1998                                purchase         1,000.00    12.740123               -       78.4922      78.4922
       12/31/1999                                annual fee          (1.16)   14.719616         78.4922       (0.0788)     78.4134
       12/31/1999                                surrender fee      (45.00)   14.719616         78.4134       (3.0571)     75.3563

    25 Russell Aggressive Equity
       12/31/1998                                purchase         1,000.00    10.001283               -       99.9872      99.9872
       12/31/1999                                annual fee          (1.05)   10.461908         99.9872       (0.1004)     99.8868
       12/31/1999                                surrender fee      (45.00)   10.461908         99.8868       (4.3013)     95.5855

    26 Russell Non-U.S.
       12/31/1998                                purchase         1,000.00    11.182808               -       89.4230      89.4230
       12/31/1999                                annual fee          (1.32)   14.706241         89.4230       (0.0898)     89.3332
       12/31/1999                                surrender fee      (45.00)   14.706241         89.3332       (3.0599)     86.2733

    27 Russell Core Bond
       12/31/1998                                purchase         1,000.00    10.631124               -       94.0634      94.0634
       12/31/1999                                annual fee          (0.98)   10.419502         94.0634       (0.0941)     93.9693
       12/31/1999                                surrender fee      (45.00)   10.419502         93.9693       (4.3188)     89.6505

    28 Russell Real Estate Securities
       12/31/1998                                purchase         1,000.00            -               -    #DIV/0!      #DIV/0!
       12/31/1999                                annual fee     #DIV/0!        9.395293     #DIV/0!        #DIV/0!      #DIV/0!
       12/31/1999                                surrender fee      (45.00)    9.395293     #DIV/0!           (4.7896)  #DIV/0!

    30 AIM V.I. Value
       12/31/1998                                purchase         1,000.00    13.075597               -       76.4783      76.4783
       12/31/1999                                annual fee          (1.28)   16.748633         76.4783       (0.0764)     76.4019
       12/31/1999                                surrender fee      (45.00)   16.748633         76.4019       (2.6868)     73.7151

    31 AIM V.I. Capital Appreciation
       12/31/1998                                purchase         1,000.00    11.800084               -       84.7452      84.7452
       12/31/1999                                annual fee          (1.43)   16.827440         84.7452       (0.0850)     84.6602
       12/31/1999                                surrender fee      (45.00)   16.827440         84.6602       (2.6742)     81.9860
    32 AIM V.I. Int'l Equity
       12/31/1998                                purchase         1,000.00    11.418467               -       87.5774      87.5774
       12/31/1999                                annual fee          (1.53)   17.458837         87.5774       (0.0876)     87.4898
       12/31/1999                                surrender fee      (45.00)   17.458837         87.4898       (2.5775)     84.9123

    35 Alliance Premier Growth
       12/31/1998                                purchase         1,000.00    14.620511               -       68.3971      68.3971
       12/31/1999                                annual fee          (1.30)   19.075994         68.3971       (0.0681)     68.3290
       12/31/1999                                surrender fee      (45.00)   19.075994         68.3290       (2.3590)     65.9700

    36 Alliance Real Estate Investment
       12/31/1998                                purchase         1,000.00     8.000583               -      124.9909     124.9909
       12/31/1999                                annual fee          (0.94)    7.486033        124.9909       (0.1256)    124.8653
       12/31/1999                                surrender fee      (45.00)    7.486033        124.8653       (6.0112)    118.8541

    39 Liberty Newport Tiger, Variable Series
       12/31/1998                                purchase         1,000.00     9.278784               -      107.7727     107.7727
       12/31/1999                                annual fee          (1.66)   15.397535        107.7727       (0.1078)    107.6649
       12/31/1999                                surrender fee      (45.00)   15.397535        107.6649       (2.9225)    104.7424

    40 Goldman Sachs G&I
       12/31/1998                                purchase         1,000.00     9.911702               -      100.8908     100.8908
       12/31/1999                                annual fee          (1.04)   10.302541        100.8908       (0.1009)    100.7899
       12/31/1999                                surrender fee      (45.00)   10.302541        100.7899       (4.3679)     96.4220

    41 Goldman Sachs Int'l Equity
       12/31/1998                                purchase         1,000.00    11.416783               -       87.5903      87.5903
       12/31/1999                                annual fee          (1.30)   14.844433         87.5903       (0.0876)     87.5027
       12/31/1999                                surrender fee      (45.00)   14.844433         87.5027       (3.0314)     84.4713

    42 Goldman Sachs Global Income
       12/31/1998                                purchase         1,000.00    10.815310               -       92.4615      92.4615
       12/31/1999                                annual fee          (0.98)   10.556976         92.4615       (0.0928)     92.3687
       12/31/1999                                surrender fee      (45.00)   10.556976         92.3687       (4.2626)     88.1061

    44 Kemper Dreman High Return
       12/31/1998                                purchase         1,000.00    10.489000               -       95.3380      95.3380
       12/31/1999                                annual fee          (0.88)    9.270000         95.3380       (0.0949)     95.2431
       12/31/1999                                surrender fee      (45.00)    9.270000         95.2431       (4.8544)     90.3887

    45 Kemper Small Cap Growth
       12/31/1998                                purchase         1,000.00    11.687795               -       85.5593      85.5593
       12/31/1999                                annual fee          (1.33)   15.505196         85.5593       (0.0858)     85.4735
       12/31/1999                                surrender fee      (45.00)   15.505196         85.4735       (2.9023)     82.5712

    46 Kemper Small Cap Value
       12/31/1998                                purchase         1,000.00     8.770360               -      114.0204     114.0204
       12/31/1999                                annual fee          (1.01)    8.886027        114.0204       (0.1137)    113.9067
       12/31/1999                                surrender fee      (45.00)    8.886027        113.9067       (5.0641)    108.8426
    47 Kemper Government Securities
       12/31/1998                                purchase         1,000.00    10.634608               -       94.0326      94.0326
       12/31/1999                                annual fee          (0.99)   10.558404         94.0326       (0.0938)     93.9388
       12/31/1999                                surrender fee      (45.00)   10.558404         93.9388       (4.2620)     89.6768

    48 MFS Bond
       12/31/1998                                purchase         1,000.00    10.509000               -       95.1565      95.1565
       12/31/1999                                annual fee          (0.98)   10.288000         95.1565       (0.0953)     95.0612
       12/31/1999                                surrender fee      (45.00)   10.288000         95.0612       (4.3740)     90.6872

    49 MFS Research
       12/31/1998                                purchase         1,000.00    12.179142               -       82.1076      82.1076
       12/31/1999                                annual fee          (1.22)   14.897867         82.1076       (0.0819)     82.0257
       12/31/1999                                surrender fee      (45.00)   14.897867         82.0257       (3.0206)     79.0051

    50 MFS Growth with Income
       12/31/1998                                purchase         1,000.00    12.075079               -       82.8152      82.8152
       12/31/1999                                annual fee          (1.05)   12.703932         82.8152       (0.0827)     82.7325
       12/31/1999                                surrender fee      (45.00)   12.703932         82.7325       (3.5422)     79.1903

    51 MFS Emerging Growth
       12/31/1998                                purchase         1,000.00    13.244101               -       75.5053      75.5053
       12/31/1999                                annual fee          (1.74)   23.079105         75.5053       (0.0754)     75.4299
       12/31/1999                                surrender fee      (45.00)   23.079105         75.4299       (1.9498)     73.4801

    52 MFS / F&C Emerging Markets Equity
       12/31/1998                                purchase         1,000.00     6.581757               -      151.9351     151.9351
       12/31/1999                                annual fee          (1.36)    8.967637        151.9351       (0.1517)    151.7834
       12/31/1999                                surrender fee      (45.00)    8.967637        151.7834       (5.0180)    146.7654

    53 MFS High Income
       12/31/1998                                purchase         1,000.00     9.863111               -      101.3879     101.3879
       12/31/1999                                annual fee          (1.05)   10.352934        101.3879       (0.1014)    101.2865
       12/31/1999                                surrender fee      (45.00)   10.352934        101.2865       (4.3466)     96.9399

    54 MFS Global Governments
       12/31/1998                                purchase         1,000.00    10.663503               -       93.7778      93.7778
       12/31/1999                                annual fee          (0.96)   10.252619         93.7778       (0.0936)     93.6842
       12/31/1999                                surrender fee      (45.00)   10.252619         93.6842       (4.3891)     89.2951

    55 Oppenheimer Capital Appreciation
       12/31/1998                                purchase         1,000.00    12.244057               -       81.6723      81.6723
       12/31/1999                                annual fee          (1.40)   17.103249         81.6723       (0.0819)     81.5904
       12/31/1999                                surrender fee      (45.00)   17.103249         81.5904       (2.6311)     78.9593

    56 Oppenheimer Main Street G&I
       12/31/1998                                purchase         1,000.00    10.340279               -       96.7092      96.7092
       12/31/1999                                annual fee          (1.20)   12.409773         96.7092       (0.0967)     96.6125
       12/31/1999                                surrender fee      (45.00)   12.409773         96.6125       (3.6262)     92.9863
    57 Oppenheimer High Income
       12/31/1998                                purchase         1,000.00     9.907918               -      100.9294     100.9294
       12/31/1999                                annual fee          (1.03)   10.189165        100.9294       (0.1011)    100.8283
       12/31/1999                                surrender fee      (45.00)   10.189165        100.8283       (4.4165)     96.4118

    58 Oppenheimer Bond
       12/31/1998                                purchase         1,000.00    10.551643               -       94.7720      94.7720
       12/31/1999                                annual fee          (0.97)   10.246949         94.7720       (0.0947)     94.6773
       12/31/1999                                surrender fee      (45.00)   10.246949         94.6773       (4.3916)     90.2857

    59 Oppenheimer Strategic Bond
       12/31/1998                                purchase         1,000.00    10.164797               -       98.3787      98.3787
       12/31/1999                                annual fee          (1.01)   10.306821         98.3787       (0.0980)     98.2807
       12/31/1999                                surrender fee      (45.00)   10.306821         98.2807       (4.3660)     93.9147

    60 Putnam VT G&I
       12/31/1998                                purchase         1,000.00    11.403244               -       87.6943      87.6943
       12/31/1999                                annual fee          (1.00)   11.422706         87.6943       (0.0875)     87.6068
       12/31/1999                                surrender fee      (45.00)   11.422706         87.6068       (3.9395)     83.6673

    61 Putman VT New Value
       12/31/1998                                purchase         1,000.00    10.498075               -       95.2556      95.2556
       12/31/1999                                annual fee          (0.99)   10.379438         95.2556       (0.0954)     95.1602
       12/31/1999                                surrender fee      (45.00)   10.379438         95.1602       (4.3355)     90.8247

    62 Putnam VT Vista
       12/31/1998                                purchase         1,000.00    11.804097               -       84.7163      84.7163
       12/31/1999                                annual fee          (1.51)   17.797452         84.7163       (0.0848)     84.6315
       12/31/1999                                surrender fee      (45.00)   17.797452         84.6315       (2.5285)     82.1030

    63 Putnam VT Int'l Growth
       12/31/1998                                purchase         1,000.00    11.729428               -       85.2556      85.2556
       12/31/1999                                annual fee          (1.58)   18.522808         85.2556       (0.0853)     85.1703
       12/31/1999                                surrender fee      (45.00)   18.522808         85.1703       (2.4294)     82.7409

    64 Putnam VT Int'l New Opportunities
       12/31/1998                                purchase         1,000.00    11.420772               -       87.5598      87.5598
       12/31/1999                                annual fee          (2.00)   22.858952         87.5598       (0.0875)     87.4723
       12/31/1999                                surrender fee      (45.00)   22.858952         87.4723       (1.9686)     85.5037

    67 Templeton International Securities
       12/31/1998                                purchase         1,000.00     9.149729               -      109.2929     109.2929
       12/31/1999                                annual fee          (1.22)   11.157985        109.2929       (0.1093)    109.1836
       12/31/1999                                surrender fee      (45.00)   11.157985        109.1836       (4.0330)    105.1506

    68 Templeton Developing Markets Securities
       12/31/1998                                purchase         1,000.00     7.557531               -      132.3183     132.3183
       12/31/1999                                annual fee          (1.52)   11.479237        132.3183       (0.1324)    132.1859
       12/31/1999                                surrender fee      (45.00)   11.479237        132.1859       (3.9201)    128.2658
    69 Mutual Shares Securities
       12/31/1998                                purchase         1,000.00     9.310282               -      107.4081     107.4081
       12/31/1999                                annual fee          (1.12)   10.413095        107.4081       (0.1076)    107.3005
       12/31/1999                                surrender fee      (45.00)   10.413095        107.3005       (4.3215)    102.9790

    71 Fidelity VIP Growth
       12/31/1998                                purchase         1,000.00    13.115493               -       76.2457      76.2457
       12/31/1999                                annual fee          (1.36)   17.780613         76.2457       (0.0765)     76.1692
       12/31/1999                                surrender fee      (45.00)   17.780613         76.1692       (2.5308)     73.6384

    72 Fidelity VIP II Contrafund
       12/31/1998                                purchase         1,000.00    12.429344               -       80.4548      80.4548
       12/31/1999                                annual fee          (1.23)   15.235791         80.4548       (0.0807)     80.3741
       12/31/1999                                surrender fee      (45.00)   15.235791         80.3741       (2.9536)     77.4205

    73 Fidelity VIP III Growth Opportunities
       12/31/1998                                purchase         1,000.00    11.814000               -       84.6453      84.6453
       12/31/1999                                annual fee          (1.03)   12.142823         84.6453       (0.0848)     84.5605
       12/31/1999                                surrender fee      (45.00)   12.142823         84.5605       (3.7059)     80.8546

    75 Fidelity VIP III Growth & Income
       12/31/1998                                purchase         1,000.00    12.259160               -       81.5717      81.5717
       12/31/1999                                annual fee          (1.08)   13.198268         81.5717       (0.0818)     81.4899
       12/31/1999                                surrender fee      (45.00)   13.198268         81.4899       (3.4095)     78.0804

    76 Fidelity VIP Equity-Income
       12/31/1998                                purchase         1,000.00    10.674283               -       93.6831      93.6831
       12/31/1999                                annual fee          (1.05)   11.196008         93.6831       (0.0938)     93.5893
       12/31/1999                                surrender fee      (45.00)   11.196008         93.5893       (4.0193)     89.5700

    99 Franklin Growth Investments
       12/31/1998                                purchase         1,000.00            -               -    #DIV/0!      #DIV/0!
       12/31/1999                                annual fee     #DIV/0!       14.687812     #DIV/0!        #DIV/0!      #DIV/0!
       12/31/1999                                surrender fee      (45.00)   14.687812     #DIV/0!           (3.0638)  #DIV/0!















       Cova Variable Annuity Account Five
       Standard 1 Year Returns
       12/31/1999

                      Sub-Account                                 Total       Account     12/31/1999       Initial      Inception
                                                                 Return        Value          AUV         Investment      Date


     6 Cova Lord Abbett G&I                                (1)                                                            1/8/1999
     8 Cova Bond Debenture                                          -2.61%       973.90       13.765395      1,000.00    5/20/1996
     9 GACC Money Market                                            -0.86%       991.36       11.525403      1,000.00    12/4/1997
    11 Cova Developing Growth                                       25.95%     1,259.53       14.452893      1,000.00    11/7/1997
    12 Cova Large Cap Research                                      19.14%     1,191.39       14.635794      1,000.00    2/17/1998
    13 Cova Mid-Cap Value                                           -0.41%       995.88       10.875543      1,000.00    11/7/1997
    15 Cova Quality Bond                                            -7.51%       924.88       11.567172      1,000.00    5/20/1996
    16 Cova Small Cap Stock                                         37.87%     1,378.72       17.932499      1,000.00    5/15/1996
    17 Cova Large Cap Stock                                         11.45%     1,114.45       22.548971      1,000.00    5/16/1996
    18 Cova Select Equity                                            3.62%     1,036.19       18.384684      1,000.00    5/15/1996
    19 Cova Int'l Equity                                            22.10%     1,220.97       16.333932      1,000.00    5/14/1996
    24 Russell Multi-Style Equity                                   10.92%     1,109.22       14.719616      1,000.00   12/31/1997
    25 Russell Aggressive Equity                                     0.00%     1,000.01       10.461908      1,000.00   12/31/1997
    26 Russell Non-U.S.                                             26.88%     1,268.76       14.706241      1,000.00   12/31/1997
    27 Russell Core Bond                                            -6.59%       934.11       10.419502      1,000.00   12/31/1997
    28 Russell Real Estate Securities                      (1)                                                            7/1/1999
    30 AIM V.I. Value                                               23.46%     1,234.63       16.748633      1,000.00   12/31/1997
    31 AIM V.I. Capital Appreciation                                37.96%     1,379.61       16.827440      1,000.00   12/31/1997
    32 AIM V.I. Int'l Equity                                        48.25%     1,482.47       17.458837      1,000.00   12/31/1997
    35 Alliance Premier Growth                                      25.84%     1,258.44       19.075994      1,000.00   12/31/1997
    36 Alliance Real Estate Investment                             -11.03%       889.75        7.486033      1,000.00   12/31/1997
    39 Liberty Newport Tiger, Variable Series                       61.28%     1,612.77       15.397535      1,000.00   12/31/1997
    40 Goldman Sachs G&I                                            -0.66%       993.39       10.302541      1,000.00    3/31/1998
    41 Goldman Sachs Int'l Equity                                   25.39%     1,253.93       14.844433      1,000.00    3/31/1998
    42 Goldman Sachs Global Income                                  -6.99%       930.13       10.556976      1,000.00    3/31/1998
    43 Templeton Global Income Securities                  (1)                                                            3/1/1999
    44 Kemper Dreman High Return                                   -16.21%       837.90        9.270000      1,000.00    5/15/1998
    45 Kemper Small Cap Growth                                      28.03%     1,280.28       15.505196      1,000.00   12/31/1997
    46 Kemper Small Cap Value                                       -3.28%       967.18        8.886027      1,000.00   12/31/1997
    47 Kemper Government Securities                                 -5.32%       946.84       10.558404      1,000.00   12/31/1997
    48 MFS Bond                                                     -6.70%       932.99       10.288000      1,000.00    5/15/1998
    49 MFS Research                                                 17.70%     1,177.01       14.897867      1,000.00   12/31/1997
    50 MFS Growth with Income                                        0.60%     1,006.03       12.703932      1,000.00   12/31/1997
    51 MFS Emerging Growth                                          69.59%     1,695.85       23.079105      1,000.00   12/31/1997
    52 MFS / F&C Emerging Markets Equity                            31.61%     1,316.14        8.967637      1,000.00   12/31/1997
    53 MFS High Income                                               0.36%     1,003.61       10.352934      1,000.00   12/31/1997
    54 MFS Global Governments                                       -8.45%       915.51       10.252619      1,000.00   12/31/1997
    55 Oppenheimer Capital Appreciation                             35.05%     1,350.46       17.103249      1,000.00   12/31/1997
    56 Oppenheimer Main Street G&I                                  15.39%     1,153.94       12.409773      1,000.00   12/31/1997
    57 Oppenheimer High Income                                      -1.76%       982.36       10.189165      1,000.00   12/31/1997
    58 Oppenheimer Bond                                             -7.49%       925.15       10.246949      1,000.00   12/31/1997
    59 Oppenheimer Strategic Bond                                   -3.20%       967.96       10.306821      1,000.00   12/31/1997
    60 Putnam VT G&I                                                -4.43%       955.71       11.422706      1,000.00   12/31/1997
    61 Putman VT New Value                                          -5.73%       942.71       10.379438      1,000.00   12/31/1997
    62 Putnam VT Vista                                              46.12%     1,461.22       17.797452      1,000.00   12/31/1997
    63 Putnam VT Int'l Growth                                       53.26%     1,532.59       18.522808      1,000.00   12/31/1997
    64 Putnam VT Int'l New Opportunities                            95.45%     1,954.52       22.858952      1,000.00   12/31/1997
    65 Franklin Small Cap                                  (1)                                                            3/1/1999
    66 Templeton Growth Securities                         (1)                                                            3/2/1999
    67 Templeton International Securities                           17.33%     1,173.27       11.157985      1,000.00    9/21/1998
    68 Templeton Developing Markets Securities                      47.24%     1,472.39       11.479237      1,000.00    9/21/1998
    69 Mutual Shares Securities                                      7.23%     1,072.33       10.413095      1,000.00     5/1/1998
    71 Fidelity VIP Growth                                          30.93%     1,309.34       17.780613      1,000.00    2/17/1998
    72 Fidelity VIP II Contrafund                                   17.96%     1,179.56       15.235791      1,000.00    2/17/1998
    73 Fidelity VIP III Growth Opportunities                        -1.82%       981.80       12.142823      1,000.00    2/17/1998
    75 Fidelity VIP III Growth & Income                              3.05%     1,030.53       13.198268      1,000.00    2/17/1998
    76 Fidelity VIP Equity-Income                                    0.28%     1,002.83       11.196008      1,000.00    2/17/1998
    99 Franklin Large Cap Growth Securities                (1)                                                            3/1/1999
   140 American Century VP Income & Growth                 (1)                                                          11/19/1999
   141 American Century VP Int'l                           (1)                                                          11/19/1999
   142 American Century VP Value                           (1)                                                          11/19/1999
   160 Dreyfus Stock Index                                 (1)                                                          11/19/1999
   161 Dreyfus VIF Disciplined Stock                       (1)                                                          11/19/1999
   162 Dreyfus VIF Capital Appreciation                    (1)                                                          11/19/1999
   180 INVESCO VIF Dynamics                                (1)                                                          11/19/1999
   181 INVESCO VIF High Yield                              (1)                                                          11/19/1999
   210 PIMCO High Yield Bond                               (1)                                                          11/19/1999
   211 PIMCO Low Duration Bond                             (1)                                                          11/19/1999
   212 PIMCO StockPLUS G&I                                 (1)                                                          11/19/1999
   213 PIMCO Total Return Bond                             (1)                                                          11/19/1999
   230 Scudder Int'l                                       (1)                                                          11/19/1999

    (1)Sub-account has not been in existence for 1 year.

















