CUNA MUTUAL LIFE VARIABLE ANNUITY ACCOUNT
N-30D, 1997-08-14
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Dear Variable Annuity Owner:

The U.S.  stock market  continued  its strong  performance  in the first half of
1997. Total returns in the bond market were considerably lower than in the stock
market,  but  more in line  with  historical  norms.  Please  see the  managers'
discussions  contained in this booklet for more information on market conditions
and outlook.  Results for the first six months of 1997 in the subaccounts of the
MEMBERS(R) Variable Annuity are shown in the following table.
<TABLE>
<CAPTION>

                                    Percent increase                                                       Percent increase
                                   in Unit Value from                                                     in Unit Value from
Subaccount                      12/31/96 through 6/30/97               Subaccount                      12/31/96 through 6/30/97
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>                           <C>                             <C>          
Capital Appreciation Stock              13.92%                         International Stock                    10.89%
Growth and Income Stock                 14.91%                         World Governments                      -2.33%
Balanced                                 7.37%                         Emerging Growth                        10.02%
Bond                                     1.91%                         High Income                      n/a - inception 5/1/97
Money Market                             1.74%                         Developing Markets               n/a - inception 5/1/97
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

This  booklet is divided  into  several  sections.  Each  section  contains  the
semiannual report for a component of the MEMBERS(R) Variable Annuity.  The first
section contains the following reports for the CUNA Mutual Life Variable Annuity
Account:

         Statement of Assets and Liabilities......................... page 2
         Statement of Operations .................................... page 4
         Statement of Changes in Net Assets.......................... page 5
         Notes to the Financial Statements........................... page 7

The  subaccounts  of the CUNA Mutual Life  Variable  Annuity  Account  invest in
mutual funds.  The results shown in this first section  reflect the deduction of
the separate  account level charges.  The returns at the subaccount level (shown
above) are slightly  lower than the returns at the mutual fund level as a result
of these charges.

The remaining  sections of this booklet contain the semiannual  reports for each
of the mutual funds in which the subaccounts invest. The second section contains
the report for the Ultra  Series Fund which  includes  the Capital  Appreciation
Stock Fund,  Growth and Income Stock Fund,  Balanced Fund,  Bond Fund, and Money
Market  Fund.  There  are  also  sections  for the  semiannual  reports  for the
International Stock Portfolio of the T. Rowe Price International  Series,  Inc.,
the MFS(R) World Government  Series and the MFS(R) Emerging Growth Series of the
MFS(R)  Variable  Insurance  TrustSM,  the  Oppenheimer  High Income Fund of the
Oppenheimer Variable Account Funds, and the Templeton Developing Markets Fund of
the Templeton Variable Products Series Fund.

The net assets in the CUNA Mutual Life  Variable  Annuity  Account  totaled over
$595  million on June 30,  1997.  We hope you share our belief  that  MEMBERS(R)
Variable  Annuity is a great vehicle to accumulate  and  distribute  dollars for
your retirement  planning needs. Over the last several years we have seen strong
returns in the equity  markets.  You  should  always  keep in mind the fact that
strong  markets are often followed by periods of slower growth or even temporary
declines.  Thank you for making MEMBERS(R)  Variable Annuity a part of your long
term asset accumulation plan.

Sincerely,

/s/  Michael B. Kitchen

Michael B. Kitchen
President and Chief Executive Officer
CUNA Mutual Life Insurance Company


<PAGE>
<TABLE>
<CAPTION>
                    CUNA MUTUAL LIFE VARIABLE ANNUITY ACCOUNT
                       Statement of Assets and Liabilities
                                  June 30, 1997
                                   (Unaudited)

                                         Capital
                                      Appreciation         Growth and                                                    Money
                                          Stock           Income Stock          Balanced              Bond              Market
Assets:                                Subaccount          Subaccount          Subaccount          Subaccount         Subaccount
<S>                                  <C>              <C>                   <C>               <C>                   <C>        
Investments in Ultra Series Fund:
   (note 2)

Capital Appreciation Stock Fund,
   5,977,644 shares at net asset 
   value of $16.70 per share 
   (cost $80,221,184)                  $99,840,961      $         --         $        --       $          --         $        --

Growth and Income Stock Fund,
   8,280,819 shares at net asset 
   value of $24.56 per share 
   (cost $164,858,419)                         --         203,386,242                 --                  --                  --

Balanced Fund, 8,809,489 shares
   at net asset value of $16.37
   per share (cost $132,041,190)               --                  --        144,223,037                  --                  --

Bond Fund,  2,593,746 shares
   at net asset value of $10.45
   per share (cost $26,877,609)                --                  --                 --          27,107,973                  --

