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Form 24F-2
Annual Notice of Securities Sold Pursuant to Rule 24F-2
December 31, 1996
1. Name and address of issuer:
Paragon Life Insurance Company
100 South Brentwood
St. Louis, MO 63105
2. Name of each series or class of funds for which this notice is
filed:
Scudder Variable Life Investment Fund - Money Market Fund
Scudder Variable Life Investment Fund - International Fund
Scudder Variable Life Investment Fund - Capital Growth Fund
Scudder Variable Life Investment Fund - Balanced Fund
Scudder Variable Life Investment Fund - Bond Fund
Scudder Variable Life Investment Fund - Growth & Income Fund
Dean Witter Variable Investment Series- Money Market Fund
Dean Witter Variable Investment Series- High Yield Fund
Dean Witter Variable Investment Series- Equity Fund
Dean Witter Variable Investment Series- Strategist Fund
Dean Witter Variable Investment Series- Quality Income Plus Fund
Dean Witter Variable Investment Series- Dividend Growth Fund
Dean Witter Variable Investment Series - Utilities Fund
Dean Witter Variable Investment Series - Capital Growth Fund
Dean Witter Variable Investment Series - European Fund
Dean Witter Variable Investment Series - Pacific Growth Fund
Dean Witter Var. Investment Series - Global Dividend Growth Fund
MFS Variable Insurance Trust - Bond Fund
MFS Variable Insurance Trust - High Income Fund
MFS Variable Insurance Trust - Money Market Fund
MFS Variable Insurance Trust - Emerging Growth Fund
MFS Variable Insurance Trust - Utilities Fund
MFS Variable Insurance Trust - Growth with Income Fund
MFS Variable Insurance Trust - Total Return Fund
MFS Variable Insurance Trust - Research Fund
MFS Variable Insurance Trust - World Government Fund
MFS Variable Insurance Trust - Value Fund
MFS Variable Insurance Trust - Strategic Fixed Income Fund
MFS Variable Insurance Trust - Limited Maturity Fund
Putnam Variable Trust - Money Market Fund
Putnam Variable Trust - New Opportunities Fund
Putnam Variable Trust - Growth and Income Fund
Putnam Variable Trust - High Yield Fund
Putnam Variable Trust - Diversified Income Fund
Putnam Variable Trust - Global Asset Allocation Fund
Putnam Variable Trust - Voyager Fund
Putnam Variable Trust - U.S. Government & High Qulaity Bond Fund
Putnam Variable Trust - Global Growth Fund
Putnam Variable Trust - Utilities Growth & Income Fund
Putnam Variable Trust - Asia Pacific Growth Fund
T. Rowe Price Equity Series - New America Growth Fund
T. Rowe Price Equity Series - Personal Strategy Balanced Fund
T. Rowe Price Fixed Income Series - Limited-Term Bond Fund
Fidelity Investments VIP Fund - Contrafund Fund
Fidelity Investments VIP Fund - Equity Income Fund
Fidelity Investments VIP Fund - Growth Fund
Fidelity Investments VIP Fund - Index 500 Fund
3. Investment Company Act File Number:
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811-7534
Securities Act File Number
33-58796
4. Last day of fiscal year for which this notice is filed:
12/31/96
5. Is notice being filed more than 180 days after the close of the
issuer's fiscal year for purposes of reporting securities sold after
the close of the fiscal year but before termination of the issuer's
24f-2 declaration:
N/A
6. Date of termination of issuer's declaration under rule 24f-
2(a)(1), if applicable (see Instruction A.6):
N/A
7. Number and amount of securities of the same class or series which
had been registered under the Securities Act of 1933 other than
pursuant to rule 24f-2 in a prior year, but which remained unsold at
the beginning of the fiscal year:
0 units - $0
8. Number and amount of securities registered during the fiscal year
other than pursuant to rule 24f-2:
0 units - $0
9. Number and aggregate sale price of securities sold during the
fiscal year:
253724 units - $2713841
10. Number and aggregate sale price of securities sold during the
fiscal year in reliance upon registration pursuant to rule 24f-2:
253724 units - $2713841
11. Number and aggregate sale price of securities issued during the
fiscal year in connection with dividend reinvestment plans, if
applicable (see Instruction B.7):
0 units - $0
12. Calculation of registration fees:
(i) Aggregate sale price of securities sold during fiscal year
in reliance on rule 24f-2 (from Item 10):
$3803499
(ii) Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if applicable):
$0
(iii) Aggregate price of shares redeemed or repurchased during
the fiscal year (if applicable):
$1089658
(iv) Aggregate price of shares redeemed or repurchased and
previously applied as a reduction to filing fees pursuant to
rule 24e-2 (if applicable):
$0
(v) Net aggregate price of securities sold and issued during
the fiscal year in reliance on rule 24f-2 [line (i), plus line
(ii), less line (iii), plus line (iv)] (if applicable):
$2713841
(vi) Multiplier prescribed by Section 6(b) of the Securities
Act of 1933 or other applicable law or regulation (see
Instruction C.6):
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.00034482758
(vii) Fee due [line (i) or line (v) multiplied by line (vi)]:
$935.81
13. Date of wire transfer of filing fees to the Commission
Depository: 2/27/97
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CHRISTOPHER A. MARTIN
COUNSEL
PHONE: (314) 444-0499
Fax: (314) 444-0510
February 27, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
RE: PARAGON LIFE INSURANCE COMPANY
SEPARATE ACCOUNT B
(SEC FILE #33-58796)
Dear Sir or Madam:
As Counsel for Paragon Life Insurance Company Separate Account B (SEC File
#33-58796) ("Registrant"), it is my opinion that the units sold by Registrant
were legally issued, fully paid, and nonassessable. I hereby consent to the
use of this opinion in Registrant's Form 24f-2 Annual Notice of Securities
Sold Pursuant to Rule 24f-2 filing.
Sincerely,
/s/ Christopher A. Martin
Christopher A. Martin
CAM:amg/GALIC-17.let