       Cova Variable Annuity Account Five
       Standard Inception to Date Return Data
       As of 12/31/99


                      Sub-Account                Transaction     Amount        Unit       Unit Balance   Transaction      Unit
                                                                               Value         Before         Units        Balance
                                                                                          Transaction                     After
                                                                                                                       Transaction

     6 Cova Lord Abbett G&I                                           0.98  yrs
       1/8/1999                                  purchase         1,000.00    35.903763               -       27.8522      27.8522
       12/31/1999                                annual fee          (1.10)   39.456973         27.8522       (0.0279)     27.8243
       12/31/1999                                surrender fee      (50.00)   39.456973         27.8243       (1.2672)     26.5571

     8 Cova Bond Debenture                                            3.62  yrs
       5/20/1996                                 purchase         1,000.00    10.146329               -       98.5578      98.5578
       5/20/1997                                 annual fee          (1.16)   11.758378         98.5578       (0.0987)     98.4591
       5/20/1998                                 annual fee          (1.33)   13.473825         98.4591       (0.0987)     98.3604
       5/20/1999                                 annual fee          (1.33)   13.526840         98.3604       (0.0983)     98.2621
       12/31/1999                                annual fee          (1.35)   13.765395         98.2621       (0.0981)     98.1640
       12/31/1999                                surrender fee      (45.00)   13.765395         98.1640       (3.2691)     94.8949

     9 GACC Money Market                                              2.07  yrs
       12/4/1997                                 purchase         1,000.00    10.630827               -       94.0661      94.0661
       12/4/1998                                 annual fee          (1.04)   11.081985         94.0661       (0.0938)     93.9723
       12/6/1999                                 annual fee          (1.08)   11.489330         93.9723       (0.0940)     93.8783
       12/31/1999                                annual fee          (1.08)   11.525403         93.8783       (0.0937)     93.7846
       12/31/1999                                surrender fee      (45.00)   11.525403         93.7846       (3.9044)     89.8802

    11 Cova Developing Growth                                         2.15  yrs
       11/7/1997                                 purchase         1,000.00    10.830839               -       92.3290      92.3290
       11/7/1998                                 annual fee          (0.92)    9.967264         92.3290       (0.0923)     92.2367
       11/8/1999                                 annual fee          (1.12)   12.101957         92.2367       (0.0925)     92.1442
       12/31/1999                                annual fee          (1.33)   14.452893         92.1442       (0.0920)     92.0522
       12/31/1999                                surrender fee      (45.00)   14.452893         92.0522       (3.1136)     88.9386

    12 Cova Large Cap Research                                        1.87  yrs
       2/17/1998                                 purchase         1,000.00    10.756077               -       92.9707      92.9707
       2/17/1999                                 annual fee          (1.08)   11.579471         92.9707       (0.0933)     92.8774
       12/31/1999                                annual fee          (1.36)   14.635794         92.8774       (0.0929)     92.7845
       12/31/1999                                surrender fee      (45.00)   14.635794         92.7845       (3.0747)     89.7098

    13 Cova Mid-Cap Value                                             2.15  yrs
       11/7/1997                                 purchase         1,000.00    10.048781               -       99.5146      99.5146
       11/7/1998                                 annual fee          (1.03)   10.358485         99.5146       (0.0994)     99.4152
       11/8/1999                                 annual fee          (1.08)   10.863413         99.4152       (0.0994)     99.3158
       12/31/1999                                annual fee          (1.08)   10.875543         99.3158       (0.0993)     99.2165
       12/31/1999                                surrender fee      (45.00)   10.875543         99.2165       (4.1377)     95.0788
    15 Cova Quality Bond                                              3.62  yrs
       5/20/1996                                 purchase         1,000.00     9.951189               -      100.4905     100.4905
       5/20/1997                                 annual fee          (1.05)   10.440361        100.4905       (0.1006)    100.3899
       5/20/1998                                 annual fee          (1.15)   11.413235        100.3899       (0.1008)    100.2891
       5/20/1999                                 annual fee          (1.17)   11.662580        100.2891       (0.1003)    100.1888
       12/31/1999                                annual fee          (1.16)   11.567172        100.1888       (0.1003)    100.0885
       12/31/1999                                surrender fee      (45.00)   11.567172        100.0885       (3.8903)     96.1982

    16 Cova Small Cap Stock                                           3.63  yrs
       5/15/1996                                 purchase         1,000.00    10.905675               -       91.6954      91.6954
       5/15/1997                                 annual fee          (1.01)   10.995232         91.6954       (0.0919)     91.6035
       5/15/1998                                 annual fee          (1.35)   14.699217         91.6035       (0.0918)     91.5117
       5/17/1999                                 annual fee          (1.15)   12.606262         91.5117       (0.0912)     91.4205
       12/31/1999                                annual fee          (1.64)   17.932499         91.4205       (0.0915)     91.3290
       12/31/1999                                surrender fee      (45.00)   17.932499         91.3290       (2.5094)     88.8196

    17 Cova Large Cap Stock                                           3.63  yrs
       5/16/1996                                 purchase         1,000.00    10.155238               -       98.4714      98.4714
       5/16/1997                                 annual fee          (1.26)   12.753841         98.4714       (0.0988)     98.3726
       5/18/1998                                 annual fee          (1.71)   17.363858         98.3726       (0.0985)     98.2741
       5/17/1999                                 annual fee          (2.04)   20.716290         98.2741       (0.0985)     98.1756
       12/31/1999                                annual fee          (2.21)   22.548971         98.1756       (0.0980)     98.0776
       12/31/1999                                surrender fee      (45.00)   22.548971         98.0776       (1.9957)     96.0819

    18 Cova Select Equity                                             3.63  yrs
       5/15/1996                                 purchase         1,000.00    10.151958               -       98.5032      98.5032
       5/15/1997                                 annual fee          (1.19)   12.101835         98.5032       (0.0983)     98.4049
       5/15/1998                                 annual fee          (1.58)   16.090569         98.4049       (0.0982)     98.3067
       5/17/1999                                 annual fee          (1.75)   17.851686         98.3067       (0.0980)     98.2087
       12/31/1999                                annual fee          (1.81)   18.384684         98.2087       (0.0985)     98.1102
       12/31/1999                                surrender fee      (45.00)   18.384684         98.1102       (2.4477)     95.6625

    19 Cova Int'l Equity                                              3.63  yrs
       5/14/1996                                 purchase         1,000.00    10.098675               -       99.0229      99.0229
       5/14/1997                                 annual fee          (1.16)   11.696691         99.0229       (0.0992)     98.9237
       5/14/1998                                 annual fee          (1.30)   13.129981         98.9237       (0.0990)     98.8247
       5/14/1999                                 annual fee          (1.28)   12.963950         98.8247       (0.0987)     98.7260
       12/31/1999                                annual fee          (1.61)   16.333932         98.7260       (0.0986)     98.6274
       12/31/1999                                surrender fee      (45.00)   16.333932         98.6274       (2.7550)     95.8724

    24 Russell Multi-Style Equity                                     2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.27)   12.694810        100.0000       (0.1000)     99.9000
       12/31/1999                                annual fee          (1.47)   14.719616         99.9000       (0.0999)     99.8001
       12/31/1999                                surrender fee      (45.00)   14.719616         99.8001       (3.0571)     96.7430




    25 Russell Aggressive Equity                                      2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.00)    9.963254        100.0000       (0.1004)     99.8996
       12/31/1999                                annual fee          (1.05)   10.461908         99.8996       (0.1004)     99.7992
       12/31/1999                                surrender fee      (45.00)   10.461908         99.7992       (4.3013)     95.4979

    26 Russell Non-U.S.                                               2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.11)   11.142092        100.0000       (0.0996)     99.9004
       12/31/1999                                annual fee          (1.47)   14.706241         99.9004       (0.1000)     99.8004
       12/31/1999                                surrender fee      (45.00)   14.706241         99.8004       (3.0599)     96.7405

    27 Russell Core Bond                                              2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.06)   10.591175        100.0000       (0.1001)     99.8999
       12/31/1999                                annual fee          (1.04)   10.419502         99.8999       (0.0998)     99.8001
       12/31/1999                                surrender fee      (45.00)   10.419502         99.8001       (4.3188)     95.4813

    28 Russell Real Estate Securities                                 0.50  yrs
       7/1/1999                                  purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee          (0.94)    9.395293        100.0000       (0.1001)     99.8999
       12/31/1999                                surrender fee      (50.00)    9.395293         99.8999       (5.3218)     94.5781

    30 AIM V.I. Value                                                 2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.31)   13.060203        100.0000       (0.1003)     99.8997
       12/31/1999                                annual fee          (1.67)   16.748633         99.8997       (0.0997)     99.8000
       12/31/1999                                surrender fee      (45.00)   16.748633         99.8000       (2.6868)     97.1132

    31 AIM V.I. Capital Appreciation                                  2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.18)   11.770729        100.0000       (0.1002)     99.8998
       12/31/1999                                annual fee          (1.68)   16.827440         99.8998       (0.0998)     99.8000
       12/31/1999                                surrender fee      (45.00)   16.827440         99.8000       (2.6742)     97.1258

    32 AIM V.I. Int'l Equity                                          2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.14)   11.391449        100.0000       (0.1001)     99.8999
       12/31/1999                                annual fee          (1.74)   17.458837         99.8999       (0.0997)     99.8002
       12/31/1999                                surrender fee      (45.00)   17.458837         99.8002       (2.5775)     97.2227

    35 Alliance Premier Growth                                        2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.46)   14.595485        100.0000       (0.1000)     99.9000
       12/31/1999                                annual fee          (1.91)   19.075994         99.9000       (0.1001)     99.7999
       12/31/1999                                surrender fee      (45.00)   19.075994         99.7999       (2.3590)     97.4409



    36 Alliance Real Estate Investment                                2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (0.80)    7.988435        100.0000       (0.1001)     99.8999
       12/31/1999                                annual fee          (0.75)    7.486033         99.8999       (0.1002)     99.7997
       12/31/1999                                surrender fee      (45.00)    7.486033         99.7997       (6.0112)     93.7885

    39 Liberty Newport Tiger, Variable Series                         2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (0.92)    9.228765        100.0000       (0.0997)     99.9003
       12/31/1999                                annual fee          (1.54)   15.397535         99.9003       (0.1000)     99.8003
       12/31/1999                                surrender fee      (45.00)   15.397535         99.8003       (2.9225)     96.8778

    40 Goldman Sachs G&I                                              1.75  yrs
       3/31/1998                                 purchase         1,000.00    11.212646               -       89.1850      89.1850
       3/31/1999                                 annual fee          (0.89)    9.987823         89.1850       (0.0891)     89.0959
       12/31/1999                                annual fee          (0.92)   10.302541         89.0959       (0.0893)     89.0066
       12/31/1999                                surrender fee      (45.00)   10.302541         89.0066       (4.3679)     84.6387

    41 Goldman Sachs Int'l Equity                                     1.75  yrs
       3/31/1998                                 purchase         1,000.00    11.199710               -       89.2880      89.2880
       3/31/1999                                 annual fee          (1.00)   11.253877         89.2880       (0.0889)     89.1991
       12/31/1999                                annual fee          (1.32)   14.844433         89.1991       (0.0889)     89.1102
       12/31/1999                                surrender fee      (45.00)   14.844433         89.1102       (3.0314)     86.0788

    42 Goldman Sachs Global Income                                    1.75  yrs
       3/31/1998                                 purchase         1,000.00    10.152000               -       98.5028      98.5028
       3/31/1999                                 purchase            (1.05)   10.695661         98.5028       (0.0982)     98.4046
       12/31/1999                                annual fee          (1.04)   10.556976         98.4046       (0.0985)     98.3061
       12/31/1999                                surrender fee      (45.00)   10.556976         98.3061       (4.2626)     94.0435

    43 Templeton Global Income Securities
       3/1/1999                                  purchase         1,000.00    10.050717               -       99.4954      99.4954
       12/31/1999                                annual fee          (0.96)    9.681844         99.4954       (0.0992)     99.3962
       12/31/1999                                surrender fee      (50.00)    9.681844         99.3962       (5.1643)     94.2319

    44 Kemper Dreman High Return                                      1.63  yrs
       5/15/1998                                 purchase         1,000.00    10.000000               -      100.0000     100.0000
       5/15/1999                                 annual fee          (1.09)   10.887804        100.0000       (0.1001)     99.8999
       12/31/1999                                annual fee          (0.93)    9.270000         99.8999       (0.1003)     99.7996
       12/31/1999                                surrender fee      (45.00)    9.270000         99.7996       (4.8544)     94.9452

    45 Kemper Small Cap Growth                                        2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.17)   11.676086        100.0000       (0.1002)     99.8998
       12/31/1999                                annual fee          (1.55)   15.505196         99.8998       (0.1000)     99.7998
       12/31/1999                                surrender fee      (45.00)   15.505196         99.7998       (2.9023)     96.8975



    46 Kemper Small Cap Value                                         2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (0.88)    8.753222        100.0000       (0.1005)     99.8995
       12/31/1999                                annual fee          (0.89)    8.886027         99.8995       (0.1002)     99.7993
       12/31/1999                                surrender fee      (45.00)    8.886027         99.7993       (5.0641)     94.7352

    47 Kemper Government Securities                                   2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.06)   10.556498        100.0000       (0.1004)     99.8996
       12/31/1999                                annual fee          (1.05)   10.558404         99.8996       (0.0994)     99.8002
       12/31/1999                                surrender fee      (45.00)   10.558404         99.8002       (4.2620)     95.5382

    48 MFS Bond                                                       1.63  yrs
       5/15/1998                                 purchase         1,000.00    10.000000               -      100.0000     100.0000
       5/15/1999                                 annual fee          (1.04)   10.372959        100.0000       (0.1003)     99.8997
       12/31/1999                                annual fee          (1.03)   10.288000         99.8997       (0.1001)     99.7996
       12/31/1999                                surrender fee      (45.00)   10.288000         99.7996       (4.3740)     95.4256

    49 MFS Research                                                   2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.22)   12.172796        100.0000       (0.1002)     99.8998
       12/31/1999                                annual fee          (1.49)   14.897867         99.8998       (0.1000)     99.7998
       12/31/1999                                surrender fee      (45.00)   14.897867         99.7998       (3.0206)     96.7792

    50 MFS Growth with Income                                         2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.21)   12.066568        100.0000       (0.1003)     99.8997
       12/31/1999                                annual fee          (1.27)   12.703932         99.8997       (0.1000)     99.7997
       12/31/1999                                surrender fee      (45.00)   12.703932         99.7997       (3.5422)     96.2575

    51 MFS Emerging Growth                                            2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.32)   13.233235        100.0000       (0.0997)     99.9003
       12/31/1999                                annual fee          (2.31)   23.079105         99.9003       (0.1001)     99.8002
       12/31/1999                                surrender fee      (45.00)   23.079105         99.8002       (1.9498)     97.8504

    52 MFS / F&C Emerging Markets Equity                              2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (0.66)    6.571830        100.0000       (0.1004)     99.8996
       12/31/1999                                annual fee          (0.90)    8.967637         99.8996       (0.1004)     99.7992
       12/31/1999                                surrender fee      (45.00)    8.967637         99.7992       (5.0180)     94.7812

    53 MFS High Income                                                2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (0.98)    9.845193        100.0000       (0.0995)     99.9005
       12/31/1999                                annual fee          (1.03)   10.352934         99.9005       (0.0995)     99.8010
       12/31/1999                                surrender fee      (45.00)   10.352934         99.8010       (4.3466)     95.4544


    54 MFS Global Governments                                         2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.07)   10.669943        100.0000       (0.1003)     99.8997
       12/31/1999                                annual fee          (1.02)   10.252619         99.8997       (0.0995)     99.8002
       12/31/1999                                surrender fee      (45.00)   10.252619         99.8002       (4.3891)     95.4111

    55 Oppenheimer Capital Appreciation                               2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.22)   12.232731        100.0000       (0.0997)     99.9003
       12/31/1999                                annual fee          (1.71)   17.103249         99.9003       (0.1000)     99.8003
       12/31/1999                                surrender fee      (45.00)   17.103249         99.8003       (2.6311)     97.1692

    56 Oppenheimer Main Street G&I                                    2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.03)   10.326519        100.0000       (0.0997)     99.9003
       12/31/1999                                annual fee          (1.24)   12.409773         99.9003       (0.0999)     99.8004
       12/31/1999                                surrender fee      (45.00)   12.409773         99.8004       (3.6262)     96.1742

    57 Oppenheimer High Income                                        2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (0.99)    9.893828        100.0000       (0.1001)     99.8999
       12/31/1999                                annual fee          (1.02)   10.189165         99.8999       (0.1001)     99.7998
       12/31/1999                                surrender fee      (45.00)   10.189165         99.7998       (4.4165)     95.3833

    58 Oppenheimer Bond                                               2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (0.99)    9.893828        100.0000       (0.1001)     99.8999
       12/31/1999                                annual fee          (1.02)   10.246949         99.8999       (0.0995)     99.8004
       12/31/1999                                surrender fee      (45.00)   10.246949         99.8004       (4.3916)     95.4088

    59 Oppenheimer Strategic Bond                                     2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.02)   10.151332        100.0000       (0.1005)     99.8995
       12/31/1999                                annual fee          (1.03)   10.306821         99.8995       (0.0999)     99.7996
       12/31/1999                                surrender fee      (45.00)   10.306821         99.7996       (4.3660)     95.4336

    60 Putnam VT G&I                                                  2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.14)   11.382650        100.0000       (0.1002)     99.8998
       12/31/1999                                annual fee          (1.14)   11.422706         99.8998       (0.0998)     99.8000
       12/31/1999                                surrender fee      (45.00)   11.422706         99.8000       (3.9395)     95.8605

    61 Putman VT New Value                                            2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.05)   10.483517        100.0000       (0.1002)     99.8998
       12/31/1999                                annual fee          (1.04)   10.379438         99.8998       (0.1002)     99.7996
       12/31/1999                                surrender fee      (45.00)   10.379438         99.7996       (4.3355)     95.4641


    62 Putnam VT Vista                                                2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.18)   11.785702        100.0000       (0.1001)     99.8999
       12/31/1999                                annual fee          (1.78)   17.797452         99.8999       (0.1000)     99.7999
       12/31/1999                                surrender fee      (45.00)   17.797452         99.7999       (2.5285)     97.2714

    63 Putnam VT Int'l Growth                                         2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.17)   11.707003        100.0000       (0.0999)     99.9001
       12/31/1999                                annual fee          (1.85)   18.522808         99.9001       (0.0999)     99.8002
       12/31/1999                                surrender fee      (45.00)   18.522808         99.8002       (2.4294)     97.3708

    64 Putnam VT Int'l New Opportunities                              2.00  yrs
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee          (1.14)   11.402252        100.0000       (0.1000)     99.9000
       12/31/1999                                annual fee          (2.28)   22.858952         99.9000       (0.0997)     99.8003
       12/31/1999                                surrender fee      (45.00)   22.858952         99.8003       (1.9686)     97.8317

    65 Franklin Small Cap
       3/1/1999                                  purchase         1,000.00     8.646100               -      115.6591     115.6591
       12/31/1999                                annual fee          (2.04)   17.679923        115.6591       (0.1154)    115.5437
       12/31/1999                                surrender fee      (50.00)   17.679923        115.5437       (2.8281)    112.7156

    66 Templeton Growth Securities
       3/2/1999                                  purchase         1,000.00    10.025713               -       99.7435      99.7435
       12/31/1999                                annual fee          (1.25)   12.557918         99.7435       (0.0995)     99.6440
       12/31/1999                                surrender fee      (50.00)   12.557918         99.6440       (3.9816)     95.6624