Money Market Fund, 24,096,696
   shares at net asset value of 
   $1.00 per share 
   (cost $24,096,696)                          --                  --                 --                  --          24,096,696
                                       ----------          ----------         ----------          ----------          ----------
     Total assets                      99,840,961         203,386,242        144,223,037          27,107,973          24,096,696
                                       ----------          ----------         ----------          ----------          ----------
Liabilities:
Accrued adverse mortality and
   expense charges                        279,340             563,540            410,235              79,272              71,697
Other accrued expenses                     33,520              67,625             49,228               9,513               8,604
                                       ----------          ----------         ----------          ----------          ----------
     Total liabilities                    312,860             631,165            459,463              88,785              80,301
                                       ----------          ----------         ----------          ----------          ----------
     Net assets                       $99,528,101        $202,755,077       $143,763,574         $27,019,188         $24,016,395
                                       ==========          ==========         ==========          ==========          ==========
     Units outstanding 
     (note 5 and note 6)                5,654,705          11,490,043         10,275,941           2,300,699           2,164,376
                                       ==========          ==========         ==========          ==========          ==========
     Net asset value per unit              $17.60              $17.65             $13.99              $11.74              $11.10
                                       ==========          ==========         ==========          ==========          ==========

</TABLE>
See accompanying notes to financial statements.
<PAGE>

<TABLE>
<CAPTION>

                    CUNA MUTUAL LIFE VARIABLE ANNUITY ACCOUNT
                       Statement of Assets and Liabilities
                                  June 30, 1997
                                   (Unaudited)

                                      International           World             Emerging              High            Developing
                                          Stock            Governments           Growth              Income             Markets
Assets:                                Subaccount          Subaccount          Subaccount          Subaccount         Subaccount
<S>                                  <C>               <C>               <C>                  <C>                 <C>          
Investments in T. Rowe Price
International Fund, Inc.:
   International Stock Portfolio,
   3,536,583 shares at net asset 
   value of $14.11 per share 
   (cost $41,611,247)                 $49,901,194       $         --      $           --       $          --       $          --

Investments in MFSAE Variable 
Insurance TrustSM:
   World Governments Series,
   1,376,029 shares at net asset 
   value of $10.15 per share 
   (cost $14,153,717)                          --          13,966,702                 --                  --                  --

Investments in MFSAE Variable 
Insurance TrustSM:
   Emerging Growth Series,
   2,119,871 shares at net asset 
   value of $14.67 per share 
   (cost $28,171,170)                          --                  --         31,098,517                  --                  --

Investments in Oppenheimer
Variable Account Funds:
   High Income Series,
   240,575 shares at net asset 
   value of $11.14 per share 
   (cost $2,694,322)                           --                  --                 --           2,680,002                  --

Investments in Templeton
Variable Products Series Fund:
   Developing Markets Series,
   104,700 shares at net asset 
   value of $9.91 per share 
   (cost $1,028,826)                           --                  --                 --                  --           1,037,582
                                       ----------          ----------         ----------           ---------           ---------
     Total assets                      49,901,194          13,966,702         31,098,517           2,680,002           1,037,582
                                       ----------          ----------         ----------           ---------           ---------
Liabilities
Accrued adverse mortality and
   expense charges                        138,817              42,338             81,333               2,050                 992
Other accrued expenses                     16,658               5,081              9,760                 246                 119
                                       ----------          ----------         ----------           ---------           ---------
     Total liabilities                    155,475              47,419             91,093               2,296               1,111
                                       ----------          ----------         ----------           ---------           ---------
     Net assets                       $49,745,719         $13,919,283        $31,007,424          $2,677,706          $1,036,471
                                       ==========          ==========         ==========           =========           =========
     Units outstanding 
     (note 5 and note 6)                3,618,394           1,231,175          2,796,606             259,279             103,415
                                       ==========          ==========         ==========           =========           =========
     Net asset value per unit              $13.75              $11.31             $11.09              $10.33              $10.02
                                       ==========          ==========         ==========           =========           =========
</TABLE>
See accompanying notes to financial statements.