    67 Templeton International Securities                             1.28  yrs
       9/21/1998                                 purchase         1,000.00     7.893131               -      126.6924     126.6924
       9/21/1999                                 annual fee          (1.25)    9.858587        126.6924       (0.1268)    126.5656
       12/31/1999                                annual fee          (1.41)   11.157985        126.5656       (0.1264)    126.4392
       12/31/1999                                surrender fee      (45.00)   11.157985        126.4392       (4.0330)    122.4062

    68 Templeton Developing Markets Securities                        1.28  yrs
       9/21/1998                                 purchase         1,000.00     5.645520               -      177.1316     177.1316
       9/21/1999                                 annual fee          (1.10)    9.132548        177.1316       (0.1204)    177.0112
       12/31/1999                                annual fee          (2.03)   11.479237        177.0112       (0.1768)    176.8344
       12/31/1999                                surrender fee      (45.00)   11.479237        176.8344       (3.9201)    172.9143

    69 Mutual Shares Securities
       9/21/1998                                 purchase         1,000.00     8.312657               -      120.2985     120.2985
       9/21/1999                                 annual fee          (1.19)    9.915712        120.2985       (0.1200)    120.1785
       12/31/1999                                annual fee          (1.25)   10.413095        120.1785       (0.1200)    120.0585
       12/31/1999                                surrender fee      (45.00)   10.413095        120.0585       (4.3215)    115.7370




    71 Fidelity VIP Growth                                            1.87  yrs
       2/17/1998                                 purchase         1,000.00    10.000000               -      100.0000     100.0000
       2/17/1999                                 annual fee          (1.33)   13.296297        100.0000       (0.1000)     99.9000
       12/31/1999                                annual fee          (1.78)   17.780613         99.9000       (0.1001)     99.7999
       12/31/1999                                surrender fee      (45.00)   17.780613         99.7999       (2.5308)     97.2691

    72 Fidelity VIP II Contrafund                                     1.87  yrs
       2/17/1998                                 purchase         1,000.00    10.000000               -      100.0000     100.0000
       2/17/1999                                 annual fee          (1.24)   12.429231        100.0000       (0.0998)     99.9002
       12/31/1999                                annual fee          (1.52)   15.235791         99.9002       (0.0998)     99.8004
       12/31/1999                                surrender fee      (45.00)   15.235791         99.8004       (2.9536)     96.8468

    73 Fidelity VIP III Growth Opportunities                          1.87  yrs
       2/17/1998                                 purchase         1,000.00    10.000000               -      100.0000     100.0000
       2/17/1999                                 annual fee          (1.13)   11.255274        100.0000       (0.1004)     99.8996
       12/31/1999                                annual fee          (1.21)   12.142823         99.8996       (0.0996)     99.8000
       12/31/1999                                surrender fee      (45.00)   12.142823         99.8000       (3.7059)     96.0941

    75 Fidelity VIP III Growth & Income                               1.87  yrs
       2/17/1998                                 purchase         1,000.00    10.000000               -      100.0000     100.0000
       2/17/1999                                 annual fee          (1.21)   12.066871        100.0000       (0.1003)     99.8997
       12/31/1999                                annual fee          (1.32)   13.198268         99.8997       (0.1000)     99.7997
       12/31/1999                                surrender fee      (45.00)   13.198268         99.7997       (3.4095)     96.3902

    76 Fidelity VIP Equity-Income                                     1.87  yrs
       2/17/1998                                 purchase         1,000.00    10.000000               -      100.0000     100.0000
       2/17/1999                                 annual fee          (1.03)   10.322067        100.0000       (0.0998)     99.9002
       12/31/1999                                annual fee          (1.12)   11.196008         99.9002       (0.1000)     99.8002
       12/31/1999                                surrender fee      (45.00)   11.196008         99.8002       (4.0193)     95.7809

    99 Franklin Large Cap Growth Securities
    99 3/1/1999                                  purchase         1,000.00    10.985852               -       91.0262      91.0262
    99 12/31/1999                                annual fee          (1.30)   14.307568         91.0262       (0.0909)     90.9353
    99 12/31/1999                                surrender fee      (50.00)   14.307568         90.9353       (3.4947)     87.4406

   140 American Century VP Income & Growth                            0.12  yrs
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee          (1.03)   10.324878        100.0000       (0.0998)     99.9002
       12/31/1999                                surrender fee      (50.00)   10.324878         99.9002       (4.8427)     95.0575

   141 American Century VP Int'l                                      0.12  yrs
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee          (1.25)   12.517000        100.0000       (0.0999)     99.9001
       12/31/1999                                surrender fee      (50.00)   12.517000         99.9001       (3.9946)     95.9055

   142 American Century VP Value                                      0.12  yrs
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee          (0.96)    9.586953        100.0000       (0.1001)     99.8999
       12/31/1999                                surrender fee      (50.00)    9.586953         99.8999       (5.2154)     94.6845
   160 Dreyfus Stock Index                                            0.12  yrs
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee          (1.03)   10.336000        100.0000       (0.0997)     99.9003
       12/31/1999                                surrender fee      (50.00)   10.336000         99.9003       (4.8375)     95.0628

   161 Dreyfus VIF Disciplined Stock                                  0.12  yrs
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee          (1.03)   10.306000        100.0000       (0.0999)     99.9001
       12/31/1999                                surrender fee      (50.00)   10.306000         99.9001       (4.8515)     95.0486

   162 Dreyfus VIF Capital Appreciation                               0.12  yrs
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee          (1.01)   10.128000        100.0000       (0.0997)     99.9003
       12/31/1999                                surrender fee      (50.00)   10.128000         99.9003       (4.9368)     94.9635

   180 INVESCO VIF Dynamics                                           0.12  yrs
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee          (1.11)   11.148744        100.0000       (0.0996)     99.9004
       12/31/1999                                surrender fee      (50.00)   11.148744         99.9004       (4.4848)     95.4156

   181 INVESCO VIF High Yield                                         0.12  yrs
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee          (1.01)   10.122749        100.0000       (0.0998)     99.9002
       12/31/1999                                surrender fee      (50.00)   10.122749         99.9002       (4.9394)     94.9608

   210 PIMCO High Yield Bond                                          0.12  yrs
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee          (1.01)   10.078000        100.0000       (0.1002)     99.8998
       12/31/1999                                surrender fee      (50.00)   10.078000         99.8998       (4.9613)     94.9385

   211 PIMCO Low Duration Bond                                        0.12  yrs
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee          (1.00)    9.969000        100.0000       (0.1003)     99.8997
       12/31/1999                                surrender fee      (50.00)    9.969000         99.8997       (5.0155)     94.8842

   212 PIMCO StockPLUS G&I                                            0.12  yrs
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee          (1.03)   10.311000        100.0000       (0.0999)     99.9001
       12/31/1999                                surrender fee      (50.00)   10.311000         99.9001       (4.8492)     95.0509

   213 PIMCO Total Return Bond                                        0.12  yrs
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee          (0.99)    9.898482        100.0000       (0.1000)     99.9000
       12/31/1999                                surrender fee      (50.00)    9.898482         99.9000       (5.0513)     94.8487

   230 Scudder Int'l                                                  0.12  yrs
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee          (1.16)   11.637458        100.0000       (0.0997)     99.9003
       12/31/1999                                surrender fee      (50.00)   11.637458         99.9003       (4.2965)     95.6038
       Cova Variable Annuity Account Five
       Standard Since Inception Returns
       12/31/1999

                      Sub-Account                              Annualized     Account     12/31/1999       Initial      Inception
                                                                Inception      Value          AUV         Investment      Date
                                                                 Return

     6 Cova Lord Abbett G&I                                (1)       4.79%     1,047.86       39.456973      1,000.00     1/8/1999
     8 Cova Bond Debenture                                           7.67%     1,306.27       13.765395      1,000.00    5/20/1996
     9 GACC Money Market                                             1.72%     1,035.91       11.525403      1,000.00    12/4/1997
    11 Cova Developing Growth                                       12.40%     1,285.42       14.452893      1,000.00    11/7/1997
    12 Cova Large Cap Research                                      15.69%     1,312.97       14.635794      1,000.00    2/17/1998
    13 Cova Mid-Cap Value                                            1.57%     1,034.03       10.875543      1,000.00    11/7/1997
    15 Cova Quality Bond                                             3.00%     1,112.74       11.567172      1,000.00    5/20/1996
    16 Cova Small Cap Stock                                         13.68%     1,592.76       17.932499      1,000.00    5/15/1996
    17 Cova Large Cap Stock                                         23.76%     2,166.55       22.548971      1,000.00    5/16/1996
    18 Cova Select Equity                                           16.83%     1,758.72       18.384684      1,000.00    5/15/1996
    19 Cova Int'l Equity                                            13.14%     1,565.97       16.333932      1,000.00    5/14/1996
    24 Russell Multi-Style Equity                                   19.33%     1,424.02       14.719616      1,000.00   12/31/1997
    25 Russell Aggressive Equity                                    -0.05%       999.09       10.461908      1,000.00   12/31/1997
    26 Russell Non-U.S.                                             19.28%     1,422.69       14.706241      1,000.00   12/31/1997
    27 Russell Core Bond                                            -0.26%       994.87       10.419502      1,000.00   12/31/1997
    28 Russell Real Estate Securities                      (1)     -11.14%       888.59        9.395293      1,000.00     7/1/1999
    30 AIM V.I. Value                                               27.53%     1,626.51       16.748633      1,000.00   12/31/1997
    31 AIM V.I. Capital Appreciation                                27.84%     1,634.38       16.827440      1,000.00   12/31/1997
    32 AIM V.I. Int'l Equity                                        30.28%     1,697.40       17.458837      1,000.00   12/31/1997
    35 Alliance Premier Growth                                      36.34%     1,858.78       19.075994      1,000.00   12/31/1997
    36 Alliance Real Estate Investment                             -16.21%       702.10        7.486033      1,000.00   12/31/1997
    39 Liberty Newport Tiger, Variable Series                       22.13%     1,491.68       15.397535      1,000.00   12/31/1997
    40 Goldman Sachs G&I                                            -7.51%       871.99       10.302541      1,000.00    3/31/1998
    41 Goldman Sachs Int'l Equity                                   15.00%     1,277.79       14.844433      1,000.00    3/31/1998
    42 Goldman Sachs Global Income                                  -0.41%       992.81       10.556976      1,000.00    3/31/1998
    43 Templeton Global Income Securities                  (1)      -8.77%       912.34        9.681844      1,000.00     3/1/1999
    44 Kemper Dreman High Return                                    -7.53%       880.14        9.270000      1,000.00    5/15/1998
    45 Kemper Small Cap Growth                                      22.57%     1,502.41       15.505196      1,000.00   12/31/1997
    46 Kemper Small Cap Value                                       -8.25%       841.82        8.886027      1,000.00   12/31/1997
    47 Kemper Government Securities                                  0.44%     1,008.73       10.558404      1,000.00   12/31/1997
    48 MFS Bond                                                     -1.12%       981.74       10.288000      1,000.00    5/15/1998
    49 MFS Research                                                 20.07%     1,441.80       14.897867      1,000.00   12/31/1997
    50 MFS Growth with Income                                       10.58%     1,222.85       12.703932      1,000.00   12/31/1997
    51 MFS Emerging Growth                                          50.28%     2,258.30       23.079105      1,000.00   12/31/1997
    52 MFS / F&C Emerging Markets Equity                            -7.81%       849.96        8.967637      1,000.00   12/31/1997
    53 MFS High Income                                              -0.59%       988.23       10.352934      1,000.00   12/31/1997
    54 MFS Global Governments                                       -1.10%       978.21       10.252619      1,000.00   12/31/1997
    55 Oppenheimer Capital Appreciation                             28.92%     1,661.91       17.103249      1,000.00   12/31/1997
    56 Oppenheimer Main Street G&I                                   9.25%     1,193.50       12.409773      1,000.00   12/31/1997
    57 Oppenheimer High Income                                      -1.42%       971.88       10.189165      1,000.00   12/31/1997
    58 Oppenheimer Bond                                             -1.12%       977.65       10.246949      1,000.00   12/31/1997
    59 Oppenheimer Strategic Bond                                   -0.82%       983.62       10.306821      1,000.00   12/31/1997
    60 Putnam VT G&I                                                 4.64%     1,094.99       11.422706      1,000.00   12/31/1997
    61 Putman VT New Value                                          -0.46%       990.86       10.379438      1,000.00   12/31/1997
    62 Putnam VT Vista                                              31.57%     1,731.18       17.797452      1,000.00   12/31/1997
    63 Putnam VT Int'l Growth                                       34.30%     1,803.58       18.522808      1,000.00   12/31/1997
    64 Putnam VT Int'l New Opportunities                            49.54%     2,236.33       22.858952      1,000.00   12/31/1997
    65 Fanklin Small Cap                                   (1)      99.28%     1,992.80       17.679923      1,000.00     3/1/1999
    66 Templeton Growth Securities                         (1)      20.13%     1,201.32       12.557918      1,000.00     3/2/1999
    67 Templeton International Securities                           27.66%     1,365.81       11.157985      1,000.00    9/21/1998
    68 Templeton Developing Markets Securities                      71.08%     1,984.92       11.479237      1,000.00    9/21/1998
    69 Mutual Shares Securities                                     20.52%     1,205.18       10.413095      1,000.00    9/21/1998
    71 Fidelity VIP Growth                                          34.07%     1,729.50       17.780613      1,000.00    2/17/1998
    72 Fidelity VIP II Contrafund                                   23.15%     1,475.54       15.235791      1,000.00    2/17/1998
    73 Fidelity VIP III Growth Opportunities                         8.61%     1,166.85       12.142823      1,000.00    2/17/1998
    75 Fidelity VIP III Growth & Income                             13.75%     1,272.18       13.198268      1,000.00    2/17/1998
    76 Fidelity VIP Equity-Income                                    3.81%     1,072.36       11.196008      1,000.00    2/17/1998
    99 Franklin Large Cap Growth Securities                (1)      25.11%     1,251.06       14.307568      1,000.00     3/1/1999
   140 American Century VP Income & Growth                 (1)      -1.85%       981.46       10.324878      1,000.00   11/19/1999
   141 American Century VP Int'l                           (1)      20.05%     1,200.45       12.517000      1,000.00   11/19/1999
   142 American Century VP Value                           (1)      -9.23%       907.74        9.586953      1,000.00   11/19/1999
   160 Dreyfus Stock Index                                 (1)      -1.74%       982.57       10.336000      1,000.00   11/19/1999
   161 Dreyfus VIF Disciplined Stock                       (1)      -2.04%       979.57       10.306000      1,000.00   11/19/1999
   162 Dreyfus VIF Capital Appreciation                    (1)      -3.82%       961.79       10.128000      1,000.00   11/19/1999
   180 INVESCO VIF Dynamics                                (1)       6.38%     1,063.76       11.148744      1,000.00   11/19/1999
   181 INVESCO VIF High Yield                              (1)      -3.87%       961.26       10.122749      1,000.00   11/19/1999
   210 PIMCO High Yield Bond                               (1)      -4.32%       956.79       10.078000      1,000.00   11/19/1999
   211 PIMCO Low Duration Bond                             (1)      -5.41%       945.90        9.969000      1,000.00   11/19/1999
   212 PIMCO StockPLUS G&I                                 (1)      -1.99%       980.07       10.311000      1,000.00   11/19/1999
   213 PIMCO Total Return Bond                             (1)      -6.11%       938.86        9.898482      1,000.00   11/19/1999
   230 Scudder Int'l                                       (1)      11.26%     1,112.59       11.637458      1,000.00   11/19/1999

    (1)Returns are not annualized for sub-accounts in existence less than 1 year.

















       Cova Variable Annuity Account Five
       Non-Standard 1 Year Return Data
       As of 12/31/99


                      Sub-Account                Transaction     Amount        Unit       Unit Balance   Transaction      Unit
                                                                               Value         Before         Units        Balance
                                                                                          Transaction                     After
                                                                                                                       Transaction

     6 Cova Lord Abbett G&I
       12/31/98                                  purchase         1,000.00            -               -    #DIV/0!      #DIV/0!
       12/31/99                                  annual fee                   39.456973     #DIV/0!                 -   #DIV/0!
       12/31/99                                  surrender fee                39.456973     #DIV/0!                 -   #DIV/0!

     8 Cova Bond Debenture
       12/31/98                                  purchase         1,000.00    13.496510               -       74.0932      74.0932
       12/31/99                                  annual fee                   13.765395         74.0932             -      74.0932
       12/31/99                                  surrender fee                13.765395         74.0932             -      74.0932

     9 GACC Money Market
       12/31/98                                  purchase         1,000.00    11.109949               -       90.0094      90.0094
       12/31/99                                  annual fee                   11.525403         90.0094             -      90.0094
       12/31/99                                  surrender fee                11.525403         90.0094             -      90.0094

    11 Cova Developing Growth
       12/31/98                                  purchase         1,000.00    11.067868               -       90.3516      90.3516
       12/31/99                                  annual fee                   14.452893         90.3516             -      90.3516
       12/31/99                                  surrender fee                14.452893         90.3516             -      90.3516

    12 Cova Large Cap Research
       12/31/98                                  purchase         1,000.00    11.825638               -       84.5620      84.5620
       12/31/99                                  annual fee                   14.635794         84.5620             -      84.5620
       12/31/99                                  surrender fee                14.635794         84.5620             -      84.5620

    13 Cova Mid-Cap Value
       12/31/98                                  purchase         1,000.00    10.437956               -       95.8042      95.8042
       12/31/99                                  annual fee                   10.875543         95.8042             -      95.8042
       12/31/99                                  surrender fee                10.875543         95.8042             -      95.8042

    15 Cova Quality Bond
       12/31/98                                  purchase         1,000.00    11.914509               -       83.9313      83.9313
       12/31/99                                  annual fee                   11.567172         83.9313             -      83.9313
       12/31/99                                  surrender fee                11.567172         83.9313             -      83.9313

    16 Cova Small Cap Stock
       12/31/98                                  purchase         1,000.00    12.582885               -       79.4730      79.4730
       12/31/99                                  annual fee                   17.932499         79.4730             -      79.4730
       12/31/99                                  surrender fee                17.932499         79.4730             -      79.4730
    17 Cova Large Cap Stock
       12/31/98                                  purchase         1,000.00    19.428505               -       51.4708      51.4708
       12/31/99                                  annual fee                   22.548971         51.4708             -      51.4708
       12/31/99                                  surrender fee                22.548971         51.4708             -      51.4708

    18 Cova Select Equity
       12/31/98                                  purchase         1,000.00    16.987203               -       58.8678      58.8678
       12/31/99                                  annual fee                   18.384684         58.8678             -      58.8678
       12/31/99                                  surrender fee                18.384684         58.8678             -      58.8678

    19 Cova Int'l Equity
       12/31/98                                  purchase         1,000.00    12.889314               -       77.5836      77.5836
       12/31/99                                  annual fee                   16.333932         77.5836             -      77.5836
       12/31/99                                  surrender fee                16.333932         77.5836             -      77.5836

    24 Russell Multi-Style Equity
       12/31/98                                  purchase         1,000.00    12.740123               -       78.4922      78.4922
       12/31/99                                  annual fee                   14.719616         78.4922             -      78.4922
       12/31/99                                  surrender fee                14.719616         78.4922             -      78.4922

    25 Russell Aggressive Equity
       12/31/98                                  purchase         1,000.00    10.001283               -       99.9872      99.9872
       12/31/99                                  annual fee                   10.461908         99.9872             -      99.9872
       12/31/99                                  surrender fee                10.461908         99.9872             -      99.9872

    26 Russell Non-U.S.
       12/31/98                                  purchase         1,000.00    11.182808               -       89.4230      89.4230
       12/31/99                                  annual fee                   14.706241         89.4230             -      89.4230
       12/31/99                                  surrender fee                14.706241         89.4230             -      89.4230

    27 Russell Core Bond
       12/31/98                                  purchase         1,000.00    10.631124               -       94.0634      94.0634
       12/31/99                                  annual fee                   10.419502         94.0634             -      94.0634
       12/31/99                                  surrender fee                10.419502         94.0634             -      94.0634

    28 Russell Real Estate Securities
       12/31/98                                  purchase         1,000.00            -               -    #DIV/0!      #DIV/0!
       12/31/99                                  annual fee                    9.395293     #DIV/0!                 -   #DIV/0!
       12/31/99                                  surrender fee                 9.395293     #DIV/0!                 -   #DIV/0!