<PAGE>

<TABLE>
<CAPTION>
                    CUNA MUTUAL LIFE VARIABLE ANNUITY ACCOUNT
                             Statement of Operations
                                  June 30, 1997
                                   (Unaudited)

                                         Capital
                                      Appreciation         Growth and                                                    Money
                                          Stock           Income Stock          Balanced              Bond              Market
Investment income (loss):              Subaccount          Subaccount          Subaccount          Subaccount         Subaccount
                                       ----------          ----------          ----------          ----------         ----------
<S>                                     <C>                 <C>              <C>                   <C>                 <C>     
  Dividend income                        $182,651            $633,023         $1,168,876            $354,399            $506,253
  Adverse mortality and expense 
   charges (note 3)                      (515,668)         (1,019,690)          (752,967)           (145,657)           (130,281)
  Administrative charges                  (61,880)           (122,363)           (90,356)            (17,479)            (15,634)
                                         --------            --------           --------            --------            --------
  Net investment income (loss)           (394,897)           (509,030)           325,553             191,263             360,338
                                         --------            --------           --------            --------            --------
Realized and unrealized gain (loss)
  on investments:
  Realized gain (loss) on security
   transactions:
   Capital gain distributions              47,629              79,878             36,236                  --                  --
   Proceeds from sale of securities       286,624             282,070            117,508             340,376          13,332,343
   Cost of securities sold               (251,833)           (228,313)          (109,214)           (341,794)        (13,332,343
                                        ---------           ---------           --------            --------            --------
   Net realized gain (loss) on 
    security transactions                  82,420             133,635             44,530              (1,418)                 --
  Net change in unrealized 
   appreciation or depreciation 
   on investments                      11,321,094          23,609,319          8,483,050             315,060                  --
                                        ---------           ---------           --------            --------            --------
   Net gain (loss) on investments      11,403,514          23,742,954          8,527,580             313,642                  --
                                        ---------           ---------           --------            --------            --------
Net increase (decrease) in net 
  assets resulting from operations    $11,008,617         $23,233,924         $8,853,133            $504,905            $360,338
                                        =========           =========           ========            ========            ========


                                      International           World             Emerging              High            Developing
                                          Stock            Governments           Growth              Income             Markets
Investment income (loss):              Subaccount          Subaccount          Subaccount          Subaccount         Subaccount
                                       ----------          ----------          ----------          ----------         ----------
  Dividend income                    $         --            $313,188       $         --             $40,387          $       --
  Adverse mortality and expense 
   charges (note 3)                      (249,596)            (80,660)          (142,338)             (2,050)               (992)
  Administrative charges                  (29,951)             (9,679)           (17,081)               (246)               (119)
                                         --------             -------          ---------            --------              ------
  Net investment income (loss)           (279,547)            222,849           (159,419)             38,091              (1,111)
                                         --------             -------          ---------            --------              ------
Realized and unrealized gain 
 (loss) on investments:
 Realized gain (loss) on 
 security transactions:
  Capital gain distributions                   --                  --                 --                  --                  --
  Proceeds from sale of securities         23,666             441,913                 --                  --              56,310
  Cost of securities sold                 (20,239)           (450,152)                --                  --             (56,712)
                                         --------             -------          ---------            --------              ------
   Net realized gain (loss) on 
     security transactions                  3,427              (8,239)                --                  --                (402)
  Net change in unrealized 
   appreciation or depreciation 
   on investments                       5,025,951            (487,048)         2,816,776             (14,319)              8,755
                                        ---------            --------          ---------             -------              ------
   Net gain (loss) on investments       5,029,378            (495,287)         2,816,776             (14,319)              8,353
                                        ---------            --------          ---------             -------              ------
Net increase (decrease) in net assets
  resulting from operations            $4,749,831           $(272,438)        $2,657,357             $23,772              $7,242
                                        =========            ========          =========             =======              ======
</TABLE>
See accompanying notes to financial statements.
<PAGE>

<TABLE>
<CAPTION>

                    CUNA MUTUAL LIFE VARIABLE ANNUITY ACCOUNT
                       Statement of Changes in Net Assets
       Six Months Ended June 30, 1997 and the Year Ended December 31, 1996
                                   (Unaudited)

                                          CAPITAL APPRECIATION STOCK SUBACCOUNT                GROWTH AND INCOME STOCK SUBACCOUNT
Operations:                                    1997                  1996                          1997                  1996
                                               ----                  ----                          ----                  ----
<S>                                     <C>                  <C>                             <C>                  <C>       
  Net investment income (loss)             $(347,268)           $1,960,017                      $(429,152)           $3,503,603
  Net realized gain (loss) on
   security transactions                      34,791               184,419                         53,757                31,195
  Net change in unrealized appreciation
   or depreciation on investments         11,321,094             6,603,942                     23,609,319            13,287,638
                                          ----------            ----------                     ----------            ----------
    Change in net assets from operations  11,008,617             8,748,378                     23,233,924            16,822,436
                                          ----------            ----------                     ----------            ----------
Capital unit transactions (note 5):
  Proceeds from sales of units            48,235,210            66,511,107                     88,739,119           112,789,079
  Cost of units repurchased              (29,157,441)          (31,925,414)                   (40,405,329)          (34,256,064)
                                          ----------            ----------                     ----------            ----------
   Change in net assets from capital
    unit transactions                     19,077,769            34,585,693                     48,333,790            78,533,015
                                          ----------            ----------                     ----------            ----------
Increase (decrease) in net assets         30,086,386            43,334,071                     71,567,714            95,355,451
Net assets:
  Beginning of period                     69,441,715            26,107,644                    131,187,363            35,831,912
                                          ----------            ----------                     ----------            ----------
  End of period                          $99,528,101           $69,441,715                   $202,755,077          $131,187,363
                                          ==========            ==========                     ==========            ==========

                                                   BALANCED SUBACCOUNT                                   BOND SUBACCOUNT
Operations:                                    1997                  1996                          1997                  1996
                                               ----                  ----                          ----                  ----
  Net investment income (loss)              $361,789            $4,085,481                       $191,263              $704,571
  Net realized gain (loss) on
   security transactions                       8,294                13,414                         (1,418)               (1,945)
  Net change in unrealized appreciation
   or depreciation on investments          8,483,050             2,775,771                        315,060              (263,632)
                                          ----------            ----------                      ---------             ---------
    Change in net assets from operations   8,853,133             6,874,666                        504,905               438,994
                                          ----------            ----------                      ---------             ---------
Capital unit transactions (note 5):
  Proceeds from sale of units             64,375,242            91,579,338                     15,459,075            20,883,364
  Cost of units repurchased              (30,874,253)          (29,216,779)                    (8,372,068)           (8,218,653)
                                          ----------            ----------                     ----------             ---------
   Change in net assets from capital
    unit transactions                     33,500,989            62,362,559                      7,087,007            12,664,711
                                          ----------            ----------                     ----------             ---------
Increase (decrease) in net assets         42,354,122            69,237,225                      7,591,912            13,103,705
Net assets:
  Beginning of period                    101,409,452            32,172,227                     19,427,276             6,323,571
                                          ----------            ----------                     ----------             ---------
  End of period                         $143,763,574          $101,409,452                    $27,019,188           $19,427,276
                                          ==========            ==========                     ==========             =========

                                                 MONEY MARKET SUBACCOUNT                         INTERNATIONAL STOCK SUBACCOUNT
Operations:                                    1997                  1996                          1997                  1996
                                               ----                  ----                          ----                  ----
  Net investment income (loss)              $360,338              $425,152                      $(279,547)             $222,112
  Net realized gain (loss) on
   security transactions                          --                    --                          3,427                 1,124
  Net change in unrealized appreciation
   or depreciation on investments                 --                    --                      5,025,951             2,489,462
                                          ----------            ----------                     ----------            ----------
    Change in net assets from operations     360,338               425,152                      4,749,831             2,712,698
                                          ----------            ----------                     ----------            ----------
Capital unit transactions (note 5):
  Proceeds from sales of units            50,209,718            71,914,632                     30,261,908            37,340,833
  Cost of units repurchased              (42,835,808)          (62,787,600)                   (18,538,512)          (18,736,774)
                                          ----------            ----------                     ----------            ----------
   Change in net assets from capital
    unit transactions                      7,373,910             9,127,032                     11,723,396            18,604,059
                                          ----------            ----------                     ----------            ----------
  Increase (decrease) in net assets        7,734,248             9,552,184                     16,473,227            21,316,757
Net assets:
  Beginning of period                     16,282,147             6,729,963                     33,272,492            11,955,735
                                          ----------            ----------                     ----------            ----------
  End of period                          $24,016,395           $16,282,147                    $49,745,719           $33,272,492
                                          ==========            ==========                     ==========            ==========
</TABLE>
See accompanying notes to financial statements.
<PAGE>


<TABLE>
<CAPTION>
                    CUNA MUTUAL LIFE VARIABLE ANNUITY ACCOUNT
                       Statement of Changes in Net Assets
       Six Months Ended June 30, 1997 and the Year Ended December 31, 1996
                                   (Unaudited)