    30 AIM V.I. Value
       12/31/98                                  purchase         1,000.00    13.075597               -       76.4783      76.4783
       12/31/99                                  annual fee                   16.748633         76.4783             -      76.4783
       12/31/99                                  surrender fee                16.748633         76.4783             -      76.4783

    31 AIM V.I. Capital Appreciation
       12/31/98                                  purchase         1,000.00    11.800084               -       84.7452      84.7452
       12/31/99                                  annual fee                   16.827440         84.7452             -      84.7452
       12/31/99                                  surrender fee                16.827440         84.7452             -      84.7452
    32 AIM V.I. Int'l Equity
       12/31/98                                  purchase         1,000.00    11.418467               -       87.5774      87.5774
       12/31/99                                  annual fee                   17.458837         87.5774             -      87.5774
       12/31/99                                  surrender fee                17.458837         87.5774             -      87.5774

    35 Alliance Premier Growth
       12/31/98                                  purchase         1,000.00    14.620511               -       68.3971      68.3971
       12/31/99                                  annual fee                   19.075994         68.3971             -      68.3971
       12/31/99                                  surrender fee                19.075994         68.3971             -      68.3971

    36 Alliance Real Estate Investment
       12/31/98                                  purchase         1,000.00     8.000583               -      124.9909     124.9909
       12/31/99                                  annual fee                    7.486033        124.9909             -     124.9909
       12/31/99                                  surrender fee                 7.486033        124.9909             -     124.9909

    39 Liberty Newport Tiger, Variable Series
       12/31/98                                  purchase         1,000.00     9.278784               -      107.7727     107.7727
       12/31/99                                  annual fee                   15.397535        107.7727             -     107.7727
       12/31/99                                  surrender fee                15.397535        107.7727             -     107.7727

    40 Goldman Sachs G&I
       12/31/98                                  purchase         1,000.00     9.911702               -      100.8908     100.8908
       12/31/99                                  annual fee                   10.302541        100.8908             -     100.8908
       12/31/99                                  surrender fee                10.302541        100.8908             -     100.8908

    41 Goldman Sachs Int'l Equity
       12/31/98                                  purchase         1,000.00    11.416783               -       87.5903      87.5903
       12/31/99                                  annual fee                   14.844433         87.5903             -      87.5903
       12/31/99                                  surrender fee                14.844433         87.5903             -      87.5903

    42 Goldman Sachs Global Income
       12/31/98                                  purchase         1,000.00    10.815310               -       92.4615      92.4615
       12/31/99                                  annual fee                   10.556976         92.4615             -      92.4615
       12/31/99                                  surrender fee                10.556976         92.4615             -      92.4615

    44 Kemper Dreman High Return
       12/31/98                                  purchase         1,000.00    10.489000               -       95.3380      95.3380
       12/31/99                                  annual fee                    9.270000         95.3380             -      95.3380
       12/31/99                                  surrender fee                 9.270000         95.3380             -      95.3380

    45 Kemper Small Cap Growth
       12/31/98                                  purchase         1,000.00    11.687795               -       85.5593      85.5593
       12/31/99                                  annual fee                   15.505196         85.5593             -      85.5593
       12/31/99                                  surrender fee                15.505196         85.5593             -      85.5593

    46 Kemper Small Cap Value
       12/31/98                                  purchase         1,000.00     8.770360               -      114.0204     114.0204
       12/31/99                                  annual fee                    8.886027        114.0204             -     114.0204
       12/31/99                                  surrender fee                 8.886027        114.0204             -     114.0204
    47 Kemper Government Securities
       12/31/98                                  purchase         1,000.00    10.634608               -       94.0326      94.0326
       12/31/99                                  annual fee                   10.558404         94.0326             -      94.0326
       12/31/99                                  surrender fee                10.558404         94.0326             -      94.0326

    48 MFS Bond
       12/31/98                                  purchase         1,000.00    10.509000               -       95.1565      95.1565
       12/31/99                                  annual fee                   10.288000         95.1565             -      95.1565
       12/31/99                                  surrender fee                10.288000         95.1565             -      95.1565

    49 MFS Research
       12/31/98                                  purchase         1,000.00    12.179142               -       82.1076      82.1076
       12/31/99                                  annual fee                   14.897867         82.1076             -      82.1076
       12/31/99                                  surrender fee                14.897867         82.1076             -      82.1076

    50 MFS Growth with Income
       12/31/98                                  purchase         1,000.00    12.075079               -       82.8152      82.8152
       12/31/99                                  annual fee                   12.703932         82.8152             -      82.8152
       12/31/99                                  surrender fee                12.703932         82.8152             -      82.8152

    51 MFS Emerging Growth
       12/31/98                                  purchase         1,000.00    13.244101               -       75.5053      75.5053
       12/31/99                                  annual fee                   23.079105         75.5053             -      75.5053
       12/31/99                                  surrender fee                23.079105         75.5053             -      75.5053

    52 MFS / F&C Emerging Markets Equity
       12/31/98                                  purchase         1,000.00     6.581757               -      151.9351     151.9351
       12/31/99                                  annual fee                    8.967637        151.9351             -     151.9351
       12/31/99                                  surrender fee                 8.967637        151.9351             -     151.9351

    53 MFS High Income
       12/31/98                                  purchase         1,000.00     9.863111               -      101.3879     101.3879
       12/31/99                                  annual fee                   10.352934        101.3879             -     101.3879
       12/31/99                                  surrender fee                10.352934        101.3879             -     101.3879

    54 MFS Global Governments
       12/31/98                                  purchase         1,000.00    10.663503               -       93.7778      93.7778
       12/31/99                                  annual fee                   10.252619         93.7778             -      93.7778
       12/31/99                                  surrender fee                10.252619         93.7778             -      93.7778

    55 Oppenheimer Capital Appreciation
       12/31/98                                  purchase         1,000.00    12.244057               -       81.6723      81.6723
       12/31/99                                  annual fee                   17.103249         81.6723             -      81.6723
       12/31/99                                  surrender fee                17.103249         81.6723             -      81.6723

    56 Oppenheimer Main Street G&I
       12/31/98                                  purchase         1,000.00    10.340279               -       96.7092      96.7092
       12/31/99                                  annual fee                   12.409773         96.7092             -      96.7092
       12/31/99                                  surrender fee                12.409773         96.7092             -      96.7092
    57 Oppenheimer High Income
       12/31/98                                  purchase         1,000.00     9.907918               -      100.9294     100.9294
       12/31/99                                  annual fee                   10.189165        100.9294             -     100.9294
       12/31/99                                  surrender fee                10.189165        100.9294             -     100.9294

    58 Oppenheimer Bond
       12/31/98                                  purchase         1,000.00    10.551643               -       94.7720      94.7720
       12/31/99                                  annual fee                   10.246949         94.7720             -      94.7720
       12/31/99                                  surrender fee                10.246949         94.7720             -      94.7720

    59 Oppenheimer Strategic Bond
       12/31/98                                  purchase         1,000.00    10.164797               -       98.3787      98.3787
       12/31/99                                  annual fee                   10.306821         98.3787             -      98.3787
       12/31/99                                  surrender fee                10.306821         98.3787             -      98.3787

    60 Putnam VT G&I
       12/31/98                                  purchase         1,000.00    11.403244               -       87.6943      87.6943
       12/31/99                                  annual fee                   11.422706         87.6943             -      87.6943
       12/31/99                                  surrender fee                11.422706         87.6943             -      87.6943

    61 Putman VT New Value
       12/31/98                                  purchase         1,000.00    10.498075               -       95.2556      95.2556
       12/31/99                                  annual fee                   10.379438         95.2556             -      95.2556
       12/31/99                                  surrender fee                10.379438         95.2556             -      95.2556

    62 Putnam VT Vista
       12/31/98                                  purchase         1,000.00    11.804097               -       84.7163      84.7163
       12/31/99                                  annual fee                   17.797452         84.7163             -      84.7163
       12/31/99                                  surrender fee                17.797452         84.7163             -      84.7163

    63 Putnam VT Int'l Growth
       12/31/98                                  purchase         1,000.00    11.729428               -       85.2556      85.2556
       12/31/99                                  annual fee                   18.522808         85.2556             -      85.2556
       12/31/99                                  surrender fee                18.522808         85.2556             -      85.2556

    64 Putnam VT Int'l New Opportunities
       12/31/98                                  purchase         1,000.00    11.420772               -       87.5598      87.5598
       12/31/99                                  annual fee                   22.858952         87.5598             -      87.5598
       12/31/99                                  surrender fee                22.858952         87.5598             -      87.5598

    67 Templeton International Securities
       12/31/98                                  purchase         1,000.00     9.149729               -      109.2929     109.2929
       12/31/99                                  annual fee                   11.157985        109.2929             -     109.2929
       12/31/99                                  surrender fee                11.157985        109.2929             -     109.2929

    68 Templeton Developing Markets Securities
       12/31/98                                  purchase         1,000.00     7.557531               -      132.3183     132.3183
       12/31/99                                  annual fee                   11.479237        132.3183             -     132.3183
       12/31/99                                  surrender fee                11.479237        132.3183             -     132.3183
    69 Mutual Shares Securities
       12/31/98                                  purchase         1,000.00     9.310282               -      107.4081     107.4081
       12/31/99                                  annual fee                   10.413095        107.4081             -     107.4081
       12/31/99                                  surrender fee                10.413095        107.4081             -     107.4081

    71 Fidelity VIP Growth
       12/31/98                                  purchase         1,000.00    13.115493               -       76.2457      76.2457
       12/31/99                                  annual fee                   17.780613         76.2457             -      76.2457
       12/31/99                                  surrender fee                17.780613         76.2457             -      76.2457

    72 Fidelity VIP II Contrafund
       12/31/98                                  purchase         1,000.00    12.429344               -       80.4548      80.4548
       12/31/99                                  annual fee                   15.235791         80.4548             -      80.4548
       12/31/99                                  surrender fee                15.235791         80.4548             -      80.4548

    73 Fidelity VIP III Growth Opportunities
       12/31/98                                  purchase         1,000.00    11.814000               -       84.6453      84.6453
       12/31/99                                  annual fee                   12.142823         84.6453             -      84.6453
       12/31/99                                  surrender fee                12.142823         84.6453             -      84.6453

    75 Fidelity VIP III Growth & Income
       12/31/98                                  purchase         1,000.00    12.259160               -       81.5717      81.5717
       12/31/99                                  annual fee                   13.198268         81.5717             -      81.5717
       12/31/99                                  surrender fee                13.198268         81.5717             -      81.5717

    76 Fidelity VIP Equity-Income
       12/31/98                                  purchase         1,000.00    10.674283               -       93.6831      93.6831
       12/31/99                                  annual fee                   11.196008         93.6831             -      93.6831
       12/31/99                                  surrender fee                11.196008         93.6831             -      93.6831

    99 Franklin Growth Investments
       12/31/98                                  purchase         1,000.00            -               -    #DIV/0!      #DIV/0!
       12/31/99                                  annual fee                   14.687812     #DIV/0!                 -   #DIV/0!
       12/31/99                                  surrender fee                14.687812     #DIV/0!                 -   #DIV/0!















       Cova Variable Annuity Account Five
       Non-Standard Returns
       12/31/99

                      Sub-Account                                 Total       Account     12/31/1999       Initial      Inception
                                                                 Return        Value          AUV         Investment      Date


     6 Cova Lord Abbett G&I                                (1)                                                            1/8/1999
     8 Cova Bond Debenture                                           1.99%     1,019.92       13.765395      1,000.00    5/20/1996
     9 GACC Money Market                                             3.74%     1,037.39       11.525403      1,000.00    12/4/1997
    11 Cova Developing Growth                                       30.58%     1,305.84       14.452893      1,000.00    11/7/1997
    12 Cova Large Cap Research                                      23.76%     1,237.63       14.635794      1,000.00    2/17/1998
    13 Cova Mid-Cap Value                                            4.19%     1,041.92       10.875543      1,000.00    11/7/1997
    15 Cova Quality Bond                                            -2.92%       970.85       11.567172      1,000.00    5/20/1996
    16 Cova Small Cap Stock                                         42.52%     1,425.15       17.932499      1,000.00    5/15/1996
    17 Cova Large Cap Stock                                         16.06%     1,160.61       22.548971      1,000.00    5/16/1996
    18 Cova Select Equity                                            8.23%     1,082.27       18.384684      1,000.00    5/15/1996
    19 Cova Int'l Equity                                            26.73%     1,267.25       16.333932      1,000.00    5/14/1996
    24 Russell Multi-Style Equity                                   15.54%     1,155.38       14.719616      1,000.00   12/31/1997
    25 Russell Aggressive Equity                                     4.61%     1,046.06       10.461908      1,000.00   12/31/1997
    26 Russell Non-U.S.                                             31.51%     1,315.08       14.706241      1,000.00   12/31/1997
    27 Russell Core Bond                                            -1.99%       980.09       10.419502      1,000.00   12/31/1997
    28 Russell Real Estate Securities                      (1)                                                            7/1/1999
    30 AIM V.I. Value                                               28.09%     1,280.91       16.748633      1,000.00   12/31/1997
    31 AIM V.I. Capital Appreciation                                42.60%     1,426.04       16.827440      1,000.00   12/31/1997
    32 AIM V.I. Int'l Equity                                        52.90%     1,529.00       17.458837      1,000.00   12/31/1997
    35 Alliance Premier Growth                                      30.47%     1,304.74       19.075994      1,000.00   12/31/1997
    36 Alliance Real Estate Investment                              -6.43%       935.69        7.486033      1,000.00   12/31/1997
    39 Liberty Newport Tiger, Variable Series                       65.94%     1,659.43       15.397535      1,000.00   12/31/1997
    40 Goldman Sachs G&I                                             3.94%     1,039.43       10.302541      1,000.00    3/31/1998
    41 Goldman Sachs Int'l Equity                                   30.02%     1,300.23       14.844433      1,000.00    3/31/1998
    42 Goldman Sachs Global Income                                  -2.39%       976.11       10.556976      1,000.00    3/31/1998
    43 Templeton Global Income Securities                  (1)                                                            3/1/1999
    44 Kemper Dreman High Return                                   -11.62%       883.78        9.270000      1,000.00    5/15/1998
    45 Kemper Small Cap Growth                                      32.66%     1,326.61       15.505196      1,000.00   12/31/1997
    46 Kemper Small Cap Value                                        1.32%     1,013.19        8.886027      1,000.00   12/31/1997
    47 Kemper Government Securities                                 -0.72%       992.83       10.558404      1,000.00   12/31/1997
    48 MFS Bond                                                     -2.10%       978.97       10.288000      1,000.00    5/15/1998
    49 MFS Research                                                 22.32%     1,223.23       14.897867      1,000.00   12/31/1997
    50 MFS Growth with Income                                        5.21%     1,052.08       12.703932      1,000.00   12/31/1997
    51 MFS Emerging Growth                                          74.26%     1,742.59       23.079105      1,000.00   12/31/1997
    52 MFS / F&C Emerging Markets Equity                            36.25%     1,362.50        8.967637      1,000.00   12/31/1997
    53 MFS High Income                                               4.97%     1,049.66       10.352934      1,000.00   12/31/1997
    54 MFS Global Governments                                       -3.85%       961.47       10.252619      1,000.00   12/31/1997
    55 Oppenheimer Capital Appreciation                             39.69%     1,396.86       17.103249      1,000.00   12/31/1997
    56 Oppenheimer Main Street G&I                                  20.01%     1,200.14       12.409773      1,000.00   12/31/1997
    57 Oppenheimer High Income                                       2.84%     1,028.39       10.189165      1,000.00   12/31/1997
    58 Oppenheimer Bond                                             -2.89%       971.12       10.246949      1,000.00   12/31/1997
    59 Oppenheimer Strategic Bond                                    1.40%     1,013.97       10.306821      1,000.00   12/31/1997
    60 Putnam VT G&I                                                 0.17%     1,001.71       11.422706      1,000.00   12/31/1997
    61 Putman VT New Value                                          -1.13%       988.70       10.379438      1,000.00   12/31/1997
    62 Putnam VT Vista                                              50.77%     1,507.73       17.797452      1,000.00   12/31/1997
    63 Putnam VT Int'l Growth                                       57.92%     1,579.17       18.522808      1,000.00   12/31/1997
    64 Putnam VT Int'l New Opportunities                           100.15%     2,001.53       22.858952      1,000.00   12/31/1997
    65 Fanklin Small Cap                                   (1)                                                            3/1/1999
    66 Templeton Growth Securities                         (1)                                                            3/2/1999
    67 Templeton International Securities                           21.95%     1,219.49       11.157985      1,000.00    9/21/1998
    68 Templeton Developing Markets Securities                      51.89%     1,518.91       11.479237      1,000.00    9/21/1998
    69 Mutual Shares Securities                                     11.85%     1,118.45       10.413095      1,000.00     5/1/1998
    71 Fidelity VIP Growth                                          35.57%     1,355.70       17.780613      1,000.00    2/17/1998
    72 Fidelity VIP II Contrafund                                   22.58%     1,225.79       15.235791      1,000.00    2/17/1998
    73 Fidelity VIP III Growth Opportunities                         2.78%     1,027.83       12.142823      1,000.00    2/17/1998
    75 Fidelity VIP III Growth & Income                              7.66%     1,076.61       13.198268      1,000.00    2/17/1998
    76 Fidelity VIP Equity-Income                                    4.89%     1,048.88       11.196008      1,000.00    2/17/1998
    99 Franklin Large Cap Growth Securities                (1)                                                            3/1/1999
   140 American Century VP Income & Growth                 (1)                                                          11/19/1999
   141 American Century VP Int'l                           (1)                                                          11/19/1999
   142 American Century VP Value                           (1)                                                          11/19/1999
   160 Dreyfus Stock Index                                 (1)                                                          11/19/1999
   161 Dreyfus VIF Disciplined Stock                       (1)                                                          11/19/1999
   162 Dreyfus VIF Capital Appreciation                    (1)                                                          11/19/1999
   180 INVESCO VIF Dynamics                                (1)                                                          11/19/1999
   181 INVESCO VIF High Yield                              (1)                                                          11/19/1999
   210 PIMCO High Yield Bond                               (1)                                                          11/19/1999
   211 PIMCO Low Duration Bond                             (1)                                                          11/19/1999
   212 PIMCO StockPLUS G&I                                 (1)                                                          11/19/1999
   213 PIMCO Total Return Bond                             (1)                                                          11/19/1999
   230 Scudder Int'l                                       (1)                                                          11/19/1999

(1)    Sub-account has not been in existence for 1 year.

















       Cova Variable Annuity Account Five
       Standard Inception to Date Return Data
       As of 12/31/99


                      Sub-Account                Transaction     Amount        Unit       Unit Balance   Transaction      Unit
                                                                               Value         Before         Units        Balance
                                                                                          Transaction                     After
                                                                                                                       Transaction

     6 Cova Lord Abbett G&I
       1/8/1999                                  purchase         1,000.00    35.903763               -       27.8522      27.8522
       12/31/1999                                annual fee                   39.456973         27.8522             -      27.8522
       12/31/1999                                surrender fee                39.456973         27.8522             -      27.8522

     8 Cova Bond Debenture
       5/20/1996                                 purchase         1,000.00    10.146329               -       98.5578      98.5578
       5/20/1997                                 annual fee                   11.758378         98.5578             -      98.5578
       5/20/1998                                 annual fee                   13.473825         98.5578             -      98.5578
       5/20/1999                                 annual fee                   13.526840         98.5578             -      98.5578
       12/31/1999                                annual fee                   13.765395         98.5578             -      98.5578
       12/31/1999                                surrender fee                13.765395         98.5578             -      98.5578

     9 GACC Money Market
       12/4/1997                                 purchase         1,000.00    10.630827               -       94.0661      94.0661
       12/4/1998                                 annual fee                   11.081985         94.0661             -      94.0661
       12/6/1999                                 annual fee                   11.489330                             -      94.0661
       12/31/1999                                annual fee                   11.525403         94.0661             -      94.0661
       12/31/1999                                surrender fee                11.525403         94.0661             -      94.0661

    11 Cova Developing Growth
       11/7/1997                                 purchase         1,000.00    10.830839               -       92.3290      92.3290
       11/7/1998                                 annual fee                    9.967264         92.3290             -      92.3290
       11/8/1999                                 annual fee                   12.101957         92.3290             -      92.3290
       12/31/1999                                annual fee                   14.452893         92.3290             -      92.3290
       12/31/1999                                surrender fee                14.452893         92.3290             -      92.3290

    12 Cova Large Cap Research
       2/17/1998                                 purchase         1,000.00    10.756077               -       92.9707      92.9707
       2/17/1999                                 annual fee                   11.579471         92.9707             -      92.9707
       12/31/1999                                annual fee                   14.635794         92.9707             -      92.9707
       12/31/1999                                surrender fee                14.635794         92.9707             -      92.9707

    13 Cova Mid-Cap Value
       11/7/1997                                 purchase         1,000.00    10.048781               -       99.5146      99.5146
       11/7/1998                                 annual fee                   10.358485         99.5146             -      99.5146
       11/8/1999                                 annual fee                   10.875543         99.5146             -      99.5146
       12/31/1999                                surrender fee                10.875543         99.5146             -      99.5146

    15 Cova Quality Bond
       5/20/1996                                 purchase         1,000.00     9.951189               -      100.4905     100.4905
       5/20/1997                                 annual fee                   10.440361        100.4905             -     100.4905
       5/20/1998                                 annual fee                   11.413235        100.4905             -     100.4905
       5/20/1999                                 annual fee                   11.662580        100.4905             -     100.4905
       12/31/1999                                annual fee                   11.567172        100.4905             -     100.4905
       12/31/1999                                surrender fee                11.567172        100.4905             -     100.4905

    16 Cova Small Cap Stock
       5/15/1996                                 purchase         1,000.00    10.905675               -       91.6954      91.6954
       5/15/1997                                 annual fee                   10.995232         91.6954             -      91.6954
       5/15/1998                                 annual fee                   14.699217         91.6954             -      91.6954
       5/17/1999                                 annual fee                   12.606262         91.6954             -      91.6954
       12/31/1999                                annual fee                   17.932499         91.6954             -      91.6954
       12/31/1999                                surrender fee                17.932499         91.6954             -      91.6954

    17 Cova Large Cap Stock
       5/16/1996                                 purchase         1,000.00    10.155238               -       98.4714      98.4714
       5/16/1997                                 annual fee                   12.753841         98.4714             -      98.4714
       5/18/1998                                 annual fee                   17.363858         98.4714             -      98.4714
       5/17/1999                                 annual fee                   20.716290         98.4714             -      98.4714
       12/31/1999                                annual fee                   22.548971         98.4714             -      98.4714
       12/31/1999                                surrender fee                22.548971         98.4714             -      98.4714

    18 Cova Select Equity
       5/15/1996                                 purchase         1,000.00    10.151958               -       98.5032      98.5032
       5/15/1997                                 annual fee                   12.101835         98.5032             -      98.5032
       5/15/1998                                 annual fee                   16.090569         98.5032             -      98.5032
       5/17/1999                                 annual fee                   17.851686         98.5032             -      98.5032
       12/31/1999                                annual fee                   18.384684         98.5032             -      98.5032
       12/31/1999                                surrender fee                18.384684         98.5032             -      98.5032

    19 Cova Int'l Equity
       5/14/1996                                 purchase         1,000.00    10.098675               -       99.0229      99.0229
       5/14/1997                                 annual fee                   11.696691         99.0229             -      99.0229
       5/14/1998                                 annual fee                   13.129981         99.0229             -      99.0229
       5/14/1999                                 annual fee                   12.963950         99.0229             -      99.0229
       12/31/1999                                annual fee                   16.333932         99.0229             -      99.0229
       12/31/1999                                surrender fee                16.333932         99.0229             -      99.0229

    24 Russell Multi-Style Equity
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   12.694810        100.0000             -     100.0000
       12/31/1999                                annual fee                   14.719616        100.0000             -     100.0000
       12/31/1999                                surrender fee                14.719616        100.0000             -     100.0000




    25 Russell Aggressive Equity
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                    9.963254        100.0000             -     100.0000
       12/31/1999                                annual fee                   10.461908        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.461908        100.0000             -     100.0000

    26 Russell Non-U.S.
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   11.142092        100.0000             -     100.0000
       12/31/1999                                annual fee                   14.706241        100.0000             -     100.0000
       12/31/1999                                surrender fee                14.706241        100.0000             -     100.0000

    27 Russell Core Bond
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   10.591175        100.0000             -     100.0000
       12/31/1999                                annual fee                   10.419502        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.419502        100.0000             -     100.0000

    28 Russell Real Estate Securities
       7/1/1999                                  purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee                    9.395293        100.0000             -     100.0000
       12/31/1999                                surrender fee                 9.395293        100.0000             -     100.0000

    30 AIM V.I. Value
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   13.060203        100.0000             -     100.0000
       12/31/1999                                annual fee                   16.748633        100.0000             -     100.0000
       12/31/1999                                surrender fee                16.748633        100.0000             -     100.0000

    31 AIM V.I. Capital Appreciation
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   11.770729        100.0000             -     100.0000
       12/31/1999                                annual fee                   16.827440        100.0000             -     100.0000
       12/31/1999                                surrender fee                16.827440        100.0000             -     100.0000

    32 AIM V.I. Int'l Equity
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   11.391449        100.0000             -     100.0000
       12/31/1999                                annual fee                   17.458837        100.0000             -     100.0000
       12/31/1999                                surrender fee                17.458837        100.0000             -     100.0000

    35 Alliance Premier Growth
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   14.595485        100.0000             -     100.0000
       12/31/1999                                annual fee                   19.075994        100.0000             -     100.0000
       12/31/1999                                surrender fee                19.075994        100.0000             -     100.0000



    36 Alliance Real Estate Investment
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                    7.988435        100.0000             -     100.0000
       12/31/1999                                annual fee                    7.486033        100.0000             -     100.0000
       12/31/1999                                surrender fee                 7.486033        100.0000             -     100.0000

    39 Liberty Newport Tiger, Variable Series
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                    9.228765        100.0000             -     100.0000
       12/31/1999                                annual fee                   15.397535        100.0000             -     100.0000
       12/31/1999                                surrender fee                15.397535        100.0000             -     100.0000

    40 Goldman Sachs G&I
       3/31/1998                                 purchase         1,000.00    11.212646               -       89.1850      89.1850
       3/31/1999                                 annual fee                    9.987823         89.1850             -      89.1850
       12/31/1999                                annual fee                   10.302541         89.1850             -      89.1850
       12/31/1999                                surrender fee                10.302541         89.1850             -      89.1850

    41 Goldman Sachs Int'l Equity
       3/31/1998                                 purchase         1,000.00    11.199710               -       89.2880      89.2880
       3/31/1999                                 annual fee                   11.253877         89.2880             -      89.2880
       12/31/1999                                annual fee                   14.844433         89.2880             -      89.2880
       12/31/1999                                surrender fee                14.844433         89.2880             -      89.2880

    42 Goldman Sachs Global Income
       3/31/1998                                 purchase         1,000.00    10.152000               -       98.5028      98.5028
       3/31/1999                                 purchase                     10.695661         98.5028             -      98.5028
       12/31/1999                                annual fee                   10.556976         98.5028             -      98.5028
       12/31/1999                                surrender fee                10.556976         98.5028             -      98.5028

    43 Templeton Global Income Securities
       3/1/1999                                  purchase         1,000.00    10.050717               -       99.4954      99.4954
       12/31/1999                                annual fee                    9.681844         99.4954             -      99.4954
       12/31/1999                                surrender fee                 9.681844         99.4954             -      99.4954

    44 Kemper Dreman High Return
       5/15/1998                                 purchase         1,000.00    10.000000               -      100.0000     100.0000
       5/15/1999                                 annual fee                   10.887804        100.0000             -     100.0000
       12/31/1999                                annual fee                    9.270000        100.0000             -     100.0000
       12/31/1999                                surrender fee                 9.270000        100.0000             -     100.0000

    45 Kemper Small Cap Growth
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   11.676086        100.0000             -     100.0000
       12/31/1999                                annual fee                   15.505196        100.0000             -     100.0000
       12/31/1999                                surrender fee                15.505196        100.0000             -     100.0000



    46 Kemper Small Cap Value
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                    8.753222        100.0000             -     100.0000
       12/31/1999                                annual fee                    8.886027        100.0000             -     100.0000
       12/31/1999                                surrender fee                 8.886027        100.0000             -     100.0000

    47 Kemper Government Securities
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   10.556498        100.0000             -     100.0000
       12/31/1999                                annual fee                   10.558404        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.558404        100.0000             -     100.0000

    48 MFS Bond
       5/15/1998                                 purchase         1,000.00    10.000000               -      100.0000     100.0000
       5/15/1999                                 annual fee                   10.372959        100.0000             -     100.0000
       12/31/1999                                annual fee                   10.288000        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.288000        100.0000             -     100.0000

    49 MFS Research
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   12.172796        100.0000             -     100.0000
       12/31/1999                                annual fee                   14.897867        100.0000             -     100.0000
       12/31/1999                                surrender fee                14.897867        100.0000             -     100.0000

    50 MFS Growth with Income
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   12.066568        100.0000             -     100.0000
       12/31/1999                                annual fee                   12.703932        100.0000             -     100.0000
       12/31/1999                                surrender fee                12.703932        100.0000             -     100.0000

    51 MFS Emerging Growth
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   13.233235        100.0000             -     100.0000
       12/31/1999                                annual fee                   23.079105        100.0000             -     100.0000
       12/31/1999                                surrender fee                23.079105        100.0000             -     100.0000

    52 MFS / F&C Emerging Markets Equity
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                    6.571830        100.0000             -     100.0000
       12/31/1999                                annual fee                    8.967637        100.0000             -     100.0000
       12/31/1999                                surrender fee                 8.967637        100.0000             -     100.0000

    53 MFS High Income
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                    9.845193        100.0000             -     100.0000
       12/31/1999                                annual fee                   10.352934        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.352934        100.0000             -     100.0000


    54 MFS Global Governments
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   10.669943        100.0000             -     100.0000
       12/31/1999                                annual fee                   10.252619        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.252619        100.0000             -     100.0000

    55 Oppenheimer Capital Appreciation
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   12.232731        100.0000             -     100.0000
       12/31/1999                                annual fee                   17.103249        100.0000             -     100.0000
       12/31/1999                                surrender fee                17.103249        100.0000             -     100.0000

    56 Oppenheimer Main Street G&I
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   10.326519        100.0000             -     100.0000
       12/31/1999                                annual fee                   12.409773        100.0000             -     100.0000
       12/31/1999                                surrender fee                12.409773        100.0000             -     100.0000

    57 Oppenheimer High Income
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                    9.893828        100.0000             -     100.0000
       12/31/1999                                annual fee                   10.189165        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.189165        100.0000             -     100.0000

    58 Oppenheimer Bond
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                    9.893828        100.0000             -     100.0000
       12/31/1999                                annual fee                   10.246949        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.246949        100.0000             -     100.0000

    59 Oppenheimer Strategic Bond
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   10.151332        100.0000             -     100.0000
       12/31/1999                                annual fee                   10.306821        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.306821        100.0000             -     100.0000

    60 Putnam VT G&I
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   11.382650        100.0000             -     100.0000
       12/31/1999                                annual fee                   11.422706        100.0000             -     100.0000
       12/31/1999                                surrender fee                11.422706        100.0000             -     100.0000

    61 Putman VT New Value
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   10.483517        100.0000             -     100.0000
       12/31/1999                                annual fee                   10.379438        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.379438        100.0000             -     100.0000


    62 Putnam VT Vista
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   11.785702        100.0000             -     100.0000
       12/31/1999                                annual fee                   17.797452        100.0000             -     100.0000
       12/31/1999                                surrender fee                17.797452        100.0000             -     100.0000

    63 Putnam VT Int'l Growth
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   11.707003        100.0000             -     100.0000
       12/31/1999                                annual fee                   18.522808        100.0000             -     100.0000
       12/31/1999                                surrender fee                18.522808        100.0000             -     100.0000

    64 Putnam VT Int'l New Opportunities
       12/31/1997                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1998                                annual fee                   11.402252        100.0000             -     100.0000
       12/31/1999                                annual fee                   22.858952        100.0000             -     100.0000
       12/31/1999                                surrender fee                22.858952        100.0000             -     100.0000

    65 Franklin Small Cap
       3/1/1999                                  purchase         1,000.00     8.646100               -      115.6591     115.6591
       12/31/1999                                annual fee                   17.679923        115.6591             -     115.6591
       12/31/1999                                surrender fee                17.679923        115.6591             -     115.6591

    66 Templeton Growth Securities
       3/2/1999                                  purchase         1,000.00    10.025713               -       99.7435      99.7435
       12/31/1999                                annual fee                   12.557918         99.7435             -      99.7435
       12/31/1999                                surrender fee                12.557918         99.7435             -      99.7435

    67 Templeton International Securities
       9/21/1998                                 purchase         1,000.00     7.893131               -      126.6924     126.6924
       9/21/1999                                 annual fee                    9.858587        126.6924             -     126.6924
       12/31/1999                                annual fee                   11.157985        126.6924             -     126.6924
       12/31/1999                                surrender fee                11.157985        126.6924             -     126.6924

    68 Templeton Developing Markets Securities
       9/21/1998                                 purchase         1,000.00     5.645520               -      177.1316     177.1316
       9/21/1999                                 annual fee                    9.132548        177.1316             -     177.1316
       12/31/1999                                annual fee                   11.479237        177.1316             -     177.1316
       12/31/1999                                surrender fee                11.479237        177.1316             -     177.1316

    69 Mutual Shares Securities
       9/21/1998                                 purchase         1,000.00     8.312657               -      120.2985     120.2985
       9/21/1999                                 annual fee                    9.915712        120.2985             -     120.2985
       12/31/1999                                annual fee                   10.413095        120.2985             -     120.2985
       12/31/1999                                surrender fee                10.413095        120.2985             -     120.2985




    71 Fidelity VIP Growth
       2/17/1998                                 purchase         1,000.00    10.000000               -      100.0000     100.0000
       2/17/1999                                 annual fee                   13.296297        100.0000             -     100.0000
       12/31/1999                                annual fee                   17.780613        100.0000             -     100.0000
       12/31/1999                                surrender fee                17.780613        100.0000             -     100.0000

    72 Fidelity VIP II Contrafund
       2/17/1998                                 purchase         1,000.00    10.000000               -      100.0000     100.0000
       2/17/1999                                 annual fee                   12.429231        100.0000             -     100.0000
       12/31/1999                                annual fee                   15.235791        100.0000             -     100.0000
       12/31/1999                                surrender fee                15.235791        100.0000             -     100.0000

    73 Fidelity VIP III Growth Opportunities
       2/17/1998                                 purchase         1,000.00    10.000000               -      100.0000     100.0000
       2/17/1999                                 annual fee                   11.255274        100.0000             -     100.0000
       12/31/1999                                annual fee                   12.142823        100.0000             -     100.0000
       12/31/1999                                surrender fee                12.142823        100.0000             -     100.0000

    75 Fidelity VIP III Growth & Income
       2/17/1998                                 purchase         1,000.00    10.000000               -      100.0000     100.0000
       2/17/1999                                 annual fee                   12.066871        100.0000             -     100.0000
       12/31/1999                                annual fee                   13.198268        100.0000             -     100.0000
       12/31/1999                                surrender fee                13.198268        100.0000             -     100.0000

    76 Fidelity VIP Equity-Income
       2/17/1998                                 purchase         1,000.00    10.000000               -      100.0000     100.0000
       2/17/1999                                 annual fee                   10.322067        100.0000             -     100.0000
       12/31/1999                                annual fee                   11.196008        100.0000             -     100.0000
       12/31/1999                                surrender fee                11.196008        100.0000             -     100.0000

    99 Franklin Large Cap Growth Securities
       3/1/1999                                  purchase         1,000.00    10.985852               -       91.0262      91.0262
       12/31/1999                                annual fee                   14.307568         91.0262             -      91.0262
       12/31/1999                                surrender fee                14.307568         91.0262             -      91.0262

   140 American Century VP Income & Growth
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee                   10.324878        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.324878        100.0000             -     100.0000

   141 American Century VP Int'l
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee                   12.517000        100.0000             -     100.0000
       12/31/1999                                surrender fee                12.517000        100.0000             -     100.0000

   142 American Century VP Value
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee                    9.586953        100.0000             -     100.0000
       12/31/1999                                surrender fee                 9.586953        100.0000             -     100.0000
   160 Dreyfus Stock Index
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee                   10.336000        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.336000        100.0000             -     100.0000

   161 Dreyfus VIF Disciplined Stock
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee                   10.306000        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.306000        100.0000             -     100.0000

   162 Dreyfus VIF Capital Appreciation
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee                   10.128000        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.128000        100.0000             -     100.0000

   180 INVESCO VIF Dynamics
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee                   11.148744        100.0000             -     100.0000
       12/31/1999                                surrender fee                11.148744        100.0000             -     100.0000

   181 INVESCO VIF High Yield
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee                   10.122749        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.122749        100.0000             -     100.0000

   210 PIMCO High Yield Bond
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee                   10.078000        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.078000        100.0000             -     100.0000

   211 PIMCO Low Duration Bond
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee                    9.969000        100.0000             -     100.0000
       12/31/1999                                surrender fee                 9.969000        100.0000             -     100.0000

   212 PIMCO StockPLUS G&I
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee                   10.311000        100.0000             -     100.0000
       12/31/1999                                surrender fee                10.311000        100.0000             -     100.0000

   213 PIMCO Total Return Bond
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee                    9.898482        100.0000             -     100.0000
       12/31/1999                                surrender fee                 9.898482        100.0000             -     100.0000

   230 Scudder Int'l
       11/19/1999                                purchase         1,000.00    10.000000               -      100.0000     100.0000
       12/31/1999                                annual fee                   11.637458        100.0000             -     100.0000
       12/31/1999                                surrender fee                11.637458        100.0000             -     100.0000
       Cova Variable Annuity Account Five
       Standard Since Inception Returns
       12/31/1999

                      Sub-Account                              Annualized     Account     12/31/1999       Initial      Inception
                                                                Inception      Value          AUV         Investment      Date
                                                                 Return