                                              WORLD GOVERNMENTS SUBACCOUNT                        EMERGING GROWTH SUBACCOUNT
Operations:                                    1997                  1996                          1997                  1996*
                                               ----                  ----                          ----                  -----
<S>                                      <C>                  <C>                            <C>                     <C>    
  Net investment income (loss)              $222,849             $(125,656)                     $(159,419)              $54,624
  Net realized gain (loss) on
   security transactions                      (8,239)               (2,764)                            --                    --
  Net change in unrealized appreciation
   or depreciation on investments           (487,048)              448,184                      2,816,776               110,671
                                          ----------             ---------                     ----------            ----------
    Change in net assets from operations    (272,438)              319,764                      2,657,357               165,295
                                          ----------            ----------                     ----------            ----------
Capital unit transactions (note 5):
  Proceeds from sale of units              8,710,645            14,413,481                     22,120,655            21,632,015
  Cost of units repurchased               (6,489,791)           (8,476,180)                   (10,403,325)           (5,164,573)
                                          ----------            ----------                     ----------            ----------
   Change in net assets from capital
    unit transactions                      2,220,854             5,937,301                     11,717,330            16,467,442
                                          ----------            ----------                     ----------            ----------
Increase (decrease) in net assets          1,948,416             6,257,065                     14,374,687            16,632,737
Net assets:
  Beginning of period                     11,970,867             5,713,802                     16,632,737                    --
                                          ----------            ----------                     ----------            ----------
  End of period                          $13,919,283           $11,970,867                    $31,007,424           $16,632,737
                                          ==========            ==========                     ==========            ==========

                                                HIGH INCOME SUBACCOUNT                           DEVELOPING MARKETS SUBACCOUNT
Operations:                                  1997**                                              1997**
                                             ------                                              ------
<S>                                       <C>                                                  <C>     
  Net investment income (loss)               $38,091                                              $(1,111)
  Net realized gain (loss) on
   security transactions                          --                                                 (402)
  Net change in unrealized appreciation
   or depreciation on investments            (14,319)                                               8,755
                                           ---------                                            ---------
    Change in net assets from operations      23,772                                                7,242
                                           ---------                                            ---------
Capital unit transactions (note 5):
  Proceeds from sales of units             2,731,799                                            1,046,537
  Cost of units repurchased                  (77,865)                                             (17,308)
                                           ---------                                            ---------
   Change in net assets from capital
    unit transactions                      2,653,934                                            1,029,229
                                           ---------                                            ---------
  Increase (decrease) in net assets        2,677,706                                            1,036,471
Net assets:
  Beginning of period                             --                                                   --
                                           ---------                                            ---------
  End of period                           $2,677,706                                           $1,036,471
                                           =========                                            =========

See accompanying notes to financial statements.
<FN>
*The data is for the period  beginning  May 1, 1996 (date of initial  activity).
**The data is for the period beginning May 1, 1997 (date of initial activity).
</FN>
</TABLE>



<PAGE>


                    CUNA MUTUAL LIFE VARIABLE ANNUITY ACCOUNT
                          Notes to Financial Statements

(1)  Organization

     The CUNA Mutual Life Variable  Annuity Account (the Variable  Account) is a
     unit investment trust  registered under the Investment  Company Act of 1940
     with the  Securities  and Exchange  Commission.  The  Variable  Account was
     established  as a separate  investment  account  within  CUNA  Mutual  Life
     Insurance  Company (the Company) formerly known as Century Life of America,
     to receive and invest net premiums paid under  variable  annuity  contracts
     (Contracts).

     Although  the  assets  in the  Variable  Account  are the  property  of the
     Company,  the assets in the Variable Account  attributable to the Contracts
     are not chargeable with liabilities arising out of any other business which
     the Company may conduct.  The assets of the Variable  Account are available
     to cover the general liabilities of the Company only to the extent that the
     Variable  Account's  assets  exceed  its  liabilities   arising  under  the
     Contracts. The Company has the right to transfer to the general account any
     assets of the  Variable  Account  which are in excess of reserves and other
     contract  liabilities.  All  obligations  arising  under the  Contracts are
     general corporate obligations of the Company.

(2)  Significant Accounting Policies

     Investments

     The Variable Account  currently is divided into ten subaccounts but may, in
     the  future,  include  additional  subaccounts.   Each  subaccount  invests
     exclusively in shares of a single  underlying  fund. (The term fund is used
     to mean an investment portfolio sometimes called a fund, i.e., Ultra Series
     Fund  (Class Z  shares),  T. Rowe Price  International  Fund,  Inc.,  MFSAE
     Variable Insurance TrustSM,* Oppenheimer Variable Account Funds,  Templeton
     Variable Products Series Fund, or any other open-end management  investment
     company  or unit  investment  trust in  which a  subaccount  invests.)  The
     income, gains and losses, realized or unrealized, from the assets allocated
     to each  subaccount  are  credited to or charged  against  that  subaccount
     without regard to income, gains or losses from any other subaccount.

     The Variable  Account invests in shares of Ultra Series Fund, T. Rowe Price
     International  Fund, Inc., MFSAE Variable Insurance  TrustSM,*  Oppenheimer
     Variable Account Funds, and Templeton  Variable  Products Series Fund. Each
     is a  management  investment  company of the  series  type with one or more
     funds.  Each  is  registered  with  the  SEC  as  an  open-end,  management
     investment  company.  Such registration does not involve supervision of the
     management  or  investment  practices or policies of the companies or their
     funds by the SEC.