     6 Cova Lord Abbett G&I                                (1)       9.90%     1,098.96       39.456973      1,000.00     1/8/1999
     8 Cova Bond Debenture                                           8.80%     1,356.69       13.765395      1,000.00    5/20/1996
     9 GACC Money Market                                             3.97%     1,084.15       11.525403      1,000.00    12/4/1997
    11 Cova Developing Growth                                       14.38%     1,334.42       14.452893      1,000.00    11/7/1997
    12 Cova Large Cap Research                                      17.92%     1,360.70       14.635794      1,000.00    2/17/1998
    13 Cova Mid-Cap Value                                            3.75%     1,082.28       10.875543      1,000.00    11/7/1997
    15 Cova Quality Bond                                             4.25%     1,162.39       11.567172      1,000.00    5/20/1996
    16 Cova Small Cap Stock                                         14.68%     1,644.33       17.932499      1,000.00    5/15/1996
    17 Cova Large Cap Stock                                         24.60%     2,220.43       22.548971      1,000.00    5/16/1996
    18 Cova Select Equity                                           17.77%     1,810.95       18.384684      1,000.00    5/15/1996
    19 Cova Int'l Equity                                            14.15%     1,617.43       16.333932      1,000.00    5/14/1996
    24 Russell Multi-Style Equity                                   21.32%     1,471.96       14.719616      1,000.00   12/31/1997
    25 Russell Aggressive Equity                                     2.28%     1,046.19       10.461908      1,000.00   12/31/1997
    26 Russell Non-U.S.                                             21.27%     1,470.62       14.706241      1,000.00   12/31/1997
    27 Russell Core Bond                                             2.08%     1,041.95       10.419502      1,000.00   12/31/1997
    28 Russell Real Estate Securities                      (1)      -6.05%       939.53        9.395293      1,000.00     7/1/1999
    30 AIM V.I. Value                                               29.42%     1,674.86       16.748633      1,000.00   12/31/1997
    31 AIM V.I. Capital Appreciation                                29.72%     1,682.74       16.827440      1,000.00   12/31/1997
    32 AIM V.I. Int'l Equity                                        32.13%     1,745.88       17.458837      1,000.00   12/31/1997
    35 Alliance Premier Growth                                      38.12%     1,907.60       19.075994      1,000.00   12/31/1997
    36 Alliance Real Estate Investment                             -13.48%       748.60        7.486033      1,000.00   12/31/1997
    39 Liberty Newport Tiger, Variable Series                       24.09%     1,539.75       15.397535      1,000.00   12/31/1997
    40 Goldman Sachs G&I                                            -4.71%       918.83       10.302541      1,000.00    3/31/1998
    41 Goldman Sachs Int'l Equity                                   17.43%     1,325.43       14.844433      1,000.00    3/31/1998
    42 Goldman Sachs Global Income                                   2.26%     1,039.89       10.556976      1,000.00    3/31/1998
    43 Templeton Global Income Securities                  (1)      -3.67%       963.30        9.681844      1,000.00     3/1/1999
    44 Kemper Dreman High Return                                    -4.54%       927.00        9.270000      1,000.00    5/15/1998
    45 Kemper Small Cap Growth                                      24.52%     1,550.52       15.505196      1,000.00   12/31/1997
    46 Kemper Small Cap Value                                       -5.73%       888.60        8.886027      1,000.00   12/31/1997
    47 Kemper Government Securities                                  2.75%     1,055.84       10.558404      1,000.00   12/31/1997
    48 MFS Bond                                                      1.76%     1,028.80       10.288000      1,000.00    5/15/1998
    49 MFS Research                                                 22.06%     1,489.79       14.897867      1,000.00   12/31/1997
    50 MFS Growth with Income                                       12.71%     1,270.39       12.703932      1,000.00   12/31/1997
    51 MFS Emerging Growth                                          51.92%     2,307.91       23.079105      1,000.00   12/31/1997
    52 MFS / F&C Emerging Markets Equity                            -5.30%       896.76        8.967637      1,000.00   12/31/1997
    53 MFS High Income                                               1.75%     1,035.29       10.352934      1,000.00   12/31/1997
    54 MFS Global Governments                                        1.26%     1,025.26       10.252619      1,000.00   12/31/1997
    55 Oppenheimer Capital Appreciation                             30.78%     1,710.32       17.103249      1,000.00   12/31/1997
    56 Oppenheimer Main Street G&I                                  11.40%     1,240.98       12.409773      1,000.00   12/31/1997
    57 Oppenheimer High Income                                       0.94%     1,018.92       10.189165      1,000.00   12/31/1997
    58 Oppenheimer Bond                                              1.23%     1,024.69       10.246949      1,000.00   12/31/1997
    59 Oppenheimer Strategic Bond                                    1.52%     1,030.68       10.306821      1,000.00   12/31/1997
    60 Putnam VT G&I                                                 6.88%     1,142.27       11.422706      1,000.00   12/31/1997
    61 Putman VT New Value                                           1.88%     1,037.94       10.379438      1,000.00   12/31/1997
    62 Putnam VT Vista                                              33.41%     1,779.75       17.797452      1,000.00   12/31/1997
    63 Putnam VT Int'l Growth                                       36.10%     1,852.28       18.522808      1,000.00   12/31/1997
    64 Putnam VT Int'l New Opportunities                            51.19%     2,285.90       22.858952      1,000.00   12/31/1997
    65 Franklin Small Cap                                  (1)     104.48%     2,044.84       17.679923      1,000.00     3/1/1999
    66 Templeton Growth Securities                         (1)      25.26%     1,252.57       12.557918      1,000.00     3/2/1999
    67 Templeton International Securities                           31.15%     1,413.63       11.157985      1,000.00    9/21/1998
    68 Templeton Developing Markets Securities                      74.34%     2,033.34       11.479237      1,000.00    9/21/1998
    69 Mutual Shares Securities                                     25.27%     1,252.68       10.413095      1,000.00    9/21/1998
    71 Fidelity VIP Growth                                          36.07%     1,778.06       17.780613      1,000.00    2/17/1998
    72 Fidelity VIP II Contrafund                                   25.28%     1,523.58       15.235791      1,000.00    2/17/1998
    73 Fidelity VIP III Growth Opportunities                        10.95%     1,214.28       12.142823      1,000.00    2/17/1998
    75 Fidelity VIP III Growth & Income                             16.01%     1,319.83       13.198268      1,000.00    2/17/1998
    76 Fidelity VIP Equity-Income                                    6.23%     1,119.60       11.196008      1,000.00    2/17/1998
    99 Franklin Large Cap Growth Securities                (1)      30.24%     1,302.36       14.307568      1,000.00     3/1/1999
   140 American Century VP Income & Growth                 (1)       3.25%     1,032.49       10.324878      1,000.00   11/19/1999
   141 American Century VP Int'l                           (1)      25.17%     1,251.70       12.517000      1,000.00   11/19/1999
   142 American Century VP Value                           (1)      -4.13%       958.70        9.586953      1,000.00   11/19/1999
   160 Dreyfus Stock Index                                 (1)       3.36%     1,033.60       10.336000      1,000.00   11/19/1999
   161 Dreyfus VIF Disciplined Stock                       (1)       3.06%     1,030.60       10.306000      1,000.00   11/19/1999
   162 Dreyfus VIF Capital Appreciation                    (1)       1.28%     1,012.80       10.128000      1,000.00   11/19/1999
   180 INVESCO VIF Dynamics                                (1)      11.49%     1,114.87       11.148744      1,000.00   11/19/1999
   181 INVESCO VIF High Yield                              (1)       1.23%     1,012.27       10.122749      1,000.00   11/19/1999
   210 PIMCO High Yield Bond                               (1)       0.78%     1,007.80       10.078000      1,000.00   11/19/1999
   211 PIMCO Low Duration Bond                             (1)      -0.31%       996.90        9.969000      1,000.00   11/19/1999
   212 PIMCO StockPLUS G&I                                 (1)       3.11%     1,031.10       10.311000      1,000.00   11/19/1999
   213 PIMCO Total Return Bond                             (1)      -1.02%       989.85        9.898482      1,000.00   11/19/1999
   230 Scudder Int'l                                       (1)      16.38%     1,163.75       11.637458      1,000.00   11/19/1999

(1)    Returns are not annualized for sub-accounts in existence less than 1 year.





       Cova Variable Annuity Account Five
       Standard 1 Year Return Data
       As of 12/31/99


                      Sub-Account                T  Account      Account
                                                     Value        Value
                                                    Before        After
                                                  Transaction  Transaction

     6 Cova Lord Abbett G&I
       12/31/1998                                p          -   #DIV/0!
       12/31/1999                                a #DIV/0!      #DIV/0!
       12/31/1999                                s #DIV/0!      #DIV/0!

     8 Cova Bond Debenture
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,019.92     1,018.90
       12/31/1999                                s   1,018.90       973.90

     9 GACC Money Market
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,037.39     1,036.36
       12/31/1999                                s   1,036.36       991.36

    11 Cova Developing Growth
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,305.84     1,304.53
       12/31/1999                                s   1,304.53     1,259.53

    12 Cova Large Cap Research
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,237.63     1,236.39
       12/31/1999                                s   1,236.39     1,191.39

    13 Cova Mid-Cap Value
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,041.92     1,040.88
       12/31/1999                                s   1,040.88       995.88

    15 Cova Quality Bond
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a     970.85       969.88
       12/31/1999                                s     969.88       924.88

    16 Cova Small Cap Stock
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,425.15     1,423.72
       12/31/1999                                s   1,423.72     1,378.72
    17 Cova Large Cap Stock
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,160.61     1,159.45
       12/31/1999                                s   1,159.45     1,114.45

    18 Cova Select Equity
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,082.27     1,081.19
       12/31/1999                                s   1,081.19     1,036.19

    19 Cova Int'l Equity
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,267.25     1,265.97
       12/31/1999                                s   1,265.97     1,220.97

    24 Russell Multi-Style Equity
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,155.38     1,154.22
       12/31/1999                                s   1,154.22     1,109.22

    25 Russell Aggressive Equity
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,046.06     1,045.01
       12/31/1999                                s   1,045.01     1,000.01

    26 Russell Non-U.S.
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,315.08     1,313.76
       12/31/1999                                s   1,313.76     1,268.76

    27 Russell Core Bond
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a     980.09       979.11
       12/31/1999                                s     979.11       934.11

    28 Russell Real Estate Securities
       12/31/1998                                p          -   #DIV/0!
       12/31/1999                                a #DIV/0!      #DIV/0!
       12/31/1999                                s #DIV/0!      #DIV/0!

    30 AIM V.I. Value
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,280.91     1,279.63
       12/31/1999                                s   1,279.63     1,234.63

    31 AIM V.I. Capital Appreciation
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,426.04     1,424.61
       12/31/1999                                s   1,424.61     1,379.61
    32 AIM V.I. Int'l Equity
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,529.00     1,527.47
       12/31/1999                                s   1,527.47     1,482.47

    35 Alliance Premier Growth
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,304.74     1,303.44
       12/31/1999                                s   1,303.44     1,258.44

    36 Alliance Real Estate Investment
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a     935.69       934.75
       12/31/1999                                s     934.75       889.75

    39 Liberty Newport Tiger, Variable Series
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,659.43     1,657.77
       12/31/1999                                s   1,657.77     1,612.77

    40 Goldman Sachs G&I
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,039.43     1,038.39
       12/31/1999                                s   1,038.39       993.39

    41 Goldman Sachs Int'l Equity
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,300.23     1,298.93
       12/31/1999                                s   1,298.93     1,253.93

    42 Goldman Sachs Global Income
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a     976.11       975.13
       12/31/1999                                s     975.13       930.13

    44 Kemper Dreman High Return
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a     883.78       882.90
       12/31/1999                                s     882.90       837.90

    45 Kemper Small Cap Growth
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,326.61     1,325.28
       12/31/1999                                s   1,325.28     1,280.28

    46 Kemper Small Cap Value
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,013.19     1,012.18
       12/31/1999                                s   1,012.18       967.18
    47 Kemper Government Securities
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a     992.83       991.84
       12/31/1999                                s     991.84       946.84

    48 MFS Bond
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a     978.97       977.99
       12/31/1999                                s     977.99       932.99

    49 MFS Research
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,223.23     1,222.01
       12/31/1999                                s   1,222.01     1,177.01

    50 MFS Growth with Income
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,052.08     1,051.03
       12/31/1999                                s   1,051.03     1,006.03

    51 MFS Emerging Growth
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,742.59     1,740.85
       12/31/1999                                s   1,740.85     1,695.85

    52 MFS / F&C Emerging Markets Equity
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,362.50     1,361.14
       12/31/1999                                s   1,361.14     1,316.14

    53 MFS High Income
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,049.66     1,048.61
       12/31/1999                                s   1,048.61     1,003.61

    54 MFS Global Governments
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a     961.47       960.51
       12/31/1999                                s     960.51       915.51

    55 Oppenheimer Capital Appreciation
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,396.86     1,395.46
       12/31/1999                                s   1,395.46     1,350.46

    56 Oppenheimer Main Street G&I
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,200.14     1,198.94
       12/31/1999                                s   1,198.94     1,153.94
    57 Oppenheimer High Income
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,028.39     1,027.36
       12/31/1999                                s   1,027.36       982.36

    58 Oppenheimer Bond
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a     971.12       970.15
       12/31/1999                                s     970.15       925.15

    59 Oppenheimer Strategic Bond
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,013.97     1,012.96
       12/31/1999                                s   1,012.96       967.96

    60 Putnam VT G&I
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,001.71     1,000.71
       12/31/1999                                s   1,000.71       955.71

    61 Putman VT New Value
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a     988.70       987.71
       12/31/1999                                s     987.71       942.71

    62 Putnam VT Vista
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,507.73     1,506.23
       12/31/1999                                s   1,506.23     1,461.22

    63 Putnam VT Int'l Growth
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,579.17     1,577.59
       12/31/1999                                s   1,577.59     1,532.59

    64 Putnam VT Int'l New Opportunities
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   2,001.53     1,999.53
       12/31/1999                                s   1,999.53     1,954.52

    67 Templeton International Securities
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,219.49     1,218.27
       12/31/1999                                s   1,218.27     1,173.27

    68 Templeton Developing Markets Securities
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,518.91     1,517.39
       12/31/1999                                s   1,517.39     1,472.39
    69 Mutual Shares Securities
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,118.45     1,117.33
       12/31/1999                                s   1,117.33     1,072.33

    71 Fidelity VIP Growth
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,355.70     1,354.34
       12/31/1999                                s   1,354.34     1,309.34

    72 Fidelity VIP II Contrafund
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,225.79     1,224.56
       12/31/1999                                s   1,224.56     1,179.56

    73 Fidelity VIP III Growth Opportunities
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,027.83     1,026.80
       12/31/1999                                s   1,026.80       981.80

    75 Fidelity VIP III Growth & Income
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,076.61     1,075.53
       12/31/1999                                s   1,075.53     1,030.53

    76 Fidelity VIP Equity-Income
       12/31/1998                                p          -     1,000.00
       12/31/1999                                a   1,048.88     1,047.83
       12/31/1999                                s   1,047.83     1,002.83

    99 Franklin Growth Investments
       12/31/1998                                p          -   #DIV/0!
       12/31/1999                                a #DIV/0!      #DIV/0!
       12/31/1999                                s #DIV/0!      #DIV/0!















       Cova Variable Annuity Account Five
       Standard 1 Year Returns
       12/31/1999

                      Sub-Account                 Days Since
                                                   Inception


     6 Cova Lord Abbett G&I                               357
     8 Cova Bond Debenture                              1,320
     9 GACC Money Market                                  757
    11 Cova Developing Growth                             784
    12 Cova Large Cap Research                            682
    13 Cova Mid-Cap Value                                 784
    15 Cova Quality Bond                                1,320
    16 Cova Small Cap Stock                             1,325
    17 Cova Large Cap Stock                             1,324
    18 Cova Select Equity                               1,325
    19 Cova Int'l Equity                                1,326
    24 Russell Multi-Style Equity                         730
    25 Russell Aggressive Equity                          730
    26 Russell Non-U.S.                                   730
    27 Russell Core Bond                                  730
    28 Russell Real Estate Securities                     183
    30 AIM V.I. Value                                     730
    31 AIM V.I. Capital Appreciation                      730
    32 AIM V.I. Int'l Equity                              730
    35 Alliance Premier Growth                            730
    36 Alliance Real Estate Investment                    730
    39 Liberty Newport Tiger, Variable Series             730
    40 Goldman Sachs G&I                                  640
    41 Goldman Sachs Int'l Equity                         640
    42 Goldman Sachs Global Income                        640
    43 Templeton Global Income Securities                 305
    44 Kemper Dreman High Return                          595
    45 Kemper Small Cap Growth                            730
    46 Kemper Small Cap Value                             730
    47 Kemper Government Securities                       730
    48 MFS Bond                                           595
    49 MFS Research                                       730
    50 MFS Growth with Income                             730
    51 MFS Emerging Growth                                730
    52 MFS / F&C Emerging Markets Equity                  730
    53 MFS High Income                                    730
    54 MFS Global Governments                             730
    55 Oppenheimer Capital Appreciation                   730
    56 Oppenheimer Main Street G&I                        730
    57 Oppenheimer High Income                            730
    58 Oppenheimer Bond                                   730
    59 Oppenheimer Strategic Bond                         730
    60 Putnam VT G&I                                      730
    61 Putman VT New Value                                730
    62 Putnam VT Vista                                    730
    63 Putnam VT Int'l Growth                             730
    64 Putnam VT Int'l New Opportunities                  730
    65 Franklin Small Cap                                 305
    66 Templeton Growth Securities                        304
    67 Templeton International Securities                 466
    68 Templeton Developing Markets Securities            466
    69 Mutual Shares Securities                           609
    71 Fidelity VIP Growth                                682
    72 Fidelity VIP II Contrafund                         682
    73 Fidelity VIP III Growth Opportunities              682
    75 Fidelity VIP III Growth & Income                   682
    76 Fidelity VIP Equity-Income                         682
    99 Franklin Large Cap Growth Securities               305
   140 American Century VP Income & Growth                 42
   141 American Century VP Int'l                           42
   142 American Century VP Value                           42
   160 Dreyfus Stock Index                                 42
   161 Dreyfus VIF Disciplined Stock                       42
   162 Dreyfus VIF Capital Appreciation                    42
   180 INVESCO VIF Dynamics                                42
   181 INVESCO VIF High Yield                              42
   210 PIMCO High Yield Bond                               42
   211 PIMCO Low Duration Bond                             42
   212 PIMCO StockPLUS G&I                                 42
   213 PIMCO Total Return Bond                             42
   230 Scudder Int'l                                       42

    (1)Sub-account has not been in existence for 1

















       Cova Variable Annuity Account Five
       Standard Inception to Date Return Data
       As of 12/31/99


                      Sub-Account                T  Account      Account
                                                     Value        Value
                                                    Before        After
                                                  Transaction  Transaction

     6 Cova Lord Abbett G&I
       1/8/1999                                  p          -     1,000.00
       12/31/1999                                a   1,098.96     1,097.86
       12/31/1999                                s   1,097.86     1,047.86

     8 Cova Bond Debenture
       5/20/1996                                 p          -     1,000.00
       5/20/1997                                 a   1,158.88     1,157.72
       5/20/1998                                 a   1,326.62     1,325.29
       5/20/1999                                 a   1,330.51     1,329.18
       12/31/1999                                a   1,352.62     1,351.27
       12/31/1999                                s   1,351.27     1,306.27

     9 GACC Money Market
       12/4/1997                                 p          -     1,000.00
       12/4/1998                                 a   1,042.44     1,041.40
       12/6/1999                                 a   1,079.68     1,078.60
       12/31/1999                                a   1,081.99     1,080.91
       12/31/1999                                s   1,080.91     1,035.91

    11 Cova Developing Growth
       11/7/1997                                 p          -     1,000.00
       11/7/1998                                 a     920.27       919.35
       11/8/1999                                 a   1,116.24     1,115.13
       12/31/1999                                a   1,331.75     1,330.42
       12/31/1999                                s   1,330.42     1,285.42

    12 Cova Large Cap Research
       2/17/1998                                 p          -     1,000.00
       2/17/1999                                 a   1,076.55     1,075.47
       12/31/1999                                a   1,359.33     1,357.97
       12/31/1999                                s   1,357.97     1,312.97

    13 Cova Mid-Cap Value
       11/7/1997                                 p          -     1,000.00
       11/7/1998                                 a   1,030.82     1,029.79
       11/8/1999                                 a   1,079.99     1,078.91
       12/31/1999                                a   1,080.11     1,079.03
       12/31/1999                                s   1,079.03     1,034.03
    15 Cova Quality Bond
       5/20/1996                                 p          -     1,000.00
       5/20/1997                                 a   1,049.16     1,048.11
       5/20/1998                                 a   1,145.77     1,144.62
       5/20/1999                                 a   1,169.63     1,168.46
       12/31/1999                                a   1,158.90     1,157.74
       12/31/1999                                s   1,157.74     1,112.74

    16 Cova Small Cap Stock
       5/15/1996                                 p          -     1,000.00
       5/15/1997                                 a   1,008.21     1,007.20
       5/15/1998                                 a   1,346.50     1,345.15
       5/17/1999                                 a   1,153.62     1,152.47
       12/31/1999                                a   1,639.40     1,637.76
       12/31/1999                                s   1,637.76     1,592.76

    17 Cova Large Cap Stock
       5/16/1996                                 p          -     1,000.00
       5/16/1997                                 a   1,255.89     1,254.63
       5/18/1998                                 a   1,708.13     1,706.42
       5/17/1999                                 a   2,035.87     2,033.83
       12/31/1999                                a   2,213.76     2,211.55
       12/31/1999                                s   2,211.55     2,166.55

    18 Cova Select Equity
       5/15/1996                                 p          -     1,000.00
       5/15/1997                                 a   1,192.07     1,190.88
       5/15/1998                                 a   1,583.39     1,581.81
       5/17/1999                                 a   1,754.94     1,753.19
       12/31/1999                                a   1,805.54     1,803.73
       12/31/1999                                s   1,803.73     1,758.72

    19 Cova Int'l Equity
       5/14/1996                                 p          -     1,000.00
       5/14/1997                                 a   1,158.24     1,157.08
       5/14/1998                                 a   1,298.87     1,297.57
       5/14/1999                                 a   1,281.16     1,279.88
       12/31/1999                                a   1,612.58     1,610.97
       12/31/1999                                s   1,610.97     1,565.97

    24 Russell Multi-Style Equity
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,269.48     1,268.21
       12/31/1999                                a   1,470.49     1,469.02
       12/31/1999                                s   1,469.02     1,424.02




    25 Russell Aggressive Equity
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a     996.33       995.33
       12/31/1999                                a   1,045.14     1,044.09
       12/31/1999                                s   1,044.09       999.09

    26 Russell Non-U.S.
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,114.21     1,113.10
       12/31/1999                                a   1,469.16     1,467.69
       12/31/1999                                s   1,467.69     1,422.69

    27 Russell Core Bond
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,059.12     1,058.06
       12/31/1999                                a   1,040.91     1,039.87
       12/31/1999                                s   1,039.87       994.87

    28 Russell Real Estate Securities
       7/1/1999                                  p          -     1,000.00
       12/31/1999                                a     939.53       938.59
       12/31/1999                                s     938.59       888.59

    30 AIM V.I. Value
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,306.02     1,304.71
       12/31/1999                                a   1,673.18     1,671.51
       12/31/1999                                s   1,671.51     1,626.51

    31 AIM V.I. Capital Appreciation
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,177.07     1,175.89
       12/31/1999                                a   1,681.06     1,679.38
       12/31/1999                                s   1,679.38     1,634.38

    32 AIM V.I. Int'l Equity
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,139.14     1,138.00
       12/31/1999                                a   1,744.14     1,742.40
       12/31/1999                                s   1,742.40     1,697.40

    35 Alliance Premier Growth
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,459.55     1,458.09
       12/31/1999                                a   1,905.69     1,903.78
       12/31/1999                                s   1,903.78     1,858.78



    36 Alliance Real Estate Investment
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a     798.84       798.04
       12/31/1999                                a     747.85       747.10
       12/31/1999                                s     747.10       702.10

    39 Liberty Newport Tiger, Variable Series
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a     922.88       921.96
       12/31/1999                                a   1,538.22     1,536.68
       12/31/1999                                s   1,536.68     1,491.68

    40 Goldman Sachs G&I
       3/31/1998                                 p          -     1,000.00
       3/31/1999                                 a     890.76       889.87
       12/31/1999                                a     917.91       916.99
       12/31/1999                                s     916.99       871.99