     The Ultra Series Fund  currently  has five Funds  available  as  investment
     options under the Contracts,  The T. Rowe Price International  Series, Inc.
     Has one Fund available as an investment option under the Contracts, the MFS
     Variable  Insurance  Trust has two Funds  available as  investment  options
     under the Contracts,  the Oppenheimer  Variable  Account Funds has one fund
     available as an  investment  option under the  Contracts  and the Templeton
     Variable  Products  Series  Fund has one fund  available  as an  investment
     option under the Contracts.  The Ultra Series Fund, MFS Variable  Insurance
     Trust,  Oppenheimer  Variable Account Funds and Templeton Variable Products
     Series  Fund  also  have  other  Funds  that are not  available  under  the
     Contracts.  All  five  investment  companies  may,  in the  future,  create
     additional  Funds or classes that may or may not be available as investment
     options under the Contracts. Each Fund has its own investment objective and
     the income,  gains and losses for each Fund are  determined  separately for
     that Fund or class.

     CIMCO Inc.  (CIMCO)  serves as the  Investment  Adviser to the Ultra Series
     Fund and  manages  its  assets in  accordance  with  general  policies  and
     guidelines  established  by the board of trustees of the Ultra Series Fund.
     The  Company  owns one half of  CIMCO's  outstanding  stock and one half is
     owned indirectly by CUNA Mutual Insurance Society.

     Rowe  Price-Fleming  International,  Inc.  (RPFI) serves as the  Investment
     Adviser to the  International  Stock  Portfolio  and  manages its assets in
     accordance with general policies and guidelines established by the board of
     directors of T. Rowe Price  International  Fund,  Inc.  RPFI was founded in
     1979 as a joint venture between T. Rowe Price  Associates,  Inc. and Robert
     Fleming Holdings Limited.

     Massachusetts  Financial  Services  Company (MFS) serves as the  Investment
     Adviser to the MFS World Governments  Series and Emerging Growth Series and
     manages its assets in  accordance  with  general  policies  and  guidelines
     established by the board of trustees of MFSAE Variable  Insurance  TrustSM.
     MFS is a subsidiary of Sun Life  Assurance  Company of Canada (U.S.) which,
     in turn, is a subsidiary of Sun Life Assurance Company of Canada.

     OppenheimerFunds,  Inc. Serves as the investment adviser to the Oppenheimer
     High Income Fund and manages its assets in accordance with general policies
     and  guideline  established  by the board of  trustees  of the  Oppenheimer
     Variable  Account Funds.  The Manager is owned by  Oppenheimer  Acquisition
     Corp.,  a holding  company that is owned in part by senior  officers of the
     Manager and controlled by Massachusetts Mutual Life Insurance Company.

     Templeton Asset  Management  Ltd.  Serves as the investment  adviser to the
     Templeton Developing Markets Fund: Class 2 and manages its assets and makes
     its investments  decisions.  Templeton Asset Management Ltd. Is a Singapore
     corporation  wholly owned by Franklin  Resources,  Inc.,  a publicly  owned
     company.  Resources'  principal  shareholders  are  Charles B.  Johnson and
     Rupert H. Johnson, Jr.

     The  assets of each  fund are held  separate  from the  assets of the other
     funds,  and each fund is offered  at a price  equal to its  respective  net
     asset value per share,  without  sales  charge.  Dividends and capital gain
     distributions  from each fund are  reinvested in that fund.  Investments in
     shares of the funds are stated at market value which is the net asset value
     per share as  determined  by the  funds.  Realized  gains and  losses  from
     security transactions are reported on an average cost basis.
     Dividend income is recorded on the ex-dividend date.

     Federal Income Taxes

     Currently,  no charge is made against the Variable Account for any federal,
     state or local taxes (other than premium  taxes) that the Company incurs or
     that may be  attributable  to the Variable  Account or the  Contracts.  The
     Company  may,  however,  make such a charge in the  future  from  surrender
     value, death benefits or annuity payments,  as appropriate.  Such taxes may
     include  taxes  (levied  by  any  government   entity)  which  the  Company
     determines to have resulted from: (1) the  establishment  or maintenance of
     the Variable Account, (2) receipt by the Company of purchase payments,  (3)
     issuance of the Contracts, or (4) the payment of annuity payments.

     Use of Estimates

     The  preparation  of financial  statements  in  conformity  with  generally
     accepted  accounting  principles  requires management to make estimates and
     assumptions  that affect the reported amounts of assets and liabilities and
     disclosure  of  contingent  assets  and  liabilities  at  the  date  of the
     financial  statements and the reported  amounts of increase and decrease in
     net assets from operations  during the period.  Actual results could differ
     from those estimates.