    41 Goldman Sachs Int'l Equity
       3/31/1998                                 p          -     1,000.00
       3/31/1999                                 a   1,004.84     1,003.84
       12/31/1999                                a   1,324.11     1,322.79
       12/31/1999                                s   1,322.79     1,277.79

    42 Goldman Sachs Global Income
       3/31/1998                                 p          -     1,000.00
       3/31/1999                                 p   1,053.55     1,052.50
       12/31/1999                                a   1,038.86     1,037.82
       12/31/1999                                s   1,037.82       992.81

    43 Templeton Global Income Securities
       3/1/1999                                  p          -     1,000.00
       12/31/1999                                a     963.30       962.34
       12/31/1999                                s     962.34       912.34

    44 Kemper Dreman High Return
       5/15/1998                                 p          -     1,000.00
       5/15/1999                                 a   1,088.78     1,087.69
       12/31/1999                                a     926.07       925.14
       12/31/1999                                s     925.14       880.14

    45 Kemper Small Cap Growth
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,167.61     1,166.44
       12/31/1999                                a   1,548.97     1,547.42
       12/31/1999                                s   1,547.42     1,502.41



    46 Kemper Small Cap Value
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a     875.32       874.44
       12/31/1999                                a     887.71       886.82
       12/31/1999                                s     886.82       841.82

    47 Kemper Government Securities
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,055.65     1,054.59
       12/31/1999                                a   1,054.78     1,053.73
       12/31/1999                                s   1,053.73     1,008.73

    48 MFS Bond
       5/15/1998                                 p          -     1,000.00
       5/15/1999                                 a   1,037.30     1,036.26
       12/31/1999                                a   1,027.77     1,026.74
       12/31/1999                                s   1,026.74       981.74

    49 MFS Research
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,217.28     1,216.06
       12/31/1999                                a   1,488.29     1,486.80
       12/31/1999                                s   1,486.80     1,441.80

    50 MFS Growth with Income
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,206.66     1,205.45
       12/31/1999                                a   1,269.12     1,267.85
       12/31/1999                                s   1,267.85     1,222.85

    51 MFS Emerging Growth
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,323.32     1,322.00
       12/31/1999                                a   2,305.61     2,303.30
       12/31/1999                                s   2,303.30     2,258.30

    52 MFS / F&C Emerging Markets Equity
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a     657.18       656.52
       12/31/1999                                a     895.86       894.96
       12/31/1999                                s     894.96       849.96

    53 MFS High Income
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a     984.52       983.54
       12/31/1999                                a   1,034.26     1,033.23
       12/31/1999                                s   1,033.23       988.23


    54 MFS Global Governments
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,066.99     1,065.92
       12/31/1999                                a   1,024.23     1,023.21
       12/31/1999                                s   1,023.21       978.21

    55 Oppenheimer Capital Appreciation
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,223.27     1,222.05
       12/31/1999                                a   1,708.62     1,706.91
       12/31/1999                                s   1,706.91     1,661.91

    56 Oppenheimer Main Street G&I
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,032.65     1,031.62
       12/31/1999                                a   1,239.74     1,238.50
       12/31/1999                                s   1,238.50     1,193.50

    57 Oppenheimer High Income
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a     989.38       988.39
       12/31/1999                                a   1,017.90     1,016.88
       12/31/1999                                s   1,016.88       971.88

    58 Oppenheimer Bond
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a     989.38       988.39
       12/31/1999                                a   1,023.67     1,022.65
       12/31/1999                                s   1,022.65       977.65

    59 Oppenheimer Strategic Bond
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,015.13     1,014.11
       12/31/1999                                a   1,029.65     1,028.62
       12/31/1999                                s   1,028.62       983.62

    60 Putnam VT G&I
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,138.27     1,137.12
       12/31/1999                                a   1,141.13     1,139.99
       12/31/1999                                s   1,139.99     1,094.99

    61 Putman VT New Value
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,048.35     1,047.30
       12/31/1999                                a   1,036.90     1,035.86
       12/31/1999                                s   1,035.86       990.86


    62 Putnam VT Vista
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,178.57     1,177.39
       12/31/1999                                a   1,777.96     1,776.18
       12/31/1999                                s   1,776.18     1,731.18

    63 Putnam VT Int'l Growth
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,170.70     1,169.53
       12/31/1999                                a   1,850.43     1,848.58
       12/31/1999                                s   1,848.58     1,803.58

    64 Putnam VT Int'l New Opportunities
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,140.23     1,139.08
       12/31/1999                                a   2,283.61     2,281.33
       12/31/1999                                s   2,281.33     2,236.33

    65 Franklin Small Cap
       3/1/1999                                  p          -     1,000.00
       12/31/1999                                a   2,044.84     2,042.80
       12/31/1999                                s   2,042.80     1,992.80

    66 Templeton Growth Securities
       3/2/1999                                  p          -     1,000.00
       12/31/1999                                a   1,252.57     1,251.32
       12/31/1999                                s   1,251.32     1,201.32

    67 Templeton International Securities
       9/21/1998                                 p          -     1,000.00
       9/21/1999                                 a   1,249.01     1,247.76
       12/31/1999                                a   1,412.22     1,410.81
       12/31/1999                                s   1,410.81     1,365.81

    68 Templeton Developing Markets Securities
       9/21/1998                                 p          -     1,000.00
       9/21/1999                                 a   1,617.66     1,616.56
       12/31/1999                                a   2,031.95     2,029.92
       12/31/1999                                s   2,029.92     1,984.92

    69 Mutual Shares Securities
       9/21/1998                                 p          -     1,000.00
       9/21/1999                                 a   1,192.85     1,191.66
       12/31/1999                                a   1,251.43     1,250.18
       12/31/1999                                s   1,250.18     1,205.18




    71 Fidelity VIP Growth
       2/17/1998                                 p          -     1,000.00
       2/17/1999                                 a   1,329.63     1,328.30
       12/31/1999                                a   1,776.28     1,774.50
       12/31/1999                                s   1,774.50     1,729.50

    72 Fidelity VIP II Contrafund
       2/17/1998                                 p          -     1,000.00
       2/17/1999                                 a   1,242.92     1,241.68
       12/31/1999                                a   1,522.06     1,520.54
       12/31/1999                                s   1,520.54     1,475.54

    73 Fidelity VIP III Growth Opportunities
       2/17/1998                                 p          -     1,000.00
       2/17/1999                                 a   1,125.53     1,124.40
       12/31/1999                                a   1,213.06     1,211.85
       12/31/1999                                s   1,211.85     1,166.85

    75 Fidelity VIP III Growth & Income
       2/17/1998                                 p          -     1,000.00
       2/17/1999                                 a   1,206.69     1,205.48
       12/31/1999                                a   1,318.50     1,317.18
       12/31/1999                                s   1,317.18     1,272.18

    76 Fidelity VIP Equity-Income
       2/17/1998                                 p          -     1,000.00
       2/17/1999                                 a   1,032.21     1,031.18
       12/31/1999                                a   1,118.48     1,117.36
       12/31/1999                                s   1,117.36     1,072.36

    99 Franklin Large Cap Growth Securities
    99 3/1/1999                                  p          -     1,000.00
    99 12/31/1999                                a   1,302.36     1,301.06
    99 12/31/1999                                s   1,301.06     1,251.06

   140 American Century VP Income & Growth
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,032.49     1,031.46
       12/31/1999                                s   1,031.46       981.46

   141 American Century VP Int'l
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,251.70     1,250.45
       12/31/1999                                s   1,250.45     1,200.45

   142 American Century VP Value
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a     958.70       957.74
       12/31/1999                                s     957.74       907.74
   160 Dreyfus Stock Index
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,033.60     1,032.57
       12/31/1999                                s   1,032.57       982.57

   161 Dreyfus VIF Disciplined Stock
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,030.60     1,029.57
       12/31/1999                                s   1,029.57       979.57

   162 Dreyfus VIF Capital Appreciation
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,012.80     1,011.79
       12/31/1999                                s   1,011.79       961.79

   180 INVESCO VIF Dynamics
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,114.87     1,113.76
       12/31/1999                                s   1,113.76     1,063.76

   181 INVESCO VIF High Yield
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,012.27     1,011.26
       12/31/1999                                s   1,011.26       961.26

   210 PIMCO High Yield Bond
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,007.80     1,006.79
       12/31/1999                                s   1,006.79       956.79

   211 PIMCO Low Duration Bond
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a     996.90       995.90
       12/31/1999                                s     995.90       945.90

   212 PIMCO StockPLUS G&I
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,031.10     1,030.07
       12/31/1999                                s   1,030.07       980.07

   213 PIMCO Total Return Bond
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a     989.85       988.86
       12/31/1999                                s     988.86       938.86

   230 Scudder Int'l
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,163.75     1,162.59
       12/31/1999                                s   1,162.59     1,112.59
       Cova Variable Annuity Account Five
       Standard Since Inception Returns
       12/31/1999

                      Sub-Account                 Days Since
                                                   Inception


     6 Cova Lord Abbett G&I                               357
     8 Cova Bond Debenture                              1,320
     9 GACC Money Market                                  757
    11 Cova Developing Growth                             784
    12 Cova Large Cap Research                            682
    13 Cova Mid-Cap Value                                 784
    15 Cova Quality Bond                                1,320
    16 Cova Small Cap Stock                             1,325
    17 Cova Large Cap Stock                             1,324
    18 Cova Select Equity                               1,325
    19 Cova Int'l Equity                                1,326
    24 Russell Multi-Style Equity                         730
    25 Russell Aggressive Equity                          730
    26 Russell Non-U.S.                                   730
    27 Russell Core Bond                                  730
    28 Russell Real Estate Securities                     183
    30 AIM V.I. Value                                     730
    31 AIM V.I. Capital Appreciation                      730
    32 AIM V.I. Int'l Equity                              730
    35 Alliance Premier Growth                            730
    36 Alliance Real Estate Investment                    730
    39 Liberty Newport Tiger, Variable Series             730
    40 Goldman Sachs G&I                                  640
    41 Goldman Sachs Int'l Equity                         640
    42 Goldman Sachs Global Income                        640
    43 Templeton Global Income Securities                 305
    44 Kemper Dreman High Return                          595
    45 Kemper Small Cap Growth                            730
    46 Kemper Small Cap Value                             730
    47 Kemper Government Securities                       730
    48 MFS Bond                                           595
    49 MFS Research                                       730
    50 MFS Growth with Income                             730
    51 MFS Emerging Growth                                730
    52 MFS / F&C Emerging Markets Equity                  730
    53 MFS High Income                                    730
    54 MFS Global Governments                             730
    55 Oppenheimer Capital Appreciation                   730
    56 Oppenheimer Main Street G&I                        730
    57 Oppenheimer High Income                            730
    58 Oppenheimer Bond                                   730
    59 Oppenheimer Strategic Bond                         730
    60 Putnam VT G&I                                      730
    61 Putman VT New Value                                730
    62 Putnam VT Vista                                    730
    63 Putnam VT Int'l Growth                             730
    64 Putnam VT Int'l New Opportunities                  730
    65 Fanklin Small Cap                                  305         0.84
    66 Templeton Growth Securities                        304         0.83
    67 Templeton International Securities                 466
    68 Templeton Developing Markets Securities            466
    69 Mutual Shares Securities                           466
    71 Fidelity VIP Growth                                682
    72 Fidelity VIP II Contrafund                         682
    73 Fidelity VIP III Growth Opportunities              682
    75 Fidelity VIP III Growth & Income                   682
    76 Fidelity VIP Equity-Income                         682
    99 Franklin Large Cap Growth Securities               305
   140 American Century VP Income & Growth                 42
   141 American Century VP Int'l                           42
   142 American Century VP Value                           42
   160 Dreyfus Stock Index                                 42
   161 Dreyfus VIF Disciplined Stock                       42
   162 Dreyfus VIF Capital Appreciation                    42
   180 INVESCO VIF Dynamics                                42
   181 INVESCO VIF High Yield                              42
   210 PIMCO High Yield Bond                               42
   211 PIMCO Low Duration Bond                             42
   212 PIMCO StockPLUS G&I                                 42
   213 PIMCO Total Return Bond                             42
   230 Scudder Int'l                                       42

    (1)Returns are not annualized for sub-accounts

















       Cova Variable Annuity Account Five
       Non-Standard 1 Year Return Data
       As of 12/31/99


                      Sub-Account                T  Account      Account
                                                     Value        Value
                                                    Before        After
                                                  Transaction  Transaction

     6 Cova Lord Abbett G&I
       12/31/98                                  p          -   #DIV/0!
       12/31/99                                  a #DIV/0!      #DIV/0!
       12/31/99                                  s #DIV/0!      #DIV/0!

     8 Cova Bond Debenture
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,019.92     1,019.92
       12/31/99                                  s   1,019.92     1,019.92

     9 GACC Money Market
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,037.39     1,037.39
       12/31/99                                  s   1,037.39     1,037.39

    11 Cova Developing Growth
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,305.84     1,305.84
       12/31/99                                  s   1,305.84     1,305.84

    12 Cova Large Cap Research
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,237.63     1,237.63
       12/31/99                                  s   1,237.63     1,237.63

    13 Cova Mid-Cap Value
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,041.92     1,041.92
       12/31/99                                  s   1,041.92     1,041.92

    15 Cova Quality Bond
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a     970.85       970.85
       12/31/99                                  s     970.85       970.85

    16 Cova Small Cap Stock
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,425.15     1,425.15
       12/31/99                                  s   1,425.15     1,425.15
    17 Cova Large Cap Stock
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,160.61     1,160.61
       12/31/99                                  s   1,160.61     1,160.61

    18 Cova Select Equity
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,082.27     1,082.27
       12/31/99                                  s   1,082.27     1,082.27

    19 Cova Int'l Equity
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,267.25     1,267.25
       12/31/99                                  s   1,267.25     1,267.25

    24 Russell Multi-Style Equity
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,155.38     1,155.38
       12/31/99                                  s   1,155.38     1,155.38

    25 Russell Aggressive Equity
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,046.06     1,046.06
       12/31/99                                  s   1,046.06     1,046.06

    26 Russell Non-U.S.
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,315.08     1,315.08
       12/31/99                                  s   1,315.08     1,315.08

    27 Russell Core Bond
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a     980.09       980.09
       12/31/99                                  s     980.09       980.09

    28 Russell Real Estate Securities
       12/31/98                                  p          -   #DIV/0!
       12/31/99                                  a #DIV/0!      #DIV/0!
       12/31/99                                  s #DIV/0!      #DIV/0!

    30 AIM V.I. Value
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,280.91     1,280.91
       12/31/99                                  s   1,280.91     1,280.91

    31 AIM V.I. Capital Appreciation
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,426.04     1,426.04
       12/31/99                                  s   1,426.04     1,426.04
    32 AIM V.I. Int'l Equity
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,529.00     1,529.00
       12/31/99                                  s   1,529.00     1,529.00

    35 Alliance Premier Growth
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,304.74     1,304.74
       12/31/99                                  s   1,304.74     1,304.74

    36 Alliance Real Estate Investment
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a     935.69       935.69
       12/31/99                                  s     935.69       935.69

    39 Liberty Newport Tiger, Variable Series
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,659.43     1,659.43
       12/31/99                                  s   1,659.43     1,659.43

    40 Goldman Sachs G&I
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,039.43     1,039.43
       12/31/99                                  s   1,039.43     1,039.43

    41 Goldman Sachs Int'l Equity
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,300.23     1,300.23
       12/31/99                                  s   1,300.23     1,300.23

    42 Goldman Sachs Global Income
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a     976.11       976.11
       12/31/99                                  s     976.11       976.11

    44 Kemper Dreman High Return
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a     883.78       883.78
       12/31/99                                  s     883.78       883.78

    45 Kemper Small Cap Growth
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,326.61     1,326.61
       12/31/99                                  s   1,326.61     1,326.61

    46 Kemper Small Cap Value
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,013.19     1,013.19
       12/31/99                                  s   1,013.19     1,013.19
    47 Kemper Government Securities
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a     992.83       992.83
       12/31/99                                  s     992.83       992.83

    48 MFS Bond
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a     978.97       978.97
       12/31/99                                  s     978.97       978.97

    49 MFS Research
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,223.23     1,223.23
       12/31/99                                  s   1,223.23     1,223.23

    50 MFS Growth with Income
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,052.08     1,052.08
       12/31/99                                  s   1,052.08     1,052.08

    51 MFS Emerging Growth
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,742.59     1,742.59
       12/31/99                                  s   1,742.59     1,742.59

    52 MFS / F&C Emerging Markets Equity
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,362.50     1,362.50
       12/31/99                                  s   1,362.50     1,362.50

    53 MFS High Income
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,049.66     1,049.66
       12/31/99                                  s   1,049.66     1,049.66

    54 MFS Global Governments
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a     961.47       961.47
       12/31/99                                  s     961.47       961.47

    55 Oppenheimer Capital Appreciation
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,396.86     1,396.86
       12/31/99                                  s   1,396.86     1,396.86

    56 Oppenheimer Main Street G&I
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,200.14     1,200.14
       12/31/99                                  s   1,200.14     1,200.14
    57 Oppenheimer High Income
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,028.39     1,028.39
       12/31/99                                  s   1,028.39     1,028.39

    58 Oppenheimer Bond
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a     971.12       971.12
       12/31/99                                  s     971.12       971.12

    59 Oppenheimer Strategic Bond
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,013.97     1,013.97
       12/31/99                                  s   1,013.97     1,013.97

    60 Putnam VT G&I
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,001.71     1,001.71
       12/31/99                                  s   1,001.71     1,001.71

    61 Putman VT New Value
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a     988.70       988.70
       12/31/99                                  s     988.70       988.70

    62 Putnam VT Vista
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,507.73     1,507.73
       12/31/99                                  s   1,507.73     1,507.73

    63 Putnam VT Int'l Growth
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,579.17     1,579.17
       12/31/99                                  s   1,579.17     1,579.17

    64 Putnam VT Int'l New Opportunities
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   2,001.53     2,001.53
       12/31/99                                  s   2,001.53     2,001.53

    67 Templeton International Securities
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,219.49     1,219.49
       12/31/99                                  s   1,219.49     1,219.49

    68 Templeton Developing Markets Securities
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,518.91     1,518.91
       12/31/99                                  s   1,518.91     1,518.91
    69 Mutual Shares Securities
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,118.45     1,118.45
       12/31/99                                  s   1,118.45     1,118.45

    71 Fidelity VIP Growth
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,355.70     1,355.70
       12/31/99                                  s   1,355.70     1,355.70

    72 Fidelity VIP II Contrafund
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,225.79     1,225.79
       12/31/99                                  s   1,225.79     1,225.79

    73 Fidelity VIP III Growth Opportunities
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,027.83     1,027.83
       12/31/99                                  s   1,027.83     1,027.83

    75 Fidelity VIP III Growth & Income
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,076.61     1,076.61
       12/31/99                                  s   1,076.61     1,076.61

    76 Fidelity VIP Equity-Income
       12/31/98                                  p          -     1,000.00
       12/31/99                                  a   1,048.88     1,048.88
       12/31/99                                  s   1,048.88     1,048.88

    99 Franklin Growth Investments
       12/31/98                                  p          -   #DIV/0!
       12/31/99                                  a #DIV/0!      #DIV/0!
       12/31/99                                  s #DIV/0!      #DIV/0!