(3)  Fees and Charges

     Organization Costs

     CUNA Mutual Life Insurance  Company absorbed all  organization  expenses of
     the Variable Account.

     Contract Charges

     Surrender Charge  (Contingent  Deferred Sales Charge).  No charge for sales
     expenses is deducted from purchase  payments at the time purchase  payments
     are paid. However, a surrender charge is deducted upon surrender or partial
     withdrawal of purchase  payments within 7 years of their being paid and, in
     certain  circumstances,  upon payment of a death benefit or the election of
     certain annuity payment options.

     For purchase  payments  withdrawn or surrendered  within one year of having
     been  paid,  the  charge is 7% of the amount of the  payment  withdrawn  or
     surrendered.  For each purchase payment,  the surrender charge decreases by
     1% for each full year that has  elapsed  since  the  payment  was made.  No
     surrender  charge is  assessed  upon the  withdrawal  or  surrender  of the
     contract  value in excess of  aggregate  purchase  payments  or on purchase
     payments made more than 7 years prior to the withdrawal or surrender.

     Subject to  certain  restrictions.  for the first  partial  withdrawal  (or
     surrender)  in each  contract  year,  an amount  equal to 10% of  aggregate
     purchase  payments  subject  to a  surrender  charge  (as  of the  time  of
     withdrawal or surrender) may be surrendered without a surrender charge. The
     surrender charge also may be waived in certain circumstances as provided in
     the Contracts.

     Annual Contract Fee. On each contract anniversary (or upon surrender of the
     Contract) prior to the annuity date, the Company deducts an annual contract
     fee of $30 from the variable  contract  value.  After the annuity date, the
     Company  deducts  this fee from  variable  annuity  payments.  A  pro-rated
     portion of the fee is deducted upon annuitization of a Contract except on a
     contract anniversary.

     Transfer  Fee.  No  charge  is made for  transfers,  however,  the  Company
     reserves the right to charge $10 for the 13th and each subsequent  transfer
     during a Contract year.

     Premium  Taxes.  If  state or  other  premium  taxes  are  applicable  to a
     Contract,  they will be deducted either: (a) from purchase payments as they
     are received, (b) from contract value upon surrender or partial withdrawal,
     (c) upon  application  of  adjusted  contract  value to an annuity  payment
     option,  or (d) upon  payment of a death  benefit.  The  Company,  however,
     reserves the right to deduct premium taxes at the time it pays such taxes.

     Variable Account Charges

     Mortality and Expense Risk Charge.  The Company  deducts a daily  mortality
     and expense risk charge to compensate it for assuming certain mortality and
     expense  risks.  The charge is  deducted  from the  assets of the  Variable
     Account at an annual rate of 1.25%  (approximately 0.85% for mortality risk
     and 0.40% for expense risks).

     Asset-Based   Administration   Charge.   The   Company   deducts   a  daily
     administration  charge to compensate  it for certain  expenses it incurs in
     administration  of the Contract.  The charge is deducted from the assets of
     the Variable Account at an annual rate of 0.15%.


(4)  Investment Transactions

     The  cost  of  shares   purchased,   including   reinvestment  of  dividend
     distributions, during the six months ended June 30, 1997, was as follows:

     Capital Appreciation Stock Fund............................ $19,316,645
     Growth and Income Stock Fund...............................  48,792,586
     Balanced Fund..............................................  34,420,257
     Bond Fund..................................................   7,703,739
     Money Market Fund..........................................  21,143,727
     International Stock Portfolio..............................  11,616,672
     World Governments Series...................................   2,930,763
     Emerging Growth............................................  11,645,877
     High Income Fund...........................................   2,694,322
     Developing Markets Fund....................................   1,085,539
                                                                 -----------
                                                                $161,350,127
                                                                 ===========


(5)  Unit Activity from Contract Transactions

     Transactions  in units of each  subaccount of the Variable  Account for the
     year ended  December 31, 1996 and for the  six-month  period ended June 30,
     1997 were as follows:
<TABLE>
<CAPTION>
                                            Capital
                                         Appreciation         Growth and                                                    Money   
                                             Stock           Income Stock          Balanced              Bond              Market
                                          Subaccount          Subaccount          Subaccount          Subaccount         Subaccount
                                        
<S>                                      <C>                 <C>                <C>                   <C>                 <C>    
Units outstanding at December 31, 1995     2,024,589           2,807,876          2,698,049             556,749             637,911
Units sold                                 4,725,115           8,201,765          7,449,013           1,861,200           6,697,714
Units repurchased                         (2,253,984)         (2,468,258)        (2,363,229)           (731,410)         (5,842,921)
                                            --------            --------           --------            --------            --------
Units outstanding at December 31, 1996     4,495,720           8,541,383          7,783,833           1,686,539           1,492,704
Units sold                                 2,933,548           5,407,070          4,788,428           1,339,054           4,564,466
Units repurchased                         (1,774,563)         (2,458,410)        (2,296,320)           (724,894)         (3,892,794)
                                            --------            --------           --------            --------            --------
Units outstanding at June 30, 1997         5,654,705          11,490,043         10,275,941           2,300,699           2,164,376
                                            ========            ========           ========            ========            ========
                                        
                                        
                                        
                                        
                                         International           World             Emerging              High            Developing
                                             Stock            Governments           Growth              Income             Markets
                                          Subaccount          Subaccount          Subaccount*         Subaccount         Subaccount

Units outstanding at December 31, 1995     1,090,681             505,990                 --                  --                  --
Units sold                                 3,189,527           1,277,826          2,162,251                  --                  --
Units repurchased                         (1,596,931)           (750,333)          (511,624)                 --                  --
                                            --------            --------           --------             -------             -------
Units outstanding at December 31, 1996     2,683,277           1,033,483          1,650,627                  --                  --
Units sold                                 2,402,805             775,152          2,158,376             266,866             105,152
Units repurchased                         (1,467,688)           (577,460)        (1,012,397)             (7,587)             (1,737)
                                            --------            --------           --------             -------             -------
Units outstanding at June 30, 1997         3,618,394           1,231,175          2,796,606             259,279             103,415
                                            ========            ========           ========             =======             =======
                                
<FN>
*The data is for the period beginning May 1, 1996 (date of initial activity).
</FN>
</TABLE>
<PAGE>

(6)  Annuitization

     As of June 30, 1997, there were no annuitized contracts.


(7)  Condensed Financial Information

     The table below gives per unit information  about the financial  history of
each subaccount for each period.

<TABLE>
<CAPTION>
                                  Capital Appreciation         Growth and Income             Balanced                    Bond
                                    Stock Subaccount           Stock Subaccount             Subaccount                Subaccount
                                 
 Net asset value:                   1997         1996*        1997         1996*        1997          1996*        1997        1996*
                                    ----         -----        ----         -----        ----          -----        ----        -----
                                 
<S>                           <C>          <C>          <C>           <C>          <C>          <C>          <C>          <C>   
   Beginning of period            $15.45       $12.90       $15.36        $12.76       $13.03       $11.92       $11.52       $11.36
                                 
   End of period                   17.60        15.45        17.65         15.36        13.99        13.03        11.74        11.52
                                 
 Percentage increase in unit     
   value during  period           13.92%       19.77%       14.91%        20.38%        7.37%        9.31%        1.91%        1.41%
                                 
 Number of units outstanding     
   at end of period            5,654,705    4,495,720   11,490,043     8,541,383   10,275,941    7,783,833    2,300,699    1,686,539
                                 
                                 
                                      Money Market               International           World Governments          Emerging Growth
                                       Subaccount              Stock Subaccount             Subaccount                Subaccount
                                 
 Net asset value:                   1997         1996*        1997         1996*        1997          1996*        1997       1996**
                                    ----         -----        ----         -----        ----          -----        ----       ------
                                 
   Beginning of period            $10.91       $10.55       $12.40        $10.96       $11.58       $11.29       $10.08       $10.00
                                 
   End of period                   11.10        10.91        13.75         12.40        11.31        11.58        11.09        10.08
                                 
 Percentage increase in unit     
   value during  period            1.74%        3.41%       10.89%        13.14%       -2.33%        2.57%       10.02%        0.80%
                                 
 Number of units outstanding     
   at end of period            2,164,376    1,492,704    3,614,394     2,683,277    1,231,175    1,033,483    2,796,606    1,650,627
                                 
                                 
                                       High Income            Developing Markets
                                       Subaccount              Stock Subaccount
                                 
 Net asset value:                  1997***                   1997***
                                   -------                   -------
                                 
<S>                             <C>                       <C>   
   Beginning of period            $10.00                    $10.00
                                 
   End of period                   10.33                     10.02
                                 
 Percentage increase in unit     
   value during  period            3.30%                     0.20%
                                 
 Number of units outstanding     
   at end of period              259,279                   103,415
                                 
For the Money Market  Subaccount,  the  "seven-day  average yield" for the seven
days ended June 30, 1997, was 3.7% and the "effective yield" for that period was
3.8%.

     *1996 data is for the year ended December 31, 1996.

     **1996 data is for the eight-month period ended December 31, 1996.

     ***1997 data is for the two-month period ended June 30, 1997.
</TABLE>


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