       Cova Variable Annuity Account Five
       Non-Standard Returns
       12/31/99

                      Sub-Account                 Days Since
                                                   Inception


     6 Cova Lord Abbett G&I                               357
     8 Cova Bond Debenture                              1,320
     9 GACC Money Market                                  757
    11 Cova Developing Growth                             784
    12 Cova Large Cap Research                            682
    13 Cova Mid-Cap Value                                 784
    15 Cova Quality Bond                                1,320
    16 Cova Small Cap Stock                             1,325
    17 Cova Large Cap Stock                             1,324
    18 Cova Select Equity                               1,325
    19 Cova Int'l Equity                                1,326
    24 Russell Multi-Style Equity                         730
    25 Russell Aggressive Equity                          730
    26 Russell Non-U.S.                                   730
    27 Russell Core Bond                                  730
    28 Russell Real Estate Securities                     183
    30 AIM V.I. Value                                     730
    31 AIM V.I. Capital Appreciation                      730
    32 AIM V.I. Int'l Equity                              730
    35 Alliance Premier Growth                            730
    36 Alliance Real Estate Investment                    730
    39 Liberty Newport Tiger, Variable Series             730
    40 Goldman Sachs G&I                                  640
    41 Goldman Sachs Int'l Equity                         640
    42 Goldman Sachs Global Income                        640
    43 Templeton Global Income Securities                 305
    44 Kemper Dreman High Return                          595
    45 Kemper Small Cap Growth                            730
    46 Kemper Small Cap Value                             730
    47 Kemper Government Securities                       730
    48 MFS Bond                                           595
    49 MFS Research                                       730
    50 MFS Growth with Income                             730
    51 MFS Emerging Growth                                730
    52 MFS / F&C Emerging Markets Equity                  730
    53 MFS High Income                                    730
    54 MFS Global Governments                             730
    55 Oppenheimer Capital Appreciation                   730
    56 Oppenheimer Main Street G&I                        730
    57 Oppenheimer High Income                            730
    58 Oppenheimer Bond                                   730
    59 Oppenheimer Strategic Bond                         730
    60 Putnam VT G&I                                      730
    61 Putman VT New Value                                730
    62 Putnam VT Vista                                    730
    63 Putnam VT Int'l Growth                             730
    64 Putnam VT Int'l New Opportunities                  730
    65 Fanklin Small Cap                                  305
    66 Templeton Growth Securities                        304
    67 Templeton International Securities                 466
    68 Templeton Developing Markets Securities            466
    69 Mutual Shares Securities                           609
    71 Fidelity VIP Growth                                682
    72 Fidelity VIP II Contrafund                         682
    73 Fidelity VIP III Growth Opportunities              682
    75 Fidelity VIP III Growth & Income                   682
    76 Fidelity VIP Equity-Income                         682
    99 Franklin Large Cap Growth Securities               305
   140 American Century VP Income & Growth                 42
   141 American Century VP Int'l                           42
   142 American Century VP Value                           42
   160 Dreyfus Stock Index                                 42
   161 Dreyfus VIF Disciplined Stock                       42
   162 Dreyfus VIF Capital Appreciation                    42
   180 INVESCO VIF Dynamics                                42
   181 INVESCO VIF High Yield                              42
   210 PIMCO High Yield Bond                               42
   211 PIMCO Low Duration Bond                             42
   212 PIMCO StockPLUS G&I                                 42
   213 PIMCO Total Return Bond                             42
   230 Scudder Int'l                                       42

(1)    Sub-account has not been in existence for 1

















       Cova Variable Annuity Account Five
       Standard Inception to Date Return Data
       As of 12/31/99


                      Sub-Account                T  Account      Account
                                                     Value        Value
                                                    Before        After
                                                  Transaction  Transaction

     6 Cova Lord Abbett G&I
       1/8/1999                                  p          -     1,000.00
       12/31/1999                                a   1,098.96     1,098.96
       12/31/1999                                s   1,098.96     1,098.96

     8 Cova Bond Debenture
       5/20/1996                                 p          -     1,000.00
       5/20/1997                                 a   1,158.88     1,158.88
       5/20/1998                                 a   1,327.95     1,327.95
       5/20/1999                                 a   1,333.18     1,333.18
       12/31/1999                                a   1,356.69     1,356.69
       12/31/1999                                s   1,356.69     1,356.69

     9 GACC Money Market
       12/4/1997                                 p          -     1,000.00
       12/4/1998                                 a   1,042.44     1,042.44
       12/6/1999                                 a          -     1,080.76
       12/31/1999                                a   1,084.15     1,084.15
       12/31/1999                                s   1,084.15     1,084.15

    11 Cova Developing Growth
       11/7/1997                                 p          -     1,000.00
       11/7/1998                                 a     920.27       920.27
       11/8/1999                                 a   1,117.36     1,117.36
       12/31/1999                                a   1,334.42     1,334.42
       12/31/1999                                s   1,334.42     1,334.42

    12 Cova Large Cap Research
       2/17/1998                                 p          -     1,000.00
       2/17/1999                                 a   1,076.55     1,076.55
       12/31/1999                                a   1,360.70     1,360.70
       12/31/1999                                s   1,360.70     1,360.70

    13 Cova Mid-Cap Value
       11/7/1997                                 p          -     1,000.00
       11/7/1998                                 a   1,030.82     1,030.82
       11/8/1999                                 a   1,082.28     1,082.28
       12/31/1999                                s   1,082.28     1,082.28

    15 Cova Quality Bond
       5/20/1996                                 p          -     1,000.00
       5/20/1997                                 a   1,049.16     1,049.16
       5/20/1998                                 a   1,146.92     1,146.92
       5/20/1999                                 a   1,171.98     1,171.98
       12/31/1999                                a   1,162.39     1,162.39
       12/31/1999                                s   1,162.39     1,162.39

    16 Cova Small Cap Stock
       5/15/1996                                 p          -     1,000.00
       5/15/1997                                 a   1,008.21     1,008.21
       5/15/1998                                 a   1,347.85     1,347.85
       5/17/1999                                 a   1,155.94     1,155.94
       12/31/1999                                a   1,644.33     1,644.33
       12/31/1999                                s   1,644.33     1,644.33

    17 Cova Large Cap Stock
       5/16/1996                                 p          -     1,000.00
       5/16/1997                                 a   1,255.89     1,255.89
       5/18/1998                                 a   1,709.84     1,709.84
       5/17/1999                                 a   2,039.96     2,039.96
       12/31/1999                                a   2,220.43     2,220.43
       12/31/1999                                s   2,220.43     2,220.43

    18 Cova Select Equity
       5/15/1996                                 p          -     1,000.00
       5/15/1997                                 a   1,192.07     1,192.07
       5/15/1998                                 a   1,584.97     1,584.97
       5/17/1999                                 a   1,758.45     1,758.45
       12/31/1999                                a   1,810.95     1,810.95
       12/31/1999                                s   1,810.95     1,810.95

    19 Cova Int'l Equity
       5/14/1996                                 p          -     1,000.00
       5/14/1997                                 a   1,158.24     1,158.24
       5/14/1998                                 a   1,300.17     1,300.17
       5/14/1999                                 a   1,283.73     1,283.73
       12/31/1999                                a   1,617.43     1,617.43
       12/31/1999                                s   1,617.43     1,617.43

    24 Russell Multi-Style Equity
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,269.48     1,269.48
       12/31/1999                                a   1,471.96     1,471.96
       12/31/1999                                s   1,471.96     1,471.96




    25 Russell Aggressive Equity
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a     996.33       996.33
       12/31/1999                                a   1,046.19     1,046.19
       12/31/1999                                s   1,046.19     1,046.19

    26 Russell Non-U.S.
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,114.21     1,114.21
       12/31/1999                                a   1,470.62     1,470.62
       12/31/1999                                s   1,470.62     1,470.62

    27 Russell Core Bond
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,059.12     1,059.12
       12/31/1999                                a   1,041.95     1,041.95
       12/31/1999                                s   1,041.95     1,041.95

    28 Russell Real Estate Securities
       7/1/1999                                  p          -     1,000.00
       12/31/1999                                a     939.53       939.53
       12/31/1999                                s     939.53       939.53

    30 AIM V.I. Value
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,306.02     1,306.02
       12/31/1999                                a   1,674.86     1,674.86
       12/31/1999                                s   1,674.86     1,674.86

    31 AIM V.I. Capital Appreciation
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,177.07     1,177.07
       12/31/1999                                a   1,682.74     1,682.74
       12/31/1999                                s   1,682.74     1,682.74

    32 AIM V.I. Int'l Equity
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,139.14     1,139.14
       12/31/1999                                a   1,745.88     1,745.88
       12/31/1999                                s   1,745.88     1,745.88

    35 Alliance Premier Growth
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,459.55     1,459.55
       12/31/1999                                a   1,907.60     1,907.60
       12/31/1999                                s   1,907.60     1,907.60



    36 Alliance Real Estate Investment
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a     798.84       798.84
       12/31/1999                                a     748.60       748.60
       12/31/1999                                s     748.60       748.60

    39 Liberty Newport Tiger, Variable Series
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a     922.88       922.88
       12/31/1999                                a   1,539.75     1,539.75
       12/31/1999                                s   1,539.75     1,539.75

    40 Goldman Sachs G&I
       3/31/1998                                 p          -     1,000.00
       3/31/1999                                 a     890.76       890.76
       12/31/1999                                a     918.83       918.83
       12/31/1999                                s     918.83       918.83

    41 Goldman Sachs Int'l Equity
       3/31/1998                                 p          -     1,000.00
       3/31/1999                                 a   1,004.84     1,004.84
       12/31/1999                                a   1,325.43     1,325.43
       12/31/1999                                s   1,325.43     1,325.43

    42 Goldman Sachs Global Income
       3/31/1998                                 p          -     1,000.00
       3/31/1999                                 p   1,053.55     1,053.55
       12/31/1999                                a   1,039.89     1,039.89
       12/31/1999                                s   1,039.89     1,039.89

    43 Templeton Global Income Securities
       3/1/1999                                  p          -     1,000.00
       12/31/1999                                a     963.30       963.30
       12/31/1999                                s     963.30       963.30

    44 Kemper Dreman High Return
       5/15/1998                                 p          -     1,000.00
       5/15/1999                                 a   1,088.78     1,088.78
       12/31/1999                                a     927.00       927.00
       12/31/1999                                s     927.00       927.00

    45 Kemper Small Cap Growth
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,167.61     1,167.61
       12/31/1999                                a   1,550.52     1,550.52
       12/31/1999                                s   1,550.52     1,550.52



    46 Kemper Small Cap Value
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a     875.32       875.32
       12/31/1999                                a     888.60       888.60
       12/31/1999                                s     888.60       888.60

    47 Kemper Government Securities
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,055.65     1,055.65
       12/31/1999                                a   1,055.84     1,055.84
       12/31/1999                                s   1,055.84     1,055.84

    48 MFS Bond
       5/15/1998                                 p          -     1,000.00
       5/15/1999                                 a   1,037.30     1,037.30
       12/31/1999                                a   1,028.80     1,028.80
       12/31/1999                                s   1,028.80     1,028.80

    49 MFS Research
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,217.28     1,217.28
       12/31/1999                                a   1,489.79     1,489.79
       12/31/1999                                s   1,489.79     1,489.79

    50 MFS Growth with Income
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,206.66     1,206.66
       12/31/1999                                a   1,270.39     1,270.39
       12/31/1999                                s   1,270.39     1,270.39

    51 MFS Emerging Growth
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,323.32     1,323.32
       12/31/1999                                a   2,307.91     2,307.91
       12/31/1999                                s   2,307.91     2,307.91

    52 MFS / F&C Emerging Markets Equity
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a     657.18       657.18
       12/31/1999                                a     896.76       896.76
       12/31/1999                                s     896.76       896.76

    53 MFS High Income
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a     984.52       984.52
       12/31/1999                                a   1,035.29     1,035.29
       12/31/1999                                s   1,035.29     1,035.29


    54 MFS Global Governments
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,066.99     1,066.99
       12/31/1999                                a   1,025.26     1,025.26
       12/31/1999                                s   1,025.26     1,025.26

    55 Oppenheimer Capital Appreciation
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,223.27     1,223.27
       12/31/1999                                a   1,710.32     1,710.32
       12/31/1999                                s   1,710.32     1,710.32

    56 Oppenheimer Main Street G&I
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,032.65     1,032.65
       12/31/1999                                a   1,240.98     1,240.98
       12/31/1999                                s   1,240.98     1,240.98

    57 Oppenheimer High Income
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a     989.38       989.38
       12/31/1999                                a   1,018.92     1,018.92
       12/31/1999                                s   1,018.92     1,018.92

    58 Oppenheimer Bond
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a     989.38       989.38
       12/31/1999                                a   1,024.69     1,024.69
       12/31/1999                                s   1,024.69     1,024.69

    59 Oppenheimer Strategic Bond
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,015.13     1,015.13
       12/31/1999                                a   1,030.68     1,030.68
       12/31/1999                                s   1,030.68     1,030.68

    60 Putnam VT G&I
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,138.27     1,138.27
       12/31/1999                                a   1,142.27     1,142.27
       12/31/1999                                s   1,142.27     1,142.27

    61 Putman VT New Value
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,048.35     1,048.35
       12/31/1999                                a   1,037.94     1,037.94
       12/31/1999                                s   1,037.94     1,037.94


    62 Putnam VT Vista
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,178.57     1,178.57
       12/31/1999                                a   1,779.75     1,779.75
       12/31/1999                                s   1,779.75     1,779.75

    63 Putnam VT Int'l Growth
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,170.70     1,170.70
       12/31/1999                                a   1,852.28     1,852.28
       12/31/1999                                s   1,852.28     1,852.28

    64 Putnam VT Int'l New Opportunities
       12/31/1997                                p          -     1,000.00
       12/31/1998                                a   1,140.23     1,140.23
       12/31/1999                                a   2,285.90     2,285.90
       12/31/1999                                s   2,285.90     2,285.90

    65 Franklin Small Cap
       3/1/1999                                  p          -     1,000.00
       12/31/1999                                a   2,044.84     2,044.84
       12/31/1999                                s   2,044.84     2,044.84

    66 Templeton Growth Securities
       3/2/1999                                  p          -     1,000.00
       12/31/1999                                a   1,252.57     1,252.57
       12/31/1999                                s   1,252.57     1,252.57

    67 Templeton International Securities
       9/21/1998                                 p          -     1,000.00
       9/21/1999                                 a   1,249.01     1,249.01
       12/31/1999                                a   1,413.63     1,413.63
       12/31/1999                                s   1,413.63     1,413.63

    68 Templeton Developing Markets Securities
       9/21/1998                                 p          -     1,000.00
       9/21/1999                                 a   1,617.66     1,617.66
       12/31/1999                                a   2,033.34     2,033.34
       12/31/1999                                s   2,033.34     2,033.34

    69 Mutual Shares Securities
       9/21/1998                                 p          -     1,000.00
       9/21/1999                                 a   1,192.85     1,192.85
       12/31/1999                                a   1,252.68     1,252.68
       12/31/1999                                s   1,252.68     1,252.68




    71 Fidelity VIP Growth
       2/17/1998                                 p          -     1,000.00
       2/17/1999                                 a   1,329.63     1,329.63
       12/31/1999                                a   1,778.06     1,778.06
       12/31/1999                                s   1,778.06     1,778.06

    72 Fidelity VIP II Contrafund
       2/17/1998                                 p          -     1,000.00
       2/17/1999                                 a   1,242.92     1,242.92
       12/31/1999                                a   1,523.58     1,523.58
       12/31/1999                                s   1,523.58     1,523.58

    73 Fidelity VIP III Growth Opportunities
       2/17/1998                                 p          -     1,000.00
       2/17/1999                                 a   1,125.53     1,125.53
       12/31/1999                                a   1,214.28     1,214.28
       12/31/1999                                s   1,214.28     1,214.28

    75 Fidelity VIP III Growth & Income
       2/17/1998                                 p          -     1,000.00
       2/17/1999                                 a   1,206.69     1,206.69
       12/31/1999                                a   1,319.83     1,319.83
       12/31/1999                                s   1,319.83     1,319.83

    76 Fidelity VIP Equity-Income
       2/17/1998                                 p          -     1,000.00
       2/17/1999                                 a   1,032.21     1,032.21
       12/31/1999                                a   1,119.60     1,119.60
       12/31/1999                                s   1,119.60     1,119.60

    99 Franklin Large Cap Growth Securities
       3/1/1999                                  p          -     1,000.00
       12/31/1999                                a   1,302.36     1,302.36
       12/31/1999                                s   1,302.36     1,302.36

   140 American Century VP Income & Growth
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,032.49     1,032.49
       12/31/1999                                s   1,032.49     1,032.49

   141 American Century VP Int'l
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,251.70     1,251.70
       12/31/1999                                s   1,251.70     1,251.70

   142 American Century VP Value
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a     958.70       958.70
       12/31/1999                                s     958.70       958.70
   160 Dreyfus Stock Index
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,033.60     1,033.60
       12/31/1999                                s   1,033.60     1,033.60

   161 Dreyfus VIF Disciplined Stock
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,030.60     1,030.60
       12/31/1999                                s   1,030.60     1,030.60

   162 Dreyfus VIF Capital Appreciation
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,012.80     1,012.80
       12/31/1999                                s   1,012.80     1,012.80

   180 INVESCO VIF Dynamics
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,114.87     1,114.87
       12/31/1999                                s   1,114.87     1,114.87

   181 INVESCO VIF High Yield
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,012.27     1,012.27
       12/31/1999                                s   1,012.27     1,012.27

   210 PIMCO High Yield Bond
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,007.80     1,007.80
       12/31/1999                                s   1,007.80     1,007.80

   211 PIMCO Low Duration Bond
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a     996.90       996.90
       12/31/1999                                s     996.90       996.90

   212 PIMCO StockPLUS G&I
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,031.10     1,031.10
       12/31/1999                                s   1,031.10     1,031.10

   213 PIMCO Total Return Bond
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a     989.85       989.85
       12/31/1999                                s     989.85       989.85

   230 Scudder Int'l
       11/19/1999                                p          -     1,000.00
       12/31/1999                                a   1,163.75     1,163.75
       12/31/1999                                s   1,163.75     1,163.75
       Cova Variable Annuity Account Five
       Standard Since Inception Returns
       12/31/1999

                      Sub-Account                 Days Since
                                                   Inception


     6 Cova Lord Abbett G&I                               357
     8 Cova Bond Debenture                              1,320
     9 GACC Money Market                                  757
    11 Cova Developing Growth                             784
    12 Cova Large Cap Research                            682
    13 Cova Mid-Cap Value                                 784
    15 Cova Quality Bond                                1,320
    16 Cova Small Cap Stock                             1,325
    17 Cova Large Cap Stock                             1,324
    18 Cova Select Equity                               1,325
    19 Cova Int'l Equity                                1,326
    24 Russell Multi-Style Equity                         730
    25 Russell Aggressive Equity                          730
    26 Russell Non-U.S.                                   730
    27 Russell Core Bond                                  730
    28 Russell Real Estate Securities                     183
    30 AIM V.I. Value                                     730
    31 AIM V.I. Capital Appreciation                      730
    32 AIM V.I. Int'l Equity                              730
    35 Alliance Premier Growth                            730
    36 Alliance Real Estate Investment                    730
    39 Liberty Newport Tiger, Variable Series             730
    40 Goldman Sachs G&I                                  640
    41 Goldman Sachs Int'l Equity                         640
    42 Goldman Sachs Global Income                        640
    43 Templeton Global Income Securities                 305
    44 Kemper Dreman High Return                          595
    45 Kemper Small Cap Growth                            730
    46 Kemper Small Cap Value                             730
    47 Kemper Government Securities                       730
    48 MFS Bond                                           595
    49 MFS Research                                       730
    50 MFS Growth with Income                             730
    51 MFS Emerging Growth                                730
    52 MFS / F&C Emerging Markets Equity                  730
    53 MFS High Income                                    730
    54 MFS Global Governments                             730
    55 Oppenheimer Capital Appreciation                   730
    56 Oppenheimer Main Street G&I                        730
    57 Oppenheimer High Income                            730
    58 Oppenheimer Bond                                   730
    59 Oppenheimer Strategic Bond                         730
    60 Putnam VT G&I                                      730
    61 Putman VT New Value                                730
    62 Putnam VT Vista                                    730
    63 Putnam VT Int'l Growth                             730
    64 Putnam VT Int'l New Opportunities                  730
    65 Franklin Small Cap                                 305
    66 Templeton Growth Securities                        304
    67 Templeton International Securities                 466
    68 Templeton Developing Markets Securities            466
    69 Mutual Shares Securities                           466
    71 Fidelity VIP Growth                                682
    72 Fidelity VIP II Contrafund                         682
    73 Fidelity VIP III Growth Opportunities              682
    75 Fidelity VIP III Growth & Income                   682
    76 Fidelity VIP Equity-Income                         682
    99 Franklin Large Cap Growth Securities               305
   140 American Century VP Income & Growth                 42
   141 American Century VP Int'l                           42
   142 American Century VP Value                           42
   160 Dreyfus Stock Index                                 42
   161 Dreyfus VIF Disciplined Stock                       42
   162 Dreyfus VIF Capital Appreciation                    42
   180 INVESCO VIF Dynamics                                42
   181 INVESCO VIF High Yield                              42
   210 PIMCO High Yield Bond                               42
   211 PIMCO Low Duration Bond                             42
   212 PIMCO StockPLUS G&I                                 42
   213 PIMCO Total Return Bond                             42
   230 Scudder Int'l                                       42

(1)    Returns are not annualized for sub-accounts in existence less than 1 year.
</TABLE>



Cova  Corporation,  a  Missouri corporation, is owned by General American Life
Insurance Company, a Missouri company.

General American Life Insurance Company is owned by GenAmerica Corporation, a
Missouri corporation.

GenAmerica Corporation is owned by Metropolitan Life Insurance Company, a New
York company.

Cova  Corporation owns 100% of Cova Financial Services Life Insurance Company,
a  Missouri  company, and Cova Life Management Company, a Delaware company.

Cova  Financial  Services  Life  Insurance  Company owns 100% of First Cova Life
Insurance  Company,  a New York  company,  and  Cova  Financial  Life  Insurance
Company, a California company.

Cova Life Management Company owns 100% of Cova Investment Advisory  Corporation,
an Illinois  corporation,  Cova Investment Allocation  Corporation,  an Illinois
corporation, and Cova Life Sales Company, a Delaware company.


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